/raid1/www/Hosts/bankrupt/TCR_Public/090907.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, September 7, 2009, Vol. 13, No. 248
Headlines
ABITIBIBOWATER INC: Court Sets November 13 as Claims Bar Date
ACCURIDE CORPORATION: Moody's Downgrades Default Rating to 'Ca\LD'
ALAN FRANCIOSI: Case Summary & 20 Largest Unsecured Creditors
ALLEN SYSTEMS: Moody's Assigns 'B1' Rating on $355 Mil. Facilities
ALLIS-CHALMERS: Inks Amendment to Lime Rock Investment Agreement
ALTERNATIVE DISTRIBUTION: Case Summary & 30 Unsecured Creditors
AMERICAN AIRLINES: Reports August 2009 Passenger Traffic
AMERICAN BILTRITE: Sees Listing Compliance With Congoleum Release
AMERICAN INT'L: To Sell Part of AIG Investments to Bridge Partners
AMERICAN INT'L: Board Members Take Action on CEO's Harsh Remarks
ANNIE LEIBOVITZ: Gets One-Month Extension in Art Capital Suit
APPLETON PAPERS: Extends Exchange Offer Consent Date to Sept. 8
ARCHANGEL DIAMOND: Converts Case to Chapter 11, Has Plan
ARCHUS ORTHOPEDICS: Winding Down Operations
AVISTAR COMMUNICATIONS: Innes Steps Down as Executive Officer
BALLY TECHNOLOGIES: Moody's Upgrades Default Ratings to 'Ba2'
BANK OF GRANITE: Banking Unit Agrees to Cease & Desist Order
BARRINGTON BROADCASTING: Bank Debt Trades at 38.2% Off
BASIN WATER: Amplio Unit to Acquire All Assets in $2-Mil. Deal
BEARINGPOINT INC: Completes Sale of EMEA Practice for US$69 Mil.
BEAZER HOMES: Buys Back $255.3 Mil. in Notes at Steep Discount
BEAZER HOMES: To Offer 12% Senior Secured Notes Due 2017
BERNARD MADOFF: Merkin's Feeder Funds Wants Picard Suit Dropped
BERNARD MADOFF: OIG Should Focus on SEC Supervisors, Says Ex-Atty
BJP ENTERPRISES LLC: Case Summary & 5 Largest Unsecured Creditors
BRUNO'S SUPERMARKETS: Owes Union Fund $63.8 Million Exit Payment
BUILDERS FIRSTSOURCE: Moody's Downgrades Default Rating to 'Caa3'
BURLINGTON COAT: Bank Debt Trades at 13% Off in Secondary Market
BURLINGTON COAT: Will Hold Investors' Conference Call on Sept. 11
CANWEST GLOBAL: Completes Sale of CHCH and CJNT TV Stations
CAPITAL GROWTH: Receives Subscription Proceeds Totaling $2-Mil.
CARLOS SENA: Case Summary & 20 Largest Unsecured Creditors
CARTERET ARMS: Section 341(a) Meeting Scheduled for September 16
CEDAR CREEK: Case Summary & 2 Largest Unsecured Creditors
CEDAR RIDGE: Case Summary & 7 Largest Unsecured Creditors
CHAMPION ENTERPRISES: Lenders Extend Waiver Through Oct. 12
CHIQUITA BRANDS: S&P Raises Corporate Credit Rating to 'B'
CHRYSLER LLC: Chrysler Financial Offers Dealers Easier Terms
CHRYSLER LLC: Closing of Sterling, Michigan Plant May Be Delayed
CHRYSLER LLC: Return to Southern Utah With New Dealer Scored
CHRYSLER LLC: To End Hyundai/Mitsubishi Partnership at Dundee
CHRYSLER LLC: Old CarCo LLC Defaults on Treasury Loan
CIT GROUP: Extends CEO's Employment Contract for One Year
CIT GROUP: Extends Peek's Term as Chairman & CEO for Another Year
CITY OF VALLEJO: Firefighers' Union Agrees to Negotiate New CBA
CLAIRE'S STORES: Bank Debt Trades at 35% Off in Secondary Market
CLARE HOUSE: Proposes Southwell & O'Rourke as Bankruptcy Counsel
CLARE HOUSE: Meeting of Creditors Scheduled for September 25
CLARIENT INC: Inks Professional Services Agreement with CPS
CLARIENT INC: Safeguard Discloses 41.4% Equity Stake
CLEAR CHANNEL: Bank Debt Trades at 31% Off in Secondary Market
CLEAR CHANNEL: Moody's Changes Default Rating to 'Caa3/LD'
CLEARWIRE CORP: Bank Debt Trades at 7.65% Off in Secondary Market
COEUR D'ALENE: Swaps $29.7MM Bond Debt for 1.9MM Common Shares
COLONIAL BANCGROUP: BofA Gets Freeze on Assets in Trust
CONGOLEUM CORP: NYSE OKs Parent's Listing Compliance Plan
CONSTELLATION BRANDS: Bank Debt Trades at 2% Off
CONSTELLATION BRANDS: S&P Raises Corporate Credit Rating to 'BB'
COTT'S CORPORATION: Moody's Upgrades Default Rating to 'B3'
COYOTES HOCKEY: Glendale City Won't Give Up Hockey Team's Lease
CROSSPOINTE LLC: Case Summary & Largest Unsecured Creditor
CROWN CRAFTS: Financing Pact with CIT Raises Going Concern Doubt
CRUCIBLE MATERIALS: BlackEagle Partners May Bid for Assets
DANA HOLDING: Bank Debt Trades at 23.32% Off in Secondary Market
DANA HOLDING: Eyes Issuance of $500 Million in Securities
DELPHI CORP: GM Liquidity Deals Extended to Sept. 17
DEX MEDIA EAST: Bank Debt Trades at 24% Off in Secondary Market
DEX MEDIA WEST: Bank Debt Trades at 15.9% Off in Secondary Market
DOMTAR INC: Bank Debt Trades at 5% Off in Secondary Market
EAU TECHNOLOGIES: Promissory Note Maturity Date Moved to Nov. 2010
ECONOMY LIQUORS: Voluntary Chapter 11 Case Summary
EDWARD WALERA: Case Summary & 20 Largest Unsecured Creditors
EMPIRE RESORTS: Inks Consulting Deal on Native American Matters
ENERGY PARTNERS: S&P Withdraws 'D' Ratings
ENERGYCONNECT GROUP: Aequitas Entities Disclose Equity Stake
EXPEDIA INC: S&P Puts 'BB' Corp. Rating on CreditWatch Positive
EYE CARE: S&P Retains 'B-' Rating on $150 Mil. Subordinated Notes
EZZELL & POWERS: Case Summary & 13 Largest Unsecured Creditors
FAIRFAX FINANCIAL: S&P Assigns 'BB+' Subordinated Unsec. Debt
FANNIE MAE: Regains Compliance with NYSE Listing Standard
FIRST STATE, FLAGSTAFF: Sunwest Bank Assumes All of Deposits
FLEETWOOD ENTERPRISES: Dyer & Berens Has Class Suit vs. Officers
FIRST BANK, KANSAS: Closed; Great American Bank Assumes Deposits
FORD MOTOR: Moody's Upgrades Corporate Family Rating to 'Caa1'
FORD MOTOR: Moody's Reviews 'Caa1' Sr. Unsec. Rating for Upgrade
FREDDIE MAC: Regains Compliance with NYSE Listing Standard
FRIAR TUCK INN: Files for Chapter 11 in Albany
GATEHOUSE MEDIA: Bank Debt Trades at 73.55% Off
GENERAL MOTORS: Germany Wants Decision on Opel Sale This Week
GENERAL MOTORS: Germany Rejects RHJ's Improved Offer for Opel Unit
GEORGIA GULF: S&P Raises Corporate Credit Rating to 'B'
GERDAU AMERISTEEL: S&P Affirms Corporate Credit Rating at 'BB+'
GIGABEAM CORP: Files for Bankruptcy with Chapter 11 Plan
GIGABEAM CORP: Case Summary & 20 Largest Unsecured Creditors
GLOWPOINT INC: June 30 Balance Sheet Upside-Down by $5.21 Million
GREATER ATLANTIC: Faces Stockholder Suit on MidAtlantic Merger
HALCYON HOLDING: Meeting of Creditors Scheduled for September 28
HANLEY WOOD: S&P Changes Outlook to Negative; Affirms 'B-' Rating
HAWKER BEECHCRAFT: Bank Debt Trades at 26 Off in Secondary Market
HB TEXAS: SW Ownership Acquires Skywater Over Horseshoe
HCA INC: Stockholders Approve Re-Election of 13 Directors
HEALTH MANAGEMENT: Bank Debt Trades at 6% Off in Secondary Market
HK FAMILY VENTURES: Voluntary Chapter 11 Case Summary
HOVNANIAN ENTERPRISES: Posts $168.9MM Net Loss for July 31 Qtr
IA GLOBAL: Form 10-K Has Going Concern Paragraph
IDEARC INC: Bank Debt Trades at 56% Off in Secondary Market
IDEARC INC: Unsecured Creditors Balk Restructuring Plan
INBANK, OAK FOREST: MB Financial Bank Assumes All Deposits
IPOF FUND: Court Extends Stock Trading Halt Until Dec. 2
IRWIN ROLAND SCARFF: Voluntary Chapter 11 Case Summary
JOHN MANEELY: Bank Debt Trades at 21.6% Off in Secondary Market
LAKE AT LAS VEGAS: Creditors Committee Agrees to Terms of Plan
LAKE AT LAS VEGAS: First American Sues Credit Suisse on Loans
LAUGHLIN RANCH: Exits Chapter 11 Bankruptcy Protection
LAZY DAYS: Reaches Deal With Bondholders on Ch. 11 Filing
IRWIN ROLAND SCARFF: Voluntary Chapter 11 Case Summary
LEAR CORP: Bank Debt Trades at 18% Off in Secondary Market
LEEWARD SUBDIVISION: Section 341(a) Meeting Set for September 29
LEHMAN BROTHERS: Motion to Set Procedures to Settle Loan Claims
LEHMAN BROTHERS: Motion to Set Procedures to Transfer Loans
LEHMAN BROTHERS: Proposes Settlement With Eves Entities
LEHMAN BROTHERS: Proposes SWAP Agreement With MEG Energy
LEHMAN BROTHERS: To Probe Field Point's U.K. Attorney
LENNY DYKSTRA: Puts Thousand Oaks Home on Sale
LIFE FUND 5.1: Voluntary Chapter 11 Case Summary
LIZ CLAIBORNE: Hires Alvarez & Marsal to Help Fix Operations
LOUISIANA FILM: Gerald Schiff Says CEO Should be Found in Contempt
LYONDELL CHEMICAL: May File Reorganization Plan on Sept. 15
MAGNA ENTERTAINMENT: Paid $1.5MM to Weil Since Petition Date
MAXXAM INC: Discloses WoodRock Valuation on Reverse Stock Split
MAXXAM INC: Giddeon, Hurwitz et al. Disclose Equity Stake
MAXXAM INC: Reduces Shares of Class A Preferreds to 1,500,000
MCKINNEY HOTEL: Files for Chapter 11 Bankruptcy Protection
METAPHYSICAL RESEARCH: Case Summary & 2 Largest Unsec. Creditors
METRO-GOLDWYN-MAYER: Bank Debt Trades at 44% Off
MICHAELS STORES: Bank Debt Trades at 12% Off in Secondary Market
MICHAELS STORES: Files 2nd Fiscal Quarter Report on Form 10-Q
MIKE TYSON: Court Pierces Veil of Gibralter Shell Corporation
MONA LISA: Court Directs Consolidation of Investor Disputes
MONICA MNICH: Case Summary & 20 Largest Unsecured Creditors
MORRIS PUBLISHING: Lenders Extend Waiver Until September 11
MYSTIQUE LLC: Case Summary & 12 Largest Unsecured Creditors
NAPLES SUNSHINE LLC: Case Summary & 6 Largest Unsecured Creditors
NAVISTAR INT'L: To Present Q3 Financial Results on September 10
NETWORK SOLUTIONS: Moody's Gives Neg. Outlook, Affirms 'B2' Rating
NEW CENTURY COS: Files Revised March 2009 Financial Report
NEXCEN BRANDS: To File Comprehensive 2008 10-K by September 22
NIELSEN CO: Bank Debt Trades at 6.92% Off in Secondary Market
NORTEL NETWORKS: Additional Bids Received for Enterprise Unit
NORTHERN STAR: Has Pact With FDIC to Take Actions for Bank
NOTTINGHAM VILLAGE: Case Summary & 15 Largest Unsecured Creditors
ORLEANS HOMEBUILDERS: Management to Assume Prez, COO Roles
PAETEC HOLDING: To Net $1.3MM by Selling Warrants Under Agent Plan
PENN NATIONAL: Bank Debt Trades at 3.14% Off in Secondary Market
PETCETERA: 20 Retail Stores to be Re-Opened
PETER CHRISTIAN TSOU: Case Summary & 6 Largest Unsecured Creditors
PHARMOS CORPORATION: Posts $6MM Net Loss in 6 Months Ended June 30
PHILADELPHIA NEWSPAPERS: Creditors Try to Stop PR Campaign
PHYSICIANS & SURGEONS: Batesville, Panola Seek Payment of Taxes
PIERRE LLC: Case Summary & 9 Largest Unsecured Creditors
PLATINUM COMMUNITY: Closed; FDIC OKs Insured Deposits' Payout
PROVIDENT FINANCIAL: Files for Bankruptcy in Montana
PROVIDENT FINANCIAL: Voluntary Chapter 11 Case Summary
PTS CARDINAL: Bank Debt Trades at 12.65% Off in Secondary Market
QUALITY DISTRIBUTION: Moody's Downgrades Default Rating to 'Caa3'
RALPH PORRATA: Case Summary & 20 Largest Unsecured Creditors
REVLON INC: Revises Offer to Exchange Docs to Provide More Info
REVLON INC: Bank Debt Trades at 6.5% Off in Secondary Market
SEALY CORP: Board Appoints Matthew W. King as Director
SMH SAWTELLE: Case Summary & 13 Largest Unsecured Creditors
SOUTHERN COMMUNITY: Files Chapter 7 After Bank Seized
STAAR SURGICAL: Posts $2.75MM Net Loss in Six Months Ended June 30
STANDARD PACIFIC: Amends Term Loan B Credit Agreement with BofA
STONEVIEW LLC: Voluntary Chapter 11 Case Summary
SUNRA COFFEE: Gets Schedules Filing Extension Until September 21
SUNRA COFFEE: Unsecured Creditors Object to Insiders' Financing
SUNRA COFFEE: Proposes as GG&I as General Bankruptcy Counsel
SUNRA COFFEE: Unsecured Creditors Object to Insiders' Financing
SUNRA COFFEE: Taps G. Rick Robinson as Hawaii Asset Manager
SUN-TIMES MEDIA: To File Ch. 11 Plan Centering on Jim Tyree Bid
SUNRISE SENIOR: Partial 2009 Annual Bonus Payments to Execs Okayed
SUSAN ELLIS: Court Okays Auction of Assets on September 17
SYDELL INC: Case Summary & 20 Largest Unsecured Creditors
SYNTHEMED INC: Posts $1 Million Net Loss in Quarter Ended June 30
TARGETED GENETICS: Going Concern Doubt Raised Due to Cash Needs
TOWN CENTER: Faced Foreclosure Suit Before Bankruptcy Filing
TRANS ENERGY: June 30 Balance Sheet Upside-Down by $1.28 Million
TRIAXX FUNDING: Indenture Amendment Cues Moody's Rating Actions
TRUE TEMPER: Lenders Extend Forbearance Through September 30
TUPELO INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
UNISYS CORP: Financial Pressures Won't Affect Unit, S&P Says
UNITED AIR: Bank Debt Trades at 37.2% Off in Secondary Market
UNIVERSAL ENERGY: 2009 Annual Stockholders' Meeting on Sept. 23
UNIVERSAL ENERGY: Faces Breach of Contract Suit by Roswell et al.
US FOODSERVICE: Bank Debt Trades at 19% Off in Secondary Market
VANTUS BANK: Closed; Great Southern Bank Assumes All Deposits
VENETIAN MACAU: Bank Debt Trades at 8% Off in Secondary Market
VERENIUM CORP: Discusses Terms of 9% Notes Due 2027
VERENIUM CORP: Unveils Results of Annual Stockholders Meeting
VERILINK CORP: Trustee Pursuing Claims Against Debtors' Counsel
VONAGE HOLDINGS: Amends March and June 30 Quarterly Reports
WABASH NATIONAL: Registers 24.7MM Shares Issuable to Trailer
WASH.COM INC: Voluntary Chapter 11 Case Summary
WEIGHT WATCHERS: $81.3MM in Debt Due for Remainder of FY2009
WESCO MINERALS: Case Summary & 20 Largest Unsecured Creditors
WEYERHAEUSER COMPANY: Fitch Downgrades Issuer Ratings to 'BB+'
YOUNG MEN'S CHRISTIAN: Planned Shutdown of Toledo Unit Causes Ire
* 5 Banks Shuttered; Year's Bank Failures Now 89
* Bankruptcy Filings in Hawaii Rose 35.3% in August 2009
* One Quarter of NY Dairy Farmers May Go Bankrupt in 2 Years
* Auto Task Force Head Appointed to Manufacturing Policy Post
* David Weatherwax, Bryan Albue & Dewain Fox to Join Sherman
* BOND PRICING -- For the Week From Aug. 31 to Sept. 4, 2009
*********
ABITIBIBOWATER INC: Court Sets November 13 as Claims Bar Date
-------------------------------------------------------------
AbitibiBowater Inc. received approval for a process to call for
creditor claims by the Quebec Superior Court in Canada and the
U.S. Bankruptcy Court for the District of Delaware.
The Claims Process granted outlines the procedures by which
creditors can make claims against the Company, in respect of
claims as at April 16, 2009, for Chapter 11 filers and April 17,
2009, for the entities that filed for protection under the
Companies' Creditors Arrangement Act, and contracts repudiated
between April 17, 2009, and August 31, 2009. The procedures have
been outlined in the Fourteenth Report of the CCAA monitor.
"Launching the Claims Process at this juncture demonstrates
continued progress in AbitibiBowater's restructuring efforts,"
stated David J. Paterson, President and Chief Executive Officer.
"This key step in our creditor protection filings will allow the
Company to better assess the scope and nature of creditor claims
and assist AbitibiBowater in formulating a restructuring plan."
Under the Claims Process, creditor claims must be received by 4:00
p.m. (Eastern) on November 13, 2009. Creditor claims not received
by this bar date will be extinguished, and the Creditors asserting
such claims will not be entitled to participate in any forthcoming
restructuring plan.
The Monitor, Ernst & Young Inc., and the Company's Claims Agent,
Epiq Bankruptcy Solutions, LLC, will be mailing proof of claim
packages and instruction letters to all known creditors. In
addition, a copy of the court orders, the proof of claim package
and an instruction letter will be available through a link on
abitibibowater.com. Creditors, or any other interested parties,
who do not receive a proof of claim package can obtain the
information through the Company Website. In order to promote
awareness of the Claims Process, a Notice to Creditors will be
published weekly over the coming weeks in a number of English and
French newspapers.
Certain creditors are not required to file claims in the Claims
Process including, among other creditors, active employees or
employees that were active at the date of AbitibiBowater's
creditor protection filing on April 16, 2009. This group of
employees has been excluded from the Claims Process at this time
given the Company's restructuring initiatives continue to unfold.
Employees and other creditors not presently included in the Claims
Process will be advised when the Company seeks to approve a date
for the filing of any claims by these individuals, if necessary,
at a future date.
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 23
pulp and paper facilities and 29 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 third-party certified 100% of its managed
woodlands to sustainable forest management standards.
AbitibiBowater's shares trade over-the-counter on the Pink Sheets
and on the OTC Bulletin Board under the stock symbol ABWTQ.
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).
ACCURIDE CORPORATION: Moody's Downgrades Default Rating to 'Ca\LD'
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Moody's Investors Service lowered Accuride Corporation's
Probability of Default Rating and Corporate Family Rating to Ca\LD
and Ca, respectively. In a related action the ratings of the
company's first-out senior secured bank credit facility were
lowered to Caa2 from Caa1, the rating of the last-out senior
secured bank credit facility was lowered to Ca from Caa3, and the
rating for the senior subordinated bonds was lowered to C from Ca.
The lower PDR reflects the company's announcement that it has
entered into a forbearance agreement through September 30, 2009
with certain holders of its 8 1/2% senior subordinated notes due
2015, subject to certain early termination provisions, relating to
the non-payment of the August 3rd interest payment. Moody's
believes that the company's continued financial difficulties
increase the likelihood of a distressed exchange or a bankruptcy
filing as the company seeks to restructure its business. The
forbearance agreement satisfies a condition for extending the term
of the waiver under the bank credit facilities related to certain
covenant violations and waiving cross default provisions through
September 15, 2009, while the company seeks to restructure its
debt. The application of a limited default designation to the PDR
reflects the expiration of the 30 day grace period on the missed
interest payments due August 3, 2009, under the indenture for
Accuride's 8 1/2% senior subordinated notes due 2015.
Accuride is expected to use the time provided by the standstill
under these agreements to continue discussions regarding an
appropriate capital structure. However, Moody's believes if
Accuride is unsuccessful with negotiating a debt restructuring the
company could be forced to file for Chapter 11 protection.
The rating outlook remains negative in recognition of the need for
some form of near-term debt restructuring.
Ratings lowered:
Accuride Corporation
* Probability of Default, to Ca\LD from Caa3;
* Corporate Family, to Ca from Caa3;
* First out senior secured bank credit facilities, to Caa2 (LGD2,
23%) from Caa1 (LGD2, 23%);
* Last- out senior secured bank credit facilities, to Ca (LGD4,
54%) from Caa3 (LGD4, 54%);
* Senior subordinated notes, to C (LGD5, 81%) from Ca (LGD5, 81%);
Accuride Canada Inc.
* First out senior secured bank credit facility, to Caa2 (LGD2,
23%) from Caa1 (LGD2, 23%):
The last rating action was on May 18, 2009 when, the Corporate
Family Rating was lowered to Caa3.
Accuride Corporation, headquartered in Evansville, IN, is a
diversified North American manufacturer and supplier of commercial
vehicle components. Principal products include wheels, wheel-end
components and assemblies, truck body and chassis parts, and
seating assemblies. Revenues in 2008 were approximately
$931 million.
ALAN FRANCIOSI: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Alan Franciosi
175 Via Rosina
Jupiter, FL 33458
Bankruptcy Case No.: 09-28677
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Erik P. Kimball
Debtor's Counsel: Julianne R. Frank, Esq.
11382 Prosperity Farms Rd. #230
Palm Beach Gardens, FL 33410
Tel: (561) 626-4700
Fax: (561) 627-9479
Email: fwbbnk@bellsouth.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$1,207,864, and total debts of $1,914,252.
A full-text copy of Mr. Franciosi's petition, including a list of
his 20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/flsb09-28677.pdf
The petition was signed by Mr. Franciosi.
ALLEN SYSTEMS: Moody's Assigns 'B1' Rating on $355 Mil. Facilities
------------------------------------------------------------------
Moody's Investors Service assigned provisional ratings to Allen
Systems Group, Inc.'s proposed $355 million senior secured credit
facilities, including a (P)B1 rating for its proposed $20 million
senior secured revolver, (P)B1 to its $235 million first-lien term
loan and (P)Caa1 to its $100 million second-lien term loan.
Simultaneously, Moody's also affirmed the company's B3 corporate
family rating with a developing ratings outlook. ASG intends to
apply the proceeds from the proposed credit facilities to
refinance its existing senior secured credit facilities.
Assuming that ASG is able to successfully complete the transaction
with the appropriate pricing and financial maintenance covenant
cushions as expected, it is likely that Moody's will raise ASG's
CFR to B2 from B3, probability-of-default rating to B2 from Caa1
and revise its ratings outlook to stable from developing. These
rating changes would also be contingent upon ASG's ability to
successfully file its audited financial for fiscal 2008.
On a go-forward basis, ASG's B2 CFR would consider ASG's moderate
credit metrics for the rating level, the company's small-scale
relative to some of its larger and better capitalized competitors,
and the company's strategy to grow through acquisitions which
could increase the company's overall risk profile. Furthermore,
the rating is constrained by Moody's expectation that current
challenging global macro economic conditions will likely persist
for several quarters and continue to pressure enterprise IT
budgets, which will likely hamper new license sales.
Conversely, the rating is supported by the company's broad
portfolio of well-regarded mainframe and distributed system
management software products as well as its relatively large
portion of recurring maintenance revenues and high contract
renewal rates, which provide good revenue and cash flow
visibility.
These ratings were assigned:
* $20 million senior secured revolving credit facility due 2012 -
(P) B1 (LGD3, 33%)
* $235 million first-lien senior secured term loan due 2013 - (P)
B1 (LGD3, 33%)
* $100 million second-lien senior secured term loan due 2015 - (P)
Caa1 (LGD5, 85%)
The (P) Provisional designation on the ratings will be removed at
closing of the proposed transaction and after Moody's satisfactory
review of final terms and documentation.
These ratings were affirmed:
* Corporate Family Rating at B3
* Probability of Default Rating at Caa1
* Upon closing of the proposed transaction and repayment of
existing debt, Moody's will withdraw these ratings:
* $45 million senior secured revolving credit facility at B3
(LGD3, 31%)
* $295 million senior secured term loan at B3 (LGD3, 31%)
* Ratings outlook is developing
The last rating action for ASG was on April 8, 2009, when Moody's
downgraded ASG's CFR to B3 with a developing ratings outlook.
Headquartered in Naples, Florida, Allen Systems Group, Inc., is a
privately-held provider of enterprise management software
solutions used by IT departments of enterprise customers to
automate tasks, manage content, and monitor performance of their
infrastructure across mainframe and distributed computing
environments. The company generated approximately $286 million in
revenues for the last-twelve-month period ended June 30, 2009.
ALLIS-CHALMERS: Inks Amendment to Lime Rock Investment Agreement
----------------------------------------------------------------
Allis-Chalmers Energy Inc. and Lime Rock Partners V, L.P. on
September 1, 2009, entered into a Second Amendment to their
Investment Agreement, dated May 20, 2009. Pursuant to the Second
Amendment, Lime Rock has agreed to designate their two remaining
nominees to the Company's board of directors by January 15, 2010.
A full-text copy of the Second Amendment to Investment Agreement
dated September 1, 2009, between Allis-Chalmers and Lime Rock
Partners V, L.P., a Cayman Islands exempted limited partnership,
is available at no charge at http://ResearchArchives.com/t/s?4418
Houston, Texas-based Allis-Chalmers Energy Inc. (NYSE: ALY) --
http://www.alchenergy.com/-- is a multi-faceted oilfield services
company. Allis-Chalmers provides services and equipment to oil
and natural gas exploration and production companies, domestically
primarily in Texas, Louisiana, New Mexico, Oklahoma, Arkansas,
offshore in the Gulf of Mexico, and internationally, primarily in
Argentina, Brazil and Mexico. Allis-Chalmers provides directional
drilling services, casing and tubing services, underbalanced
drilling, production and workover services with coiled tubing
units, rental of drill pipe and blow-out prevention equipment, and
international drilling and workover services.
* * *
As reported by the Troubled Company Reporter on July 15, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Allis-Chalmers Energy to 'B-' from 'SD' (selective
default). The outlook is negative. At the same time, S&P raised
the issue-level rating on Allis-Chalmers' unsecured notes to 'B-'
(the same as the corporate credit rating) from 'D'. S&P revised
the recovery rating on this debt to '4' from '3' indicating
expectations of average (30%-50%) recovery of principal in the
event of a payment default.
The TCR said July 9, 2009, Moody's Investors Service affirmed
Allis-Chalmers' B3 Corporate Family Rating, changed its
Probability of Default Rating to B3 from B3/LD, and upgraded its
$225 million 9% senior notes due 2014 to Caa1 (LGD 4, 62%) from
Caa3 (LGD 3, 35%) and its $205 million 8.5% senior notes due 2017
to Caa1 (LGD 4, 62%) from Ca (LGD 4, 40%). The rating outlook is
stable.
ALTERNATIVE DISTRIBUTION: Case Summary & 30 Unsecured Creditors
---------------------------------------------------------------
Debtor: Alternative Distribution Systems, Inc.
116 East 1100 North
Chesterton, IN 46304
Bankruptcy Case No.: 09-13099
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
May Logistics Services, Inc. 09-13100
dba Servicecraft
ADS Logistics, LLC 09-13101
dba Area Transportation Company
dba Freight Connections International, Ltd.
dba Independent Contractor Services, Inc.
dba Roll & Hold Warehousing & Distribution Corp.
dba Western Intermodal Services, Ltd.
dba Columbia Transload, Inc.
dba Show-Me Transporatation, Inc.
dba Alternative Distribution Systems, LLC
dba Integrated Solutions Group
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Peter J. Walsh
Debtor's Counsel: Norman L. Pernick, Esq.
Cole, Schotz, Meisel, Forman & Leonard,
500 Delaware Avenue,Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: bankruptcy@coleschotz.com
Patrick J. Reilley, Esq.
Cole, Schotz, Meisel, Forman & Leonard,
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: preilley@coleschotz.com
Estimated Assets: $0 to $50,000
Estimated Debts: $10,000,001 to $50,000,000
A full-text copy of the Debtors' petition, including a list of
their 30 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/deb09-13099.pdf
The petition was signed by Timothy M. May, chief operating officer
of the Company.
AMERICAN AIRLINES: Reports August 2009 Passenger Traffic
--------------------------------------------------------
American Airlines reported an August load factor of 84.7%, an
increase of 1.2 points versus the same period last year. Traffic
decreased 8.1% and capacity decreased 9.4% year over year.
Domestic traffic decreased 9.1% year over year on 11% less
capacity. International traffic decreased by 6.4% relative to
August 2008 on a capacity decrease of 6.7%.
In July, American Airlines reported a load factor of 87.3%, an
increase of 1.4 points versus July 2008. Traffic decreased 6.4%
and capacity decreased 8.0% year over year. Domestic traffic
decreased 8.0% year over year on 10.4% less capacity.
International traffic decreased by 3.7% relative to July 2008 on a
capacity decrease of 4.0%.
American boarded 7.7 million passengers in August. American
boarded 8.2 million passengers in July.
A full-text copy of American Airlines' July Traffic results is
available at no charge at http://ResearchArchives.com/t/s?4411
A full-text copy of American Airlines' August Traffic results is
available at no charge at http://ResearchArchives.com/t/s?4412
About AMR Corporation
Headquartered in Forth Worth, Texas, AMR Corporation (NYSE:
AMR) operates with its principal subsidiary, American Airlines
Inc. -- http://www.aa.com/-- a worldwide scheduled passenger
airline. At the end of 2006, American provided scheduled jet
service to about 150 destinations throughout North America, the
Caribbean, Latin America, including Brazil, Europe and Asia.
American is also a scheduled airfreight carrier, providing
freight and mail services to shippers throughout its system.
Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two
regional airlines, American Eagle Airlines Inc. and Executive
Airlines Inc., and does business as "American Eagle." American
Beacon Advisors Inc., a wholly owned subsidiary of AMR, is
responsible for the investment and oversight of assets of AMR's
U.S. employee benefit plans, as well as AMR's short-term
investments.
AMR Corp. reported a net loss of $390 million for the second
quarter of 2009, or $1.39 per share. At June 30, 2009, the
Company had $24.1 billion in total assets; $8.2 billion in total
current liabilities, $8.3 billion in long- term debt, less current
maturities, $572 million in obligations under capital leases, less
current obligations, $6.8 billion in pension and postretirement
benefits, and $3.1 billion in other liabilities, deferred gains
and deferred credits; resulting in a $3.0 billion stockholders'
deficit.
Following the release of AMR's second quarter results, Standard &
Poor's Ratings Services placed its ratings, including the 'B-'
corporate credit ratings, on AMR Corp. and its American
Airlines Inc. subsidiary, on CreditWatch with negative
implications, due to concerns about revenue generation and
liquidity.
Fitch Ratings has affirmed issuer default rating of AMR Corp. and
its principal operating subsidiary American Airlines, Inc. at
'CCC'.
AMERICAN BILTRITE: Sees Listing Compliance With Congoleum Release
-----------------------------------------------------------------
American Biltrite Inc. said on August 31 it received a letter from
the NYSE Amex LLC indicating that the Amex had accepted a plan
submitted by American Biltrite to regain compliance with certain
continued listing standards, and would extend the deadline for
meeting those standards to November 29, 2010. American Biltrite's
listing on the Amex is being continued pursuant to this extension.
The Amex had previously advised American Biltrite that it was not
in compliance with Section 1003(a)(i) of the NYSE Amex Company
Guide, with stockholders' equity of less than $2,000,000 and
losses from continuing operations or net losses in two of its
three most recent fiscal years; and Section 1003(a)(ii) of the
NYSE Amex Company Guide, with stockholders' equity of less than
$4,000,000 and losses from continuing operations and/or net losses
in three of its four most recent fiscal years.
Roger S. Marcus, Chairman of the Board, commented "We are pleased
the NYSE Amex has accepted our plan. As I explained previously,
our non-compliance with the continued listing requirements
asserted by the NYSE Amex is the result of our consolidating the
substantial stockholders' deficit of our subsidiary, Congoleum
Corporation, with the stockholders' equity of the rest of American
Biltrite. Congoleum is in Chapter 11 bankruptcy reorganization
proceedings and we expect that our current majority ownership
interest in Congoleum will be eliminated as part of those
proceedings. Upon loss of our controlling interest, we would
discontinue the consolidation of Congoleum. Once we are no longer
consolidating Congoleum, our stockholders' equity should then be
sufficient for us to meet these continued listing requirements of
the NYSE Amex. We currently expect that will take place before
our listing extension expires on November 29, 2010."
American Biltrite's consolidated financial statements include its
55% owned subsidiary Congoleum Corporation, which is in Chapter 11
bankruptcy reorganization proceedings. Congoleum's stockholders'
equity at June 30, 2009 was a deficit of $94.6 million, resulting
in a $54.9 million deficit in American Biltrite's consolidated
stockholders' equity as of that date. Under the terms of
previously proposed plans of reorganization for Congoleum,
American Biltrite's ownership interest in Congoleum would be
eliminated, and American Biltrite would no longer consolidate
Congoleum in its financial statements. American Biltrite expects
than any plan of reorganization for Congoleum that may be
confirmed and become effective would similarly provide for the
elimination of American Biltrite's ownership interest in
Congoleum. Accordingly, American Biltrite believes its financial
statements excluding Congoleum to be a more meaningful
presentation to certain investors. Excluding Congoleum, American
Biltrite's stockholders' equity at June 30, 2009 was
$39.7 million.
About American Biltrite
American Biltrite Inc.'s (NYSE Amex: ABL) operations include its
Tape Division; a controlling interest in K&M Associates L.P., a
Rhode Island limited partnership (K&M), and ownership of a
Canadian subsidiary, American Biltrite (Canada) Ltd. (AB Canada).
The Tape Division produces adhesive-coated, pressure-sensitive
papers and films used to protect material during handling or
storage or to serve as a carrier for transferring decals or die-
cut lettering. K&M is a designer, supplier, distributor and
servicer of a variety of adult, children's and specialty items of
fashion jewelry and related accessories throughout the United
States and Canada. AB Canada produces resilient floor tile,
rubber tiles and rolled rubber flooring and industrial products
(including conveyor belting, truck and trailer splash guards and
sheet rubber material) and imports certain rubber and tile
products from China for resale. Congoleum is a manufacturer of
resilient sheet and tile flooring.
AMERICAN INT'L: To Sell Part of AIG Investments to Bridge Partners
------------------------------------------------------------------
Lavonne Kuykendall at The Wall Street Journal reports that
American International Group Inc. has reached an agreement with
Bridge Partners LP, a company owned by Pacific Century Group, to
sell a portion of AIG Investments, its investment advisory and
asset management businesses, for an estimated $500 million.
AIG Investments' assets include private-equity funds, hedge funds
of funds, listed equities, and fixed income. Rick Carew at The
Wall Street Journal relates that Pacific Century Group had
initially bid for AIG Investments in March on its own. It then
joined a consortium led by U.S. money manager Franklin Templeton
in June, The Journal says, citing people familiar with the matter.
Franklin Templeton dropped out of exclusive talks with AIG in
July, but Pacific Century, despite limited asset-management
experience, was able to continue the pursuit on his own due to his
strong cash position, according to the report.
The price was below the $800 million proposed in April 2009 by
some potential buyers, but is higher than the $300 million low end
of expectations, says The Journal. The Journal notes that much of
the price depends on the unit's performance. According to The
Journal, Bridge Partners will pay $300 million in cash at closing,
and future payments that include a performance note and a
continuing share of carried interest. Pacific Century expects to
pay an additional $200 million to AIG in carried interest and
other payments linked to future performance of the business, the
report says. AIG estimates that the final price will be
$500 million, the report states.
The Journal relates that AIG will keep its in-house asset
management unit that manages $480 billion in assets. The Journal
states that business being sold are part of AIG's asset-management
operations that reported a $222 million second-quarter operating
loss. AIG, according to The Journal, said that Win J. Neuger will
continue as CEO of businesses being sold and the management team
will remain in the companies. Citing people familiar with the
matter, The Journal states that Pacific Century owner Richard Li
plans to work with existing management to rebrand the unit in due
course and could also bring in other investors into the deal
later, according to a person close to Pacific Century Group.
The sale of the asset manager is subject to regulatory and other
approvals, The Journal says, citing AIG.
About American International
Based in New York, American International Group, Inc., is the
leading international insurance organization with operation in
more than 130 countries and jurisdictions. AIG companies serve
commercial, institutional and individual customers through the
most extensive worldwide property-casualty and life insurance
networks of any insurer. In addition, AIG companies are leading
providers of retirement services, financial services and asset
management around the world. AIG's common stock is listed on the
New York Stock Exchange, as well as the stock exchanges in Ireland
and Tokyo.
In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings. On
September 16, 2008, the Federal Reserve Bank created an
$85 billion credit facility to enable AIG to meet increased
collateral obligations consequent to the ratings downgrade, in
exchange for the issuance of a stock warrant to the Fed for 79.9%
of the equity of AIG. The credit facility was eventually
increased to as much as $182.5 billion. AIG has sold a number of
its subsidiaries and other assets to pay down loans received, and
continues to seek buyers of its assets.
The Troubled Company Reporter reported on March 4, 2009, that
Moody's Investors Service confirmed the A3 senior unsecured debt
and Prime-1 short-term debt ratings of American International
Group. AIG's subordinated debt rating has been downgraded to Ba2
from Baa1. The rating outlook for AIG is negative. This rating
action follows AIG's announcement of net losses of $62 billion for
the fourth quarter and $99 billion for the full year of 2008,
along with a revised restructuring plan supported by the U.S.
Treasury and the Federal Reserve. This concludes a review for
possible downgrade that was initiated on September 15, 2008.
AMERICAN INT'L: Board Members Take Action on CEO's Harsh Remarks
----------------------------------------------------------------
Joann S. Lublin, Matthew Karnitschnig, and Liam Pleven at The Wall
Street Journal report that American International Group Inc. CEO
Robert Benmosche may be reprimanded by board members who are
concerned that his tough remarks have gone too far.
As reported by the TCR on September 2, 2009, AIG said that
Mr. Benmosche told AIG workers on August 11 that Mr. Cuomo was
"unbelievably wrong" for drawing attention to staff members who
received retention bonuses and that he "doesn't deserve to be in
government". Mr. Benmosche regretted the remarks he made. AIG
said that Mr. Benmosche "now recognizes" that Mr. Cuomo "resisted
public pressure to disclose the names of AIG employees during the
controversy."
Citing people with the matter, The Journal relates that some AIG
board members will discuss how to better manage Mr. Benmosche when
independent directors convene privately during a board retreat in
the middle of this month.
Based in New York, American International Group, Inc., is the
leading international insurance organization with operation in
more than 130 countries and jurisdictions. AIG companies serve
commercial, institutional and individual customers through the
most extensive worldwide property-casualty and life insurance
networks of any insurer. In addition, AIG companies are leading
providers of retirement services, financial services and asset
management around the world. AIG's common stock is listed on the
New York Stock Exchange, as well as the stock exchanges in Ireland
and Tokyo.
In September 2008, AIG experienced a liquidity crunch when its
credit ratings were downgraded below "AA" levels by Standard &
Poor's, Moody's Investors Service and Fitch Ratings. On
September 16, 2008, the Federal Reserve Bank created an
$85 billion credit facility to enable AIG to meet increased
collateral obligations consequent to the ratings downgrade, in
exchange for the issuance of a stock warrant to the Fed for 79.9%
of the equity of AIG. The credit facility was eventually
increased to as much as $182.5 billion. AIG has sold a number of
its subsidiaries and other assets to pay down loans received, and
continues to seek buyers of its assets.
The Troubled Company Reporter reported on March 4, 2009, that
Moody's Investors Service confirmed the A3 senior unsecured debt
and Prime-1 short-term debt ratings of American International
Group. AIG's subordinated debt rating has been downgraded to Ba2
from Baa1. The rating outlook for AIG is negative. This rating
action follows AIG's announcement of net losses of $62 billion for
the fourth quarter and $99 billion for the full year of 2008,
along with a revised restructuring plan supported by the U.S.
Treasury and the Federal Reserve. This concludes a review for
possible downgrade that was initiated on September 15, 2008.
ANNIE LEIBOVITZ: Gets One-Month Extension in Art Capital Suit
-------------------------------------------------------------
Justice Bernard Fried of the New York State Supreme Court gave
Annie Leibovitz until October 1 to respond to the lawsuit filed
by Art Capital Group against her, according to reporting by
Patricia Hurtado and Katya Kazakina at Bloomberg. As a result,
Ms. Leibovitz will have an extra month to deal with her financial
woes.
Art Capital Group, in September 2008, gave celebrity photographer
Annie Leibovitz access to a $24 million loan, backed by rights to
her photograph and real estate in New York. Their agreement was
that Art Capital would be the "irrevocable, exclusive agent" for
the sale of her works and property for the loan's length and for
two years after she pays it off.
Ms. Leibovitz has been unable to pay off the loan. Art Capital
has sued Ms. Leibovitz before the New York State Supreme Court,
New York County, in Manhattan (Case No. 09-602334), for breach of
contract, claiming that Ms. Leibovitz has not cooperated with the
sale of her photographs and has not granted access to the real
estate backing the loans.
According to an August 5 report by Bloomberg News, Thomas Kline,
Esq., a partner at Andrews Kurth, which specializes in art law and
litigation, said that filing for bankruptcy rather than
challenging the lawsuit, may be better legal strategy for Ms.
Leibovitz.
Mr. Kline, Bloomberg relates, said that while a bankruptcy filing
would make Ms. Leibovitz's finances public, it would stay the
lawsuit while she considers her options. According to Mr. Kline,
the bankruptcy court may be "may be more attuned to fairness
issues with regard to her and to all her creditors."
Annie Leibovitz, 59, is the creator of famous photographs
including a nude of John Lennon in a fetal position with Yoko Ono,
and a portrait of a pregnant, naked Demi Moore published on the
cover of Vanity Fair magazine.
APPLETON PAPERS: Extends Exchange Offer Consent Date to Sept. 8
---------------------------------------------------------------
Appleton Papers Inc. is extending the consent date for its private
offers to exchange its outstanding 8.125% Senior Notes due 2011
and 9.75% Senior Subordinated Notes due 2014 for new 11.25% Second
Lien Notes due 2015.
As extended, the consent date for the exchange offers and consent
solicitations will be 5:00 p.m., New York City time, September 8,
2009, unless further extended. The expiration date for the
exchange offers and consent solicitations remains 12:00 midnight,
New York City time, on September 15, 2009, unless extended.
The terms and conditions of the exchange offers and consent
solicitations are described in the Offering Circular and related
Letter of Transmittal and Consent, dated August 18, 2009. Except
as noted, the terms and conditions of the exchange offers and
consent solicitations remain unchanged. All holders of old notes
who have previously tendered old notes and delivered related
consents do not need to retender such old notes or redeliver such
related consents or take any other action in response to this
extension. Other qualified holders of old notes may use the
materials previously distributed to them for purposes of tendering
old notes and delivering related consents.
It is a condition to consummation of the exchange offer for the
senior notes that there have been validly tendered by the
expiration date (and not validly withdrawn) senior notes
representing at least 80% of the outstanding aggregate principal
amount of such senior notes. It is a condition to consummation of
the exchange offer for the senior subordinated notes that there
have been validly tendered by the expiration date -- and not
validly withdrawn -- senior subordinated notes representing at
least 70% of the outstanding aggregate principal amount of such
senior subordinated notes.
As of 5:00 p.m., New York City time, on August 31, 2009, Appleton
had received tenders of old notes representing roughly 82% of the
outstanding aggregate principal amount of the senior notes and
roughly 77% of the outstanding aggregate principal amount of the
senior subordinated notes.
The new notes have not been and will not be registered under the
Securities Act or any state securities laws, may not be offered or
sold in the United States absent registration or an applicable
exemption from registration requirements, and will therefore be
subject to substantial restrictions on transfer.
The exchange offers and consent solicitations are being made only
to qualified institutional buyers and accredited investors inside
the United States and to certain non-U.S. investors located
outside the United States that have completed and returned a
related letter of representations.
Distressed Exchange
As reported by the Troubled Company Reporter on August 20, 2009,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Appleton Papers to 'CC' from 'B'. At the same time, S&P
lowered the issue-level ratings on the company's senior notes and
subordinated notes to 'C' from 'CCC+'. The outlook is negative.
S&P also placed 'B+' issue-level rating on the Company's secured
bank credit facilities on CreditWatch with negative implications.
The recovery rating remains '2', indicating S&P's expectation of
substantial (70% to 90%) recovery in the event of payment default.
The rating actions follow Appleton's announcement that it is
offering to exchange $200 million of proposed new second-lien
secured notes for the outstanding senior unsecured and
subordinated notes in its capital structure. In the case of the
subordinated notes, the exchange for the new notes would represent
a substantial discount to the par amount. For the senior
unsecured notes, the exchange for the new notes would be at par,
while the maturity would be extended beyond the original maturity
of the existing notes. "As a result, S&P view the exchanges as
being tantamount to default given Appleton's stressed and highly
leveraged financial risk profile and S&P's concerns around
Appleton's ability to service its current capital structure over
the intermediate term due to the challenging operating
environment," said Standard & Poor's credit analyst Andy Sookram.
The TCR also said Moody's Investors Service assigned a B3 rating
to Appleton Papers' proposed new secured notes due 2015 and
downgraded the company's existing senior subordinated notes to Ca
from Caa1. At the same time, Moody's downgraded the company's
probability of default rating to Caa3 from B2. Moody's also
affirmed the company's B2 corporate family rating and speculative
grade liquidity rating of SGL-4. The outlook remains negative.
Because the exchange offer for the senior subordinated debt is
being done at 60% of par, and nonconsenting holders of the
existing senior unsecured and senior subordinated notes will lose
certain rights and be effectively subordinated to the new notes,
Moody's views the exchange offer to be a distressed exchange,
which is an event of default under Moody's definition of default.
About Appleton Papers
Appleton Papers Inc., headquartered in Appleton, Wisconsin,
develops and manufactures specialty coated paper products,
including carbonless paper, thermal paper, and other specialty
papers. It also develops and manufactures flexible packaging
products.
ARCHANGEL DIAMOND: Converts Case to Chapter 11, Has Plan
--------------------------------------------------------
The Board of Archangel Diamond Corporation has filed a notice to
convert a pending Chapter 7 bankruptcy proceeding to a Chapter 11
bankruptcy. The Chapter 11 bankruptcy proceeding is captioned
09-22621 HRT. The notice of conversion, a Plan, and a motion to
approve a loan to finance ADC until the effective date of the Plan
was filed after the close of business on September 3, 2009.
The Plan describes ADC's plan to protect its assets, including its
litigation against Lukoil in Colorado state court through the
operation of a liquidating trust established for the benefit of
its creditors and shareholders. This trust will be funded by exit
financing provided by Firebird Global Master Fund, Ltd., on terms
that have generally been approved by a number of ADC's major
creditors and equity holders. If the Disclosure Statement that
will be filed regarding the Plan is approved by the court,
appropriate details concerning the Plan will be timely sent to
creditors and shareholders.
Additionally, ADC is currently involved in an arbitration against
Arkhangelskgeoldobycha in Stockholm, Sweden. ADC is in the
process of making representations to the arbitral tribunal in view
of the current situation of the Company.
About Archangel Diamond
Archangel Diamond (NEX BOARD:AAD.H) is a Canadian diamond company
focused on exploration and mining in Russia. The company is
listed on the Toronto Venture Exchange (trading symbol AAD).
Three creditors filed a petition to send Archangel Diamond
Corporation to liquidation under Chapter 7 of the U.S. Bankruptcy
Code on June 26, 2009 (Bankr. D. Colo. Case No. 09-22621).
Archangel Diamond Corporation said August 27, 2009, its board
approved a proposal to negotiate with interested parties the
filing of a notice to convert its involuntary Chapter 7 proceeding
to a Chapter 11 bankruptcy.
ARCHUS ORTHOPEDICS: Winding Down Operations
-------------------------------------------
The Seattle Times reports that Archus Orthopedics Inc. has filed a
certificate of dissolution with the Delaware Secretary of State.
VentureWire says that Archus Orthopedics most recently raised a
$35 million Series C round in January 2008 from Johnson & Johnson
Development Corp., InterWest Partners, MPM Capital, and Polaris
Venture Partners, which was followed by $10 million in venture
debt from GE Healthcare Financial Services.
Redmond, Washington-based Archus Orthopedics Inc. is a spinal
device company. It was founded in July 2001 and was in clinical
trials for a device for an alternative to spinal fusion surgery
for the treatment of leg and back pain caused by moderate-to-
severe degenerative lumbar spinal stenosis.
AVISTAR COMMUNICATIONS: Innes Steps Down as Executive Officer
-------------------------------------------------------------
Effective August 28, 2009, Darren P. Innes, General Manager and
Vice President, Global Sales resigned as an executive officer of
Avistar Communications Corporation. In connection with his
resignation, Mr. Innes and the Company entered into a Compromise
Agreement on August 27, 2009.
Pursuant to this agreement, the Company agreed to pay Mr. Innes
GBP35,000 as severance, GBP4,615.39 in lieu of two weeks' notice
and GBP2,160.58 for accrued but unpaid vacation. The Company also
agreed to reimburse Mr. Innes for any unpaid Company-related
expenses incurred prior to August 28, 2009. The agreement
includes a release by Mr. Innes of claims against the Company.
The Company on January 4, 2008, issued $7,000,000 of 4.5%
Convertible Subordinated Secured Notes, which are due in 2010.
The Notes were sold pursuant to a Convertible Note Purchase
Agreement to Baldwin Enterprises, Inc., a subsidiary of Leucadia
National Corporation, directors Gerald Burnett, R. Stephen
Heinrichs, William Campbell, and Craig Heimark, officers Simon
Moss and Darren Innes, and WS Investment Company. The Notes will
be due January 4, 2010 and are convertible prior to maturity.
Commencing on the one-year anniversary of the issuance of the
Notes, the Note holders became entitled to convert the Notes into
common stock at an initial conversion price of $0.70 per share.
In May 2009, the Company issued a total of 4,199,997 shares of
common stock to Gerald Burnett, R. Stephen Heinrichs, William
Campbell, Craig Heimark, Simon Moss and WS Investment Company upon
their election to convert their notes with an aggregate principal
amount of $2.9 million into common stock. The Company said
$4.1 million in notes remained outstanding as of June 30, 2009.
As reported by the Troubled Company Reporter on August 25, 2009,
the Company said it is "currently in discussions with the
remaining holders of the Notes to convert the Notes into shares of
common stock in January 2010 or extend the term of the Notes.
Assuming the successful conversion or extension of the Notes in
conjunction with the results of our cost reduction efforts,
including Dr. Burnett's personal guarantee to Avistar to support
an extension of the revolving line of credit, we believe that our
existing cash and cash equivalents balance and line of credit will
provide us with sufficient funds to finance our operations for the
next 12 months."
About Avistar Communications
Headquartered in San Mateo, California, Avistar Communications
Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a
portfolio of 80 patents for inventions in video and network
technology and licenses IP to videoconferencing, rich-media
services, public networking and related industries. Current
licensees include Sony Corporation, Sony Computer Entertainment
Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and
Emblaze-VCON.
As of June 30, 2009, the Company had $4,162,000 in total assets
and $15,279,000 in total liabilities, resulting in stockholders'
deficit of $11,117,000.
The Nasdaq Stock Market, LLC, has determined to remove from
listing the common stock of Avistar, effective at the open of
business on August 31, 2009. Based on a review of information
provided by the Company, Exchange Staff determined that the
Company no longer qualified for listing on the Exchange as it
failed to comply with Rule 5505(b)(2).
BALLY TECHNOLOGIES: Moody's Upgrades Default Ratings to 'Ba2'
-------------------------------------------------------------
Moody's Investors Service upgraded Bally Technologies, Inc.'s
Corporate Family and Probability of Default ratings to Ba2 from
Ba3 and upgraded its Speculative Grade Liquidity rating to SGL-1
from SGL-2. Bally's senior secured bank loan ratings was also
upgraded to Ba2 from Ba3. The rating outlook is stable.
"The upgrade reflects Bally's improving credit profile, strong
liquidity, and resolution of financial control issues," said
Moody's Senior Credit Officer, Peggy Holloway. Despite weak
industry demand, Bally has increased its share of new gaming
equipment shipments and grown its installed base of gaming
machines resulting in improved profitability, lower leverage, and
higher interest coverage. Bally's gross operating margin has
grown from 50% in 2007 to 61% in 2009 while debt to EBITDA has
dropped from 2.5 times to 0.8 times over the same time period.
The Ba2 rating reflects Bally's game development and technology
risks, slow replacement demand and lower play levels across most
US gaming markets that is likely to continue through mid-2010.
Ratings are supported by a good product line-up, increasing market
share, solid returns and margins, low leverage, and strong
interest coverage.
The upgrade of Bally's Speculative Grade Liquidity rating to SGL-1
reflects Moody's expectation that Bally can fund all operating and
capital investment needs internally, improving head room under the
company's financial covenants. Additionally, Bally repaid all
outstanding revolving credit loans thereby leaving company's
$75 million revolving credit facility available to cover
unexpected contingencies.
Ratings upgraded:
Bally Technologies, Inc.
* Corporate Family rating to Ba2 from Ba3
* Probability of Default rating to Ba2 from Ba3
* $75 million senior secured revolving credit facility to Ba2 (LGD
4, 52%) from Ba3 (LGD 4, 51%)
* $225 million senior secured term loan to Ba2 (LGD 4, 52%) from
Ba3 (LGD 4, 51%)
* Speculative Grade Liquidity rating to SGL-1 from SGL-2
Moody's most recent rating action for Bally occurred on
September 9, 2008, when Moody's assigned a Ba3 Corporate Family
rating and Ba3 Probability of Default rating.
Headquartered in Las Vegas Nevada, Bally Technologies, Inc., is a
diversified gaming company that manufactures, distributes and
operates games devices and computerized monitoring and accounting
systems for gaming devices sold to the legalized gambling
industry. The company also operates the Rainbow Casino in
Vickburg, Mississippi.
BANK OF GRANITE: Banking Unit Agrees to Cease & Desist Order
------------------------------------------------------------
Bank of Granite Corporation said September 4 its subsidiary Bank
of Granite has entered into a Stipulation and Consent agreeing to
the entry of an Order to Cease and Desist with banking regulators.
This Order requires changing certain operating practices that are
intended to improve the Bank's earnings performance and capital
levels. The Order requires the Bank to report to the FDIC and the
NC Commissioner of Banks at least quarterly to address, among
other things, the ongoing management and oversight of the Bank, an
increase in the Bank's capital levels, a reduction in the Bank's
classified assets, a reduction in concentrations of credit and
improvement in the Bank's earnings.
This Order does not affect customer deposits or loans. Deposits
in Bank of Granite will continue to be covered by FDIC Insurance
up to $250,000, and noninterest bearing transaction accounts are
fully covered by FDIC Insurance.
"We are committed to working with the FDIC and the Commissioner to
implement the actions required by the Order. We will do so while
continuing to meet the needs of our customers in the communities
we serve. Rest assured that we are committed to providing the
products, services and responsiveness our customers expect and
deserve. This Order does not affect customer deposit accounts or
loans. Deposits in Bank of Granite will continue to be covered by
FDIC Insurance up to $250,000 and noninterest bearing transaction
accounts are fully covered by FDIC Insurance. We want our
customers to be confident in knowing that Bank of Granite is
committed to customer value and to delivering the kind of superior
service that has been Bank of Granite's standard for over 100
years," said Scott Anderson, the Bank's CEO.
Bank of Granite Corporation's (NASDAQ: GRAN) common stock trades
on the NASDAQ Global Select Market(SM) under the symbol "GRAN."
Bank of Granite Corporation is the parent company of Bank of
Granite. Bank of Granite operates twenty full-service banking
offices in eight North Carolina counties -- Burke, Caldwell,
Catawba, Forsyth, Iredell, Mecklenburg, Watauga, and Wilkes.
BARRINGTON BROADCASTING: Bank Debt Trades at 38.2% Off
------------------------------------------------------
Participations in a syndicated loan under which Barrington
Broadcasting Group LLC is a borrower traded in the secondary
market at 61.80 cents-on-the-dollar during the week ended Friday,
Sept. 4, 2009, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents an
increase of 0.55 percentage points from the previous week, The
Journal relates. The loan matures on Aug. 7, 2013. The Company
pays 225 basis points above LIBOR to borrow under the facility.
The bank debt carries Moody's B3 rating and Standard & Poor's CCC+
rating. The debt is one of the biggest gainers and losers among
widely quoted syndicated loans in secondary trading in the week
ended Sept. 4, among the 149 loans with five or more bids.
As reported in the Troubled Company Reporter on July 28, 2009,
Standard & Poor's revised its recovery rating on Barrington
Broadcasting Group LLC's secured credit facilities to '3' from
'2'. The '3' recovery rating indicates the expectation for
meaningful (50% to 70%) recovery in the event of a payment
default. S&P also lowered the issue-level rating on this debt to
'CCC+' (at the same level as the 'CCC+' corporate credit rating on
parent Barrington Broadcasting LLC) from 'B-', in accordance with
S&P's notching criteria for a '3' recovery rating.
As reported in the Troubled Company Reporter on April 8, 2009,
Moody's Investors Service changed the probability of default
rating for Barrington Broadcasting Group LLC to Caa1 from Caa1/LD
and upgraded the rating on its senior subordinated bonds to Caa3
from C.
Barrington Broadcasting Group LLC, headquartered in Hoffman
Estates, Illinois, owns or programs 23 network television stations
in 15 markets. Its net revenue for the year ended Dec. 31, 2008,
was $119 million.
BASIN WATER: Amplio Unit to Acquire All Assets in $2-Mil. Deal
--------------------------------------------------------------
Basin Water, Inc., and Basin Water-MPT, Inc., a wholly owned
subsidiary of the Company, on August 28, 2009, entered into an
Amendment No. 1 to Asset Purchase Agreement with Amplio Filtration
Holdings, Inc., an affiliate of the Amplio Group, to reflect
Amplio's revised winning offer.
Under the terms of the APA Amendment, among other things, (i)
Envirogen Technologies, Inc., an affiliate of Amplio, was
designated by Amplio as the purchaser of the assets under the
Asset Purchase Agreement, (ii) the purchase price of the assets
remained unchanged at $2,000,000, subject to certain adjustments,
with $175,000 of the Purchase Price to be deposited by the Buyer
with a third party escrow agent to be released to the Company or
the Buyer, as applicable, upon the occurrence or non-occurrence of
certain conditions, (iii) the potential break-up fee payable by
the Company to Amplio was removed, and (iv) certain conditions to
closing the asset purchase were modified or deleted.
On July 15, 2009, Basin Water and Basin Water-MPT entered into an
Asset Purchase Agreement with Amplio, pursuant to which Amplio
will purchase substantially all of the Company's assets and assume
certain of the Company's obligations associated with the purchased
assets. On August 25, the Company conducted an auction pursuant
to the provisions of Section 363 of the Bankruptcy Code at which a
revised proposal made by Amplio was determined to be the highest
and best offer for the purchased assets.
A sale hearing concerning the approval of the Auction results and
the asset purchase was held before the Bankruptcy Court August 28.
At the hearing, the Bankruptcy Court approved the Auction results
and the asset purchase by the Buyer.
A full-text copy of the APA Amendment is available at no charge at
http://ResearchArchives.com/t/s?43fa
Based in Rancho Cucamonga, California, Basin Water, Inc. --
http://www.basinwater.com/-- designed, built and implemented
systems for the treatment of contaminated groundwater, industrial
process water and air streams from municipal and industrial
sources.
The Company and its affiliate, Basin Water-MPT Inc., filed for
Chapter 11 protection on July 16, 2009 (Bankr. D. Del. Lead Case
No. 09-12526). Jaime Luton, Esq., and Michael R. Nestor, Esq., at
Young Conaway Stargatt & Taylor LLP, represent the Debtors in
their restructuring efforts. When the Debtors filed for
protection from their creditors, they listed $50,599,051 in total
assets and $14,235,275 in total liabilities.
BEARINGPOINT INC: Completes Sale of EMEA Practice for US$69 Mil.
----------------------------------------------------------------
BearingPoint, Inc., the management and technology consulting firm,
said it has completed the sale of the Company's Europe, Middle
East and Africa (EMEA) practice to its European management team
for an aggregate price of approximately US$69 million in total
consideration.
Following the transaction, the EMEA practice will operate as an
independent, private partnership and will continue to serve
clients under the BearingPoint brand. Peter Mockler, who has been
serving as the EMEA leader for BearingPoint since 2006, and his
management team will continue to lead the organization, providing
leadership stability and continuity in the transition process.
"We are very pleased to finalize the purchase of BearingPoint EMEA
and look forward to continuing to serve our valued clients for
many years to come," said Mr. Mockler. "The EMEA leadership team
and approximately 3000 consultants are dedicated to the success of
our business and remain steadfast in our commitment to providing
leading-edge management and technology consulting services to our
clients. We are confident that this is the best path forward for
our clients and employees, as many examples have shown that the
private business model makes sense for a professional services
firm."
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.
BEAZER HOMES: Buys Back $255.3 Mil. in Notes at Steep Discount
--------------------------------------------------------------
Beazer Homes USA, Inc., on September 3, 2009, reported that, since
June 30, 2009, it repurchased (or agreed to repurchase) roughly
$255.3 million in aggregate principal amount of its outstanding
senior notes ($47.7 million of 8-5/8% Senior Notes due 2011,
$13.5 million of 6-1/2% Senior Notes due 2013, $105.8 million of
6-7/8% Senior Notes due 2015, $69.8 million of 8-1/8% Senior Notes
due 2016 and $18.5 million of Convertible Senior Notes due 2024 --
for an aggregate purchase price of $177.7 million plus accrued and
unpaid interest. The repurchases are expected to result in a gain
on extinguishment of debt of $73.2 million, net of the write-off
of unamortized discounts and debt issuance costs related to these
notes.
The Company also disclosed that on August 18, 2009, it and its
joint venture partners entered into three agreements with a lender
to purchase or repay the notes payable of three separate joint
ventures, one of which was previously consolidated by the Company.
The notes payable were purchased at a discount for a total of
$31.8 million, of which $27.1 million was paid by the Company.
The Company anticipates recording a gain of roughly $14 million on
the extinguishment of the debt of the consolidated joint venture.
The Company also acquired for roughly $1 million, a development
site from this lender which it had previously had under option to
acquire for $3.8 million.
About Beazer Homes USA
Beazer Homes USA, Inc., headquartered in Atlanta, Georgia, is one
of the country's 10 largest single-family homebuilders with
continuing operations in Arizona, California, Delaware, Florida,
Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North
Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and
Virginia. Beazer Homes is listed on the New York Stock Exchange
under the ticker symbol "BZH."
At June 30, 2009, Beazer had $2.10 billion in total assets and
$1.94 billion in total liabilities, resulting in $159.7 million in
stockholders' equity. Cash and cash equivalents as of June 30,
2009, was $464.9 million, compared to $559.5 million at March 31,
2009, and $314.2 million at June 30, 2008. During the quarter,
the Company repurchased $115.5 million of senior notes for an
aggregate purchase price of $58.2 million or an average price of
50.4%, resulting in a gain on the extinguishment of debt of
$55.2 million.
As reported by the Troubled Company Reporter on August 21, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Beazer Homes to 'CCC' from 'SD' (selective default).
The outlook is negative. The issue-level rating on the senior
unsecured notes remains unchanged at 'D' reflecting S&P's
expectation that additional discounted repurchases or a similar
restructuring are likely. S&P's '5' recovery rating is also
unchanged and indicates its expectation for a modest (10%-30%)
recovery in the event of default.
S&P has said the repurchases constituted a distressed
restructuring given the steep discount and the significant
relative size of transactions.
BEAZER HOMES: To Offer 12% Senior Secured Notes Due 2017
--------------------------------------------------------
Beazer Homes USA Inc. on September 3, 2009, said it priced its
offering of 12% Senior Secured Notes due 2017 at an issue price
equal to 89.50% of the $250 million aggregate principal amount of
the Notes.
The Company intends to use the net proceeds from the offering to
fund (or replenish cash that has been used to fund) open-market
repurchases of its outstanding senior notes that it has made (or
has agreed to make) since April 1, 2009. The offering is expected
to close on or about September 11, 2009, subject to customary
closing conditions.
The Notes are being offered in a private offering that is exempt
from the registration requirements of the Securities Act of 1933.
The Company is offering the Notes within the United States to
qualified institutional buyers in accordance with Rule 144A and
outside the United States in accordance with Regulation S under
the Securities Act.
Beazer Homes on September 1, 2009, filed Amendment No. 1 to its
Tender Offer Statement on Schedule TO filed with the Securities
and Exchange Commission on August 4, 2009, relating to its offer
to certain employees to exchange some or all of their outstanding
stock options or stock-settled stock appreciation rights, subject
to the terms and conditions set forth in the Offer to Exchange
Certain Outstanding Options and Stock-Settled Stock Appreciation
Rights for New Restricted Stock Awards, dated August 4. On
August 31, Beazer Homes said it was extending the expiration date
of the Exchange Offer until 5:00 p.m., Eastern Time, on September
11, 2009. All references to the expiration date in the Offer to
Exchange are amended to 5:00 p.m., Eastern Time on September 11,
2009, subject to further extension by Beazer Homes.
As of September 1, Eligible Awards with respect to an aggregate of
292,969 shares of the Company's common stock, or roughly 94.5% of
the total number of shares subject to Eligible Awards, have been
submitted for exchange.
On September 3, the Company filed Amendment No. 2 to the Tender
Offer Statement on Schedule TO to disclose it was proposing to
issue 12% Senior Secured Notes due 2017 in a private offering that
is exempt from the registration requirements of the Securities Act
of 1933 and that it has priced the Notes.
About Beazer Homes USA
Beazer Homes USA, Inc., headquartered in Atlanta, Georgia, is one
of the country's 10 largest single-family homebuilders with
continuing operations in Arizona, California, Delaware, Florida,
Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North
Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and
Virginia. Beazer Homes is listed on the New York Stock Exchange
under the ticker symbol "BZH."
At June 30, 2009, Beazer had $2.10 billion in total assets and
$1.94 billion in total liabilities, resulting in $159.7 million in
stockholders' equity. Cash and cash equivalents as of June 30,
2009, was $464.9 million, compared to $559.5 million at March 31,
2009, and $314.2 million at June 30, 2008. During the quarter,
the Company repurchased $115.5 million of senior notes for an
aggregate purchase price of $58.2 million or an average price of
50.4%, resulting in a gain on the extinguishment of debt of
$55.2 million.
As reported by the Troubled Company Reporter on August 21, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Beazer Homes to 'CCC' from 'SD' (selective default).
The outlook is negative. The issue-level rating on the senior
unsecured notes remains unchanged at 'D' reflecting S&P's
expectation that additional discounted repurchases or a similar
restructuring are likely. S&P's '5' recovery rating is also
unchanged and indicates its expectation for a modest (10%-30%)
recovery in the event of default.
S&P has said the repurchases constituted a distressed
restructuring given the steep discount and the significant
relative size of transactions.
BERNARD MADOFF: Merkin's Feeder Funds Wants Picard Suit Dropped
---------------------------------------------------------------
Erik Larson at Bloomberg News reports that J. Ezra Merkin's Ariel
Fund Ltd. and Gabriel Capital LP asked the U.S. Bankruptcy Court
for the Southern District of New York to dismiss them from a
lawsuit filed by Irving H. Picard, the liquidator of Bernard L.
Madoff Investment Securities LLC. The funds say they did not know
about the fraud and didn't withdraw money from BLMIS in bad faith.
"The BLMIS trustee has unilaterally and inexplicably decided that
justice with respect to Madoff's unprecedented fraud is best
served by seeking to victimize further some of his largest
innocent victims," Mr. Merkin said. The Court will convene a
hearing on the matter on October 22.
As reported by the Troubled Company Reporter on May 2009, Mr.
Picard sued Mr. Merkin's feeder funds, seeking to recoup $557.8
million they withdrew from the firm. Mr. Picard claims that Mr.
Merkin, as a sophisticated fund manager, "knew or should have
known" that Mr. Madoff was engaged in fraud. Mr. Picard added
that Mr. Merkin should have noticed several red flags.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC was a market maker in
U.S. stocks, including all of the S&P 500 and more than 350 Nasdaq
stocks. The firm moved large blocks of stock for institutional
clients by splitting up orders or arranging off-exchange
transactions between parties. It also performed clearing and
settlement services. Clients included brokerages, banks, and
other financial institutions. In addition, Madoff Securities
managed assets for high-net-worth individuals, hedge funds, and
other institutional investors.
The firm is being liquidated in the aftermath of a fraud scandal
involving founder Bernard L. Madoff.
As reported by the Troubled Company Reporter on December 15, 2008,
the Securities and Exchange Commission charged Mr. Madoff and his
investment firm with securities fraud for a multi-billion dollar
Ponzi scheme that he perpetrated on advisory clients of his firm.
The estimated losses from Mr. Madoff's fraud were allegedly at
least US$50 billion.
Also on December 15, 2008, the Honorable Louis A. Stanton of the
U.S. District Court for the Southern District of New York granted
the application of the Securities Investor Protection Corporation
for a decree adjudicating that the customers of BLMIS are in need
of the protection afforded by the Securities Investor Protection
Act of 1970. Irving H. Picard, Esq., was appointed as trustee for
the liquidation of BLMIS, and Baker & Hostetler LLP was appointed
as counsel.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors.
BERNARD MADOFF: OIG Should Focus on SEC Supervisors, Says Ex-Atty
-----------------------------------------------------------------
The report on how the U.S. Securities and Exchange Commission
failed to uncover Bernard Madoff's massive fraud puts too much
blame on staff examiners and overly generalizes about their
"inexperience", Suzanne Barlyn at The Wall Street Journal reports,
citing Genevievette Walker-Lightfoot, former U.S. Securities and
Exchange Commission lawyer who investigated Bernard Madoff in
2004.
As reported by the Troubled Company Reporter on September 4, 2009,
Inspector General H. David Kotz released on August 31, 2009, a
report on the investigation of SEC's failure to uncover Mr.
Madoff's ponzi scheme, saying that the agency missed numerous
opportunities to uncover the fraud, partly due to inexperienced
staff and delays in examinations. Mr. Kotz said in his report
that the SEC got six warnings about Mr. Madoff's trading business
over 16 years, but its staff failed to follow up adequately.
There was also poor communication within SEC's divisions,
according to Mr. Kotz.
Ms. Walker-Lightfoot, Dow Jones Newswires relates, said that the
SEC inspector general should have focused more of his attention on
how supervisors, rather than the staff examiners and
investigators, handled the agency's "stillborn probes" of
Mr. Madoff.
Ms. Walker-Lightfoot is currently a lawyer for the Federal Reserve
Board, and was part of a four-person team in the SEC's Office of
Compliance Inspections and Examinations, which investigated
Mr. Madoff's firm in 2004. According to The Journal, Ms. Walker-
Lightfoot informed a supervisor of inconsistencies she learned of
during her review and suggested following up, but her team was
ultimately diverted to another case.
According to The Journal, Ms. Walker-Lightfoot's review of Madoff
documents revealed inconsistencies, like certain transactions
purportedly conducted by Mr. Madoff's firm that settled on a
Sunday. "Anyone in the securities business knows they don't
settle on the weekend," the report quoted her as saying. Ms.
Walker-Lightfoot noticed that equities transactions reported by
Mr. Madoff often settled in one, four or six days instead of
three, which is the industry standard, The Journal relates.
The Journal relates that Mr. Kotz said he considered it premature
for Ms. Walker-Lightfoot to criticize the summary before the full
response was released and said that he was "befuddled" by her
remarks. The decision to release the summary was made by SEC
Chairman Mary Schapiro, The Journal says, citing Mr. Kotz.
According to The Journal, the full report was expected on Friday,
and Ms. Walker-Lightfoot said that she would reserve final
judgment on it until then. The public version of the report is
available at:
http://www.sec.gov/news/studies/2009/oig-509.pdf
Mr. Kotz said in the report that the SEC caught Mr. Madoff in lies
during a 2005 examination, but didn't pursue details that could
have uncovered his fraud. Kara Scannell and Jenny Strasburg at
The Journal report that the SEC's tips on Mr. Madoff included a
May 2003 e-mail from a hedge-fund manager citing "indicia of a
Ponzi scheme," but the agency months later decided to pursue a
different allegation because that's where its expertise lay.
The SEC said in a report that Renaissance Technologies, a hedge
fund firm run by James Simons, raised questions about Mr. Madoff
at least as early as 2003, which eventually triggered a regulatory
investigation of Mr. Madoff and withdrawal of money.
Mr. Simons first met Mr. Madoff through Long Island business
relationships formed in the 1980s. Jenny Strasburg and Scott
Patterson at The Journal state that Mr. Simons's positive view of
Mr. Madoff in the early 1990s helped Mr. Madoff raise money from
other investors, but Mr. Simons and others at his firm eventually
grew distrustful of Mr. Madoff.
The SEC unearthed in April 2004 internal e-mails among executives
of the firm written in November and December 2003 outlining
serious concerns of Mr. Madoff's trading. Nathaniel Simons, Mr.
Simons' son and manager of the firm's unit that doles out money to
external investment managers, sent an e-mail dated November 13,
2003, noting concerns about what he considered several strange
characteristics at Mr. Madoff's operation, including unusually low
fees and market rumors that Mr. Madoff cherry-picked profitable
trades for certain hedge-fund clients. The Journal says that an
industry consultant suggested Mr. Madoff would soon run into "a
serious problem."
Mr. Kotz's report says that Renaissance didn't pull its Madoff
investments immediately, and Nathaniel Simons told regulators that
one reason was that the firm believed the SEC had closely examined
Mr. Madoff's investments, and that regulators could readily
perform the same analysis Renaissance did of Mr. Madoff's trading
strategy. Renaissance's discomfort with Mr. Madoff became greater
until the firm withdrew money from the investments, The Journal
states, citing people familiar with the matter. The sources added
that James Simons also urged investors he knew also to withdraw,
The Journal reports.
Madoff's Prediction on SEC Raises Questions
John D. McKinnon posted at The Wall Street Journal blog,
Washington Wire, that Mr. Kotz's report on the Madoff fraud
contained an allegation that during one of the government's
botched probes, Madoff bragged that he had made the short list to
become the SEC's chairperson, and predicted that Rep. Christopher
Cox was going to get the job. Washington Wire states that in June
2005, President George W. Bush nominated Mr. Cox to be the SEC
chairperson, raising more questions about the extent of his
behind-the-scenes influence.
According to Washington Wire, four former Bush administration
officials said that they had never heard that Mr. Madoff was being
considered.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC was a market maker in
U.S. stocks, including all of the S&P 500 and more than 350 Nasdaq
stocks. The firm moved large blocks of stock for institutional
clients by splitting up orders or arranging off-exchange
transactions between parties. It also performed clearing and
settlement services. Clients included brokerages, banks, and
other financial institutions. In addition, Madoff Securities
managed assets for high-net-worth individuals, hedge funds, and
other institutional investors.
The firm is being liquidated in the aftermath of a fraud scandal
involving founder Bernard L. Madoff.
As reported by the Troubled Company Reporter on December 15, 2008,
the Securities and Exchange Commission charged Mr. Madoff and his
investment firm with securities fraud for a multi-billion dollar
Ponzi scheme that he perpetrated on advisory clients of his firm.
The estimated losses from Mr. Madoff's fraud were allegedly at
least US$50 billion.
Also on December 15, 2008, the Honorable Louis A. Stanton of the
U.S. District Court for the Southern District of New York granted
the application of the Securities Investor Protection Corporation
for a decree adjudicating that the customers of BLMIS are in need
of the protection afforded by the Securities Investor Protection
Act of 1970. Irving H. Picard, Esq., was appointed as trustee for
the liquidation of BLMIS, and Baker & Hostetler LLP was appointed
as counsel.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors.
BJP ENTERPRISES LLC: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: BJP Enterprises, LLC
327 Walter Drive
Johns Island, SC 29455
Bankruptcy Case No.: 09-07584
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: J. Rich Leonard
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: $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
5 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/nceb09-07584.pdf
The petition was signed by Rhonda H. Reeves.
BRUNO'S SUPERMARKETS: Owes Union Fund $63.8 Million Exit Payment
----------------------------------------------------------------
Jeff Amy at Press-Register reports that United Food and Commercial
Workers Unions and Employers Pension Fund is claiming that Bruno's
Supermarkets, LLC, owes it a $63.8 million exit payment.
Press-Register relates that bankruptcy administrators are
reviewing claims and collecting assets.
Press-Register says that United Food, which Bruno's paid 55 cents
for every hour worked by a worker covered under its union
contract, claims that under federal law, the Company can't pull
out without "fully funding the benefits owed to its former
employees." The report states that United Food wants its claims
arbitrated.
Court documents say that as of December 31, 2008, United Food had
$1.58 billion in assets. Workers had qualified for $2.19 billion
in benefits, leaving a $611 million shortfall, most of which
accrued last year, likely as investments suffered in the financial
crisis that began last fall. According to court documents,
Bruno's owes $63.8 million of the shortfall. United Food, says
the report, has also asked payment from Lone Star Funds, Bruno's
former owner, and BI-LO LLC, a former sister company.
Bruno's Supermarkets LLC -- now known as BFW Liquidation, LLC --
is a privately held company headquartered in Birmingham, Alabama.
Bruno's is the parent company of the Bruno's, Food World, and
FoodMax grocery store chains, which includes 23 Bruno's, 41 Food
World, and 2 FoodMax locations in Alabama and the Florida
panhandle. Founded in 1933, Bruno's has operated as an
independent company since 2007 after undergoing several
transitions and changes in ownership starting in 1995. The current
owner is Lone Star Funds, a Dallas-based investor.
Bruno's filed for Chapter 11 relief on February 5, 2009 (Bankr.
N.D. Ala. Case No. 09-00634). Burr & Forman LLP is the Debtor's
lead counsel. Najjar Denaburg, P.C., is the Debtor's conflicts
counsel. Greenberg Traurig, LLP, is the official committee of
unsecured creditors' counsel. Alvarez & Marsal is the Debtor's
restructuring advisor. When Bruno's filed for Chapter 11
protection from its creditors, it listed between $100 million and
$500 million each in assets and debts.
Bruno's has sold 56 of its stores to C&S Wholesale Grocers Inc.,
$45.8 million. C&S will operate 31 stores and liquidated the
remainder.
BUILDERS FIRSTSOURCE: Moody's Downgrades Default Rating to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service lowered the Probability of Default
rating of Builders FirstSource, Inc., to Caa3 from Caa1. In
related rating actions Moody's affirmed BLDR's Caa1 Corporate
Family Rating and downgraded the Sr. Secured Notes due 2012 to
Caa3 from Caa2. The Speculative Grade Liquidity rating remains
SGL-4. The outlook is negative.
The downgrade of the company's PDR reflects BLDR's recent
announcement that affiliates of JLL Partners and Warburg Pincus
(collectively "Sponsors," which own approximately 50% of BLDR's
outstanding shares) have offered to recapitalize the company. The
Sponsors have proposed these: a) exchange $98 million or about 35%
of the Sr. Secured Notes due 2012 that they control for equity;
b) exchange at least 85% of the remaining Notes for either new
notes at a 25% discount or for equity or for a combination,
thereof; and, c) raise $75 million of new equity. The Sponsors
are also seeking a consent solicitation governing the Notes that
would eliminate certain restrictive covenants and release all of
the collateral from the liens securing the Notes.
Moody's view the debt for equity exchange by the Sponsors, the
exchange of notes at substantially below par, and the stripping of
covenants and liens on the remaining Notes, as proposed, to be a
distressed exchange and the Caa3 PDR anticipates these events.
Upon closing of the exchange offers Moody's will classify the
exchanges as a limited default and may change the PDR to Caa1/LD.
These ratings/assessments were affected by this action:
* Corporate Family Rating affirmed at Caa1;
* Probability of Default Rating downgraded to Caa3 from Caa1; and,
* $275 million 2nd Priority Senior Secured Notes due 2012
downgraded to Caa3 (LGD5, 80%) from Caa2 (LGD5, 73%).
The speculative grade liquidity rating remains SGL-4.
The last rating action was on November 14, 2008, at which time
Moody's downgraded the Corporate Family Rating to Caa1.
Builders FirstSource, Inc., headquartered in Dallas, Texas, is
engaged in the supply and manufacture of structural and related
building products to homebuilders for residential new construction
in the United States. Its products include prefabricated
components, windows and exterior doors, lumber and lumber sheet
goods, millwork products, and other building products and
services. Revenues for the last twelve months through June 30,
2009 totaled approximately $832 million.
BURLINGTON COAT: Bank Debt Trades at 13% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Burlington Coat
Factory Warehouse Corp is a borrower traded in the secondary
market at 86.95 cents-on-the-dollar during the week ended Friday,
Sept. 4, 2009, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents an
increase of 0.58 percentage points from the previous week, The
Journal relates. The syndicated loan matures May 28, 2013.
Burlington Coat pays 225 basis points over LIBOR to borrow under
the facility. The bank loan carries Moody's B3 rating and
Standard & Poor's CCC+ rating. The debt is one of the biggest
gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Sept. 4, among the 149 loans
with five or more bids.
About Burlington Coat Factory
Burlington Coat Factory Investments Holdings, Inc., and its
subsidiaries operate stores in 44 states and Puerto Rico, which
sell apparel, shoes and accessories for men, women and children.
A majority of the stores offer a home furnishing and linens
department and a juvenile furniture department.
As of September 4, 2009, the Company operates 433 stores under the
names "Burlington Coat Factory Warehouse" (415 stores), "MJM
Designer Shoes" (15 stores), "Cohoes Fashions" (two stores), and
"Super Baby Depot" (one store) in 44 states and Puerto Rico.
As reported by the Troubled Company Reporter on June 29, 2009,
Fitch Ratings affirmed its Issuer Default Rating at 'B-';
US$800 million asset-based revolver rating at 'B+/RR1';
US$900 million term loan rating at 'B/RR3', on Burlington Coat
Factory Warehouse Corp. Fitch revised these ratings to reflect
the new issue rating definitions as of March 2009 --
US$305 million senior unsecured notes revised to 'CC/RR6' from
'CCC/RR6'; US$99 million senior discount notes revised to 'C/RR6'
from 'CCC-/RR6'.
BURLINGTON COAT: Will Hold Investors' Conference Call on Sept. 11
-----------------------------------------------------------------
Burlington Coat Factory Investments Holdings, Inc., and its
operating subsidiaries will hold a conference call for investors
on Friday, September 11, 2009, at 10:00 a.m. Eastern Time to
discuss the Company's Fiscal 2009 operating results.
To participate in the call, please dial 800-786-7015. The
conference call will be recorded and available for replay
beginning one hour after the end of the call and will be available
through September 25, 2009 at 12:00 p.m. Eastern Time. To access
the replay, please dial 1-800-633-8284, then the access number,
21436643.
The Company posted net sales of $3.54 billion for the 52-week
period ended May 30, 2009 (Fiscal 2009) compared with
$3.39 billion for the 52 week period ended May 31, 2008 (Fiscal
2008), a 4.4% increase. The increase in net sales resulted
primarily from the opening of 36 net new stores in Fiscal 2009.
Comparative store sales decreased 2.5%.
Adjusted EBITDA was $294.8 million for Fiscal 2009 compared with
$272.0 million for Fiscal 2008. The increase in the Company's
Adjusted EBITDA of $22.8 million was the result of cost reductions
realized during the last two quarters of Fiscal 2009 and sales
growth from new stores. During the third and fourth quarters of
Fiscal 2009, the Company reduced its cost structure in excess of
$70 million.
In its Fiscal 2009 Annual Report filed on Form 10-K with the
Securities and Exchange Commission, Burlington Coat said it
recorded a net loss of $191.6 million during fiscal year 2009,
which ended May 30, 2009, compared with a net loss of
$49.0 million for Fiscal 2008. The primary driver of the net loss
in Fiscal 2009 was the impairment charges incurred throughout the
year.
As of May 30, 2009, the Company had total assets of
$2.533 billion; and total current liabilities of $473.7 million,
long term debt of $1.438 billion, other liabilities of
$159.4 million, and deferred tax liabilities of $326.3 million.
As of May 30, 2009, the Company had accumulated deficit of
$328.4 million and stockholder's equity of $135.0 million.
Tom Kingsbury, President and Chief Executive Officer stated, "We
are extremely pleased with our 8.4% increase in Adjusted EBITDA
given the macroeconomic environment that existed during this last
year. Once again, I would like to thank the entire store and
corporate team for contributing to this result. As we transition
into Fiscal 2010, the ongoing success of our expense reduction and
inventory management initiatives provides us with significant
financial flexibility. For example, our available ABL borrowing
capacity is at the highest level since the Bain acquisition."
In the Form 10-K, Burlington Coat Factory warned that it highly
leveraged. According to the Company, "Our ability to make
payments on and to refinance our debt and to fund planned capital
expenditures will depend on our ability to generate cash in the
future. To some extent, this is subject to general economic,
financial, competitive, legislative, regulatory and other factors
that are beyond our control. If we are unable to generate
sufficient cash flow to service our debt and meet our other
commitments, we will be required to adopt one or more
alternatives, such as refinancing all or a portion of our debt,
including the notes, selling material assets or operations or
raising additional debt or equity capital."
As of May 30, 2009, Burlington Coat Factory's total indebtedness
was $1.449 billion, including $300.8 million of 11.1% senior notes
due 2014, $99.3 million of 14.5% senior discount notes due 2014,
$870.8 million under its Senior Secured Term Loan Facility, and
$150.3 million under the ABL Line of Credit. Estimated cash
required to make minimum debt service payments (including
principal and interest) for these debt obligations amounts to
$87.7 million for the fiscal year ending May 29, 2010, inclusive
of minimum interest payments related to the ABL Line of Credit.
The ABL Line of Credit has no annual minimum principal payment
requirement.
"We may not be able to effect any of these actions on a timely
basis, on commercially reasonable terms or at all, or that these
actions would be sufficient to meet our capital requirements. In
addition, the terms of our existing or future debt agreements,
including the credit agreements governing our senior secured
credit facilities and each indenture governing the notes, may
restrict us from effecting any of these alternatives," the Company
said.
Burlington Coat Factory warned if it fails to make scheduled
payments on its debt or otherwise fails to comply with its
covenants, it will be in default and, as a result:
-- its debt holders could declare all outstanding principal
and interest to be due and payable,
-- its secured debt lenders could terminate their commitments
and commence foreclosure proceedings against its assets,
and
-- it could be forced into bankruptcy or liquidation.
About Burlington Coat Factory
Burlington Coat Factory Investments Holdings, Inc., and its
subsidiaries operate stores in 44 states and Puerto Rico, which
sell apparel, shoes and accessories for men, women and children.
A majority of the stores offer a home furnishing and linens
department and a juvenile furniture department.
As of September 4, 2009, the Company operates 433 stores under the
names "Burlington Coat Factory Warehouse" (415 stores), "MJM
Designer Shoes" (15 stores), "Cohoes Fashions" (two stores), and
"Super Baby Depot" (one store) in 44 states and Puerto Rico.
As reported by the Troubled Company Reporter on June 29, 2009,
Fitch Ratings affirmed its Issuer Default Rating at 'B-';
US$800 million asset-based revolver rating at 'B+/RR1';
US$900 million term loan rating at 'B/RR3', on Burlington Coat
Factory Warehouse Corp. Fitch revised these ratings to reflect
the new issue rating definitions as of March 2009 --
US$305 million senior unsecured notes revised to 'CC/RR6' from
'CCC/RR6'; US$99 million senior discount notes revised to 'C/RR6'
from 'CCC-/RR6'.
CANWEST GLOBAL: Completes Sale of CHCH and CJNT TV Stations
-----------------------------------------------------------
Canwest Global Communications Corp. said its subsidiary, Canwest
Television Limited Partnership, has completed the sale of its
broadcast television stations CHCH-TV in Hamilton and CJNT-TV in
Montreal to an affiliated company of television broadcaster
Channel Zero Inc.
The Canadian Radio-television and Telecommunications Commission
has approved the transfer of ownership of licenses relating to
CHCH-TV in Hamilton and CJNT-TV in Montreal to the Channel Zero
affiliate.
Canwest's subsidiary, Canwest Television Limited Partnership, said
June 30, 2009, it had entered an agreement to sell CHCH and CJNT
to Channel Zero. The CRTC decision satisfied all outstanding
conditions to the completion of the sale.
About Canwest Global
Canwest Global Communications Corp. -- http://www.canwest.com/--
(TSX: CGS and CGS.A,) an international media company, is Canada's
largest media company. In addition to owning the Global
Television Network, Canwest is Canada's largest publisher of
English language daily newspapers and owns, operates and/or holds
substantial interests in conventional television, out-of-home
advertising, specialty cable channels, web sites and radio
stations and networks in Canada, New Zealand, Australia,
Turkey,Indonesia, Singapore, the United Kingdom and the United
States.
At May 31, 2009, Canwest Media had C$4,847,020,000 in total assets
and C$5,826,522,000 in total liabilities.
* * *
As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service downgraded Canwest Limited Partnership's
probability of default rating to Ca/LD and its corporate family to
Caa3 after the Company failed to pay $10 million due under its
senior secured credit facility on May 29, 2009, the end of the
company's fiscal quarter. This suggests that CLP has chosen to
force the issue with its bank lenders, and is also likely an
indication that ongoing negotiations with the bank lenders were
not going well, according to Moody's. Since the payment includes
a principal component and there is no cure period, the bank credit
facility is now in default. The lenders have not accelerated
repayment.
The TCR on June 2, 2009, said Standard & Poor's Ratings Services
lowered its ratings on Canwest LP, including the corporate credit
and senior secured ratings to 'D' (default) from 'CCC' and the
rating on the C$75 million senior subordinated credit facility due
2015 to 'D' from 'CC'. S&P also lowered the rating on the
Company's US$400 million senior subordinated notes due 2015 to 'C'
from 'CC'.
CAPITAL GROWTH: Receives Subscription Proceeds Totaling $2-Mil.
---------------------------------------------------------------
Capital Growth Systems, Inc., on August 4, 2009, said it had
entered into a series of transactions as of July 31 related to
amendment of its existing financing and the funding of additional
financing. The transactions are comprised of:
(i) entry into a Second Amendment and Waiver Agreement with
its senior secured lender, ACF CGS, LLC as Agent for
itself and other lenders with respect to $8.5 million of
senior secured financing, restoring the loan to good
standing, and setting adjusted covenants and other terms
and conditions;
(ii) issuance of $7.0 million of principal amount of original
issue discount convertible senior secured debentures,
representing the funding of $4.0 million of subscription
amount -- inclusive of $500,000 of subscriptions credited
against liabilities of the Company to the respective
holders -- and $3.0 million of original issue discount
added to principal, coupled with warrants to purchase up
to 12.5 million shares of Common Stock, all exercisable
or convertible at $0.24 per share, subject to adjustment
-- and with an adjustment to the exercise price on up to
$15.0 million of existing debentures; the purchase
agreement for the July Units provides for the issuance of
up to an additional $2.0 million of cash subscription
amount of July Units -- representing up to an additional
$3.5 million of principal amount of July Debentures
inclusive of the OID factor and July Warrants to purchase
up to an additional 6,250,000 shares of Common Stock --
to be funded to the extent of the shortfall of collection
by the Company of at least $2.0 million by August 31,
2009 of certain designated receivables or contract
amounts; and
(iii) authorization for the issuance of up to $4,125,000 of
secured convertible original issue discount debentures
-- VPP Debentures -- to certain creditors of the Company
in exchange for release of up to $2.5 million of
obligations to such creditors (with the debentures to
contain an OID factor of up to $1,625,000), and coupled
with warrants to purchase up to 12,890,625 shares of
Common Stock, all exercisable or convertible at $0.24 per
share, subject to adjustment.
Both the July Securities Purchase Agreement and the Second
Amendment required the persons that funded the cash subscription
proceeds of $3.5 million on July 31, 2009, to stand by and be
required to fund up to an additional $2.0 million, in the
aggregate by way of a cash call (for the purchase of additional
July Debentures, in the event that the Company's collections by
August 14, 2009, of anticipated non-recurring cash collections
fell short of $2.0 million. The additional July Debentures are
referred to as the Second Tranche Debentures. The July Securities
Purchase Agreement required the funding of any necessary Second
Tranche Debentures by August 31, 2009. The Cash Lenders pre-
funded $150,000 of the Second Tranche Debentures as of July 31,
2009. By August 21, 2009, the pre-funded amount of Second Tranche
Debentures totaled $200,000. The Company obtained the consent of
Cash Lenders funding more than 67% of the Cash Subscription Amount
to accept these funds prior to the contractual cash call date.
On August 27, 2009, Capital Growth Systems received aggregate
subscription proceeds, inclusive of the pre-funded amount of
$200,000, totaling the required $2.0 million Cash Subscription
Amount, and has issued the corresponding Second Tranche Debentures
and warrants -- Second Tranche Warrants. Consistent with the July
Debentures, the Second Tranche Debentures provide for an OID
factor of 75% of the cash subscription value representing
$1.5 million of OID Amount in the aggregate. The OID Amount has
been added to the principal amount of the Second Tranche
Debentures, resulting in a total principal amount of $3.5 million.
The additional terms and conditions of the Second Tranche
Debentures and Warrants are consistent with that of the July
Debentures and Warrants, respectively.
Pursuant to the July Securities Purchase Agreement, in the event
that the Company has not repaid the Cash Subscription Amount paid
in by a Holder thereof by September 30, 2009, the exercise price
of the July and Second Tranche Debentures held by such Holder and
the corresponding July and Second Tranche Warrants will be reduced
to $0.15 (subject to adjustments for forward and reverse splits
and the other adjustments called for in the July Debenture and
Second Tranche Debenture). The Second Amendment provides that it
is in the Senior Lenders' sole discretion as to whether they will
permit any return of the purchase price of the Second Tranche
Debentures by September 30, 2009.
As reported by the Troubled Company Reporter on August 24, 2009,
the Company posted wider net loss of $14.1 million for the three
months ended June 30, 2009, from a net loss of $5.69 million for
the same period a year ago. For the six months ended June 30,
2009, the Company posted net loss of $35.2 million from net loss
of $6.11 million for the same period a year ago. For the three
months ended March 31, 2009, the Company posted net loss of
$21.0 million from net loss of $420,000 for the same period a year
ago.
As of June 30, 2009, the Company had $52.1 million in total assets
and $86.7 million in total liabilities, resulting in $34.5 million
in shareholders' deficit. As of June 30, 2009, the Company's
current liabilities exceeded its current assets by $29.9 million.
Cash on hand at June 30, 2009 was $1.3 million -- not including
$500,000 restricted for outstanding letters of credit.
The Company's net working capital deficiency, recurring operating
losses, and negative cash flows from operations raise substantial
doubt about its ability to continue as a going concern. However,
the Company said the successful delivery on major customer
contracts entered into since mid-2008 and continued success in
closing these types of contracts will move it into profitability.
In addition to those new contracts, management believes that the
inclusion of VDUL's business and cash flows will have a positive
impact on future results. At the same time, expenses are managed
closely and lower-cost outsource opportunities are given case-by-
case consideration.
On May 22, 2009, the Company received from ACF CGS, LLC, a formal
notification of certain covenant violations that occurred and
continue to exist under the Loan Agreement dated November 19,
2008, by and among the Company and its subsidiaries. The
Borrowers have timely paid all debt service obligations under the
Loan Agreement.
The Borrowers have agreed that the Forbearance Agreement
constitutes an additional "Loan Document" under the Loan
Agreement. Among other things, the Forbearance Agreement
contemplates that from May 1, 2009, until the date that the Agent
either waives all of the specified defaults or the parties
otherwise agree, the Loan will continue to bear interest at the
default rate of interest as specified in the Loan Agreement.
About Capital Growth Systems
Based in Chicago, Illinois, Capital Growth Systems Inc. (OTC BB:
CGSY) doing business as Global Capacity Group Inc., delivers
telecom integration services to systems integrators,
telecommunications companies, and enterprise customers worldwide.
It provides an integrated supply chain management system that
streamlines and accelerates the process of designing, building,
and managing customized communications networks. The Company also
provides connectivity services for network integrators who bundle
telecommunication solutions to enterprise customers; offers global
pricing and quotation software and management services for data
communications; and assists customers to reduce connectivity costs
and attain understanding and control of their deployed
communications network.
CARLOS SENA: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Carlos A. Sena
aka Carlos A. Sena Perez
dba Ultimate Maids
aka Carlos Sena
aka Carlos Antonio Sena
5980 Bur Oaks Lane
Naples, FL 34119
Bankruptcy Case No.: 09-19812
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Middle District of Florida (Ft. Myers)
Debtor's Counsel: Noelle M. Melanson, Esq.
Phoenix Law PA
12800 University Drive, Suite 260
Fort Myers, FL 33907
Tel: (239) 461-0101
Fax: (239) 244-1976
Email: nm@corporationcounsel.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$1,150,394, and total debts of $2,009,289.
A full-text copy of Mr. Sena's petition, including a list of his
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/flmb09-19812.pdf
The petition was signed by Mr. Sena.
CARTERET ARMS: Section 341(a) Meeting Scheduled for September 16
----------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
in Carteret Arms, LLC's Chapter 11 case on Sept. 16, 2009, at
2:00 p.m. The meeting will be held at the Office of the US
Trustee, Raymond Blvd., One Newark Center, Suite 1401, Newark, New
Jersey.
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.
Plainfield, New Jersey-based Carteret Arms, LLC, and its
affiliates operate real estate businesses. Carteret Arms filed
for Chapter 11 bankruptcy protection on August 19, 2009 (Bankr. D.
N.J. Case No. 09-31726). The Company's affiliates also filed
separate Chapter 11 petitions. Richard D. Trenk, Esq., at Trenk,
DiPasquale, Webster, Della Fera & Sodono, P.C., assists Carteret
Arms in its restructuring efforts. Carteret Arms listed $232,663
in assets and $14,603,970 in debts.
CEDAR CREEK: Case Summary & 2 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Cedar Creek Outdoors, LLC
PO Box 1497
Livingston, AL 35470
Bankruptcy Case No.: 09-72268
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Northern District Of Alabama (Tuscaloosa)
Debtor's Counsel: Raymond Steven Sussman, Esq.
Law Offices Of Raymond S, Sussman
4523 Avenue H., 1st Floor
Brooklyn, NY 11234-1409
Tel: (718) 338-3302
Fax: (631) 657-3959
Email: LARRYJR@RAYMONDSUSSMANLAW.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
2 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/alnb09-72268.pdf
The petition was signed by Joe Marques, managing member of the
Company.
CEDAR RIDGE: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Cedar Ridge Investments, L.L.C.
510 N. Humphreys Street
Flagstaff, AZ 86001
Bankruptcy Case No.: 09-21510
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Debtor's Counsel: Shelton L. Freeman, Esq.
Deconcini Mcdonald Yetwin & Lacy PC
7310 North 16th Street #330
Phoenix, AZ 85020
Tel: (602) 282-0500
Fax: (602) 282-0520
Email: tfreeman@dmylphx.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 7 largest unsecured creditors is available
for free at:
http://bankrupt.com/misc/azb09-21510.pdf
The petition was signed by John W. Crowley.
CHAMPION ENTERPRISES: Lenders Extend Waiver Through Oct. 12
-----------------------------------------------------------
Champion Home Builders Co., a wholly owned subsidiary of Champion
Enterprises, Inc., the Company and certain additional subsidiaries
of the Company on September 2, 2009, entered into a Seventh
Amendment and Waiver to Amended and Restated Credit Agreement with
certain financial institutions and other parties thereto as
lenders and Credit Suisse, Cayman Islands Branch, as
Administrative Agent, which modifies the Amended and Restated
Credit Agreement, dated as of April 7, 2006, as amended, among
Champion Homes, the Company, the Lenders and Credit Suisse, as
Administrative Agent.
On August 12, 2009, the Company entered a Sixth Amendment to the
Amended and Restated Credit Agreement that provided, among other
things, for an initial 30-day waiver of certain covenants through
September 11, 2009.
On September 2, 2009, the Company entered the Seventh Amendment
that provides, among other things, for an additional 30-day
extension of the waiver of certain covenants through October 12,
2009. During the period of the Seventh Amendment, the Credit
Agreement debt continues to be subject to the additional 2% per
annum of interest, payable in kind, which was instituted with the
Sixth Amendment.
Other than the Credit Agreement, as amended, there are no material
relationships between Credit Suisse or the Lenders and the Company
or any of their respective affiliates, other than as follows:
(i) the Company and its affiliates may have customary banking
relationships with one or more of the Lenders and
(ii) affiliates of Credit Suisse have in the past provided
investment banking and investment banking-related
services to the Company and certain of its subsidiaries,
and these entities may continue to do so in the future.
Willkie Farr & Gallagher LLP serves as special New York
restructuring counsel to the Administrative Agent.
About Champion Enterprises
Troy, Michigan-based Champion Enterprises, Inc. --
http://www.championhomes.com/-- operates 27 manufacturing
facilities in North America and the United Kingdom distributing
its products through independent retailers, builders and
developers. The Champion family of builders produces manufactured
and modular homes, as well as modular buildings for government and
commercial applications.
As of July 4, 2009, the Company had $596.4 million in total
assets; and total current liabilities of $269.6 million, long-term
debt of $193.5 million, deferred tax liabilities of $38.1 million,
and other long-term liabilities of $31.4 million; resulting in
shareholders' equity of $63.6 million.
In August 2009, Standard & Poor's Ratings Services lowered its
ratings, including its corporate credit ratings, on Champion
Enterprises and Champion Home Builders. S&P lowered the corporate
credit ratings to 'CC' from 'CCC-'. The outlook is negative.
"The rating action reflects the increased likelihood of a debt
restructuring, which S&P would view as distressed and tantamount
to default," said Standard & Poor's credit analyst George Skoufis.
At the end of the second quarter, the company was not in
compliance with the amended financial covenants contained in its
bank credit facility. In addition to seeking an amendment to the
credit facility, Champion is exploring other alternatives, which
could include a debt restructuring.
CHIQUITA BRANDS: S&P Raises Corporate Credit Rating to 'B'
----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its ratings on
Cincinnati, Ohio-based Chiquita Brands International Inc. by one
notch, including the corporate credit rating to 'B' from 'B-'.
The outlook is stable. About $695 million of debt was outstanding
as of June 30, 2009.
"The upgrade reflects improved operating performance which has
resulted in stronger credit measures, including an estimated 5.5x
adjusted total debt to EBITDA and 16% funds from operations (FFO)
to total debt for the 12 months ended June 30, 2009," said
Standard & Poor's credit analyst Alison Sullivan. S&P expects
credit measures will continue to strengthen as Chiquita
anticipates year-over-year comparable net income to improve in the
second half of 2009 by at least as much as in the first half of
the year (about $21 million). In addition, S&P believes the
company has a solid liquidity position, with modest near-term
maturities and adequate cushion under financial covenants that do
not become more restrictive over time.
The ratings on Chiquita reflect the company's high debt leverage,
volatile operating performance, and its cash flow concentration in
bananas. The company competes in the fruit and vegetable
industry, which is mature and faces uncontrollable factors such as
global supply, world trade policies, political risk, currency
swings, weather, and disease.
Chiquita is a leading producer, marketer, and distributor of
bananas and other fresh and processed foods sold under the
Chiquita brand name and other brand names. The company has the
No. 1 banana market position in Europe and the No. 2 position in
North America. In addition to bananas, the company's fresh
products include grapes, pineapples, melons, stonefruit, apples,
kiwi, and tomatoes. Chiquita has the No. 1 position for retail
value-added packaged salad products. Despite this product
diversification, Chiquita's profitability historically has been
highly concentrated in bananas, particularly in Europe and the
U.S.
The outlook is stable. Chiquita has reduced leverage and has a
solid liquidity profile. S&P expects credit measures to stay
close to current levels, on average, to maintain the stable
outlook. S&P could revise the outlook to negative if performance
declines and/or covenant cushion weakens. S&P could consider an
outlook revision to positive if the company is able to sustain
improved performance, particularly within salads, and maintain a
rolling four-quarter average leverage ratio of 5x or less. This
could occur in a scenario of low-single-digit revenue growth, a
125 basis-point expansion in EBITDA margins, and unchanged debt
levels, relative to fiscal 2008.
CHRYSLER LLC: Chrysler Financial Offers Dealers Easier Terms
------------------------------------------------------------
Chrysler Financial has offered dealers easier terms to establish
expensive reserve funds, according to Automotive News.
Chrysler Financial, which was rejected by the U.S. government as
Chrysler Group LLC's finance company in favor of GMAC Financial
Services, said dealers do not have to pay off the reserves all at
once but could pay monthly installments. The company could also
recalculate the amounts for dealers who wanted to pay off the
reserves in one lump sum as another option, the report said.
The reserves, which are needed to cover risks like early loan
payoffs and defaults of consumer loans, have been an obstacle for
dealers trying to switch their floorplan to GMAC or other lenders.
The U.S government's auto task force designated GMAC as the
captive finance company for Chrysler but Chrysler Financial is
still the first lien-holder on loans to many dealers. Until those
liens are released, dealers will have trouble securing new floor
planning, Automotive News reported.
"We all have to be very thankful that [Chrysler Financial] has
released the dealers' obligation to pay one lump sum and giving us
other options to pay monthly," Automotive News quoted Jim Arrigo,
co-chairman of the Chrysler-Dodge-Jeep national dealer council, as
saying.
Chrysler Financial is still owned by Cerberus Capital Management,
the private equity firm which controlled Chrysler until the
automaker's stint in the bankruptcy court.
About Chrysler LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge,
Mopar(R) and Global Electric Motors (GEM) brand vehicles and
products. With the resources, technology and worldwide
distribution network required to compete on a global scale, the
alliance builds on Chrysler's culture of innovation -- first
established by Walter P. Chrysler in 1925 -- and Fiat's
complementary technology -- from a company whose heritage dates
back to 1899.
Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's
product lineup features some of the world's most recognizable
vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram.
Fiat will contribute world-class technology, platforms and
powertrains for small- and medium-sized cars, allowing Chrysler
Group to offer an expanded product line including environmentally
friendly vehicles.
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHRYSLER LLC: Closing of Sterling, Michigan Plant May Be Delayed
----------------------------------------------------------------
Chrysler Group LLC may delay the closing of its assembly plant for
mid-size sedans for at least a year until it creates new models,
according to Bloomberg News.
The plant in Sterling Heights, Michigan, may be leased from
Chrysler Group's predecessor, Chrysler LLC, to keep producing the
Dodge Avenger and Chrysler Sebring after a production agreement
ends next year, the report said citing people familiar with the
situation as its source who refused to be identified as the matter
is not yet final.
The Sterling Heights assembly plant, which is scheduled to close
in December 2010, is being operated by Chrysler Group with 1,322
workers and is the sole Chrysler factory that manufactures mid-
size sedans. A transition agreement with Chrysler LLC allows
Chrysler Group to lease the factory through 2012, according to the
report.
Chrysler Group refused to comment on whether it is considering any
extension. "We have not announced any change to that plan," the
automaker reportedly said, notes Bloomberg.
"It was a tremendously ambitious timeline because they had no
product plans for their replacement. You can't very well abdicate
the biggest car segment in the market while you get a new car
ready," Bloomberg News quoted John Wolkonowicz, an analyst at
Lexington-based IHS Global Insight Inc., as saying.
About Chrysler LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge,
Mopar(R) and Global Electric Motors (GEM) brand vehicles and
products. With the resources, technology and worldwide
distribution network required to compete on a global scale, the
alliance builds on Chrysler's culture of innovation -- first
established by Walter P. Chrysler in 1925 -- and Fiat's
complementary technology -- from a company whose heritage dates
back to 1899.
Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's
product lineup features some of the world's most recognizable
vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram.
Fiat will contribute world-class technology, platforms and
powertrains for small- and medium-sized cars, allowing Chrysler
Group to offer an expanded product line including environmentally
friendly vehicles.
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHRYSLER LLC: Return to Southern Utah With New Dealer Scored
------------------------------------------------------------
Chrysler's plan to return to the southern Utah market with a
different dealer after it severed ties with a St. George dealer
drew flak from lawmakers, according to The Salt Lake Tribune.
Some lawmakers are upset with the move and are considering rushing
through legislation that would prevent the change, the report
said.
"This flies in the face of states rights and the franchise
agreements, it flies in the face of property rights," Salt Lake
Tribune quoted Sen. Curt Bramble as saying.
The new dealer, Stephen Wade is signing paperwork this week that
formalizes a new agreement to sell Chrysler vehicles at St.
George, making his dealership the only franchise and service
center between Provo and Las Vegas since Chrysler terminated 11
dealers in Utah as part of its restructuring. His dealership will
replace Jim Painter's Sun Country Chrysler, Dodge and Jeep
dealership, according to the report.
Mr. Wade confirmed to Salt Lake Tribune that a representative from
Chrysler approached him over two months ago, asking if he would be
interested in becoming a Chrysler dealer. His dealership in St.
George has the largest share of the market in the area.
Mr. Wade, however, might not get a state license if the bill,
which would block the state Department of Commerce from issuing a
license to any dealer in a market Chrysler has pulled out of
unless the automaker first offers it to the original dealer, is
passed into law.
Salt Lake Tribune reported that there have been talks between
legislative leadership and the Governor's Office about convening a
special legislative session to pass the bill if they can reach
agreement on the matter.
CHRYSLER LLC: To End Hyundai/Mitsubishi Partnership at Dundee
-------------------------------------------------------------
Employees at the Global Engine Manufacturing Alliance plant in
Dundee said Chrysler Group LLC has already communicated its intent
to end its partnership with Hyundai and Mitsubishi, according to
Detroit Free Press.
In an apparent move to end the partnership and take full control
of the plant, Chrysler Group has removed logos of Hyundai and
Mitsubishi from the entrance of the facility, the report said.
Chrysler spokesmen declined to confirm that the logos were removed
or that the partnership is being dissolved. Hyundai and
Mitsubishi also did not give comments.
The $803-million, 1.16-million-square-foot Dundee facility is one
of four global sites that formed the alliance. Chrysler, Hyundai
and Mitsubishi broke ground on the plant in 2003 and started
production for small and midsize vehicles in October 2005. The
plant now employs about 400 workers under a United Auto Workers
labor agreement.
About Chrysler LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge,
Mopar(R) and Global Electric Motors (GEM) brand vehicles and
products. With the resources, technology and worldwide
distribution network required to compete on a global scale, the
alliance builds on Chrysler's culture of innovation -- first
established by Walter P. Chrysler in 1925 -- and Fiat's
complementary technology -- from a company whose heritage dates
back to 1899.
Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's
product lineup features some of the world's most recognizable
vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram.
Fiat will contribute world-class technology, platforms and
powertrains for small- and medium-sized cars, allowing Chrysler
Group to offer an expanded product line including environmentally
friendly vehicles.
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHRYSLER LLC: Old CarCo LLC Defaults on Treasury Loan
-----------------------------------------------------
Old CarCo LLC, formerly Chrysler LLC, said in a filing with the
Bankruptcy Court that the U.S. Treasury has sent a default notice
for the former auto-maker's failure to pay back a loan due
June 30.
On May 20, 2009, the Bankruptcy Court granted final approval to
the Second Lien Secured Priming Superpriority Debtor-in-Possession
Credit Agreement. The DIP Credit Agreement, as amended and
modified, provides for borrowings up to an aggregate committed
amount of $4.96 billion, consisting of a $3.80 billion note
payable to the United States Department of the Treasury, and a
$1.16 billion note payable to Export Development Canada. The DIP
Credit Agreement also provides for two additional notes consisting
of $253 million payable to UST and $77 million payable to EDC.
The use of proceeds under the DIP Credit Agreement is limited to
working capital needs, capital expenditures, the payment of
warranty claims and other general corporate purposes of the
Debtors, including payments of expenses associated with the
administration of the Chapter 11 proceedings. In addition, $600
million of the funds advanced by the UST under the DIP Credit
Agreement were used by the Debtors to make a payment to the GMAC
SPV pursuant to and in accordance with the Master Transaction
Agreement, dated as of May 21, 2009, among the UST, the Debtors,
GMAC LLC and U.S. Dealer Automotive Receivables Transition LLC.
The DIP Credit Agreement specifies that interest will accrue at
the Eurodollar Rate, as defined in the DIP Credit Agreement, plus
three percent. If this rate is incalculable or does not reflect
the cost to the Lenders or if an Event of Default has occurred and
the Lenders elect to prohibit the continuation of Eurodollar
Loans, the interest rate shall be the sum of (i) the greater of
the Prime Rate, as published by JPMorgan Chase, the federal funds
effective rate, as published by the Federal Reserve Bank of New
York, plus 1.5%, or the last available calculation of the
Eurodollar Rate plus one percent and (ii) 2%.
The Debtors are the borrower under the DIP Credit Agreement;
borrowings are guaranteed by the other Debtors and are secured by
security interests in and liens on all assets of the Debtors.
Furthermore, the DIP Lenders have been allowed a super-priority
administrative expense claim.
The outstanding principal amount of the loans under the DIP Credit
Agreement, plus interest accrued and unpaid, became due and
payable in full at maturity, which occurred on June 30, 2009.
The Debtors said in their June Monthly Operating Report that they
have not made any payments relating to any outstanding amounts due
under the DIP Credit Agreement and, as a result, on August 13,
2009, the UST formally provided the Debtors with a "Notice of
Default and Reservation of Rights". The Debtors, along with the
Official Unsecured Creditors Committee, are negotiating with the
UST to address this notice. As of June 30, 2009, the outstanding
amount of principal and interest under the DIP Credit Agreement
was $3.34 billion and $29 million, respectively. No further
borrowings are permitted under the DIP Credit Agreement.
Old CarCo took a $11.8 billion loss on the Fiat sale, leading to
net loss of $10.2 billion in June, according to the Operating
Report.
About Chrysler LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge,
Mopar(R) and Global Electric Motors (GEM) brand vehicles and
products. With the resources, technology and worldwide
distribution network required to compete on a global scale, the
alliance builds on Chrysler's culture of innovation -- first
established by Walter P. Chrysler in 1925 -- and Fiat's
complementary technology -- from a company whose heritage dates
back to 1899.
Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's
product lineup features some of the world's most recognizable
vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram.
Fiat will contribute world-class technology, platforms and
powertrains for small- and medium-sized cars, allowing Chrysler
Group to offer an expanded product line including environmentally
friendly vehicles.
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CIT GROUP: Extends CEO's Employment Contract for One Year
---------------------------------------------------------
CIT Group Inc. has extended the employment contract of Chairman
and Chief Executive Jeffrey Peek for a year.
CIT said in a letter addressed to Mr. Peek that its Board of
Directors has determined to extend the term of his Amended and
Restated Employment Agreement with the Company dated as of
December 10, 2007, for one year, through September 2, 2010.
"For the avoidance of doubt, many of the compensation, benefit and
separation provisions of the Employment Agreement are prohibited
or limited by the Emergency Economic Stabilization Act of 2008, as
amended by the American Recovery and Reinvestment Act of 2009, the
regulations thereunder, and/or the regulations applicable to banks
and bank holding companies. Neither your Employment Agreement nor
this extension letter will entitle you to receive any payment or
benefit to the extent that it is prohibited or limited by the
Applicable Restrictions, and you acknowledge that nothing
contained in this extension letter constitutes grounds for your
resignation for Good Reason as defined under your Employment
Agreement," Robert J. Ingato, CIT's Executive Vice President and
General Counsel & Secretary said in the letter.
The letter also confirms the deletion of Section 7 of Mr. Peek's
Employment Agreement (referring to certain tax gross-ups) and
Section 3(b)(vii)(C) of the Employment Agreement (referring to use
of the corporate aircraft).
Mr. Peek and CIT agreed that the restrictions in Section 8(b)(A)
of the Employment Agreement will apply to De Lage Landen, GATX
Corporation, GE Capital, GMAC Inc., and International Lease
Finance Corporation (or any successor to any competitive line of
business of the foregoing to the extent of your directly or
indirectly engaging in or being interested in such competitive
line of business for such successor). CIT agrees that, during the
period that the restrictions of Section 8(b)(B) apply and subject
to requirements of law, the Company will not in any authorized
Company public statement, and will use reasonable efforts to cause
each executive officer and member of the Board of Directors not
to, disparage or publicly criticize you.
"You and the Company agree that the provisions of your Employment
Agreement, as revised and extended by this letter (and including,
without limitation, Section 8(b)) remain in full force and the
Term shall continue through September 2, 2010 without
interruption. The Company agrees to pay the attorneys fees that
you have incurred to date in connection with this extension letter
(not to exceed $35,000) and related advice regarding your
Employment Agreement (not to exceed $50,000), in each case that
the Company determines to be reasonable and appropriate and
subject to the Company being provided with such supporting
documentation as it determines necessary. Nothing in this letter
is intended to confer any rights on any person other than you or
the Company," Mr. Ingato said.
Aparajita Saha-Bubna at The Wall Street Journal reports that Mr.
Ingato didn't state Mr. Peek's salary for 2010. Mr. Peek's base
salary was $800,000 in 2009, unchanged from at least 2006. The
Journal says that Mr. Peek received no cash bonus in 2008. He
received a retention bonus for 2007 valued at $3.17 million that
would be paid out over two years, and at that time, the bonus was
valued at CIT's prevailing share price of $21.15. The Journal
notes that the ultimate payout in 2010 -- tied to CIT's share
price -- could be lower or higher.
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.
As of June 30, 2009, CIT Group had total assets of $71,019,200,000
against total debts of $64,901,200,000.
As reported by the TCR on August 19, 2009, Fitch Ratings has
downgraded CIT Group Inc.'s Issuer Default Rating to Restricted
Default (RD) from 'C' following completion of the company's bond
tender offer, which covered the purchase of 59.81% of the
company's $1 billion floating rate senior secured notes.
For the same reason, Standard & Poor's Ratings Services lowered
its long-term counterparty credit rating on CIT Group Inc. to 'SD'
(selective default) from 'CC'.
CIT GROUP: Extends Peek's Term as Chairman & CEO for Another Year
-----------------------------------------------------------------
CIT Group Inc. on September 2, 2009, entered into an Extension of
Term of Employment Agreement with Jeffrey M. Peek, Chairman and
Chief Executive Officer of CIT.
The deal extends the Amended and Restated Employment Agreement
between CIT and Mr. Peek, dated December 10, 2007, for one year
through September 2, 2010. In accordance with the Emergency
Economic Stabilization Act of 2008, as modified by the American
Recovery and Reinvestment Act of 2009, Mr. Peek will not be
entitled to receive any payment or benefit under the Employment
Agreement or the Extension to the extent that it is prohibited or
limited under EESA or ARRA or any regulations issued thereunder.
The Employment Agreement provides that "During the time that the
Executive is employed by the Company under this Agreement and for
one year after the Date of Termination (two years in the case of a
termination by the Executive without Good Reason or by the Company
for Cause), the Executive will not, without the written consent of
the Board, directly or indirectly (A) knowingly engage or be
interested in (as owner, partner, stockholder, employee, director,
officer, agent, consultant or otherwise), with or without
compensation, any business in the United States which is in
competition with any line of business actively being conducted on
the Date of Termination by the Company, unless such line of
business accounts for less than ten percent (10%) of the gross
revenues of the Company as of the Date of Termination, and (B)
disparage or publicly criticize the Company or any of its
affiliates. Nothing herein, however, will prohibit the Executive
from acquiring or holding not more than one percent of any class
of publicly traded securities of any such business; provided that
such securities entitle the Executive to not more than one percent
of the total outstanding votes entitled to be cast by
securityholders of such business in matters on which such
securityholders are entitled to vote."
In the new deal, the parties also agree that the restrictions in
Section 8(b)(A) of the Employment Agreement will apply only to
these companies: De Lage Landen, GATX Corporation, GE Capital,
GMAC Inc. and International Lease Finance Corporation (or any
successor to any competitive line of business of these companies
to the extent of Mr. Peek directly or indirectly engaging in or
being interested in the competitive line of business for the
successor. The Company agrees that, during the period that the
restrictions of Section 8(b)(B) apply and subject to requirements
of law, the Company will not in any authorized Company public
statement, and will use reasonable efforts to cause each executive
officer and member of the Board of Directors not to, disparage or
publicly criticize Mr. Peek.
A copy of the Amended and Restated Employment Agreement between
CIT and Mr. Peek, dated December 10, 2007, is available at no
charge at http://ResearchArchives.com/t/s?43f9
Restructuring Plan
CIT in early August announced a restructuring of its liabilities
to provide additional liquidity and further strengthen its capital
position. CIT said in a Form 10-Q filing with the Securities and
Exchange Commission that it intends to pursue its restructuring
plan outside of the Bankruptcy Court.
The Company's restructuring plan includes various scenarios, some
of which reflect possible asset or business sales. As part of its
restructuring plan, the Company obtained a $3 billion loan and
commenced a cash tender offer for its $1 billion outstanding
floating-rate senior notes due August 17, 2009. CIT said that the
tender offer met minimum requirements as 59.81% of the total notes
outstanding were tendered. CIT offered $875 per $1,000 principal
amount of the notes.
The Company admitted it may need to seek relief under the U.S.
Bankruptcy Code if its restructuring plan is unsuccessful, or if
the steering committee of bondholders is unwilling to agree to an
out-of-court restructuring. This relief may include (i) seeking
bankruptcy court approval for the sale of most or substantially
all of our assets pursuant to Section 363(b) of the Bankruptcy
Code; (ii) pursuing a plan of reorganization; or (iii) seeking
another form of bankruptcy relief, all of which involve
uncertainties, potential delays and litigation risks.
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.
As of June 30, 2009, CIT Group had total assets of $71,019,200,000
against total debts of $64,901,200,000.
As reported by the TCR on August 19, 2009, Fitch Ratings has
downgraded CIT Group Inc.'s Issuer Default Rating to Restricted
Default (RD) from 'C' following completion of the company's bond
tender offer, which covered the purchase of 59.81% of the
company's $1 billion floating rate senior secured notes.
For the same reason, Standard & Poor's Ratings Services lowered
its long-term counterparty credit rating on CIT Group Inc. to 'SD'
(selective default) from 'CC'.
CITY OF VALLEJO: Firefighers' Union Agrees to Negotiate New CBA
---------------------------------------------------------------
Kimberlee Sakamoto at Bay City News reports that the Hon. Michael
McManus of the U.S. Bankruptcy for the Eastern District of
California has approved the City of Vallejo's agreement with the
International Association of Firefighters that rejects their
existing collective bargaining agreement that expires in June.
According to Bay City News, Vallejo spokesperson JoAnn West said
that the city will start negotiating with the IAFF the terms of a
new contract. Citing Ms. West, Bay City News relates that the two
parties will participate in mediation and arbitration if necessary
under stipulated timelines if they can't arrive at an agreement by
September 30.
The Brotherhood of Electrical Workers is the only union that
hasn't agreed to modify or reject its collective bargaining
agreement with Vallejo, Bay City News states.
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.
CLAIRE'S STORES: Bank Debt Trades at 35% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 65.07 cents-
on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.57
percentage points from the previous week, The Journal relates.
The loan matures on May 29, 2014. The Company pays 275 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's Caa2 rating while it carries Standard & Poor's B-
rating. The debt is one of the biggest gainers and losers among
widely quoted syndicated loans in secondary trading in the week
ended Sept. 4, among the 149 loans with five or more bids.
Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally. It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.
Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America. As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe. Claire's Stores, Inc., also operates through its
subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a
50:50 joint venture with AEON, Co., Ltd. The Company also
franchises 198 stores in the Middle East, Turkey, Russia, South
Africa, Poland and Guatemala.
At May 2, 2009, Claire's Stores has $2,877,264,000 in assets,
$212,884,000 in current liabilities and $2,743,540,000 in long-
term liabilities (for $2,956,424,000 in total liabilities).
CLARE HOUSE: Proposes Southwell & O'Rourke as Bankruptcy Counsel
----------------------------------------------------------------
Clare House, LLC asks the U.S. Bankruptcy Court for the Eastern
District of Washington for permission to employ Southwell &
O'Rourke, P.S. as counsel.
Southwell & O'Rourke will:
-- represent the Debtor in the case;
-- assist the Debtor in the preparation of a Chapter 11 Plan;
and
-- assist the Debtor with issues relating thereto.
The hourly rates of Southwell & O'Rourke's personnel are:
Dan O'Rourke, member $325
Kevin O'Rourke, member $250
Mr. O'Rourke tells the Court that the firm received $1,039 for the
filing fee, plus $19,000. Mr. O'Rourke adds that it worked for
the Debtor in November 2008 and was paid $435 in December 2008.
Mr. O'Rourke assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. O'Rourke can be reached at:
Dan O'Rourke, Esq.
Southwell & O'Rourke
421 W Riverside Avenue, Suite 960
Spokane, WA 99201
Tel: (509) 624-0159
Fax: (509) 624-9231
About Clare House, LLC
Spokane, Washington-based Clare House, LLC, filed for Chapter 11
on Aug. 20, 2009 (Bankr. E.D. Wash. Case No. 09-04650). The
Debtor said it did not have creditors who are not insiders. In
its petition, the Debtor listed $10,000,001 to $50,000,000 in
assets and $1,000,001 to $10,000,000 in debts.
CLARE HOUSE: Meeting of Creditors Scheduled for September 25
------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of creditors
in Clare House, LLC's Chapter 11 case on Sept. 25, 2009, at
9:00 a.m. The meeting will be held at the US Courthouse Room 561
N., 920 W Riverside Ave, Spokane, Washington.
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.
Spokane, Washington-based Clare House, LLC, filed for Chapter 11
on Aug. 20, 2009 (Bankr. E.D. Wash. Case No. 09-04650). Dan
O'Rourke, Esq., at Southwell & O'Rourke represents the Debtor in
its restructuring efforts. The Debtor said it did not have
creditors who are not insiders. In its petition, the Debtor
listed $10,000,001 to $50,000,000 in assets and $1,000,001 to
$10,000,000 in debts.
CLARIENT INC: Inks Professional Services Agreement with CPS
-----------------------------------------------------------
Clarient, Inc., and its wholly owned subsidiary, Clarient
Diagnostic Services, Inc., on September 1, 2009, entered into an
Amended and Restated Professional Services Agreement with Clarient
Pathology Services, Inc., pursuant to which all of Clarient's
pathology and other medical services are provided by, or under the
supervision of, CPS.
Clarient's Chief Medical Officer, Kenneth J. Bloom, M.D., is CPS'
sole shareholder.
California prohibits general corporations from engaging in the
practice of medicine pursuant to both statutory and common law
principles commonly known as the Corporate Practice of Medicine
Doctrine. Courts have interpreted this doctrine to prohibit non-
professional corporations from employing physicians and certain
other healthcare professionals who provide professional medical
services.
CPS is organized so that all physician services are offered by the
physicians who are employed by CPS. Clarient and its subsidiaries
do not employ practicing physicians as practitioners, exert
control over their decisions regarding medical care, or represent
to the public that Clarient or its subsidiaries offers medical
services. CPS also retains the authority to select the non-
physician personnel, equipment and supplies used to perform its
medical services, as well as the authority to set its professional
fees and approve all managed care contracts. Control and
direction of licensed medical professionals rests with CPS.
Under the Agreement, CPS is responsible to appropriately staff its
group with physicians who provide interpretative services and
laboratory reports to Clarient and CDS and Clarient performs all
non-medical management of CPS and has exclusive authority over all
aspects of the business of CPS (other than those directly related
to the provision of pathology or other medical services or as
otherwise prohibited by state law). The non-medical management
provided by Clarient under the Agreement includes, among other
functions, financial management and reporting, accounting,
operating and capital budgeting, negotiating business agreements
(in consultation with CPS) and all other administrative services.
Clarient (through CDS) bills third party payors, pathologists,
hospitals, clinics and patients for the services provided by CPS.
Clarient pays CPS a monthly professional services fee equal to the
aggregate of all estimated physician salaries, benefits and other
operating costs of CPS.
Clarient believes that the services it provides and plans to
provide CPS do not constitute the practice of medicine under
applicable laws. Because of the unique structure of the
relationships, many aspects of Clarient's business operations have
not been the subject of state or federal regulatory
interpretation. Clarient has no assurance that a review of its
business by the courts or regulatory authorities will result in a
determination that Clarient's operations comply with applicable
law. Any determination that Clarient's relationship with CPS and
its business do not comply with applicable laws relating to the
practice of medicine could otherwise adversely affect Clarient's
operations. In addition, the health care regulatory environment
may change in a manner that restricts Clarient's existing
operations or future expansion.
A full-text copy of the Amended and Restated Professional Services
Agreement among Clarient, Clarient Diagnostic Services, and
Clarient Pathology Services, Inc., dated September 1, 2009, is
available at no charge at http://ResearchArchives.com/t/s?440f
About Clarient Inc.
Based in Aliso Viejo, California, Clarient Inc. (Nasdaq: CLRT) --
http://www.clarientinc.com/-- is an advanced oncology diagnostics
services company. The Company's principal customers include
pathologists, oncologists, hospitals and biopharmaceutical
companies.
At June 30, 2009, Clarient had $54.3 million in total assets;
$13.8 million in total current liabilities, $982,000 in long-term
capital lease obligations and $3.75 million in deferred rent and
other non-current liabilities; and $35.6 million in stockholders'
equity.
Going Concern Doubt
KPMG LLP in Irvine, California -- in its audit report dated
March 19, 2009 -- raised substantial doubt about the Company's
ability to continue as a going concern. KPMG cited the Company's
recurring losses from operations and negative cash flows from
operations, and working capital and net capital deficiencies.
KPMG said it is not probable that the Company can remain in
compliance with the restrictive financial covenants in its bank
credit facilities.
CLARIENT INC: Safeguard Discloses 41.4% Equity Stake
----------------------------------------------------
Safeguard Scientifics, Inc.; Safeguard Delaware, Inc.; and
Safeguard Scientifics (Delaware), Inc., disclosed in a Schedule
13D/A filing with the Securities and Exchange Commission that on
July 30, 2009, SDI exercised a warrant dated and granted August 1,
2005, to purchase 50,000 shares of Common Stock at an exercise
price of $2.00 per share. On August 27, 2009, SDI and SSDI sold a
total of 16 million shares of Common Stock held by SDI and SSDI in
an underwritten public offering, the closing of which transaction
occurred on September 1, 2009. The shares were sold pursuant to
an effective registration statement filed by the Company the SEC.
The underwriters have a 30-day option to purchase up to an
additional 2.4 million shares of Common Stock from SDI.
Safeguard and SDI are deemed beneficial owners of 33,287,294
shares, representing 41.4%, of the Company's Common Stock. As to
Safeguard, the shares held include the 30,533,821 directly held
shares of Common Stock and warrants to purchase 2,753,473 shares
of Common Stock beneficially owned by SDI. The shares held
include warrants to purchase 2,753,473 shares of Common Stock
beneficially owned by SDI.
As to Safeguard and SDI, the shares held exclude an aggregate of
20,641 shares of Common Stock held by certain executive officers
and directors of Safeguard, SDI and SSDI and 21,354 shares that
have been pledged to Safeguard as collateral for a loan it
provides to a former officer of Safeguard, of which the Safeguard,
SDI and SSDI disclaim beneficial ownership.
SDI, SSDI and Clarient are parties to an Underwriting Agreement
dated as of August 27, 2009, with Stephens, Inc., as the
representative of several underwriters, pursuant to which the
Underwriters have agreed to purchase an aggregate of 16 million
shares of Common Stock from SDI and SSDI.
In addition, SDI granted to the Underwriters an option to purchase
all or any part of an aggregate of 2.4 million additional shares
of Common Stock for the sole purpose of covering over-allotments
in connection with the sale of the Common Stock. In addition,
simultaneously with entering into the Underwriting Agreement, each
of Safeguard, SDI and SSDI entered into a lock-up agreement with
the Underwriters, pursuant to which they agreed not to offer,
pledge, register or sell, directly or indirectly (subject to
limited exceptions) any shares of Common Stock (or securities
convertible into Common Stock), or agree to do any of the
foregoing, for a period of 90 days from August 27, 2009.
Safeguard said the purpose of the transaction was for it to
realize a portion of the value represented by its equity holdings
in the Company, in part, to diversify the makeup of Safeguard's
overall asset base. Safeguard intends to continue to review, from
time to time, its interest in the Company in light of the
Company's and Safeguard's business, financial condition, results
of operations and prospects, economic and industry conditions, as
well as other developments relating to the Company and Safeguard
and other acquisition opportunities available to Safeguard. Based
upon these considerations, as well as an agreement put in place
between the Company and Safeguard during the Spring of 2009
establishing the currently applicable parameters for inclusion of
Safeguard nominees on the Company's Board of Directors, Safeguard
may seek to acquire additional shares of the Company or to dispose
of all or a portion of its remaining shares of the Company.
Safeguard is the sole stockholder of SDI. Safeguard and SDI have
reported that they have shared voting and dispositive power with
respect to the shares of Common Stock beneficially owned by SDI.
Safeguard is a holding company that builds value in growth-stage
life sciences and technology companies. SDI and SSDI are wholly
owned subsidiaries of Safeguard.
A full-text copy of Safeguard's Schedule 13D filing is available
at no charge at http://ResearchArchives.com/t/s?4410
About Clarient Inc.
Based in Aliso Viejo, California, Clarient Inc. (Nasdaq: CLRT) --
http://www.clarientinc.com/-- is an advanced oncology diagnostics
services company. The Company's principal customers include
pathologists, oncologists, hospitals and biopharmaceutical
companies.
At June 30, 2009, Clarient had $54.3 million in total assets;
$13.8 million in total current liabilities, $982,000 in long-term
capital lease obligations and $3.75 million in deferred rent and
other non-current liabilities; and $35.6 million in stockholders'
equity.
Going Concern Doubt
KPMG LLP in Irvine, California -- in its audit report dated
March 19, 2009 -- raised substantial doubt about the Company's
ability to continue as a going concern. KPMG cited the Company's
recurring losses from operations and negative cash flows from
operations, and working capital and net capital deficiencies.
KPMG said it is not probable that the Company can remain in
compliance with the restrictive financial covenants in its bank
credit facilities.
CLEAR CHANNEL: Bank Debt Trades at 31% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Clear Channel
Communications, Inc., is a borrower traded in the secondary market
at 68.72 cents-on-the-dollar during the week ended Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.95
percentage points from the previous week, The Journal relates.
The loan matures Jan. 30, 2016. The Company pays 365 basis points
above LIBOR to borrow under the facility. The bank debt carries
Moody's Caa2 rating and Standard & Poor's CCC rating. The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Sept. 4,
among the 149 loans with five or more bids.
Clear Channel Communications, Inc. -- http://www.clearchannel.com/
-- is a diversified media company with three primary business
segments: radio broadcasting, outdoor advertising and live
entertainment. Clear Channel Communications is the operating
subsidiary of San Antonio, Texas-based CC Media Holdings, Inc.
Clear Channel Communications, Inc.'s balance sheet at March 31,
2009, showed total assets of $22.0 billion and total liabilities
of $25.4 billion, resulting in a members' deficit of $3.3 billion
CLEAR CHANNEL: Moody's Changes Default Rating to 'Caa3/LD'
----------------------------------------------------------
Moody's Investors Service has changed Clear Channel
Communications, Inc.'s Probability-of-Default rating to Caa3/LD
from Caa3, reflecting Moody's view that the recently completed
exchange offer (which expired at 12:00 midnight EST on August 27,
2009) constitutes an effective distressed exchange default.
Moody's expect to remove the "/LD" designation shortly. The
outlook remains negative.
While this transaction beneficially reduced total debt (the total
aggregate principal amount of debt was reduced by approximately
$412 million for total consideration of $149 million) and interest
expense and improves the company's debt maturity profile, the
reduction in balance sheet cash will adversely impact Clear
Channel's covenant ratio as the covenant is a net secured debt
calculation (total secured debt less cash on hand). "Clear
Channel's ratings and negative outlook continue to reflect Moody's
expectation that the company will likely need to restructure its
balance sheet, either due to a violation of its senior secured
leverage covenant over the next several quarters, or within the
next few years as the company faces material maturities of debt
with insufficient liquidity to meet them and to much leverage to
attract refinancing capital," stated Neil Begley, a Moody's Senior
Vice President. Therefore, Moody's continues to believe that the
company's capital structure is unsustainable.
Moody's has taken these rating actions:
Issuer: Clear Channel Communications, Inc.
* Probability of Default Rating -- Changed to Caa3/LD from Caa3
* Senior Secured Revolving Facility -- Caa2 (LGD 3, 39%) from (LGD
3, 37%)
* Senior Secured Tranche A Term Loan Facility -- Caa2 (LGD 3, 39%)
from (LGD 3, 37%)
* Senior Secured Tranche B Term Loan Facility -- Caa2 (LGD 3, 39%)
from (LGD 3, 37%)
* Senior Secured Tranche C Term Loan Facility -- Caa2 (LGD 3, 39%)
from (LGD 3, 37%)
* Senior Secured Delayed Draw Term Loan 1 Facility -- Caa2 (LGD 3,
39%) from (LGD 3, 37%)
* Senior Secured Delayed Draw Term Loan 2 Facility -- Caa2 (LGD 3,
39%) from (LGD 3, 37%)
* Senior Cash Pay Notes due 2016 -- Ca (LGD 4, 69%) from (LGD 4,
67%)
* Senior Toggle Notes due 2016 -- Ca (LGD 4, 69%) from (LGD 4,
67%)
* Senior Unsecured Bonds - Ca (LGD 6, 93%) (LGD 6, 92%)
On March 9, 2009, Moody's downgraded Clear Channel's CFR and PDR
to Caa3 from B2 and changed the rating outlook to negative.
Clear Channel Communications, Inc., headquartered in San Antonio,
Texas, is a global media and entertainment company specializing in
mobile and on-demand entertainment and information services for
local communities and premiere opportunities for advertisers. The
Company's businesses include radio and outdoor displays. Clear
Channel's revenues approximate $5.9 billion.
CLEARWIRE CORP: Bank Debt Trades at 7.65% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Clearwire
Corporation is a borrower traded in the secondary market at 92.35
cents-on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.10
percentage points from the previous week, The Journal relates.
The loan matures on July 2, 2014. The Company pays 500 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's B3 rating but it is not rated by Standard &
Poor's. The debt is one of the biggest gainers and losers among
widely quoted syndicated loans in secondary trading in the week
ended Sept. 4, among the 149 loans with five or more bids.
Headquartered in Kirkland, Washington, Clearwire Corporation
(NASDAQ:CLWR) -- http://www.clearwire.com-- offers a suite of
advanced high-speed Internet services to consumers and businesses.
The company is building the first, nationwide 4G mobile Internet
wireless network, bringing together an unprecedented combination
of speed and mobility. Clearwire's open all-IP network, combined
with significant spectrum holdings, provides unmatched network
capacity to deliver next-generation broadband access. Strategic
investors include Intel Capital, Comcast, Sprint, Google, Time
Warner Cable, and Bright House Networks. Clearwire currently
provides mobile WiMAX-based service, to be branded Clear(TM), in
two markets and provides pre-WiMAX communications services in 50
markets across the U.S. and Europe.
As reported by the Troubled Company Reporter on Jan. 26, 2009,
Standard & Poor's Rating Services said it assigned its 'B-'
corporate credit rating to Kirkland, Washington-based wireless
carrier Clearwire Corp. The outlook is stable.
Its units have junk ratings in Moody's Investors Service. As
reported by the Troubled Company Reporter on Jan. 26, 2009,
Moody's assigned first-time ratings to Clearwire Communications
LLC (corporate family rating of Caa1 and speculative grade
liquidity rating of SGL-2) with a negative outlook. The ratings
for Clearwire reflect the company's high financial and business
risk given the start-up nature of its operations. In addition,
while Clearwire will operate as an independent company, Moody's
believe that there will be significant challenges to developing
the business, in part due to the diverse objectives of its
strategic investors.
COEUR D'ALENE: Swaps $29.7MM Bond Debt for 1.9MM Common Shares
--------------------------------------------------------------
Pursuant to privately negotiated agreements dated September 3,
2009, Coeur d'Alene Mines Corporation agreed to exchange
$14,700,000 aggregate principal amount of its 1.25% Convertible
Senior Notes due 2024 for 951,700 shares of its common stock, par
value $0.01.
Pursuant to a privately negotiated agreement dated September 2,
2009, the Company agreed to exchange $15.0 million aggregate
principal amount of its 1.25% Convertible Senior Notes due 2024
for 1.0 million shares of its common stock, par value $0.01.
The Company was expected to issue the Shares by September 4, 2009,
and it would issue the Shares pursuant to the exemption from the
registration requirements afforded by Section 3(a)(9) of the
Securities Act of 1933, as amended.
About Coeur d'Alene Mines
Coeur d'Alene Mines Corporation (NYSE:CDE, TSX:CDM, ASX:CXC) is
one of the world's leading silver companies and also a significant
gold producer. Coeur common shares are traded on the New York
Stock Exchange under the symbol CDE, the Toronto Stock Exchange
under the symbol CDM, and its CHESS Depositary Interests are
traded on the Australian Securities Exchange under symbol CXC.
As of June 30, 2009, the Company had $3.05 billion in total
assets and $924.8 million in total liabilities, resulting in
$1.95 billion in stockholders' equity. Coeur d'Alene Mines had
$402.2 million in accumulated deficit as of June 30, 2009.
As reported by the Troubled Company Reporter on August 11, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Coeur D'Alene Mines to 'B-' from 'CCC' and raised the
ratings on the company's $180 million senior unsecured notes due
2024 ($106 million outstanding) and $230 million senior unsecured
notes due 2028 ($150 million outstanding) to 'CCC+' from 'CCC-'.
The recovery rating on the notes remains unchanged at '5'. S&P
removed the corporate credit and issue-level ratings from
CreditWatch, where they were placed with positive implications on
May 18, 2009. The outlook is positive.
COLONIAL BANCGROUP: BofA Gets Freeze on Assets in Trust
-------------------------------------------------------
Judge Adalberto Jordan of the U.S. District Court for the Southern
District of Florida, in Miami, extended an injunction barring
regulators from gaining access to more than $1 billion in cash and
loans held by bankrupt Colonial BancGroup Inc., according to
reporting by Bloomberg News.
The report relates that Bank of America sued Colonial to block its
use of the $1 billion, alleging the bank was holding the assets in
trust for one of Bank of America's units. Judge Jordan said
federal law didn't give the Federal Deposit Insurance Corporation
or Colonial the right to gain access to the funds.
Headquartered in Montgomery, Alabama, The Colonial BancGroup
(NYSE: CNB) provides diversified financial services, including
retail and commercial banking, wealth management services,
mortgage banking and insurance products. The BancGroup derives
substantially all of its income from Colonial Bank, N.A (Colonial
Bank) its banking subsidiary. Colonial bank --
http://www.colonialbank.com/-- operates 354 branches in Florida,
Alabama, Georgia, Nevada and Texas with over $26 billion in
assets.
On August 14, 2009, Colonial BancGroup's banking unit Colonial
Bank, Montgomery, AL, was closed by the Alabama State Banking
Department and the Federal Deposit Insurance Corporation was named
receiver. The FDIC sold most of the assets to Branch Banking and
Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion
in assets and assumed $20 billion in deposits of the Bank.
Colonial BancGroup filed for Chapter 11 bankruptcy protection on
August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303). W. Clark
Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP assist the Company in
its restructuring efforts. The Company listed $45,000,000 in
assets and $380,000,000 in debts in its bankruptcy filing.
CONGOLEUM CORP: NYSE OKs Parent's Listing Compliance Plan
---------------------------------------------------------
American Biltrite Inc. received a letter from the NYSE Amex LLC on
August 31, 2009, indicating that the Amex had accepted a plan
submitted by American Biltrite to regain compliance with certain
continued listing standards, and would extend the deadline for
meeting those standards to November 29, 2010. American Biltrite's
listing on the Amex is being continued pursuant to this extension.
As previously reported, the Amex had previously advised American
Biltrite that it was not in compliance with Section 1003(a)(i) of
the NYSE Amex Company Guide, with stockholders' equity of less
than $2,000,000 and losses from continuing operations and/or net
losses in two of its three most recent fiscal years; and Section
1003(a)(ii) of the NYSE Amex Company Guide, with stockholders'
equity of less than $4,000,000 and losses from continuing
operations and/or net losses in three of its four most recent
fiscal years.
Roger S. Marcus, Chairman of the Board, commented, "As I explained
previously, our non-compliance with the continued listing
requirements asserted by the NYSE Amex is the result of our
consolidating the substantial stockholders' deficit of our
subsidiary, Congoleum Corporation, with the stockholders' equity
of the rest of American Biltrite. Congoleum is in Chapter 11
bankruptcy reorganization proceedings and we expect that our
current majority ownership interest in Congoleum will be
eliminated as part of those proceedings. Upon loss of our
controlling interest, we would discontinue the consolidation of
Congoleum. Once we are no longer consolidating Congoleum, our
stockholders' equity should then be sufficient for us to meet
these continued listing requirements of the NYSE Amex. We
currently expect that will take place before our listing extension
expires on November 29, 2010."
American Biltrite's consolidated financial statements include its
55% owned subsidiary Congoleum Corporation, which is in Chapter 11
bankruptcy reorganization proceedings. Congoleum's stockholders'
equity at June 30, 2009, was a deficit of $94.6 million, resulting
in a $54.9 million deficit in American Biltrite's consolidated
stockholders' equity as of that date. Under the terms of
previously proposed plans of reorganization for Congoleum,
American Biltrite's ownership interest in Congoleum would be
eliminated, and American Biltrite would no longer consolidate
Congoleum in its financial statements. American Biltrite expects
than any plan of reorganization for Congoleum that may be
confirmed and become effective would similarly provide for the
elimination of American Biltrite's ownership interest in
Congoleum. Accordingly, American Biltrite believes its financial
statements excluding Congoleum to be a more meaningful
presentation to certain investors. Excluding Congoleum, American
Biltrite's stockholders' equity at June 30, 2009 was
$39.7 million.
There can be no assurance that the Amex will not subsequently
initiate delisting proceedings as a result of the Amex's
compliance monitoring with respect to American Biltrite's
compliance plan or otherwise. In the event delisting of
American Biltrite's common stock with the Amex became effective,
American Biltrite's common stock would not be eligible for trading
on any national securities exchange. However, American Biltrite's
common stock might be quoted on the Pink Sheets
(http://www.pinksheets.com),a centralized electronic quotation
service for over-the-counter securities, if broker-dealers or
other market makers demonstrated sufficient interest in trading
American Biltrite's common stock. There can be no assurance,
however, that any broker-dealer or other market maker would
demonstrate such an interest or otherwise make a market in the
American Biltrite's common stock.
About American Biltrite
American Biltrite Inc.'s (ABI) operations include its Tape
Division; a controlling interest in K&M Associates L.P., a Rhode
Island limited partnership (K&M), and ownership of a Canadian
subsidiary, American Biltrite (Canada) Ltd. (AB Canada). The Tape
Division produces adhesive-coated, pressure-sensitive papers and
films used to protect material during handling or storage or to
serve as a carrier for transferring decals or die-cut lettering.
K&M is a designer, supplier, distributor and servicer of a variety
of adult, children's and specialty items of fashion jewelry and
related accessories throughout the United States and Canada. AB
Canada produces resilient floor tile, rubber tiles and rolled
rubber flooring and industrial products (including conveyor
belting, truck and trailer splash guards and sheet rubber
material) and imports certain rubber and tile products from China
for resale.
About Congoleum
Based in Mercerville, New Jersey, Congoleum Corporation (OTC:
CGMC) -- http://www.congoleum.com/-- manufactures and sells
resilient sheet and tile floor covering products with a wide
variety of product features, designs and colors.
The Company filed for Chapter 11 protection on December 31, 2003
(Bankr. N.J. Case No. 03-51524) as a means to resolve claims
asserted against it related to the use of asbestos in its products
decades ago. Richard L. Epling, Esq., Robin L. Spear, Esq., and
Kerry A. Brennan, Esq., at Pillsbury Winthrop Shaw Pittman LLP,
and Paul S. Hollander, Esq., and James L. DeLuca, Esq., at Okin,
Hollander & DeLuca, LLP, represent the Debtors.
The Asbestos Claimants' Committee is represented by Peter Van N.
Lockwood, Esq., and Ronald Reinsel, Esq., at Caplin & Drysdale,
Chtd. The Bondholders' Committee is represented by Michael S.
Stamer, Esq., and James R. Savin, Esq., at Akin Gump Strauss Hauer
& Feld LLP. Nancy Isaacson, Esq., at Goldstein Isaacson, PC,
represents the Official Committee of Unsecured Creditors.
R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker,
LLC, the Court-appointed Futures Claimants Representative, is
represented by Roger Frankel, Esq., Richard Wyron, Esq., and
Jonathan P. Guy, Esq., at Orrick Herrington & Sutcliffe LLP, and
Stephen B. Ravin, Esq., at Forman Holt Eliades & Ravin LLC.
American Biltrite, Inc. (AMEX: ABL), which owns 55% of Congoleum,
is represented by Matthew Ward, Esq., Mark S. Chehi, Esq.,
Christopher S. Chow, Esq., and Matthew P. Ward, Esq., at Skadden
Arps Slate Meagher & Flom.
Various entities have filed bankruptcy plans for the Debtors. In
February 2008, the legal representative for future asbestos-
related claimants; the asbestos claimants' committee; the official
Committee of holders of the Company's 8-5/8 % Senior Notes due
August 1, 2008; and Congoleum jointly filed a joint plan of
reorganization. Various objections to the Joint Plan were filed.
In June 2008, the Bankruptcy Court issued a ruling that the Joint
Plan was not legally confirmable.
In August 2008, the Bondholders' Committee, the ACC, the FCR,
representatives of holders of prepetition settlements and
Congoleum entered into a term sheet describing the proposed
material terms of a new plan of reorganization and a settlement of
avoidance litigation with respect to prepetition claim settlement.
Certain insurers and a large bondholder filed objections to the
Litigation Settlement or reserved their rights to object to
confirmation of the Amended Joint Plan. The Bankruptcy Court
approved the Litigation Settlement in October 2008. The Amended
Joint Plan was filed in November 2008.
In January 2009, certain insurers filed a motion for summary
judgment seeking denial of confirmation of the Amended Joint Plan.
On February 26, 2009, the Bankruptcy Court rendered an opinion
denying confirmation of the Amended Joint Plan. Moreover, the
Bankruptcy Court dismissed Congoleum's bankruptcy case.
On February 27, 2009, Congoleum and the Bondholders' Committee
appealed the Order of Dismissal and the ruling denying plan
confirmation to the U.S. District Court for the District of New
Jersey. On March 3, the Bankruptcy Court stayed the Order of
Dismissal pending entry of a final non-appealable decision
affirming the Order of Dismissal. Appeal proceedings are underway
before the District Court.
CONSTELLATION BRANDS: Bank Debt Trades at 2% Off
------------------------------------------------
Participations in a syndicated loan under which Constellation
Brands, Inc., is a borrower traded in the secondary market at
97.93 cents-on-the-dollar during the week ended Friday, Sept. 4,
2009, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents an increase
of 0.46 percentage points from the previous week, The Journal
relates. The loan matures on May 11, 2013. The Company pays 150
basis points above LIBOR to borrow under the facility. The bank
debt carries Moody's Ba3 rating and Standard & Poor's BB- rating.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Sept. 4, among the 149 loans with five or more bids.
Headquartered in Fairport, New York, Constellation Brands, Inc.
(NYSE:STZ) -- http://www.cbrands.com/-- has more than 250 brands
in its portfolio, sales in approximately 150 countries and
operates approximately 60 wineries, distilleries and distribution
facilities. The company has market presence in the U.K.,
Australia, Canada, New Zealand, and Mexico.
Barton Brands Ltd. is the spirits division of Constellation Brands
Inc. is a producer, importer and exporter of a wide range of
spirits products, including brands such as Black Velvet Canadian
Whisky, Ridgemont Reserve 1792 bourbon, and Effen vodka.
As reported by the TCR on May 8, 2009, Fitch Ratings has affirmed
its 'BB-' issuer rating on Constellation Brands and revised the
Rating Outlook to Stable from Negative.
CONSTELLATION BRANDS: S&P Raises Corporate Credit Rating to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised it ratings
on Constellation Brands Inc., including its corporate credit
rating to 'BB' from 'BB-'. The outlook is positive.
"The upgrade reflects Constellation Brands' good operating
performance and improved credit measures, as well as S&P's
expectation that the improvement in the company's financial
profile will be maintained despite current economic conditions
which S&P believes could further slow overall demand for premium
alcoholic beverages," said Standard & Poor's credit analyst Jean
C. Stout. The company has continued to focus on debt reduction,
reducing debt by about $935 million (including the benefit of
changes in foreign currency exchange rates) since its fiscal year
ended Feb. 28, 2008, largely the result of applying its
discretionary cash flows and the net proceeds from asset sales to
debt repayment. In addition, leverage has declined as a result of
the company's ability to reduce costs, divest noncore and lower-
margin assets, and reduce stock keeping units.
Victor, New York-based Constellation Brands had about $4.3 billion
of debt as of May 31, 2009.
S&P's ratings on Constellation Brands reflect the company's
leveraged financial profile, significant, yet declining, debt
burden, and participation in the highly competitive beverage
alcohol markets. Constellation Brands benefits from its
historically strong cash generation, from a diverse portfolio of
consumer brands and debt reduction efforts.
Constellation Brands is a leading international producer and
marketer of beverage alcohol. It is the largest wine company in
the world and the largest multicategory supplier of beverage
alcohol (wine, spirits, and imported beer, through its Crown
Imports LLC joint venture) in the U.S. The company also is a
leading producer and exporter of wine from Australia, New Zealand,
and Canada and a major producer and independent drinks wholesaler
in the U.K. (through its investment in Matthew Clark).
The outlook on Constellation Brands is positive. Despite S&P's
belief that trade-down in the alcoholic beverage segment may
accelerate due to lingering weak global economic conditions, S&P
expects Constellation Brands' credit measures will continue to
strengthen from current levels. S&P could raise the ratings if
the company further improves its credit ratios, including total
debt to EBITDA approaching 4x. S&P estimate that leverage would
approach 4x if reported sales declined about 5% versus the prior
year and adjusted EBITDA margins remained near current levels.
However, S&P could revise the outlook to stable if financial
performance weakens and debt reduction efforts slow resulting in
credit measures remaining near current levels.
COTT'S CORPORATION: Moody's Upgrades Default Rating to 'B3'
-----------------------------------------------------------
Moody's Investors Service upgraded Cott's Corporation's Corporate
Family Rating and Probability of Default rating to B3 from Caa1,
and the rating on the $275 million senior sub notes due 2011 to
Caa1 from Caa2. The speculative grade liquidity rating was
affirmed at SGL-3. The rating outlook is stable.
The above rating actions concluded the review for possible upgrade
that was initiated on August 6, 2009.
The upgrade of CFR reflects Cott's improved financial leverage and
liquidity position, in part due to significant debt reduction
since early 2009. In the first six months of 2009, Cott generated
considerably better free cash flow as compared to a year ago (more
than $40 million free cash flow versus negative $5 million),
primarily due to margin expansion stemming from pricing increases,
cost saving initiatives and favorable commodity input costs. In
addition, the company raised about $50 million in a secondary
equity offering in August and earmarked the proceeds for debt
repayment. Moody's expects Cott's financial leverage should be
reduced by approximately 20% as compared to year end 2008, on a
proforma basis, assuming all the proceeds from equity offering
will be used to pay down debt.
The positive rating action also incorporates Moody's view that
Cott's renewed focus on retailer brands has so far worked well as
its U.S. carbonated soft drink sales outperformed the category and
national brands in the first half of this year, and its resumed
financial discipline has started to gain traction in restoring its
impaired margin. Moody's believes that this retooled strategy
should continue to bode well with a recessionary economy when
consumers generally trade down to private label products as
substitute for national brands.
"That said, it's still early to call a paradigm shift in
consumer's acceptance on private label soft drinks in North
America as Moody's note some of the market share gain in the first
half was achieved through ramped-up promotion by retailers on
store brands, though admittedly the product quality, packaging and
display presentation of private label beverage products improved
markedly in the past," commented Moody's analyst John Zhao.
The B3 rating contemplates the continued intense competition in an
unfavorable (shrinking) CSD category from both the better
capitalized national brands on a seasonal basis and to a lesser
extent price attacks from self-manufactured retailer brands, that
would persistently pressure Cott's revenue and margins in the
second half of 2009 and beyond. Additionally, Cott's substantial
revenue concentration with its largest customer -- Wal-Mart
(approximately 35.7% of its total revenue in 2008) and the
potential volume loss due to the termination of exclusive CSD
supply contract in the US, would continue to weigh on its rating,
constraining any upgrade pressure on the rating as some of its
credit metrics might indicate in the medium term. Moody's
expects, however, the company's solidified financial condition and
adequate liquidity should help buffer some of the adverse impact
from a potential loss in volume should that occur in 2010.
The stable outlook reflects Cott's acceptable level of financial
flexibility in the event of unfavorable economics and/or operating
pressures, and tolerance for modest adverse fluctuations in credit
metrics before triggering a negative rating action. Specifically,
modest weakening of operating performance and credit metrics,
would likely be acceptable at current rating levels. However, any
erosion in margins and overall profitability either due to
significant loss of volume that could not be replaced quickly
and/or inability to manage commodity price volatility and
deterioration in liquidity could warrant a negative rating action.
Cott's adequate liquidity position, as indicated by the
affirmation of SGL-3, gains support from its expected positive
free cash flow generation, access to external credit facility and
ample cushion under financial covenant.
These ratings are affected by the rating action:
Cott Corporation:
* Corporate Family rating - upgraded to B3 from Caa1
* Probability of Default Rating - upgraded to B3 from Caa1
Cott Beverages, Inc.:
* $275 million ($269 million outstanding) 8% senior sub notes due
2011 - upgraded to Caa1 (LGD5, 73%) from Caa2, (LGD 5, 74%)
* Speculative grade liquidity rating of SGL-3 - affirmed
* Rating outlook: stable
The last rating action occurred on August 6, 2009 when Cott's long
term ratings were placed under review for possible upgrade.
Please refer to moodys.com for an updated credit opinion.
Headquartered in Toronto, Ontario and Tampa, Florida, Cott
Corporation is one of the world's largest retailer-brand soft
drink suppliers with a leading position in take-home carbonated
soft drink markets in the US, Canada, and the UK. Sales for the
trailing twelve month period were approximately $1.6 billion.
COYOTES HOCKEY: Glendale City Won't Give Up Hockey Team's Lease
---------------------------------------------------------------
Rebekah L. Sanders and Carrie Watters at The Arizona Republic
report that Glendale city council members have assured the city's
plan to keep Phoenix Coyotes in town, even if it means giving
taxpayer money to the hockey franchise.
Phoenix Coyotes has a lease at Jobing.com Arena, which Glendale
built and owns. "We have a contract and we want our contract
fulfilled. That's the ultimate thing we're looking at. We're
going to hold hard on those issues. . . . We're there to protect
our investment," The Arizona Republic quoted Councilwoman Yvonne
Knaack as saying.
Phoenix Business Journal relates that the National Hockey League
also scoffed at the possibility of Phoenix Coyotes' midseason move
to Canada.
Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes National Hockey League team -- filed for
Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009. The Debtors are represented by Thomas J. Salerno,
Esq., at Squire, Sanders & Dempsey, LLP, in Phoenix, and estimate
their assets and liabilities are between $100 million and
$500 million.
Jim Balsillie, Research in Motion Ltd.'s co-chief executive
officer, offered to buy the Phoenix Coyotes for $212 million and
move the NHL team to Hamilton, Ontario, and the League balked at
the relocation proposal. Mr. Balsillie was unsuccessful in 2007
when he attempted to buy and relocate the Nashville Predators, and
lost a similar bid in 2006 to buy and relocate the Pittsburgh
Penguins.
CROSSPOINTE LLC: Case Summary & Largest Unsecured Creditor
----------------------------------------------------------
Debtor: Crosspointe, LLC
PO Box 430
Danville, CA 94526
Bankruptcy Case No.: 09-38878
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Eastern District of California (Sacramento)
Judge: Michael S. McManus
Debtor's Counsel: Aristides G. Tzikas, Esq.
3638 American River Dr
Sacramento, CA 95864
Tel: (916) 978-3434
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor identified A.J. Salomon with Loan to debtor for legal
retainer debt claim for $26,039 as its largest unsecured creditor.
A list of the Company's largest unsecured creditor is available
for free at:
http://bankrupt.com/misc/caeb09-38878.pdf
The petition was signed by A.J. Salomon, managing member of the
Company.
CROWN CRAFTS: Financing Pact with CIT Raises Going Concern Doubt
----------------------------------------------------------------
Crown Crafts, Inc. reported a net income of $538,000 for three
months ended June 28, 2009, compared with a net income of $619,000
for the same period in 2008.
The Company's balance sheet at June 28, 2009, showed total assets
of $55.33 million, total liabilities of $32.21 million and
stockholders' equity of $23.12 million.
The Company said that there is substantial doubt about its ability
to continue as a going concern. The Company noted that its
primary lender, The CIT Group/Commercial Services, Inc., a
subsidiary of CIT Group, Inc., reported that its funding strategy
and liquidity position have been adversely affected by on-going
stress in the credit markets, operating losses, credit rating
downgrades, and regulatory and cash restrictions that there is
substantial doubt about its ability to continue as a going
concern. The Company added that failure of CIT to partially or
completely perform according to the terms of the factoring
agreement or revolving line of credit, or both, could force the
Company to experience funding delays and other losses, expenses
and uncertainties.
Additionally, although there are a limited number of financial
institutions that can provide similar services to the Company,
there can be no assurance that the Company could obtain these
services from another financial institution on terms as favorable
as those of the Company's contracts with CIT.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4409
Crown Crafts, Inc. (NASDAQ:CRWS) operates indirectly through its
wholly owned subsidiaries, Crown Crafts Infant Products, Inc. and
Hamco, Inc., in the infant and toddler products segment within the
consumer products industry. The infant and toddler products
segment consists of infant and toddler bedding, bibs, soft goods
and accessories. Sales of the Company's products are generally
made directly to retailers, which are primarily mass merchants,
chain stores, juvenile specialty stores, Internet accounts,
wholesale clubs and catalogue, and direct mail houses. The
Company's products are manufactured primarily in China and
marketed under a variety of Company-owned trademarks, under
trademarks licensed from others and as private label goods. The
Company's operations also include those of an additional
subsidiary, Churchill Weavers, Inc.
CRUCIBLE MATERIALS: BlackEagle Partners May Bid for Assets
----------------------------------------------------------
The Post-Standard reports that United Steelworkers has reached a
tentative collective bargaining agreement with BlackEagle Partners
LLC for the possible acquisition of Crucible Materials Corp.
According to syracuse.com, the union and Crucible Materials
officials are considering selling the Company in pieces. Court
documents say that nine companies have expressed interest in
buying Crucible Materials. Syracuse.com relates that Crucible
Materials vice President James Beckman said that at least one
potential buyer was interested in acquiring the Company.
Charley Hannagan at The Post-Standard relates that the Crucible
Materials' owners hope Carpenter Technology Corp.'s $20 million
offer to buy two of its divisions will encourage others to bid for
the Company.
The Post-Standard states that Crucible Materials delayed until
October 16 its planned shutdown of the Geddes mill to let
potential buyers to see the plant in operation.
The deadline for bids for Crucible Materials is September 17,
according to Post-Standard. An auction will be held on
September 21 if more than one bidder emerges, says the report.
Based in Syracuse, New York, Crucible Materials Corporation -- aka
Crucible Specialty Metals, Crucible Service Centers, Crucible
Compaction Metals, Crucible Research and Trent Tube -- makes
stainless and alloy steel for use in the aircraft, automotive,
petrochemical, and other industries. The Company is currently
employee-owned. Its Web site is http://www.crucible.com/
The Company and its affiliate, Crucible Development Corporation,
filed for Chapter 11 protection on May 6, 2009 (Bankr. D. Del.
Lead Case No. 09-11582). Mark Minuti, Esq., at Saul Ewing LLP
represents the Debtors in their restructuring efforts. The
Debtors engaged Duff & Phelps Securities LLP as investment banker;
RAS Management Advisors LLC as business advisor; and Epiq
Bankruptcy Solutions LLC as claims agent. Roberta A. DeAngelis,
United States Trustee for Region 3, appointed five creditors to
serve on the Official Committee of Unsecured Creditors. The
Debtors listed assets and debts both ranging from $100 million to
$500 million.
DANA HOLDING: Bank Debt Trades at 23.32% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Dana Holding
Corporation is a borrower traded in the secondary market at 76.68
cents-on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.49
percentage points from the previous week, The Journal relates.
The loan matures on Jan. 31, 2015. The Company pays 375 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's Caa1 rating and Standard & Poor's B rating. The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Sept. 4,
among the 149 loans with five or more bids.
Based in Toledo, Ohio, Dana Holding Corporation --
http://www.dana.com/-- designs and manufactures products for
every major vehicle producer in the world, and supplies
drivetrain, chassis, structural, and engine technologies to those
companies. Dana employs 46,000 people in 28 countries. Dana is
focused on being an essential partner to automotive, commercial,
and off-highway vehicle customers, which collectively produce more
than 60 million vehicles annually. Dana has facilities in China
in the Asia-Pacific, Argentina in the Latin-American regions and
Italy in Europe.
Dana Corp., together with affiliates, affiliates filed for Chapter
11 protection on March 3, 2006 (Bankr. S.D.N.Y. Case No. 06-
10354). Attorneys at Jones Day represented the Debtors. It
emerged from bankruptcy Jan. 31, 2008, and the reorganized entity
was named Dana Holding Corporation.
As reported in the Troubled Company Reporter on June 9, 2009,
Moody's Investors Service lowered the Corporate Family Rating of
Dana Holding Corporation to 'Caa2', raised the Probability of
Default Rating to 'Caa1', and adjusted the ratings of certain debt
instruments. According to Moody's, the positioning of Dana's PDR
at 'Caa1' reflects ongoing pressures the company faces from the
continued erosion in the global automotive and commercial vehicle
markets.
DANA HOLDING: Eyes Issuance of $500 Million in Securities
---------------------------------------------------------
Dana Holding Corporation filed with the Securities and Exchange
Commission a Registration Statement on Form S-3 in connection with
a shelf registration in the amount of $500,000,00.
Dana may offer and sell from time to time shares of its common
stock, shares of preferred stock, debt securities, depositary
shares, warrants, rights, purchase contracts or units, or any
combination thereof. It will use the net proceeds for general
corporate purposes, which may include, among other things, debt
repayment; working capital; or capital expenditures. It may also
use the proceeds to fund acquisitions of businesses, technologies
or product lines that complement the current business.
A full-text copy of the Registration Statement is available at no
charge at http://ResearchArchives.com/t/s?441d
Dana said the Registration Statement will be effective on such
date or dates it files a further amendment stating the
"Registration Statement shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933 or
until the Registration Statement shall become effective on such
date as the Commission, acting pursuant to said Section 8(a), may
determine."
In connection with the filing of the Registration Statement, Dana
delivered to the SEC updated financial statements and other
affected financial information for the periods included in its
Annual Report on Form 10-K for the year ended December 31, 2008 --
which Dana filed on March 16, 2009 and amended by Form 10-K/A on
March 17, 2009 -- that reflect retrospective adjustments resulting
from certain accounting changes. Specifically, Part I, Items 1
and 2 and Part II, Items 6, 7 and 8 of Dana's 2008 Form 10-K have
been adjusted to reflect changes arising from (i) the adoption of
a new accounting standard; (ii) changes in Dana's segment
reporting that were effective January 1, 2009; and (iii) a change
in the method of determining the cost of inventories for U.S.
operations from LIFO to the FIFO that have been applied
retrospectively in the updated financial statements.
A full-text copy of Dana's Form 8-K discussing the changes, is
available at no charge at http://ResearchArchives.com/t/s?441e
A full-text copy of the Revised Part I, Item 1. Business, Annual
Report on Form 10-K for the year ended December 31, 2008, filed
March 16, 2009, is available at no charge at:
http://ResearchArchives.com/t/s?441f
A full-text copy of the Revised Part I, Item 2. Properties, Annual
Report on Form 10-K for the year ended December 31, 2008, filed
March 16, 2009, is available at no charge at:
http://ResearchArchives.com/t/s?4420
A full-text copy of the Revised Part II, Item 6. Selected
Financial Data, Annual Report on Form 10-K for the year ended
December 31, 2008, filed March 16, 2009, is available at no charge
at http://ResearchArchives.com/t/s?4421
A full-text copy of the Revised Part II, Item 7. Management's
Discussion and Analysis of Financial Condition and Results of
Operations, Annual Report on Form 10-K for the year ended
December 31, 2008, filed March 16, 2009, is available at no charge
at http://ResearchArchives.com/t/s?4422
A full-text copy of the Revised Part II, Item 8. Financial
Statements and Supplementary Data, Annual Report on Form 10-K for
the year ended December 31, 2008, filed March 16, 2009, is
available at no charge at http://ResearchArchives.com/t/s?4423
DELPHI CORP: GM Liquidity Deals Extended to Sept. 17
----------------------------------------------------
Delphi Corporation on September 3, 2009, entered into a further
amendment to its existing liquidity agreement between Delphi and
General Motors Company, as assignee of Motors Liquidation Company,
formerly known as General Motors Corporation. The effect of the
Thirteenth Amendment was to extend the deadline for Delphi to
satisfy certain milestones, which if not met, would prevent Delphi
from continued access to the facility.
The GM Advance Agreement was amended and restated on June 1, 2009,
to provide Delphi with an additional $250 million credit facility,
subject to Delphi's continued satisfaction of certain conditions
and milestones. Delphi's continued ability to request advances
under the Tranche C Facility is conditioned on progress in
achieving the transactions contemplated by the confirmed First
Amended Joint Plan Reorganization as modified, as filed with the
U.S. Bankruptcy Court for the Southern District of New York on
June 16, 2009. Specifically, prior to the Thirteenth Amendment,
the ability of Delphi to request advances on or after September 3,
2009, was conditioned on the entry by the Court of an order, in
form and substance reasonably acceptable to GM, approving the
Modified Plan or an implementation agreement pursuant to which the
parties to the Master Disposition Agreement, dated June 1, 2009,
as revised and amended, among Delphi, GM Components Holdings, LLC,
GM and Parnassus Holdings II, LLC, would perform their obligations
thereunder pursuant to Section 363 of the Bankruptcy Code,
independent of and not pursuant to or contingent on the
effectiveness of the Modified Plan. The Thirteenth Amendment
extends the September 3, 2009 date until 8:00 p.m. (Eastern time)
on September 17, 2009. All other terms of the GM Advance
Agreement remain in effect.
Amendment to Accommodation Agreement
and DIP Credit Facility
On September 3, 2009, Delphi entered into a further amendment, to
its accommodation agreement, and its existing debtor-in-possession
financing agreement -- consisting of a $1.1 billion first priority
revolving credit facility (the "Tranche A Facility"), a $500
million first priority term loan (the "Tranche B Term Loan") and a
$2.75 billion second priority term loan (the "Tranche C Term
Loan") -- with the lenders under the Amended and Restated DIP
Credit Facility. The effect of the Amendment is to extend the
term of the Accommodation Agreement to 8:00 p.m. (Eastern time) on
September 17, 2009. Pursuant to the Accommodation Agreement, as
in effect prior to the Amendment, the lenders agreed, among other
things, to allow Delphi to continue using the proceeds of the
Amended and Restated DIP Credit Facility and to forbear from the
exercise of certain default-related remedies, in each case until
September 3, 2009, subject to the continued satisfaction by Delphi
of a number of covenants and conditions. The Amendment further
extends that date until 8:00 p.m. (Eastern time) on September 17,
2009. There currently remains approximately $230 million
outstanding under the Tranche A Facility, $310 million outstanding
under the Tranche B Term Loan and $2.75 billion outstanding under
the Tranche C Term Loan under the Amended and Restated DIP Credit
Facility. The Amendment also provides that the requisite majority
of DIP Lenders have 85 business days (modified from 70 business
days) to notify Delphi that the modified plan of reorganization
filed on June 1, 2009 is not satisfactory.
In addition, in connection with the Company's emergence from
chapter 11 and the closing of the transactions under the Master
Disposition Agreement, the Amendment provides that assignments of
DIP Lenders' loans under the Amended and Restated DIP Credit
Facility (the "DIP Loans") will not be processed by the
administrative agent under the Amended and Restated DIP Facility
during the period commencing on September 11, 2009 and ending on
the date, if any, on which the Agent is notified by Delphi that
the Master Disposition Agreement has been terminated in accordance
with the terms thereof (unless the requisite DIP Lenders consent
to such assignment). Furthermore, Delphi has been advised by the
Agent that in order to permit sufficient time for processing and
settling trades by September 10, 2009, all pending assignments for
the DIP Loans, and related documentation required for pending
purchasers to become record holders of DIP Loans by September 10,
2009 must be submitted in good form to the Agent not later than
12:00 p.m. (Eastern time)on September 4, 2009. The Agent has also
advised Delphi that it has informed the DIP Lenders that it will
endeavor to process on or before September 10, 2009 all trades of
DIP Loans properly submitted to the Agent by the September 4, 2009
(12:00 p.m. Eastern time) deadline, on a best efforts basis and
that it anticipates that submissions that are incomplete at the
September 4, 2009 (12:00 p.m. Eastern time) deadline, and
submissions thereafter, will not be processed by September 10,
2009.
The remaining provisions in the Accommodation Agreement are
materially unchanged. Although Delphi is currently in compliance
with the terms of the Accommodation Agreement (after giving effect
to the Amendment), Delphi's continued compliance and access to
sufficient liquidity to fund its working capital requirements and
operations is dependent on a number of factors including Delphi
remaining in compliance with the provisions of the GM Advance
Agreement and administrative creditors, including its suppliers,
continuing to provide services and goods on customary payment
terms.
Amendment to Partial Temporary
Accelerated Payment Agreement
On September 1, 2009, Delphi entered into a further amendment to
its existing liquidity agreement between Delphi and GM, whereby GM
agreed to accelerate payment of certain payables up to $300
million to Delphi. The Partial Temporary Accelerated Payments
Agreement provided that GM would generally recoup these
accelerated payments on or after the date that GM's obligation to
advance funds under the GM Advance Agreement terminates or
advances made become due and payable in accordance with the GM
Advance Agreement. The effect of the Fourth Amendment was to
extend the date by which GM will offset the balance of the
accelerated payments to its October 2009 MNS-2 payment (or
subsequent MNS-2 payments) to Delphi, with the effect of
increasing the GM payables to Delphi by the amount so offset.
About Delphi Corp
Based in Troy, Michigan, 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. Delphi technology is also found in computing,
communications, consumer accessories, energy and medical
applications. Delphi has 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 confirmed Delphi's plan on January 25, 2008. The Plan
was not 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.
At the end of July 2009, Delphi obtained confirmation of a revised
plan, build upon a sale of the assets to a entity formed by some
of the lenders who provided $4 billion of debtor-in-possession
financing, and General Motors Company.
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)
DEX MEDIA EAST: Bank Debt Trades at 24% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Dex Media East LLC
is a borrower traded in the secondary market at 75.86 cents-on-
the-dollar during the week ended Friday, Sept. 4, 2009, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.79 percentage points
from the previous week, The Journal relates. The loan matures on
Nov. 8, 2009. The Company pays 200 basis points above LIBOR to
borrow under the facility. Moody's has withdrawn its rating on
the bank debt while Standard & Poor's has assigned a default
rating on the bank debt. The debt is one of the biggest gainers
and losers among widely quoted syndicated loans in secondary
trading in the week ended Sept. 4, among the 149 loans with five
or more bids.
Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun &
Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/--
publishes and distributes print and online directories in the U.S.
It offers print directory advertising products, such as yellow
pages and white pages directories. R.H. Donnelley Inc., Dex
Media, Inc. and Local Launch, Inc. are the company's only direct
wholly owned subsidiaries.
Dex Media East, LLC is a publisher of the official yellow pages
and white pages directories for Qwest Communications International
Inc. (Qwest) in the states, where Qwest is the primary incumbent
local exchange carrier, such as Colorado, Iowa, Minnesota,
Nebraska, New Mexico, North Dakota and South Dakota.
R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter
11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-11833
through 09-11852), after missing a $55 million interest payment on
its senior unsecured notes due April 15. James F. Conlan, Esq.,
Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork,
Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago,
Illinois represent the Debtors in their restructuring efforts.
Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young,
Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as
the Debtors' local counsel. The Debtors' financial advisor is
Deloitte Financial Advisory Services LLP while its investment
banker is Lazard Freres & Co. LLC. The Garden City Group, Inc.,
is claims and noticing agent.
As of March 31, 2009, the Company had $929,829,000 in total assets
and $1,023,526,000 in total liabilities, resulting in $93,697,000
in total shareholders' deficit.
Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of R.H. Donnelley Corp. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
DEX MEDIA WEST: Bank Debt Trades at 15.9% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Dex Media West LLC
is a borrower traded in the secondary market at 84.10 cents-on-
the-dollar during the week ended Friday, Sept. 4, 2009, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 1.00 percentage points
from the previous week, The Journal relates. The loan matures on
Oct. 22, 2014. The Company pays 400 basis points above LIBOR to
borrow under the facility. Moody's has withdrawn its rating on
the bank debt while Standard & Poor's has assigned a default
rating on the bank debt. The debt is one of the biggest gainers
and losers among widely quoted syndicated loans in secondary
trading in the week ended Sept. 4, among the 149 loans with five
or more bids.
Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an
indirect wholly owned subsidiary of Dex Media, Inc. Dex Media is
a direct wholly owned subsidiary of R.H. Donnelley Corporation.
Dex Media West is the exclusive publisher of the official yellow
pages and white pages directories for Qwest Corporation, the local
exchange carrier of Qwest Communications International Inc., in
Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming.
R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media
East LLC and Dex Media West LLC, filed for Chapter 11 protection
on May 28, 2009 (Bank. D. Del. Case No. 09-11833 through 09-
11852), after missing a $55 million interest payment on its senior
unsecured notes due April 15. James F. Conlan, Esq., Larry J.
Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and
Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois
represent the Debtors in their restructuring efforts. Edmon L.
Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the
Debtors' local counsel. The Debtors' financial advisor is
Deloitte Financial Advisory Services LLP while its investment
banker is Lazard Freres & Co. LLC. The Garden City Group, Inc.,
is claims and noticing agent.
As of March 31, 2009, the Company had $929,829,000 in total assets
and $1,023,526,000 in total liabilities, resulting in $93,697,000
in total shareholders' deficit.
Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of R.H. Donnelley Corp. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-700
DOMTAR INC: Bank Debt Trades at 5% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Domtar, Inc., is a
borrower traded in the secondary market at 94.64 cents-on-the-
dollar during the week ended Friday, Sept. 4, 2009, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.78 percentage points
from the previous week, The Journal relates. The loan matures on
March 7, 2014. Domtar pays interest at 137.5 points above LIBOR.
The bank loan carries Moody's Baa3 rating and Standard & Poor's
BBB- rating. The debt is one of the biggest gainers and losers
among widely quoted syndicated loans in secondary trading in the
week ended Sept. 4, among the 149 loans with five or more bids.
Domtar, Inc. (TSX/NYSE: DTC) is a wholly-owned subsidiary of
Montreal, Quebec- based Domtar Corporation (NYSE:UFS) --
http://www.domtar.com/-- Domtar Corp is an integrated producer of
uncoated freesheet paper in North America and is also a
manufacturer of papergrade pulp. The company designs,
manufactures, markets and distributes a wide range of business,
commercial printing, publication as well as technical and
specialty papers with recognized brands such as First Choice(R),
Domtar Microprint(R), Windsor Offset(R), Cougar(R) well as its
full line of environmentally and socially responsible papers,
Domtar EarthChoice(R). Domtar also produces lumber and other
specialty and industrial wood products. The company employs nearly
14,000 people.
EAU TECHNOLOGIES: Promissory Note Maturity Date Moved to Nov. 2010
------------------------------------------------------------------
EAU Technologies, Inc., on August 27, 2009, entered into the
Second Amendment to the Second Amended and Restated Senior Secured
Convertible Promissory Note with Water Science, LLC. The
Amendment extends the maturity date of the Promissory Note from
September 16, 2009, to November 1, 2010. In all other material
respects, the Promissory Note remains unchanged.
WS is a shareholder of the Company and is controlled by Peter
Ullrich, a member of the Board of Directors of the Company.
On August 27, the Company entered into a Loan Agreement with Mr.
Ullrich, whereby he agreed to loan $600,000 to the Company, funded
in three installments:
-- $200,000 payable on September 15, 2009;
-- $200,000 payable on October 15, 2009; and
-- $200,000 payable on November 15, 2009.
Simple interest will accrue at a rate of 10% per annum on the
unpaid principal amount outstanding and the loan will mature on
November 1, 2010, at which time accrued interest and the
outstanding principal balance will be due. The Loan Agreement
provides that accrued interest and the outstanding principal
balance can be prepaid, in whole or in part, at any time without
premium or penalty.
The Loan Agreement contains an optional conversion right, whereby
the Lender may convert all or any portion of the outstanding
principal and interest due into shares of the Company's common
stock at a price per share equal to $1.00 per share; however, if
the Lender fails to make any of the installment payments on the
dates set forth, the conversion price will increase to $3.00 per
share.
EAU Technologies posted a net loss of $370,551 for the three
months ended June 30, 2009, from a net loss of $1,482,632 for the
same period a year ago. It posted a net loss of $3,440,136 for
the six months ended June 30, 2009, from a net loss of $2,710,005
for the same period a year ago.
EAU Technologies recorded total sales of $203,975 for the three
months ended June 30, 2009, from a net loss of $137,856 for the
same period a year ago. It recorded total sales of $358,625 for
the six months ended June 30, 2009, from a net loss of $233,511
for the same period a year ago.
As of June 30, 2009, EAU Technologies had total assets of
$4,556,918 and total liabilities of $15,694,021, resulting in
total stockholders' deficit of $11,137,103.
In its Form 10-Q report for the quarterly period ended June 30,
2009, the Company said it currently does not have sufficient funds
to operate its business without additional funding. The Company
is currently in negotiations to obtain additional short-term
funding to provide liquidity through the end of 2009. "We expect
to finalize an agreement in August. Management will continue to
seek to obtain sufficient funding for its operations through
either debt or equity financing. However, there is no assurance
that the Company will be able to obtain additional financing.
Furthermore, there is no assurance that rapid technological
changes, changing customer needs and evolving industry standards
will enable the Company to introduce new products and services on
a continual and timely basis so that profitable operations can be
attained. The Company's ability to achieve and maintain
profitability and positive cash flows is dependent upon its
ability to achieve positive sales and profit margins and control
operating expenses."
The Company estimates needing roughly $2,000,000 for the upcoming
12 months to execute its business plan and an additional
$3,000,000, plus interest, to satisfy its senior note payable with
Water Science, which becomes due in September 2009, if the note is
not converted into common stock. Management plans to mitigate its
losses in the near term through the further development and
marketing of its trademarks, brand and product offerings.
The Company' auditors have issued their Independent Registered
Public Accountants' Report on the Company's financial statements
for the fiscal year ended December 31, 2008, with an explanatory
paragraph regarding the Company's ability to continue as a going
concern.
About EAU Technologies
Based in Kennesaw, Ga. EAU Technologies Inc., fka as Electric
Aquagenics Unlimited Inc. (OTC BB: EAUI) -- http://www.eau-x.com/
-- is a supplier of Electrolyzed Water Technology and other
complementary technologies with applications in diverse
industries.
ECONOMY LIQUORS: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Economy Liquors, Inc.
3057 Acushnet Ave.
New Bedford, MA 02745
Bankruptcy Case No.: 09-18495
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Massachusetts (Boston)
Judge: William C. Hillman
Debtor's Counsel: Roger Stanford, Esq.
Stanford & Schall
100 Eighth Street
New Bedford, MA 02740
Tel: (508) 994-3393
Fax: (508) 994-3368
Email: ROGERSTANF@AOL.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 Raymond L. Lucas, president of the
Company.
EDWARD WALERA: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Joint Debtors: Edward J. Walera
Lisa A. Walera
1735 Center Road
Novato, CA 94947
Bankruptcy Case No.: 09-12873
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
Northern District of California (Santa Rosa)
Judge: Alan Jaroslovsky
Debtors' Counsel: Michael C. Fallon, Esq.
Law Offices of Michael C. Fallon
100 E., St. #219
Santa Rosa, CA 95404
Tel: (707) 546-6770
Email: mcfallon@fallonlaw.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$1,692,959, and total debts of $2,679,838.
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/canb09-12873.pdf
The petition was signed by the Joint Debtors.
EMPIRE RESORTS: Inks Consulting Deal on Native American Matters
---------------------------------------------------------------
Empire Resorts, Inc., on September 3, 2009, entered into a
consulting agreement with G. Michael Brown & Associates, PC, dated
as of September 1, 2009, to provide consulting services to the
Company with respect to, among other things, Native American and
government relations and the planning and development of a casino
on a 29.31 acre site owned by the Company's subsidiary, Monticello
Raceway Management, Inc., adjacent to the Company's Monticello,
New York facility.
G. Michael Brown, a member of the Company's board of directors, is
the President of the Consultant. The Consulting Agreement
provides for a term ending on August 31, 2010. In consideration
of performing the consulting services, the Company will pay to the
Consultant $120,000 annually, paid in equal monthly installments.
As reported by the Troubled Company Reporter, Empire Resorts on
August 20, 2009, made the interest payment to the Bank of New
York, as trustee, on the Company's 5-1/2%, senior convertible
notes of $2.6 million that was due on July 31, 2009. The interest
payment was made within the time period permitted pursuant to the
indenture governing the Notes.
On July 29, 2009, as reported by the TCR, The Park Avenue Bank
delivered a notice to The Bank of New York advising that, as a
result of the occurrence of the event of default under the loan
agreement with The Park Avenue Bank, a standstill period has
commenced under the intercreditor agreement with respect to the
collateral.
The standstill period will continue until the earlier to occur of
(i) The Park Avenue Bank's express waiver or acknowledgement of
the cure of the applicable event of default in writing or the
occurrence of the discharge of the Loan Agreement secured
obligations, and (ii) the date that is 90 days from the date of
the Bank of New York's receipt of the standstill notice.
About Empire Resorts
Empire Resorts Inc. -- http://www.empiresorts.com/-- owns and
operates the Monticello Casino & Raceway, including slot machines
and a 230-acre harness racing facility in Sullivan County, 90
miles from midtown Manhattan.
As of June 30, 2009, Empire Resorts had total assets of
$45,791,000 against total debts of $81,489,000, resulting to total
stockholders' deficit of $35,698,000. The $81,489,000 in
liabilities, which include $65,000,000 owing to convertible notes,
are all classified as "current liabilities". The Company had
accumulated deficit of $105,375,000 as of June 30, 2009.
ENERGY PARTNERS: S&P Withdraws 'D' Ratings
------------------------------------------
Standard & Poor's Ratings Services withdrew its 'D' ratings on New
Orleans, Louisiana-based independent oil and gas firm Energy
Partners Ltd.
ENERGYCONNECT GROUP: Aequitas Entities Disclose Equity Stake
------------------------------------------------------------
Aequitas Management, LLC, and its affiliated entities disclose
their beneficial ownership of shares of EnergyConnect Group, Inc.,
common stock:
Percent of Class
Represented
Shares Held by Amount
----------- ----------------
Aequitas Management, LLC 41,153,036 43%
Aequitas Capital
Management, Inc. 920,713 0.01%
JMW Group, LLC 1,089,138 0.01%
Aequitas Commercial
Finance, LLC 39,143,185 41%
Christenson Group LLC 0 0%
Energy Fund II, LLC 0 0%
CEAC, Inc. 4,328,017 4.5%
EnergyConnect Group on February 26, 2009, executed a Convertible
Secured Promissory Note in favor of Aequitas Commercial Finance,
formerly Destination Capital, LLC, in the original principal
amount of $5,000,000. The Note bears interest at the rate of 30%
per annum and is convertible, as of the date of the Note, into a
total of 36,791,754 common shares of the Company based on a
conversion price of $0.0906. The Note matures on January 1, 2011.
AML controls each of the other entities through its direct and
indirect equity ownership in or management control of each of the
entities. ACM is the manager of JMW and ACF, and was the manager
of Christenson and EFII prior to their dissolutions. All
investment and voting decisions with respect to EnergyConnect
Group's securities owned by AML et al. are made by the public
company investment committee of ACM.
About 95,629,961 shares of EnergyConnect Group common stock were
outstanding as of August 13, 2009.
About EnergyConnect Group
San Jose, California-based EnergyConnect Group, Inc. (OTCBB: ECNG)
-- http://www.energyconnectinc.com/-- through its subsidiary
EnergyConnect, Inc., provides a full range of demand response
services to the electric power industry. Its customers are the
regional grid operators who pay the Company market rates for
reductions in electrical demand during periods of high prices or
peak demand and for being available to reduce electric power
demand on request at periods of capacity limitations or in
response to grid emergencies. The Company's suppliers are large
commercial and industrial consumers of electricity who the Company
pays to shift their demand for electricity from high priced hours
in the day to lower priced hours. The Company also pays
participating energy consumers to be available to curtail electric
demand on request. On September 24, 2008, the Company's
shareholders voted to change the name of the Company to
EnergyConnect Group from Microfield Group, Inc.
The Company had $8,363,534 in assets against current debts of
$4,462,853, and long-term debt of $2,519,131, resulting to a
shareholders' equity of $1,382,550 as of July 4, 2009.
The Company said that as a result of its history of losses and
difficulty in generating sufficient cash flow to meet obligations
and sustain its operations, its independent registered public
accounting firm, in their report included in its January 3, 2009
Form 10-K, have expressed substantial doubt about its ability to
continue as going concern.
EXPEDIA INC: S&P Puts 'BB' Corp. Rating on CreditWatch Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB' corporate
credit rating for Expedia Inc., as well as all issue-level ratings
for the company, on CreditWatch with positive implications.
"The CreditWatch placement reflects Expedia's good credit metrics
and a shift toward a more conservative financial policy," said
Standard & Poor's credit analyst Andy Liu.
Despite the global recession and its impact on travel demand,
online travel agencies such as Expedia and competitor
Priceline.com have done relatively well. Expedia reported very
modest revenue decline and Priceline.com continued solid revenue
growth. Standard & Poor's expects that the global economy and
travel demand will remain weak at least through late 2009. Longer
term, Standard & Poor's expects that online travel agencies will
benefit from greater travel demand as the economy recovers and as
online travel bookings become even more prevalent.
For the 12 months ended June 30, 2009, Expedia's lease-adjusted
EBITDA coverage of interest and lease-adjusted total debt to
EBITDA were 8.5x and 1.3x, respectively. Both represent moderate
improvement over the prior-year period. Expedia generates good
discretionary cash flow. Historically, Expedia had converted
about 90% of EBITDA to discretionary cash flow. This is mostly
because of favorable payment terms on merchant hotel rooms.
Payment is received up front when the customer books the room.
Disbursement to the hotel operator does not take place until
sometime after the customer's stay. However, as the average daily
rates on hotels soften, the conversion of EBITDA to discretionary
cash flow has decreased.
In resolving the CreditWatch listing, Standard & Poor's will meet
with management to discuss its financial polices (i.e., especially
with regard to shareholder returns, as well as its long-term
growth objectives) in determining the likelihood and time frame of
a possible upgrade.
EYE CARE: S&P Retains 'B-' Rating on $150 Mil. Subordinated Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its recovery
rating on Eye Care Centers of America Inc.'s $150 million
subordinated notes due 2015 to '5' from '6', indicating the
expectation of modest (10%-30%) recovery in the event of a payment
default. The issue-level rating on this debt issue remains at
'B-', two notches below the 'B+' corporate credit rating on the
company. The issue-level rating on ECCA's secured loan remains at
'BB' (two notches higher than the corporate credit rating) and the
recovery rating on this debt remains unchanged at '1', indicating
the expectation for very high (90%-100%) recovery in the event of
a payment default.
At the same time, S&P has affirmed all other ratings, including
the 'B+' corporate credit rating, on the company. The outlook is
stable.
"The ratings on San Antonio-based ECCA, a specialty optical retail
chain, reflect its participation in the intensely competitive,
highly fragmented optical retail market; small size relative to
other industry players; substantial dependence upon managed vision
care plans; and high debt levels," said Standard & Poor's credit
analyst Diane Shand. The company's good market position in the
U.S. partially mitigates those risks.
EZZELL & POWERS: Case Summary & 13 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Ezzell & Powers Development Company, LLC
2506 N Heritage Street, Suite C
Kinston, NC 28501
Bankruptcy Case No.: 09-07625
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: Randy D. Doub
Debtor's Counsel: George M. Oliver, Esq.
Oliver & Friesen, PLLC
PO Box 1548
New Bern, NC 28563
Tel: (252) 633-1930
Fax: (252) 633-1950
Email: efile@oliverandfriesen.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$740,900, and total debts of $1,427,156.
A full-text copy of the Debtor's petition, including a list of its
13 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/nceb09-07625.pdf
The petition was signed by Leon E. Ezzell Jr., member manager of
the Company.
FAIRFAX FINANCIAL: S&P Assigns 'BB+' Subordinated Unsec. Debt
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
preliminary 'BBB-' senior unsecured debt, 'BB+' subordinated
unsecured debt, and 'BB' preferred shares ratings to Fairfax
Financial Holdings Ltd.'s US$1 billion universal shelf, which was
filed on Aug. 31, 2009. In connection with the filing, Fairfax
has withdrawn its previous existing base shelf prospectus, dated
April 25, 2008.
"The ratings reflect Fairfax's strong business and financial
profile," noted Standard & Poor's credit analyst Michael Gross.
Fairfax -- through its insurance operating subsidiaries, including
Northbridge Financial, Crum & Forster, and Odyssey Reinsurance--
maintains a competitive presence in the North American commercial
insurance marketplace as well as the global reinsurance market.
The company reported consolidated pretax operating income of
US$373 million for the first half of 2009, a satisfactory combined
loss and expense ratio of 98.5%, and total shareholders' equity of
$5.6 billion.
FANNIE MAE: Regains Compliance with NYSE Listing Standard
---------------------------------------------------------
Fannie Mae, formally known as the Federal National Mortgage
Association, on September 3, 2009, received notice from the New
York Stock Exchange that the Company has regained compliance with
the NYSE's minimum price standard for continued listing of its
common stock.
On November 12, 2008, the NYSE notified Fannie Mae that it had
failed to satisfy one of the NYSE's standards for continued
listing of its common stock because the average closing price of
its common stock during the 30 preceding trading days had been
less than $1.00 per share. Applicable NYSE rules and procedures
provided the company with a cure period that would expire on
October 15, 2009, as a result of the NYSE's temporary suspension
of its minimum price listing requirement earlier this year.
Fannie Mae regained compliance with the NYSE's minimum price
listing standard after its closing share price on August 31, 2009,
and its average closing price for the 30 days of trading that
ended on August 31, 2009 were both at least $1.00.
As a result, the NYSE will discontinue dissemination of the ".BC"
indicator on the NYSE Web site and exchange listing.
About Fannie Mae
The Federal National Mortgage Association -- (FNMA) (NYSE: FNM) --
commonly known as Fannie Mae, is a shareholder-owned U.S.
government-sponsored enterprise. Fannie Mae has a federal charter
and operates in America's secondary mortgage market, providing
mortgage bankers and other lenders funds to lend to home buyers at
low rates.
Fannie Mae was created in 1938, under President Franklin D.
Roosevelt, at a time when millions of families could not become
homeowners, or risked losing their homes, for lack of a consistent
supply of mortgage funds across America. The government
established Fannie Mae to expand the flow of mortgage funds in all
communities, at all times, under all economic conditions, and to
help lower the costs to buy a home.
In 1968, Fannie Mae was re-chartered by the U.S. Congress as a
shareholder-owned company, funded solely with private capital
raised from investors on Wall Street and around the world.
Fannie Mae is the U.S. largest mortgage buyer, according to The
New York Times.
As of March 31, 2009, Fannie Mae had $919,638,000,000 in total
assets and $938,567,000,000 in total liabilities, resulting in
Fannie Mae stockholders' deficit of $19,066,000,000. At March 31,
2009, Fannie Mae had $137,000,000 in non-controlling interest,
resulting in total deficit of $18,929,000,000.
Conservatorship
As reported by the Troubled Company Reporter, the U.S. government
took direct responsibility for Fannie Mae and Freddie Mac, placing
the government-sponsored enterprises under conservatorship on
September 7, 2008. James B. Lockhart, director of Federal Housing
Finance Agency, said that Fannie Mae and Freddie Mac share the
critical mission of providing stability and liquidity to the
housing market. Between them, the Enterprises have $5.4 trillion
of guaranteed mortgage-backed securities (MBS) and debt
outstanding, which is equal to the publicly held debt of the
United States. Among the key components of the conservatorship,
the FHFA, as conservator, assumed the power of the Board and
management.
FIRST STATE, FLAGSTAFF: Sunwest Bank Assumes All of Deposits
------------------------------------------------------------
First State Bank, Flagstaff, Arizona, was closed September 4 by
the Arizona 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 Sunwest Bank, Tustin, California, to assume all of
the deposits of First State Bank.
Due to the Labor Day holiday, the six branches of First State Bank
will reopen on Tuesday, September 8 as branches of Sunwest Bank.
Depositors of First State Bank will automatically become
depositors of Sunwest Bank. Deposits will continue to be insured
by the FDIC, so there is no need for customers to change their
banking relationship to retain their deposit insurance coverage.
Customers should continue to use their existing branches until
Sunwest Bank can fully integrate the deposit records of First
State Bank.
As of July 24, 2009, First State Bank had total assets of
$105 million and total deposits of approximately $95 million. In
addition to assuming all of the deposits of the failed bank,
Sunwest Bank agreed to purchase essentially all of the assets.
Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-537-4048. Interested parties can also
visit the FDIC's Web site at
http://www.fdic.gov/bank/individual/failed/firststate-az.html
The FDIC estimates that the cost to the Deposit Insurance Fund
will be $47 million. Sunwest Bank's acquisition of all the
deposits was the "least costly" resolution for the FDIC's DIF
compared to alternatives. First State Bank is the 89th FDIC-
insured institution to fail in the nation this year, and the third
in Arizona. The last FDIC-insured institution closed in the state
was Union Bank, National Association, Gilbert, on August 14, 2009.
FLEETWOOD ENTERPRISES: Dyer & Berens Has Class Suit vs. Officers
----------------------------------------------------------------
Dyer & Berens LLP on September 4 said it has filed a class action
lawsuit in the United States District Court for the Central
District of California on behalf of investors who purchased
Fleetwood Enterprises, Inc. (NYSE: FLE) (PINKSHEETS: FLTWQ) common
stock between December 6, 2007 and March 10, 2009, inclusive. The
complaint charges certain of Fleetwood's former officers and
directors with violations of the Federal Securities Exchange Act
of 1934.
"If you wish to serve as a lead plaintiff, you must move the court
no later than November 2, 2009. If you wish to discuss this
action or have any questions concerning this notice or your rights
or interests, please contact plaintiff's counsel, Jeffrey A.
Berens, Esq. at (888) 300-3362, (303) 861-1764, or via email at
jeff@dyerberens.com. Any member of the putative class may move
the court to serve as lead plaintiff through counsel of their
choice, or may choose to do nothing and remain an absent class
member," the firm said.
The complaint alleges that during the Class Period defendants
misrepresented the following adverse facts, among others: (a) that
demand for Fleetwood's manufactured houses and the big homes-on-
wheels was rapidly declining; (b) that the Company's RV Group
sales, especially in its travel trailer division, were declining
because of softening consumer demand due to high gasoline prices
and the credit crisis; (c) that the Company's financial condition
was declining precipitously such that the Company was nearing
insolvency; and (d) based on the foregoing, defendants had no
reasonable basis for their positive statements regarding the
Company's ability to control its deteriorating financial
condition.
On March 10, 2009, Fleetwood announced that it had filed for
Chapter 11 bankruptcy for itself and certain operating
subsidiaries, and that it was closing its travel trailer division.
As a result of the announcement, the price of Fleetwood common
stock fell to $0.01 per share.
Plaintiff seeks to recover damages on behalf of Fleetwood
investors. The plaintiff is represented by Dyer & Berens LLP,
which has expertise in prosecuting investor class actions
involving financial fraud. The firm's extensive experience in
securities litigation, particularly in cases brought under the
Private Securities Litigation Reform Act, has contributed to the
recovery of hundreds of millions of dollars for aggrieved
investors. On the Net: http://www.DyerBerens.com/
About Fleetwood Enterprises
Founded in 1950, Fleetwood Enterprises, Inc., and its various
subsidiaries produce, distribute, and service recreational
vehicles and manufactured housing. Fleetwood employed 2,100
people in 14 plants located in 10 states.
Based in Riverside, California, Fleetwood Enterprises, Inc.,
together with 19 of affiliates, filed for Chapter 11 protection on
March 10, 2009 (Bankr. C.D. Calif. Lead Case No. 09-14254). Craig
Millet, Esq., and Solmaz Kraus, Esq., at Gibson, Dunn & Crutcher
LLP, represent the Debtors in their restructuring efforts. FTI
Consulting Inc. is the financial advisors to the Debtors. The
Debtors tapped Greenhill & Co.. LLC as its investment banker.
Fleetwood was authorized in June to sell its recreational vehicle
business for $53 million to private-equity investor American
Industrial Partners.
FIRST BANK, KANSAS: Closed; Great American Bank Assumes Deposits
----------------------------------------------------------------
First Bank of Kansas City, Kansas City, Missouri, was closed
September 4 by the Missouri Division of Finance, which appointed
the Federal Deposit Insurance Corporation as receiver. To protect
the depositors, the FDIC entered into a purchase and assumption
agreement with Great American Bank, De Soto, Kansas, to assume all
of the deposits of First Bank of Kansas City.
The sole branch of First Bank of Kansas City will reopen as a
branch of Great American Bank. Depositors of First Bank of Kansas
City will automatically become depositors of Great American Bank.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship to retain
their deposit insurance coverage. Customers should continue to
use their existing branches until Great American Bank can fully
integrate the deposit records of First Bank of Kansas City.
As of June 30, 2009, First Bank of Kansas City had total assets of
$16 million and total deposits of approximately $15 million. In
addition to assuming all of the deposits of the failed bank, Great
American Bank agreed to purchase all of the assets.
Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-430-6165. Interested parties can also
visit the FDIC's Web site at:
http://www.fdic.gov/bank/individual/failed/firstbankkc-mo.html
The FDIC estimates that the cost to the Deposit Insurance Fund
will be $6 million. Great American Bank's acquisition of all the
deposits was the "least costly" resolution for the FDIC's DIF
compared to alternatives. First Bank of Kansas City is the 85th
FDIC-insured institution to fail in the nation this year, and the
second in Missouri. The last FDIC-insured institution closed in
the state was American Sterling Bank, Sugar Creek, on April 17,
2009.
FORD MOTOR: Moody's Upgrades Corporate Family Rating to 'Caa1'
--------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating of
Ford Motor Company to Caa1 from Caa3, and also raised the
company's Speculative Grade Liquidity rating to SGL-3 from SGL-4.
The rating outlook was changed to Stable from Negative. Ford's
Probability of Default Rating remains at Caa3. In a related
action, Moody's placed the Caa1 senior unsecured rating of Ford
Motor Credit Company LLC on review for possible upgrade.
The rating actions reflect Moody's belief that after a period of
intensive restructuring of its operations and balance sheet,
Ford's business viability has significantly improved. The
positioning of the CFR rating at Caa1 balances the substantial
achievements the company has made in restructuring its operations
and rebuilding competitiveness against the expectation that even
with these improvements meaningful earnings and cash flow
generation will not be evident before 2011. Moody's believes that
Ford has adequate liquidity to bridge itself until 2011 as
reflected in the upgrade of the SGL rating to SGL-3.
Notwithstanding the upgrade of the CFR rating, Ford's PDR is being
maintained at Caa3 due to the continuing potential that the
company might undertake further balance sheet restructuring
initiatives (such as an exchange offer or below-par tender for
outstanding obligations) that Moody's would view as a default for
rating purposes.
A number of factors have contributed to the greater sustainability
of Ford's business model and the improvement in its CFR rating to
Caa1. These factors include: the restructuring of the wage, work-
rule and retiree health care elements in the UAW agreement, the
reduction in debt associated with its exchange offer for
approximately $10 billion in obligations, the maintenance of a
sizable liquidity position, and a more competitive new product
portfolio. These improvements in Ford's cost structure and
longer-term prospects also contributed to Moody's view that Ford's
enterprise value can be sustained at a higher level than
previously expected. This higher enterprise value contributed to
the increase in the estimated Family Recovery Rate incorporated in
the Loss Given Default methodology applied to Ford to 50% from
40%.
The stable outlook considers that the period of greatest risk in
Ford's restructuring has passed. Ford has achieved a more
sustainable cost structure and a liquidity position that should
enable it to fund an expected operating cash burn until the
recovery in industry demand enables Ford to reach its breakeven
production levels around 2011. Consequently, the prospects for
near-term downward adjustments in the rating have been
considerably reduced.
The improvement in Ford's North American product portfolio is an
important element in the rating actions. Bruce Clark, senior vice
president with Moody's said, "Ford's product portfolio and new
product pipeline have not been this robust or competitive in many
years. The key for the company is to continue building its
reputation among US consumers with competitive product offerings.
This will lay the groundwork for Ford to begin generating
reasonable returns and cash generation during 2011 when industry
demand should recover to levels that allow the company to hit its
breakeven production."
Clark went on to say, "The massive restructuring of the domestic
auto industry has largely addressed the cost side of the equation
for the Detroit-3; their cost position is now comparable with that
of the transplants. The unsolved part of the equation relates to
revenue and pricing. The critical question for Ford, as well as
for GM and Chrysler, is whether it can produce cars and crossover
vehicles that US consumers want, and whether it can convince
consumers to pay enough for those vehicles so that it can earn a
reasonable return." Moody's notes that in the car and crossover
segments, domestic manufacturers have had to offer discounts of as
much as $6,000 in order to convince consumers to purchase a
domestic vehicle rather than a comparably-equipped vehicle from a
Japanese manufacturer. As consumer tastes continue to shift
toward cars and crossovers, it will be critical for Ford and its
US counterparts to close this price gap and thereby restore
profitability to the portion of their portfolios that have largely
been unprofitable.
Clark concluded by saying, "We think the Ford's product strategy
has the potential to make some important progress in strengthening
the revenue and pricing component of its business model, and in
narrowing the value proposition gap that exists in the minds of
consumers. We'll be monitoring the company's progress in this
area closely."
The improvement in Ford's Speculative Grade Liquidity rating to
SGL-3, which reflects an adequate liquidity profile during the
coming 18 months, is supported by the company's $21 billion cash
position at June 2009. This liquidity position will be
supplemented by the company's option to meet half of its future
obligations to the UAW health care VEBA with stock rather than
cash. The present value of these obligations approximates
$7 billion. Additional liquidity will also be provided by the
recent approval of approximately $5.9 billion in Department of
Energy loans that support investments in more fuel efficient
vehicles; the DOE loan proceeds will be disbursed over the next
three years. These liquidity sources should be adequate to meet
Ford's cash and liquidity requirements during the coming 18
months.
Ford's principal liquidity requirements include a sizable
operating cash burn that will occur during the balance of 2009 and
through 2010. This cash burn will be driven by industry unit
shipments in the US and Europe remaining near historically low
levels until 2011. As a result, Ford's production levels will
likely remain below its breakeven level through 2010, and Moody's
believe the company will generate considerable negative cash flow
through this period. In addition to funding an operating cash
burn, Ford will also have to maintain sufficient cash to fund
large intra-quarter swings in its working capital position.
Moody's estimate that this minimum cash level, which would not be
available to cover operating losses, is approximately $10 billion.
Despite the important improvement in Ford's operating and cost
structure, the company's financial performance will remain weak
during the next 18 months. For fiscal 2009, the operating cash
burn could approach $9 billion and the ratio of EBITA/interest
will be negative. For 2010, rising shipment levels should improve
operating performance, and the pace of automotive cash burn will
narrow considerably relative to the 2009 level. Nevertheless,
Moody's believe that the cash burn could remain a sizable negative
figure and EBITA/interest could be less than 1x.
The key factors which could contribute to any improvement in
Ford's rating include: maintaining its US market share above 15%
compared with 14.2% for 2008, narrowing the price gap for its
newly introduced vehicles relative to comparably equipped Japanese
vehicles, and remaining on track to generate positive cash flow by
2011.
The factors most likely to result in pressure on the rating would
be a decline in US shipments below 10.5 million units during 2010
and a resulting erosion in Ford's liquidity position. Moody's May
2009 Outlook for the Global Automotive Industry anticipates
11.5 million units for it 2010 base case scenario.
Ratings raised include:
* Corporate Family Rating: to Caa1 from Caa3
* Secured bank debt: to B1 LGD2, 10; from Caa1 LGD2, 26
* Senior unsecured debt: to Caa2 LGD4, 66 from Ca LGD5, 73
* Trust preferred: to Caa3 LGD6, 94; from Ca LGD6, 96
The last rating action on Ford was a revision of the company's PDR
to Caa3/LD on April 7, 2009, to reflect the company's completion
of its exchange offer for approximately $10 billion of debt.
FORD MOTOR: Moody's Reviews 'Caa1' Sr. Unsec. Rating for Upgrade
----------------------------------------------------------------
Moody's Investors Service placed the Caa1 senior unsecured rating
of Ford Motor Credit Company LLC on review for possible upgrade.
This follows Moody's upgrade of Ford Motor Company's corporate
family rating to Caa1 from Caa3, with a stable outlook.
Moody's said that key drivers of Ford Credit's ratings are its
ownership and control by, and business concentrations with,
ultimate parent Ford Motor Company. Moody's upgrade of Ford's
corporate family rating and assignment of a stable rating outlook
could therefore have positive implications for Ford Credit's
ratings and outlook, but only if Ford Credit's stand-alone
characteristics also support a higher rating profile. In this
regard, Moody's review of Ford Credit's ratings will be focused on
its asset quality and earnings prospects, its liquidity profile
and capital adequacy.
A consideration in Moody's rating analysis of Ford Credit is the
strength and pace of potential improvements in the firm's
operating performance measures as macroeconomic conditions become
more conducive to recovery. The rebound in Ford Credit's
financial results in the first half of 2009 was aided by a strong
recovery in used car values, but the firm continues to contend
with elevated retail loan defaults. High unemployment in the U.S.
is likely to pressure the company's asset quality and
profitability for the next several quarters. In addition, secured
and unsecured debt Ford Credit has issued amidst the capital
market crisis has been at higher than historical cost, potentially
constraining the firm's net interest margin improvements.
An additional rating factor is Ford Credit's financial
flexibility, which Moody's believes has been weakened by decreased
market access associated with capital market contractions,
investor concerns with asset quality and earnings trends, and
Ford's operational challenges. Moody's anticipates that Ford
Credit's near term liquidity position will be adequate,
considering its strong cash balances, debt maturity profile,
expected loan and lease portfolio net balance reductions, and
funding capacity with secured lenders. However, Moody's believes
that Ford Credit's reliance on wholesale funding entails recurring
risks of illiquidity associated with market disruptions.
Additionally, Moody's is concerned that Ford Credit's shift in its
funding structure to greater reliance on securitization over the
past few years may have weakened the asset protections for
unsecured creditors. Historically, Moody's has been of the view
that Ford Credit's creditors had superior recovery prospects than
the creditors of parent Ford, which contributed to Ford Credit's
one- to two-notch higher rating versus Ford's rating. To the
extent that the difference in recovery expectations between Ford
Credit and Ford creditors has permanently narrowed, this could
constrain any ratings improvement.
During its review of Ford Credit's ratings, Moody's will consider
whether the timing and extent of potential improvements in the
firm's asset quality and profitability warrant a ratings upgrade.
Moody's review will also consider the limitations of Ford Credit's
funding model and actions the firm has taken to bolster its
liquidity and capital profiles, as well as the magnitude and
quality of the asset coverage available to the firm's creditors.
Moody's anticipates resolving the review within 60 days.
Ford Motor Credit Company LLC is the Dearborn, Michigan-based
captive finance arm of Ford Motor Company. The company reported
second quarter 2009 total assets of $126 billion.
FREDDIE MAC: Regains Compliance with NYSE Listing Standard
----------------------------------------------------------
Freddie Mac, formally known as the Federal Home Loan Mortgage
Corporation, was notified on September 3, 2009, by the New York
Stock Exchange that it has returned to compliance with the NYSE's
minimum share price listing requirement.
In a September 3 letter to the company, the NYSE said that a
review as of August 31, 2009, showed that Freddie Mac's average
share price over the preceding 30 trading days and its closing
share price on that date were both more than $1.00, above the
NYSE's minimum requirement.
The NYSE letter stated that Freddie Mac is no longer considered to
be below the NYSE's $1.00 continued listing criterion, and the
exchange will discontinue dissemination of the ".BC" -- "below
compliance" -- indicator on the NYSE Web site and exchange
listing.
About Freddie Mac
The Federal Home Loan Mortgage Corporation (FHLMC) NYSE: FRE --
http://www.freddiemac.com/-- commonly known as Freddie Mac, is a
stockholder-owned government-sponsored enterprise authorized to
make loans and loan guarantees. Freddie Mac was created in 1970
to provide a continuous and low cost source of credit to finance
America's housing.
Freddie Mac conducts its business primarily by buying mortgages
from lenders, packaging the mortgages into securities and selling
the securities -- guaranteed by Freddie Mac -- to investors.
Mortgage lenders use the proceeds from selling loans to Freddie
Mac to fund new mortgages, constantly replenishing the pool of
funds available for lending to homebuyers and apartment owners.
Conservatorship
As reported by the Troubled Company Reporter, the U.S. government
took direct responsibility for Fannie Mae and Freddie Mac, placing
the government sponsored enterprises under conservatorship on
September 7, 2008. James B. Lockhart, director of Federal Housing
Finance Agency, said that Fannie Mae and Freddie Mac share the
critical mission of providing stability and liquidity to the
housing market. Between them, the Enterprises have $5.4 trillion
of guaranteed mortgage-backed securities (MBS) and debt
outstanding, which is equal to the publicly held debt of the
United States. Among the key components of the conservatorship,
the FHFA, as conservator, assumed the power of the Board and
management.
FRIAR TUCK INN: Files for Chapter 11 in Albany
----------------------------------------------
Friar Tuck Inn of the Catskills filed for bankruptcy protection in
Albany on September 2, 2009 (Bankr. N.D. N.Y. Case No. 09-13312).
Friar Tuck Inn of the Catskills is a resort, spa convention
business center in New York. According to Carla Main at
Bloomberg, Friar Truck listed assets of as much as $50 million and
debt of as much as $10 million. More than $500,000 is owed to
food and wine vendors and hotel suppliers and almost $300,000 in
taxes is due to Green County, Friar Tuck said. The inn owns real
property worth $17 million, against which there is a $3.69 million
lien.
Friar Tuck is seeking to obtain debtor-in-possession financing
from its secured lender, Ulster County Savings Bank, and use cash
collateral.
GATEHOUSE MEDIA: Bank Debt Trades at 73.55% Off
-----------------------------------------------
Participations in a syndicated loan under which GateHouse Media,
Inc., is a borrower traded in the secondary market at 26.45 cents-
on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.70
percentage points from the previous week, The Journal relates.
The loan matures Feb. 27, 2014. The Company pays 200 basis points
above LIBOR to borrow under the facility. The bank debt carries
Moody's Caa1 rating and S&P's CCC rating. The debt is one of the
biggest gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Sept. 4, among the 149 loans
with five or more bids.
GateHouse Media, Inc. -- http://www.gatehousemedia.com/--
headquartered in Fairport, New York, is one of the largest
publishers of locally based print and online media in the United
States as measured by its 97 daily publications. GateHouse Media
currently serves local audiences of more than 10 million per week
across 21 states through hundreds of community publications and
local Web sites.
GENERAL MOTORS: Germany Wants Decision on Opel Sale This Week
-------------------------------------------------------------
Bertrand Benoit and John Reed at The Financial Times report that
Germany on Friday urged General Motors to make a final decision
this week on the sale of its European operation.
Citing two people familiar with the U.S. carmaker's plans, the FT
discloses GM's board is expected to reach a decision about the
future of Opel/Vauxhall at a meeting tomorrow and Wednesday.
"We, as a government, have done our homework . . . we expect a
decision of the board of directors [this] week," the FT quoted
Karl-Theodor zu Guttenberg, economics minister, as saying on the
ARD public sector network Friday. "We are pushing for an outside
investor scenario with long-term prospects."
Citing two people familiar with the situation, Andreas Cremer and
Chris Reiter at Bloomberg News report that if GM picks Canadian
car-parts supplier Magna International Inc., the Opel trust may
quickly approve a transaction, while a decision in favor of
investment firm RHJ International SA may spark a new round of
talks between GM and the German government on financing, delaying
the trust's decision.
Germany, which provided an emergency EUR1.5-billion (US$2.1
billion) loan to keep Opel solvent, supports a bid from Magna and
refuses to back a proposal by investment firm RHJ International SA
that's favored by GM.
According to Bloomberg, one of the people said the trust wouldn't
need to give a ruling if GM elects to keep Opel or if the German
carmaker goes insolvent.
Noah Barkin at Reuters reports GM Europe head Carl-Peter Forster
told German daily Die Welt that Magna was most likely to win a
bidding battle for Opel, but that the carmaker could also thrive
under the ownership of its U.S. parent.
Influence
Rainer Buergin at Bloomberg News reports that German Finance
Minister Peer Steinbrueck said GM's decision on a possible sale of
its German Opel unit will be driven mainly by GM's business
interests.
Bloomberg relates after one-on-one talks with his U.S.
counterpart, Timothy Geithner, Mr. Steinbrueck said "It's my
impression that the U.S. government has put the decision quite
clearly in the hands of the GM board and that it's not exerting
massive influence" on the decision-making process.
Separately, Bloomberg News reports Mr. Steinbrueck said the German
government wants GM to take a decision soon, still prefers Magna
as a potential buyer and has 'focused' its readiness to provide
aid on Magna.
Fiat
Angela Cullen at Bloomberg News, citing Frankfurter Allgemeine
Zeitung, reports Fiat SpA is no longer interested in GM's Opel
unit because the U.S. carmaker has decided against a sale.
Bloomberg notes the newspaper said GM product manager Bob Lutz
made clear to German government officials during a recent visit to
Berlin that GM now wants to keep Opel.
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: Germany Rejects RHJ's Improved Offer for Opel Unit
------------------------------------------------------------------
Andreas Cremer and Brian Parkin at Bloomberg News report that the
German government rejected RHJ International SA's improved offer
for General Motors Co.'s Opel unit.
As reported in the Troubled Company Reporter-Europe, Bloomberg
News said RHJ increased its offer for Opel. Bloomberg disclosed
Arnaud Denis, a spokesman for the Brussels-based investor, said in
an interview Tuesday that under the revised bid, RHJ would
contribute EUR300 million (US$426 million) instead of
EUR275 million. Bloomberg said the offer foresees loan guarantees
of EUR3.2 billion instead of EUR3.8 billion, with repayment
planned by 2013, one year earlier.
According to Bloomberg, the German government said RHJ's improved
offer for Opel is too low and reiterated its preference for
Canadian car-parts maker Magna International Inc. Bloomberg
relates German Economy Ministry spokesman Steffen Moritz Wednesday
said at a regular news conference in Berlin "The preference for
Magna remains even after reviewing this" new bid.
"Germany isn't going to change its mind on RHJ only because they
improved their numbers a bit," Bloomberg quoted Uwe Andersen, a
politics professor at the University of Bochum, the western German
city where Opel employs about 5,300 workers, as saying. "Merkel
has misgivings in principle about a financial investor like RHJ,
whether they pull in an industrial partner or not. She's made her
preference for Magna crystal clear."
Options
Katie Merx and Jeff Green at Bloomberg News report that GM's board
is studying options for the money-losing Opel unit. Citing a
person familiar with the situation, Bloomberg discloses GM
officials presented the board with funding options ranging from
full German government support to no European backing. According
to Bloomberg, the person said GM has received expressions of
possible financial support from other European governments, which
haven't made any commitments.
Bloomberg notes the person, who asked not to be identified because
the talks are private, said directors should have enough
information to make a decision about the European division at a
meeting scheduled to start Sept. 8 after getting an update on
Aug. 31.
Citing John D. Stoll at The Wall Street Journal reports that GM
anticipates the governments of Britain, Spain and Poland will
provide about EUR1 billion, or roughly US$1.4 billion, in combined
aid to restructure its Opel.
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)
GEORGIA GULF: S&P Raises Corporate Credit Rating to 'B'
-------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on Atlanta, Georgia-based Georgia Gulf Corp., including its
corporate credit rating to 'B' from 'D'. The outlook is stable.
At the same time, S&P raised its issue-level ratings on the
company's $300 million senior secured revolving credit facility
due 2011 and senior secured $800 million term loan due 2013 to
'B+' (one notch higher than the corporate credit rating) from 'C'.
The recovery ratings on the revolving credit facility and the term
loan remain at '2', indicating the expectation of substantial
recovery (70%-90%) in the event of a payment default.
S&P also raised its issue ratings on the company's $100 million
7.125% senior notes due 2013 and $500 million 9.5% senior notes
due 2014 to 'CCC+' (two notches lower than the corporate credit
rating) from 'D'. The recovery ratings on the senior notes remain
at '6', indicating negligible recovery (0%-10%) in the event of a
payment default. In addition, S&P raised its issue ratings on the
company's $200 million 10.75% senior subordinated notes due 2016
to 'CCC+' from 'D'. The recovery rating on the senior notes
remains at '6', indicating negligible recovery (0%-10%) in the
event of a payment default.
The rating actions reflect S&P's reassessment of credit quality
and recovery prospects following recent developments at Georgia
Gulf, including the company's operating performance and the recent
completion of its debt exchange offer. The company exchanged
about $736 million of its senior secured notes and senior
subordinated notes for convertible preference shares and common
equity shares. A relatively minor portion of these notes,
amounting to $64 million, still remains on the company's books.
"The upgrade reflects a meaningful improvement to Georgia Gulf's
capital structure following the debt exchange, S&P's expectations
for stronger cash flow on account of lower interest costs, and
strengthened liquidity following recent covenant amendments," said
Standard & Poor's credit analyst Paul Kurias.
S&P also expect that the company will maintain rolling 12-month
EBITDA at or above the June 30, 2009, reported level of about
$155 million. This expectation is supported by S&P's view that
domestic housing starts will gradually improve over the next year,
economic recovery is underway, and the prospective benefits of
management's restructuring efforts on cost structure.
S&P lowered its corporate credit rating to 'D' on May 21, 2009,
following the company's decision to withhold interest due on the
debt being offered for exchange. Total adjusted debt outstanding
as of June 30, 2009, was $1.56 billion. S&P adjusts debt to
include receivables securitized, the capitalized value of
operating leases, and the tax-adjusted underfunding of employee
benefits.
GERDAU AMERISTEEL: S&P Affirms Corporate Credit Rating at 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'BB+'
corporate credit rating on Tampa, Florida-based Gerdau Ameristeel
Corp. S&P removed the rating from CreditWatch, where it was placed
with negative implications on April 16, 2009. The outlook is
negative.
At the same time, S&P withdrew its 'BB+' rating on the company's
senior unsecured notes due 2011 as these notes were recently fully
redeemed.
The affirmation and CreditWatch removal reflect S&P's assessment
that the company's fair business profile, characterized by its
good market positions in a wide variety of bar rod and beam
products, improved cost structure, good liquidity, and strategic
importance to its majority shareholder Gerdau S.A. (BBB-
/Negative/--) position it to benefit as the industry gradually
improves during the next year or so.
"We expect the company's credit metrics to remain weak during
2009, improving somewhat during 2010," said Standard & Poor's
credit analyst Marie Shmaruk. Specifically, S&P's current rating
incorporates S&P's expectation that total adjusted debt to EBITDA
will be above 4x and adjusted funds from operations to total debt
will remain below 20% through 2010, which is still weak for the
current rating but better than 2009's levels. These expectations
reflect S&P's view that performance will remain weak as a result
of poor market conditions that show only slow gradual recovery in
2010. However, the rating is enhanced by solid liquidity, which
totaled $1.7 billion at June 30, 2009, and support from its higher
rated parent, which currently guarantees the company's
$2.6 billion of term bank debt.
The negative outlook reflects the weak ratios and uncertainty
regarding the timing and sustainability of a recovery that could
limit the company's ability to improve and sustain credit metrics.
GIGABEAM CORP: Files for Bankruptcy with Chapter 11 Plan
--------------------------------------------------------
GigaBeam Corporation said September 4 that it has filed a
voluntary petition under Chapter 11 of the U.S. Bankruptcy Code to
reorganize its business.
GigaBeam has the support of its Senior Investors, whose senior
secured notes represent a majority of the Company's total
outstanding debt. Subject to court approval, these investors have
committed to provide adequate Debtor-in-Possession financing to
support the Company through the restructuring process. The
Company intends to use the proceeds from the financing together
with cash generated from daily operations to fund operating
expenses including post-petition supplier payments, employee wages
and benefits and other necessary operating expenses. The Company
anticipates no disruption to day-to-day customer and partner
activities and the Company expects to emerge from Chapter 11
before the end of the year.
"We want to assure our customers, our employees and our
communities that GigaBeam is operating with business as usual,"
stated S. Jay Lawrence, President and CEO of GigaBeam. "We expect
to proceed quickly and to emerge from these proceedings with a
significantly improved balance sheet and, as a result, greater
operating flexibility. I am confident in GigaBeam's future. The
new direction we have set is comprehensive, the product portfolio
we are working with is expansive, and most importantly our
dedication to customer satisfaction is unwavering. During this
transition stage and beyond our customers can continue to rely on
GigaBeam for its products, services, and support."
Since December 2007, the Company under Mr. Lawrence's leadership
has implemented a plan to streamline and reposition itself.
During this time, as has been previously reported, the Company has
made notable achievements, including:
* Significantly reduced operating and administrative costs by
nearly one half;
* Focused sales to specific regions and reported increased sales
of its core product as well as initial sales of its new
products;
* Strengthened and expanded product portfolio from a single
product to 5 separate product lines, which are inter-operable
in a customized wireless network;
* Improved customer support and extended warranties program; and
* Worked with strategic partners to take advantage of
complementary technologies and market potential.
"This restructuring is a necessary and responsible step that will
strengthen the Company and foster a sustained turnaround at
GigaBeam. This milestone marks a fundamental and comprehensive
change," Mr. Lawrence continued. "Our employees, customers and
partners want the Company to succeed because of the value GigaBeam
continues to bring to the broadband wireless market."
The Company will engage in an outreach program to keep the public
informed. Once a month, GigaBeam's CEO will publish a webcast
with news about the company and information about the
restructuring process, as well as questions received and
GigaBeam's answers. These webcasts will be posted on a micro-site
http://www.gigabeamcommunications.com/set up by GigaBeam
specifically to answer questions about the restructuring process.
The webcasts will occur on the second Thursday of each month,
commencing on Thursday, September 10, 2009 at 10:00 am EDT.
Interested parties can pre-submit any questions they would like
addressed in the webcasts to restructuring@gigabeam.com, subject
line should read "webcast question." Questions must be received at
least 24 hours in advance of the published date and time for the
webcasts, in order to be considered for inclusion. GigaBeam will
endeavor to answer as many as possible. The schedule for
publicizing the webcasts is as follows:
Thursday, September 10, 2009 10:00 am EDT
Thursday, October 8, 2009 10:00 am EDT
Thursday, November 12, 2009 10:00 am EDT
The filings were made on September 2, 2009, in the U.S. Bankruptcy
Court for the District of Delaware. GigaBeam has been assisted by
Corporate Counsel, Amy Trombly, of Trombly Business Law in Newton,
MA with whom GigaBeam has had a long standing and productive
relationship. GigaBeam's CEO Jay Lawrence said "Ms. Trombly has
counseled the Company through the difficult and complex stages of
restructuring. I have greatly valued her expertise and guidance
in our efforts to reengineer the Company toward success."
GigaBeam's Bankruptcy Counsel is Daniel K. Astin, Esq., at Ciardi
Ciardi & Astin, Wilmington, Delaware. GigaBeam's CEO Jay Lawrence
said "the decision to choose Ciardi Ciardi & Astin was simple.
The firm has a reputation of efficiently and competently guiding
middle market and early stage companies, both public and private,
through the restructuring process."
More information about GigaBeam's reorganization is available on
the Internet at http://www.gigabeamcommunications.com/
GigaBeam (Pink Sheets:GGBM) filed for Chapter 11 on Sept. 2
(Bankr. D. Del. Case No. 09-13113). It listed assets and debts of
$1 million to $10 million.
GIGABEAM CORP: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: GigaBeam Corporation
4915 Prospectus Drive, Suite H
Durham, NC 27713
Bankruptcy Case No.: 09-13113
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Mary F. Walrath
Debtor's Counsel: Carl D. Neff, Esq.
Ciardi Ciardi & Astin
919 N. Market Street, Suite 700
Wilmington, DE 19801
Tel: (302) 658-1100
Fax: (302) 658-1300
Email: cneff@ciardilaw.com
Daniel K. Astin, Esq.
Ciardi, Ciardi & Astin, P.C.
919 N. Market Street, Suite 700
Wilmington, DE 19899
Email: dastin@ciardilaw.com
Mary E. Augustine, Esq.
Ciardi, Ciardi & Astin, P.C.
919 N. Market St., Suite 700
Wilmington, DE 19801
Tel: (302) 658-1100
Fax: (302) 658-1300
Email: maugustine@ciardilaw.com
Mary E. Augustine, Esq.
Ciardi Ciardi & Astin
919 N. Market Street, Suite 700
Wilmington, DE 19801
Tel: (302) 658-1100
Fax: (302) 658-1300
Email: maugustine@ciardilaw.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/deb09-13113.pdf
The petition was signed by Samuel J. Lawrence, chief executive
officer of the Company.
GLOWPOINT INC: June 30 Balance Sheet Upside-Down by $5.21 Million
-----------------------------------------------------------------
Glowpoint Inc.'s balance sheet at June 30, 2009, showed total
assets of $7.48 million and total liabilities of $12.69 million,
resulting in a stockholders' deficit of $5.21 million.
For six months ended June 30, 2009, the Company posted a net loss
of $2.07 million compared with a net loss of $3.25 million for the
same period in 2008.
For three months ended June 30, 2009, the Company reported a net
income of $406,000 compared with a net loss of $312,000 for the
same period in 2008.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4406
Based in Hillside, New Jersey, Glowpoint Inc. (OTC: GLOW.OB) --
http://www.glowpoint.com/-- is an IP-based managed video
communications services provider. Glowpoint is innovating video
communications with services supporting traditional video
conferencing, Telepresence VNOC, Broadcast Content Acquisition &
Delivery, and Call Center Applications.
Going Concern Doubt
On March 31, 2009, Amper, Politziner & Mattia, LLP, in Edison, New
Jersey, raised substantial doubt about the Company's ability to
continue as a going concern after auditing its financial results
for the period ended Dec. 31, 2008, and 2007. The auditors
pointed that the Company has a working capital deficiency and
recurring net losses, and is in the process of seeking additional
capital. The Company has not yet secured sufficient capital to
fund its operations.
GREATER ATLANTIC: Faces Stockholder Suit on MidAtlantic Merger
--------------------------------------------------------------
Members of the Board of Directors and certain officers of Greater
Atlantic Financial Corp., the parent company of Greater Atlantic
Bank, on August 14, 2009, received a demand letter from Richard C.
Mr. Litman, who claims to be a shareholder of the Company, stating
the alleged basis for a stockholder derivative action and
demanding such persons take immediate action to protect the
interests of common stockholders of the Company.
On August 26, 2009, Mr. Litman filed a stockholder derivative
lawsuit (Case Number CA4837-VCP) in the Delaware Court of Chancery
against the Company, the Bank, Greater Atlantic Capital Trust I,
the current members of the Boards of Directors of the Company and
the Bank and the estate of a deceased member of the Boards of
Directors, BDO Seidman, LLP -- the auditor of the Company -- and
an individual stockholder of the Company. The lawsuit also names
as defendant Comstock Partners, LC, MidAtlantic Bancorp, Inc. and
GAF Merger Corp.
On June 15, 2009, the Company entered into a definitive Agreement
and Plan of Merger with MidAtlantic Bancorp, Inc. and GAF Merger
Corp., pursuant to which MidAtlantic Bancorp, Inc. will acquire
the Company. The transaction is expected to be completed by the
end of the third quarter of 2009, subject to regulatory approval
and the successful completion of the tender offer.
The demand letter and the lawsuit allege, among other things,
certain breaches of the duty of loyalty and other breaches of
fiduciary duty by the director and officer defendants; aiding and
abetting such breaches of fiduciary duty by the Stockholder, the
Company, the Bank, the Trust and BDO Seidman; and aiding and
abetting such breaches of fiduciary duty by Comstock Partners, LC,
MidAtlantic Bancorp, Inc. and GAF Merger Corp. The action further
seeks to prevent the alleged unjust enrichment of the defendants
who received value from the Company prior to the filing of the
lawsuit and those who will be paid money or receive value
subsequent to the filing from the proposed Merger, from the
anticipated tender offer for the trust preferred securities issued
by the Trust, or by remaining as a trust preferred holder of the
Trust after the Merger.
The Company and its legal counsel are evaluating the demand letter
and the Company has referred the lawsuit to Delaware counsel for
review and evaluation of the merits of the claims.
Meanwhile, Greater Atlantic filed Amendment No. 2 to amend and
supplement its Issuer Tender Offer Statement on Schedule TO
originally filed on August 7, 2009, and amended on August 21,
2009, relating to its offering to pay $1.05 per share for the
6.50% Cumulative Convertible Trust Preferred Securities of Greater
Atlantic Capital Trust I.
A full-text copy of Amendment No. 2 is available at no charge at:
http://ResearchArchives.com/t/s?440d
A full-text copy of the Company's Offer to Purchase is available
at no charge at http://ResearchArchives.com/t/s?440e
Greater Atlantic said, as a result of certain provisions of the
federal securities laws, MidAtlantic Bancorp, Inc., and GAF Merger
Corp. are deemed to be co-bidders in the tender offer.
MidAtlantic and Merger Sub will file with the Securities and
Exchange Commission a Tender Offer Statement on Schedule TO
relating to the tender offer.
Greater Atlantic said its Issuer Tender Offer Statement on
Schedule TO is intended to satisfy the reporting requirements of
Rule 13e-4(c)(2) under the Securities Exchange Act of 1934, as
amended.
About Greater Atlantic
Greater Atlantic Financial Corp. (Pink Sheets: GAFC.PK) is a bank
holding company whose principal activity is the ownership and
management of Greater Atlantic Bank. The bank originates
commercial, mortgage and consumer loans and receives deposits from
customers located primarily in Virginia, Washington, D.C. and
Maryland. The bank operates under a federal bank charter and
provides full banking services.
As of June 30, 2009, the Company had $204,596,000 in total assets
and $216,209,000 in total liabilities, resulting in $11,613,000 in
stockholders' deficit.
Going Concern Doubt
The Troubled Company Reporter reported on January 21, 2009, that
BDO Seidman, LLP, in Richmond, Virginia, in a letter dated
January 12, 2009, to the Board of Directors and Stockholders of
Greater Atlantic Financial Corp. expressed substantial doubt about
the company's ability to continue as a going concern. The firm
audited the consolidated statements of financial condition of
Greater Atlantic Financial Corp. and its subsidiaries as of
September 30, 2008, and 2007 and the related consolidated
statements of operations, stockholders' equity (deficit),
comprehensive income (loss) and cash flows for each of the two
years in the period ended September 30, 2008.
HALCYON HOLDING: Meeting of Creditors Scheduled for September 28
----------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of creditors
in Halcyon Holding Group, LLC's Chapter 11 case on Sept. 28, 2009,
at 2:15 p.m. The meeting will be held at 725 S Figueroa St., Room
2610, Los Angeles, California.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Los Angeles, California-based Halcyon Holding Group, LLC, aka The
Halcyon Company, filed for Chapter 11 on Aug. 17, 2009 (Bankr. C.
D. Calif. Case No. 09-31854). Scott F. Gautier, Esq., represents
the Debtor in its restructuring efforts. In its petition, the
Debtor listed assets and debts both ranging from $10,000,001 to
$50,000,000.
HANLEY WOOD: S&P Changes Outlook to Negative; Affirms 'B-' Rating
-----------------------------------------------------------------
Standard & Poor's Rating Services revised its rating outlook on
Washington-based Hanley Wood LLC to negative from stable. At the
same time, S&P affirmed all ratings on the company, including the
'B-' corporate credit rating.
"The outlook revision reflects S&P's concern that the soft U.S.
housing market, weak advertising demand, and general economic
conditions will continue to pressure Hanley Wood's performance,"
said Standard & Poor's credit analyst Jeanne Mathewson.
S&P sees persisting pressures potentially causing borrowing
availability under the company's revolving credit facility to
become strained by rising debt leverage and impending financial
covenant step-downs. Negative operating trends have also affected
Hanley Wood's ability to generate cash flow and build cash
balances needed, in the absence of revolving credit facility
availability, to fund working capital and trade shows in early
2010.
The 'B-' rating reflects high financial risk resulting from the
August 2005 leveraged acquisition of the company, EBITDA declines
over the last two years, limited liquidity, cyclical operating
performance, and limited business diversity. Hanley Wood serves
the residential and commercial construction industry. The
company's operations include 27 trade magazines and 10 trade
shows, with a concentration of profitability in two operations:
Builder Magazine and the World of Concrete trade show.
U.S. housing starts, a key indicator of residential construction
industry health, declined 33% in 2008, and are expected to decline
roughly 37% in 2009, according to the National Association of Home
Builders. S&P expects the company's operating performance to
remain under pressure in 2009 and into 2010, as Hanley Wood
generates roughly half of its EBITDA from the residential
construction sector, and half from the slightly less-cyclical
commercial construction sector. Although the company has been
diversifying its portfolio into commercial construction through
select acquisitions, S&P is concerned that the soft residential
market and weaker economy affected the commercial construction
market as well.
Lease-adjusted debt to EBITDA increased to 8.9x for the 12 months
ended June 30, 2009, from 7.8x a year earlier, due to the EBITDA
decline. S&P expects that continued business media revenue
declines in 2009 will result in leverage approaching 11x by the
end of the year. Unadjusted EBITDA coverage of interest for the
same period was about 2.7x.
Hanley Wood's discretionary cash flow fell into negative territory
due to the weaker operating results and a negative swing in
working capital. Early bookings for 2010 exhibitions will affect
the company's discretionary cash flow for the remainder of 2009,
as the company receives cash in advance of trade shows and records
it as deferred revenue. S&P is concerned that softness in the
commercial construction market could continue to negatively affect
advance payments for 2010 exhibitions and discretionary cash flow
in 2009.
HAWKER BEECHCRAFT: Bank Debt Trades at 26 Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft,
Inc., is a borrower traded in the secondary market at 74.05 cents-
on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.66
percentage points from the previous week, The Journal relates.
The loan matures on March 26, 2014. The Company pays 200 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's B3 rating and S&P's B- rating. The debt is one of
the biggest gainers and losers among widely quoted syndicated
loans in secondary trading in the week ended Sept. 4, among the
149 loans with five or more bids.
As reported in the Troubled Company Reporter on June 11, 2009,
Standard & Poor's Ratings Services said it has raised its long-
term corporate credit rating on Hawker Beechcraft, Inc., to 'CCC+'
from 'SD' (selective default). The outlook is negative. About
$2.3 billion of debt is outstanding. S&P also raised its issue-
level ratings on wholly owned subsidiary Hawker Beechcraft
Acquisition Co. LLC's senior unsecured and subordinated debt to
'CCC-' from 'D', two notches below the corporate credit rating on
Hawker Beechcraft. The recovery rating on the senior unsecured
and subordinated debt remains at '6', indicating S&P's
expectations that lenders would achieve negligible (0 to 10%)
recovery in the event of a payment default.
At the same time, S&P lowered its issue-level rating on HBAC's
senior secured debt to 'B-' from 'B'. The downgrade positions the
senior secured debt one notch above the corporate credit rating on
Hawker Beechcraft, the same differential as before the company
announced its tender offer to buy a portion of its unsecured notes
at values substantially below par. The recovery rating on this
debt remains at '2', indicating S&P's expectations of substantial
(70% to 90%) recovery of principal in the event of a payment
default.
The corporate credit rating reflects S&P's view of the company's
post-tender-offer risk of payment default and potential for
further distressed redemptions. Although Hawker Beechcraft will
benefit from lower long-term debt and interest expense, credit
protection measures will remain very weak. Furthermore, the
company's liquidity cushion is now smaller following the full draw
of its $365 million revolving credit facility to fund operations
and the tender offer.
The TCR related on April 6, 2009, that Moody's Investors Service
lowered Hawker Beechcraft Acquisition Company's Corporate Family
Rating to Caa2 from B3 and the Probability of Default to Caa2/LD
from B3. The actions follow disclosure that the company acquired
in open market transactions at significant discounts to par some
$222 million of its debt obligations. Moody's considers the event
to be a distressed exchange. At the same time, the company's
Speculative Grade Liquidity rating was changed to SGL-3,
representing adequate liquidity. The outlook was revised to
stable from negative.
Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.
HB TEXAS: SW Ownership Acquires Skywater Over Horseshoe
-------------------------------------------------------
Austin Business Journal reports that SW Ownership LLC has taken
control of Skywater Over Horseshoe Bay from HB Texas Development
Partners, LP.
According to Business Journal, HB Texas auctioned off Skywater in
May 2009. Skywater is now a $245 million project, the report
says, citing SW Ownership representative Bill Cargill. The
project had been expected to cost $1 billion.
Business Journal didn't say the amount Skywater was sold.
Based in Oyster Bay, New York, HB Texas Development Partners, LP,
a subsidiary of Third Avenue Management in New York City, is the
owner of Skywater Over Horseshoe Bay, a residential real estate
development consisting of approximately 1,200 residential lots
surrounding a partially developed Jack Niclaus Signature Golf
Course, located between State Highway 71 and Ranch Road 2147, near
and just south of Horseshoe Bay, Texas.
On February 27, 2009, petitioning creditors Holt Texas Limited dba
Holt CAT, Progeny Golf Course Construction Co., Ri-Con
Construction, Inc., Nelson Lewis Inc., Pipeline of Texas, Inc.,
Holt Engineering, Inc., and Bury + Partners - S.A. Inc. filed with
the U.S. Bankruptcy Court for the Western District of Texas an
involuntary petition under Chapter 7 of the Bankruptcy Code
against HB Texas Development Partners, L.P. In their amended
petition dated February 27, 2009, the petitioning creditors listed
total claims of $4,689,171.
On March 25, 2009, the Court granted the Debtor's motion to
convert its Chapter 7 case to Chapter 11 (Bankr. W.D. Tex.
Case No. 09-10480). Robert A. Simon, Esq., at Barlow Garsek &
Simon, LLP, represents the Debtor as counsel. In its schedules,
the Debtor listed total assets of $44,025,551 and total debts of
$61,403,727.
HCA INC: Stockholders Approve Re-Election of 13 Directors
---------------------------------------------------------
John M. Franck II, Vice President and Corporate Secretary of HCA
Inc., said stockholders representing 97.3% of the Company's
outstanding common stock on July 31, 2009, have executed a written
consent in lieu of an annual meeting approving the removal and
re-election of 13 directors to serve as members of the Company's
Board of Directors, to hold office until their successors are duly
elected and qualified or until the earlier of their death,
resignation, or removal.
"Under the Delaware General Corporation Law, stockholder action
may be taken by written consent without a meeting of stockholders.
The written consent of the holders of a majority of our
outstanding common stock is sufficient under the Delaware General
Corporation Law and our articles of incorporation and bylaws to
approve the action. . . . Accordingly, the action . . . will not
be submitted to you and our other stockholders for a vote. This
letter and the accompanying information statement are intended to
notify you of the aforementioned stockholder action in accordance
with applicable Securities and Exchange Commission . . . rules
as a result of our common stock being registered with the SEC.
Pursuant to the applicable SEC rules, this corporate action
will be effective 20 calendar days after the date of the initial
mailing of the accompanying information statement, or on or
about September 21, 2009," Mr. Franck said in a letter dated
September 1, 2009, to stockholders.
"Under Section 228(e) of the Delaware General Corporation Law,
where stockholder action is taken without a meeting by less than
unanimous written consent, prompt notice of the taking of such
corporate action must be given to those stockholders who have not
consented in writing and who, if the action had been taken at a
meeting, would have been entitled to notice of the meeting if the
record date for such meeting had been the date that written
consents signed by a sufficient number of holders to take the
action were delivered to the corporation as provided in subsection
(c) of Section 228. This letter is also intended to serve as the
notice required by Section 228(e) of the Delaware General
Corporation Law."
A full-text copy of the letter and supplement to the Company's
prospectus filed with the Securities and Exchange Commission is
available at no charge at http://ResearchArchives.com/t/s?4403
About HCA Inc.
Headquartered in Nashville, Tennessee, HCA Inc. --
http://www.hcahealthcare.com/-- is the nation's leading provider
of healthcare services. As of June 30, 2008, HCA operated 169
hospitals and 107 freestanding surgery centers, including eight
hospitals and eight freestanding surgery centers operated through
equity method joint ventures.
As of June 30, 2009, HCA had $24.2 billion in total assets; total
current liabilities of $3.39 billion, long-term debt of
$26.3 billion, professional liability risks of $1.11 billion,
income taxes and other liabilities of $1.71 billion and equity
securities with contingent redemption rights of $155 million.
Stockholders' deficit attributable to HCA Inc. is $9.48 billion as
of June 30, 2009.
As reported by the TCR on August 4, 2009, Moody's Investors
Service assigned a Ba3 (LGD3, 32%) rating to HCA Inc.'s proposed
offering of $750 million of first lien senior secured notes.
Moody's also affirmed the existing ratings of HCA, including the
B2 Corporate Family and Probability of Default Ratings. The
outlook for the ratings is stable.
HEALTH MANAGEMENT: Bank Debt Trades at 6% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Health Management
Associates is a borrower traded in the secondary market at 93.74
cents-on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.41
percentage points from the previous week, The Journal relates.
The loan matures on Feb. 28, 2014. The Company pays 175 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's B1 rating and Standard & Poor's BB- rating. The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Sept. 4,
among the 149 loans with five or more bids.
Headquartered in Naples, Florida, Health Management Associates is
an owner and operator of acute-care hospitals in non-urban
settings. The company provides inpatient services such as general
surgery, and oncology as well as outpatient services such as
laboratory, x-ray and physical therapy services. In addition,
some facilities also offer specialty services such as cardiology,
radiation therapy and MRI scanning.
Health Management carries a 'B1' long term corporate and
probability of default ratings, with stable outlook, from Moody's,
a 'B+' issuer credit ratings, with negative outlook, from Standard
& Poor's, and a 'B+' long term issuer default rating, with stable
outlook, from Fitch.
HK FAMILY VENTURES: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: HK Family Ventures, LLC
207 E. Garfield St
Laramie, WY 82070
Bankruptcy Case No.: 09-20862
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Wyoming (Cheyenne)
Judge: Peter J. McNiff
Debtor's Counsel: Ken McCartney, Esq.
The Law Offices of Ken McCartney, P.C.
P.O. Box 1364
Cheyenne, WY 82003
Tel: (307) 635-0555
Fax: (307) 635-0585
Email: bnkrpcyrep@aol.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 Rickey Eugene Howard, managing member
of the Company.
HOVNANIAN ENTERPRISES: Posts $168.9MM Net Loss for July 31 Qtr
--------------------------------------------------------------
Hovnanian Enterprises, Inc., reported results for its third
quarter and nine months ended July 31, 2009:
-- Total revenues were $387.1 million for the three months
ended July 31, 2009, compared with $716.5 million in the
third quarter of the prior year. For the first nine
months of fiscal 2009, total revenues were $1.2 billion
compared with $2.6 billion for the nine month period in
the previous year.
-- For the third quarter of fiscal 2009, the after-tax net
loss was $168.9 million, or $2.16 per common share,
compared with a net loss of $202.5 million, or $2.67 per
common share, in the same period last year. For the first
nine months of fiscal 2009, the after-tax net loss was
$465.9 million, or $5.96 per common share, compared with a
net loss of $674.1 million, or $9.98 per common share, in
the same period in the prior year.
-- Pre-tax land-related charges during the third quarter of
fiscal 2009 were $105.7 million, including land
impairments of $94.6 million, write-offs of predevelopment
costs and land deposits of $6.5 million and $4.6 million
representing the write down of the Company's investments
in certain unconsolidated joint ventures.
-- The number of net contracts for the third quarter of
fiscal 2009, excluding unconsolidated joint ventures,
declined 9% to 1,442 homes compared with the prior year's
third quarter. For the nine month period ended July 31,
2009, the number of net contracts, excluding
unconsolidated joint ventures, was 3,989 homes, a 25%
decline, compared with the first nine months a year ago.
-- At July 31, 2009, there were 198 active selling
communities, excluding unconsolidated joint ventures, a
decline of 156 active communities, or 44%, from the end of
the third quarter of fiscal 2008.
-- Net contracts per active selling community increased 62%
from 4.5 in last year's third quarter to 7.3 net contracts
per active selling community in the third quarter of
fiscal 2009.
-- Deliveries, excluding unconsolidated joint ventures, were
1,322 homes for the 2009 third quarter, a 39% decline from
2,185 homes in last year's third quarter. For the first
nine months of 2009, deliveries, excluding unconsolidated
joint ventures, declined 53% to 3,918 homes compared with
8,283 home deliveries in the same period for the prior
year.
-- During the third quarter of fiscal 2009, the Company
reduced its debt by approximately $119.2 million through
cash tender offers for its unsecured senior and senior
subordinated notes for which the Company expended
approximately $80.5 million. As a result, a $37.0 million
gain on extinguishment of debt net of costs was recorded
during the third quarter of fiscal 2009.
-- The contract cancellation rate, excluding unconsolidated
joint ventures, for the third quarter of fiscal 2009 was
23%, compared with the contract cancellation rate of 32%
in the third quarter of fiscal 2008.
-- The pre-tax loss was $148.0 million for the 2009 third
quarter and $423.2 million for the first nine months of
fiscal 2009. Excluding land-related charges and the gain
from extinguishment of debt, the pre-tax loss was
$79.3 million and $294.3 million, respectively, for the
three month and nine month periods ended July 31, 2009.
-- The FAS 109 current and deferred tax valuation allowance
charge to earnings was $76.7 million during the third
quarter of 2009 and $198.3 million year to date and as of
July 31, 2009, the total valuation allowance is
$873.8 million. This FAS 109 charge is a non-cash
Valuation allowance against the tax assets for GAAP
purposes. For tax purposes, the tax deductions associated
with the tax assets may be carried forward for 20 years.
As of July 31, 2009, the Company had $2.28 billion in total assets
and $2.34 billion in total liabilities, resulting in stockholders'
deficit of $104.5 million.
Cash and inventory as of July 31, 2009:
-- At July 31, 2009, homebuilding cash was $545.6 million and
the balance on the revolving credit facility was zero.
Cash flow during the third quarter of fiscal 2009,
excluding approximately $80.5 million expended on the
tender offers and $100.0 million to pay down the balance
on the revolving credit facility, was negative
$48.5 million.
-- The total land position, as of July 31, 2009, decreased by
13,746 lots, or 29%, compared to July 31, 2008, reflecting
decreases of 4,023 owned lots and 9,723 optioned lots.
-- As of July 31, 2009, lots controlled under option
contracts totaled 13,395 and owned lots totaled 19,541.
The total land position of 32,936 lots represents a 73%
decline from the peak total land position at April 30,
2006.
-- Started unsold homes, excluding models, declined 42%, to
793 at July 31, 2009 compared to 1,365 at July 31, 2008.
Other key operating data:
-- Contract backlog, as of July 31, 2009, excluding
unconsolidated joint ventures, was 1,978 homes with a
sales value of $614.2 million, a decrease of 34% compared
to July 31, 2008.
-- Homebuilding gross margin, before interest expense
included in cost of sales, increased for the third
consecutive quarter to 9.1% for the third quarter of 2009,
compared to 8.5% in the fiscal 2008 third quarter and 8.3%
in the 2009 second quarter.
-- Pre-tax income from Financial Services was $2.6 million in
the third quarter of fiscal 2009 and $6.7 million for the
first nine months of fiscal 2009.
-- During the third quarter of fiscal 2009, home deliveries
through unconsolidated joint ventures were 69 homes,
compared with 168 homes in the third quarter of the prior
year. During the first nine months of fiscal 2009, home
deliveries through unconsolidated joint ventures were 215
homes compared with 519 homes during the same period a
year ago.
"The trend of improved contracts per active selling community
continued for the third consecutive quarter, with the most
significant year-over-year increase of 62% occurring in our third
quarter," commented Ara K. Hovnanian, President and Chief
Executive Officer. "This progress in sales pace has come despite
additional job losses, another dip in consumer confidence and
rising mortgage rates."
"Recent data from the S&P/Case-Shiller Index and the National
Association of Realtors suggests that stabilizing trends are
emerging in the price for existing homes," continued Mr.
Hovnanian. "Additionally, our contract cancellation rate during
the third quarter was 23%, which is back to more normalized levels
and implies that homebuyers entering contracts today are more
realistic about the current housing situation. Home ownership
affordability continues to be very appealing, particularly for
entry-level buyers, which comprised 37% of the applications our
mortgage company received during the third quarter."
"We continue to focus on maximizing liquidity and reducing our
debt levels," stated J. Larry Sorsby, Chief Financial Officer.
"Through debt tender offers, we successfully reduced debt by an
additional $119 million during the third quarter. Since the
beginning of our fiscal year, we have reduced our outstanding debt
and future annual interest payments by approximately $740 million
and $50 million, respectively. We further reduced our near-term
maturities through these recent actions and now have only
$11 million in face value that comes due in January 2010, with
another $113 million that matures in April 2012. Our cash
position of $546 million reflects $81 million used for the debt
tender offers and $100 million used to pay off the balance on our
revolving credit facility. As we look forward, our debt covenants
will limit our ability to repurchase more debt."
"While we are encouraged by some of these developing positive
trends, stiff headwinds remain -- most notably, the expiration of
the $8,000 federal tax credit and the $10,000 state tax credit in
California for homebuyers, the likelihood of higher mortgage
rates, persistently high levels of unemployment and the potential
threat of foreclosures that could further increase the supply of
existing homes. Accordingly, we continue to make all of our
decisions with cash flow as the main guiding principal. We remain
steadfast in our approach to take the necessary steps to manage
our company through this downturn and ensure we are in the best
possible position to take advantage of opportunities that will
present themselves as our homebuilding markets inevitably
recover," concluded Mr. Hovnanian.
About Hovnanian Enterprises
Hovnanian Enterprises, Inc. (NYSE: HOV) founded in 1959 by Kevork
S. Hovnanian, Chairman, is headquartered in Red Bank, New Jersey.
The Company is one of the nation's largest homebuilders with
operations in Arizona, California, Delaware, Florida, Georgia,
Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York,
North Carolina, Ohio, Pennsylvania, South Carolina, Texas,
Virginia and West Virginia. The Company's homes are marketed and
sold under the trade names K. Hovnanian(R) Homes(R), Matzel &
Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes,
Oster Homes, First Home Builders of Florida and CraftBuilt Homes.
As the developer of K. Hovnanian's(R) Four Seasons communities,
the Company is also one of the nation's largest builders of active
adult homes.
* * *
Hovnanian carries S&P's "CCC" corporate credit rating; Moody's
"Caa1" corporate family rating; and Fitch's "CCC" Issuer Default
Rating.
IA GLOBAL: Form 10-K Has Going Concern Paragraph
------------------------------------------------
IA Global, Inc., on September 3, 2009, filed its Annual Report on
Form 10-K. In accordance with NYSE AMEX Company Guide Rule 6.10
(b), the Company is disclosing that the Report of the Independent
Registered Public Accounting Firm included a going concern
paragraph. This paragraph is based on significant operating
losses and a working capital deficit as of March 31, 2009. In
addition, in connection with loans that the Company's fully owned
subsidiary, Global Hotline, Inc., entered into, the equity shares
of this subsidiary currently held by the lender of these loans is
being challenged by IA Global, Inc. The Company does not expect
this paragraph to have an impact on its operations.
The Company recorded a net loss of $20,241,000 on $57,107,000 of
revenues for fiscal year ended March 31, 2009.
"We had cash of approximately $3.6 million, a net working capital
deficit of approximately $14.5 million and debt of $15.3 million
as of March 31, 2009," the Company said.
At March 31, 2009, the Company had current and long-term
indebtedness of $15.3 million. Global Hotline will need to repay
or refinance $13.4 million by March 31, 2010, including
approximately $4.4 million in September 30, 2009. "If the Company
is unable to obtain additional financing, we may need to
restructure our operations, divest all or a portion of our
business or file for bankruptcy."
As of March 31, 2009, the Company has total assets of $24,866,000
against total debts of $31,138,000, resulting to a total
stockholders' deficit of $6,272,000.
A copy of the Company's Form 10-K is available for free at:
http://researcharchives.com/t/s?442a
About IA Global, Inc.
IA Global, Inc. (NYSE AMEX US:IAO) is a Business Process
Outsourcing and Financial Services corporation targeting the B2B
and B2C markets in the Asia Region, the U.S. and Australia. The
Company is seeking to expand its investments in the BPO, B2B and
Financial services sectors. In Japan, IA Global is 100% owner,
except as disclosed, of Global Hotline, Inc., a BPO organization,
operating several major call centers providing primarily outbound
telemarketing services for telecommunications and insurance
products. In the Philippines, IA Global operates as Global
Hotline Philippines Inc., a BPO organization, providing inbound
and outbound telemarketing services, and collocation facilities to
a variety of industries. In the Asia region, the Company has
equity investments of 20.25% in Slate Consulting Co Ltd, 36.0% in
Australian Secured Financial Limited and 12.6% in Taicom
Securities Co. Ltd.
IDEARC INC: Bank Debt Trades at 56% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Idearc, Inc., is a
borrower traded in the secondary market at 44.04 cents-on-the-
dollar during the week ended Friday, Sept. 4, 2009, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 4.52 percentage points
from the previous week, The Journal relates The loan matures on
Nov. 17, 2014. The Company pays 200 basis points above LIBOR to
borrow under the facility. Moody's has withdrawn its rating while
Standard & Poor's has assigned a default rating on the bank debt.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Sept. 4, among the 149 loans with five or more bids.
Headquartered in DFW Airport, Texas, Idearc, Inc. (NYSE: IAR) --
http://www.idearc.com/-- formerly known as Directories
Disposition Corporation, provides yellow and white page
directories and related advertising products in the United States
and the District of Columbia. Products include print yellow
pages, print white pages, Superpages.com, Switchboard.com and
LocalSearch.com, the company's online local search resources, and
Superpages Mobile, their information directory for wireless
subscribers. Idearc is the exclusive official publisher of
Verizon print directories in the markets in which Verizon is
currently the incumbent local exchange carrier. Idearc uses the
Verizon brand on their print directories in their incumbent
markets, well as in their expansion markets.
Idearc and its affiliates filed for Chapter 11 protection on
March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828). Toby L.
Gerber, Esq., at Fulbright & Jaworski, LLP, represents the Debtors
in their restructuring efforts. The Debtors have tapped Moelis &
Company as their investment banker; Kurtzman Carson Consultants
LLC as their claims agent. William T. Neary, the United States
Trustee for Region 6, appointed six creditors to serve on an
official committee of unsecured creditors of Idearc, Inc., and its
debtor-affiliates. The Committee selected Mark Milbank, Tweed,
Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co-
counsel. The Debtors' financial condition as of Dec. 31, 2008,
showed total assets of $1,815,000,000 and total debts of
$9,515,000,000.
IDEARC INC: Unsecured Creditors Balk Restructuring Plan
-------------------------------------------------------
Eric Morath at Dow Jones Newswires reports that Idearc Inc.'s
unsecured creditors have rejected Idearc Inc.'s reorganization
plan and are asking the bankruptcy court to end the Company's
exclusive control over its Chapter 11 case so they can propose
their own plan.
Idearc's plan, according to Dow Jones, would hand 95% of its stock
and a new $3 billion note to its lenders and leave unsecured
creditors to share the remaining equity. Unsecured creditors said
that under Idearc's plan, they would have less than 2.5% of the
reorganized company's equity, Dow Jones states. The creditors,
Dow Jones relates, insisted that they be entitled to a much larger
recovery because Idearc's lenders don't hold liens on certain
valuable assets, including almost 1,200 copyrights that let the
Debtor print and distribute Verizon Yellow Pages directories.
Dow Jones reports that Idearc will ask Bankruptcy Judge Barbara J.
Houser to extend its exclusive right to file a restructuring plan
through December 26, while the creditors are asking the judge to
let the committee to file a plan.
Headquartered in DFW Airport, Texas, Idearc, Inc. (NYSE: IAR) --
http://www.idearc.com/-- formerly known as Directories
Disposition Corporation, provides yellow and white page
directories and related advertising products in the United States
and the District of Columbia. Products include print yellow
pages, print white pages, Superpages.com, Switchboard.com and
LocalSearch.com, the company's online local search resources, and
Superpages Mobile, their information directory for wireless
subscribers. Idearc is the exclusive official publisher of
Verizon print directories in the markets in which Verizon is
currently the incumbent local exchange carrier. Idearc uses the
Verizon brand on their print directories in their incumbent
markets, well as in their expansion markets.
Idearc and its affiliates filed for Chapter 11 protection on
March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828). Toby L.
Gerber, Esq., at Fulbright & Jaworski, LLP, represents the Debtors
in their restructuring efforts. The Debtors have tapped Moelis &
Company as their investment banker; Kurtzman Carson Consultants
LLC as their claims agent. William T. Neary, the United States
Trustee for Region 6, appointed six creditors to serve on an
official committee of unsecured creditors of Idearc, Inc., and its
debtor-affiliates. The Committee selected Mark Milbank, Tweed,
Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co-
counsel. The Debtors' financial condition as of Dec. 31, 2008,
showed total assets of $1,815,000,000 and total debts of
$9,515,000,000.
INBANK, OAK FOREST: MB Financial Bank Assumes All Deposits
----------------------------------------------------------
InBank, Oak Forest, Illinois, was closed September 4 by the
Illinois Department of Financial and Professional Regulation,
Division of Banking, which appointed the Federal Deposit Insurance
Corporation as receiver. To protect the depositors, the FDIC
entered into a purchase and assumption agreement with MB Financial
Bank, National Association, Chicago, Illinois, to assume all of
the deposits of InBank, except certain brokered deposits.
The three branches of InBank will reopen as branches of MB
Financial Bank, N.A. Depositors of InBank will automatically
become depositors of MB Financial Bank, N.A. Deposits will
continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship to retain their
deposit insurance coverage. Customers should continue to use
their existing branches until MB Financial Bank, N.A., can fully
integrate the deposit records of InBank.
As of August 3, 2009, InBank had total assets of $212 million and
total deposits of approximately $199 million. In addition to
assuming the deposits of the failed bank, MB Financial Bank, N.A.,
agreed to purchase essentially all of the assets.
MB Financial Bank, N.A., will purchase all of Inbank's deposits,
except those from certain deposit brokers. The FDIC will pay
these brokers directly for the amount of their funds. Customers
who placed money with brokers should contact them directly for
more information about the status of their deposits.
Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-640-2607. Interested parties can also
visit the FDIC's Web site at:
http://www.fdic.gov/bank/individual/failed/inbank.html
The FDIC estimates that the cost to the Deposit Insurance Fund
will be $66 million. MB Financial Bank, N.A.'s acquisition of all
the deposits was the "least costly" resolution for the FDIC's DIF
compared to alternatives. InBank is the 86th FDIC-insured
institution to fail in the nation this year, and the 14th in
Illinois. The last FDIC-insured institution closed in the state
was Mutual Bank, Harvey, on July 31, 2009.
MB Financial's Statement
Mitchell Feiger, president and CEO of MB Financial, Inc. (NASDAQ:
MBFI) confirmed that MBFI's subsidiary, Chicago-based MB Financial
Bank, N.A., acquired the deposits and loans of Oak Forest-based
InBank in a transaction facilitated by the FDIC.
"Our top priority is to assure customers that their deposits are
safe and remain readily available to them," says Feiger. "MB
Financial Bank has a healthy balance sheet and a strong capital
and liquidity position. We've been part of Chicago-area banking
for nearly 100 years earning a reputation for quality customer
service and sophisticated banking products and services. This
agreement with the FDIC provides a safe and secure home at MB for
InBank customers."
"Once we consolidate InBank and MB computer operating networks,
all customers will have access to over 70 locations; our Telephone
Banking Center, which is open seven days a week; our Internet
Banking systems and our ATM network," adds Feiger. "MB looks
forward to serving the banking needs of InBank customers."
As of August 3, 2009, InBank had total assets of approximately
$212 million and total deposits of approximately $200 million. MB
will assume all the deposits of InBank, except approximately $50.0
million of brokered accounts. The FDIC will pay the brokers
directly for these accounts. In addition, MB agreed to purchase
essentially all of the assets of InBank.
MB Financial, Inc. will host a conference call at 9:00 a.m. CDT on
September 8, 2009. The number to call in the United States is
1.866.804.6928 (Passcode: 14706711). If this time is
inconvenient, a digital recording will be available two hours
after the conference from September 8 to September 15, 2009 by
dialing into 1.866.286.8010 in the United States (Passcode:
14586906). This call is being webcast and can be accessed via the
company's Web site at http://www.mbfinancial.com/under Investor
Relations.
MB Financial Bank is a locally-operated financial institution that
has been delivering competitive personalized service for nearly
100 years to businesses and individuals who live and work in the
Chicago metropolitan area. MB Financial Bank has over 70
locations throughout the Chicagoland area.
MB Financial Bank is the Illinois local operating unit of MB
Financial, Inc., a financial services holding company which is
traded on the NASDAQ as "MBFI." MB Financial, based in Chicago,
has more than $8 billion in assets. Information about MB
Financial can be found at http://www.mbfinancial.com/
IPOF FUND: Court Extends Stock Trading Halt Until Dec. 2
--------------------------------------------------------
Innotrac Corporation on September 4 updated its previous
announcement regarding the restriction placed on the trading of
Company stock held by the IPOF Fund, L.P., which is administered
by the receiver appointed by the United States District Court in
Cleveland, Ohio.
In an order dated September 2, 2009, the Court extended the period
during which financial institutions holding Company stock owned by
the IPOF Fund, Mr. Dadante or Dadante-related entities are
restricted from trading any of these shares as defined in the
Court's prior orders until December 4, 2009.
About Innotrac Corp.
Innotrac Corporation (Nasdaq: INOC) -- http://www.innotrac.com/--
founded in 1984 and based in Atlanta, Georgia, is a full-service
fulfillment and logistics provider serving enterprise clients and
world-class brands. The Company employs sophisticated order
processing and warehouse management technology and operates eight
fulfillment centers and one call center in seven cities spanning
all time zones across the continental United States.
About IPOF Fund
In June 2007, David A. Dadante was charged with two counts of
Securities Fraud. From 1999, through November 2005, while serving
as the President and Founder of IPOF Fund, Mr. Dedante allegedly
defrauded 100 different investors in the States of Ohio, New
Jersey, Pennsylvania, Connecticut and Florida by misappropriating
investor funds and disseminating false information and documents
in an effort to conceal the fraud. In a separate scheme, from in
or about August 2002 through in or about November 2005, Dadante
engaged in Securities Fraud by improperly manipulating the stock
price of Innotrac Corp., a full-service order fulfillment and
logistics provider located in Duluth, Georgia.
IRWIN ROLAND SCARFF: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Irwin Roland Scarff
1206 Watervale Road
Fallston, MD 21047
Bankruptcy Case No.: 09-26639
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
District of Maryland (Baltimore)
Judge: Nancy V. Alquist
Debtor's Counsel: Deborah H. Devan, Esq.
Neuberger, Quinn, Gielen, Rubin & Gibber
One South St., 27th Floor
Baltimore, MD 21202-3282
Tel: (410) 332 8522
Fax: (410) 332 8505
Email: dhd@nqgrg.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$2,398,596, and total debts of $2,454,128.
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
The petition was signed by Mr. Scarff.
JOHN MANEELY: Bank Debt Trades at 21.6% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which John Maneely
Company is a borrower traded in the secondary market at 78.40
cents-on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.44
percentage points from the previous week, The Journal relates.
The loan matures on Dec. 9, 2013. The Company pays 325 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's B3 rating and Standard & Poor's B rating. The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Sept. 4,
among the 149 loans with five or more bids.
Headquartered in Beachwood, Ohio, John Maneely Company
manufactures steel pipe, hollow structural steel, electrical
conduit products and tubular products at ten manufacturing
facilities in the U.S. and Canada. The Company is number one or
two in its key product areas: HSS, standard pipe and electrical
conduit. JMC also enjoys leading market positions in the
galvanized mechanical tube and fittings markets. Its products are
sold principally to plumbing and electrical distributors. JMC's
parent, DBO Holdings, Inc., is approximately 55% owned by the
Carlyle Partners IV, LP.
In November 2008, Russian steel producer Novolipetsk Steel
terminated a $3.53 billion agreement to buy DBO Holdings, Inc.,
the corporate parent of John Maneely, from the Carlyle Group. DBO
Holdings filed a breach-of-contract lawsuit in October 2008
against the Russian steel company in New York federal court
because it was taking too much time to close to deal.
LAKE AT LAS VEGAS: Creditors Committee Agrees to Terms of Plan
--------------------------------------------------------------
Lake at Las Vegas Joint Venture, LLC and its affiliates, the
master developer of the Lake Las Vegas Resort, have reached
agreement on a plan term sheet with the Official Committee of
Unsecured Creditors and the agent for both its debtor-in-
possession financing facility in its Chapter 11 cases and the pre-
bankruptcy facility and certain lenders under each facility. The
term sheet is expected to provide the basis for the Company's Plan
of Reorganization and emergence from bankruptcy.
Provided that discussions with the agents, lenders, and Creditors
Committee continue to progress on a productive basis, Lake Las
Vegas anticipates that it will be able to file its Plan of
Reorganization and Disclosure Statement with the Bankruptcy Court
so that the Disclosure Statement may be considered by the Court at
a hearing scheduled for October 15, 2009.
"The Company, the agents and the Creditors Committee have worked
hard to develop the foundation for a Plan of Reorganization that
strikes a fair and reasonable compromise for all stakeholders
while enabling reorganized Lake Las Vegas to succeed as the real
estate market recovers," said Frederick Chin, LLV president.
"Although there remain issues to work out, we anticipate this
agreement will serve as a sound platform for the final round of
negotiations on a consensual plan and a timely exit from Chapter
11," Mr. Chin added.
Under the proposed restructuring, the DIP financing (including the
unspent portion) will be contributed to the reorganized Company as
capital in exchange for the predominant share of the equity in the
reorganized Company; the reorganized Company will have access to
an additional $10 million in financing from one or more of the
existing DIP financing lenders; the primary pre-bankruptcy secured
lenders will receive a minority equity interest in the reorganized
Company and a share of certain litigation claims that will be
preserved under the plan and transferred to a Creditors' Trust;
and the general unsecured creditors will receive their share of a
designated fund together with a share of the litigation claims
transferred to the Creditors' Trust. In addition, the plan is
expected to make provision for the completion of certain work
financed by local improvement district bonds. The completion of
this work would not only enhance the development but would also
create a fund to provide for payments to vendors who performed
pre-petition services in connection with the relevant
infrastructure work.
"This accomplishment is particularly gratifying, given that we had
no agreement among the various constituents when these cases
commenced 13 months ago and in light of the unprecedented economic
and operating challenges that have transpired since," Mr. Chin
said.
John Cork, the chairman of the Creditors Committee, added that
"Creditors, the City of Henderson, and many other parties that
will be directly affected, have been very supportive of the
parties' collective efforts to move forward with a plan."
About Lake at Las Vegas
Headquartered in Henderson, Nevada, Lake at Las Vegas Joint
Venture, LLC and 14 of its debtor-affiliates --
http://www.lakelasvegas.com/-- are owners and developers of
3,592-acre residential and resort destination Lake Las Vegas
Resort in Las Vegas, Nevada. Centered around a 320-acre man-made
lake, Lake Las Vegas contains more than 9,000 residential units,
and also includes two luxury resort hotels (a Loews and a Ritz-
Carlton), a casino, a specialty retail village shopping area,
marinas, three signature golf courses and related clubhouses, and
other real property.
The Debtors filed separate petitions for Chapter 11 relief on
July 17, 2008 (Bankr. D. Nev. Lead Case No. 08-17814). When Lake
at Las Vegas Joint Venture, LLC filed for protection from its
creditors, it listed assets of $100 million to $500 million, and
debts of $500 million to $1.0 billion. Courtney E. Pozmantier,
Esq., Martin R. Barash, Esq., at Klee, Tuchin, Bogdanoff & Stern
LLP, Jason D. Smith, Esq., at Santoro, Driggs, Walch, Kearney,
Holley & Thompson, Jeanette E. McPherson, Esq., Lenard E.
Schwartzer, Esq., at Schwartzer & McPherson Law Firm, represent
the Debtors as counsel. Kurtzman Carson Consultants serves as
claims and notice agent. Kaaran E. Thomas, Esq., and Ryan J.
Works, Esq., at McDonald Carano Wilson LLP, represent the official
committee of unsecured creditors as counsel.
LAKE AT LAS VEGAS: First American Sues Credit Suisse on Loans
-------------------------------------------------------------
Steve Green at Las Vegas Sun reports that First American Title
Insurance Co. has filed a lawsuit in the U.S. District Court in
Las Vegas against Credit Suisse in Cayman Islands, seeking a
declaration that title insurance provided for Credit Suisse loans
to Lake at Las Vegas Joint Venture, LLC, provides no coverage for
mechanics' liens against the Company's project.
First American said in court documents that a unique Credit Suisse
Loan product financed the project in part starting in 2004.
According to court documents, the loan was primarily designed to
let project owner-developers take out profits early in the
development while leaving the property burdened with debt, the
lawsuit charges. The loan product involved Credit Suisse
apparently acting as a syndicator for non-bank investors.
Majority of the loan would be distributed directly to the owners
rather than to development costs and Credit Suisse would receive
"substantial fees". Credit Suisse developed an irregular
appraisal methodology called total net value, which doesn't comply
with the Financial Institutions Recovery Reform Act of 1989, First
American stated in court documents.
According to court documents, First American stated claimed that
Credit Suisse willfully overburdened Lake Las Vegas with debt to
enrich itself and the developers. Before the debt ultimately
caused the bankruptcy, Credit Suisse controlled the owners and
caused the remaining funds to be paid preferentially in a manner
that led to the filing of the mechanics' liens at issue, First
American said in court documents.
Credit Suisse earned a fee of $12.8 million for arranging the
$560 million in financing to Lake Las Vegas developers in November
2004, a fee of $3.7 million for the $135 million loan in May 2005
and a $10.8 million fee for the July 2007 refinancing loan of
$540 million, First American alleged in court documents.
Court documents say that First American claimed that:
-- the structure of the November 2004 transactions allowed
the equity holders of debtors (Lake Las Vegas developers)
to individually take out their equity, loans, as well as
profits by over mortgaging the development;
-- the loan product offered by Credit Suisse to debtors
provided debtors and/or the predecessor equityholders the
opportunity to recover their initial investment in the
project through leveraging the project rather than through
profits over time. Credit Suisse would loan the money,
earn a substantial fee and sell off most of the loan
credit to loan participants.
-- the development owners would take most of the money out as
a return of capital as well as a profit dividend, leaving
their developments saddled with enormous debt and no
liquidity to honor their contractual or other obligations
when they became due. Credit Suisse and the development
owners would benefit, while their developments -- and
especially the creditors of their developments -- bore all
the risk of loss;
-- Credit Suisse knew or had reason to know that, due to the
distributions to the predecessor equityholders, debtors
were left with too much debt and too little capital to
develop the Lake Las Vegas development, meet their
financial obligations or pay their obligations when when
they became due; and
-- one of its title loan policies sold to Credit Suisse
excluded coverage for certain mechanics' liens and that
those liens should be the responsibility of Credit Suisse.
According to Las Vegas Sun, First American said that Credit Suisse
is responsible for liens arising from contractors' unpaid invoices
because it controlled the development before and after Lake at Las
Vegas' bankruptcy. First American stated in court documents,
"Credit Suisse took over and exercised dominion and control of the
owners and their finances. ... Credit Suisse is therefore liable,
among other things, for the owners' obligation to pay mechanic's
liens and/or for any liability of the owners under the indemnity."
Credit Suisse is demanding it be provided a legal defense and that
it be indemnified for the contractor liens against the
development, Las Vegas Sun says, citing First American.
Las Vegas Sun quoted Credit Suisse spokesperson Duncan King as
saying, "We believe the complaints are without merit and will
defend ourselves vigorously. First American's actions are
inconsistent with their obligations."
Headquartered in Henderson, Nevada, Lake at Las Vegas Joint
Venture, LLC and 14 of its debtor-affiliates --
http://www.lakelasvegas.com/-- are owners and developers of
3,592-acre residential and resort destination Lake Las Vegas
Resort in Las Vegas, Nevada. Centered around a 320-acre man-made
lake, Lake Las Vegas contains more than 9,000 residential units,
and also includes two luxury resort hotels (a Loews and a Ritz-
Carlton), a casino, a specialty retail village shopping area,
marinas, three signature golf courses and related clubhouses, and
other real property.
The Debtors filed separate petitions for Chapter 11 relief on
July 17, 2008 (Bankr. D. Nev. Lead Case No. 08-17814). When Lake
at Las Vegas Joint Venture, LLC, filed for protection from its
creditors, it listed assets of $100 million to $500 million, and
debts of $500 million to $1.0 billion. Courtney E. Pozmantier,
Esq., Martin R. Barash, Esq., at Klee, Tuchin, Bogdanoff & Stern
LLP, Jason D. Smith, Esq., at Santoro, Driggs, Walch, Kearney,
Holley & Thompson, Jeanette E. McPherson, Esq., Lenard E.
Schwartzer, Esq., at Schwartzer & McPherson Law Firm, represent
the Debtors as counsel. Kaaran E. Thomas, Esq., Ryan J. Works,
Esq., at McDonald Carano Wilson LLP, represent the Official
Committee of Unsecured Creditors as counsel.
LAUGHLIN RANCH: Exits Chapter 11 Bankruptcy Protection
------------------------------------------------------
Neil Young at The Mohave Daily News reports that Laughlin Ranch
has emerged has emerged from Chapter 11 bankruptcy protection.
Laughlin Ranch had been under Chapter 11 bankruptcy protection
since July 2007.
The Mohave Daily News relates that Judge Randolph J. Haines
approved Laughlin Ranch's reorganization plan, transferring its
assets to LR Renaissance, LLC. According to the report, Laughlin
Ranch founder and developer David W. Lords maintains ownership of
LR Renaissance, LLC, and Avion Holdings, LLC, will continue to
manage Laughlin Ranch and its facilities.
The Mohave Daily News states that under the plan, certain other
assets of Laughlin Ranch will be reserved for the benefit of the
Company's unsecured creditors.
Laughlin Ranch is the master-planned community on the Bullhead
Parkway.
LAZY DAYS: Reaches Deal With Bondholders on Ch. 11 Filing
---------------------------------------------------------
Lazy Days' R.V. Center, Inc., on September 4 said it has entered
into an agreement in principle with its floor plan lenders and an
ad hoc committee representing approximately 82% of its bondholders
by value on a plan to restructure its debt. If implemented as
proposed, the restructuring plan will eliminate all of the
Company's $137 million of debt (other than its ongoing floor plan
credit facility), reducing its annual cash interest costs by
approximately $16.2 million through the elimination of bond
interest payments. The Company's ongoing cash interest expense
will be approximately $3 million incurred on its vehicle financing
line, representing a reduction of 84% in annual cash interest
expense from a total of $19.2 million prior to the restructuring.
"We believe the plan we are announcing today will help preserve
and enhance our business for many years to come and are pleased to
already have received support for this plan from a significant
majority of our bondholders and our floor plan lenders," said John
Horton, President and Chief Executive Officer, in a September 4
statement. "This debt restructuring plan will provide us with
greater financial flexibility and more cash to invest in our
business. It will allow us to continue to offer, uninterrupted,
our customers the same great selection in RVs, the same high level
of service, and the same unique experience they have come to
expect. As the largest single-site recreational vehicle retailer
in the world, we are in a strong position to withstand the
turbulence in the market and to take full advantage of our
leadership position as the market recovers."
Support for the debt restructuring plan is currently being
solicited by the Company from its broader bondholder base. If
approvals are received from the requisite percentages of the
bondholders, as is expected, it is anticipated that the
restructuring will be implemented through a so-called
"prepackaged" Chapter 11 proceeding. A prepackaged Chapter 11 is
designed to be completed promptly, within several months of
filing, with minimal disruption to the Company's business and
without affecting services to the Company's customers. During the
restructuring process, Lazydays will remain open for business as
usual and will continue to serve customers in the normal course.
The Company plans to move quickly through the reorganization
process with its same commitment to professionalism, customer
service and quality. Customer benefits will remain unchanged.
Under the proposed plan, all suppliers will be paid in full -- or
"unimpaired." The Company has adequate cash on hand to satisfy
obligations associated with conducting business in the ordinary
course. In addition, the Company's floor plan lenders, Bank of
America and Key Bank, have agreed to provide interim funding
through the Company's credit facility to support the acquisition
of inventory during the restructuring period and have also
consented to an amended floor plan agreement that will be
effective on confirmation of the plan. The ad hoc committee of
bondholders has agreed to invest $10,000,000 into the reorganized
Lazy Days.
The Company's legal advisor is Kirkland & Ellis LLP and its
financial advisor is Macquarie Capital (USA) Inc.
About Lazydays
Lazydays(R) -- http://www.BetterLazydays.com/-- was founded in
1976 with two travel trailers and $500. The company's focus on
unparalleled customer service has made Lazydays the largest
single-site RV dealership in North America.
IRWIN ROLAND SCARFF: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Irwin Roland Scarff
1206 Watervale Road
Fallston, MD 21047
Bankruptcy Case No.: 09-26639
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
District of Maryland (Baltimore)
Judge: Nancy V. Alquist
Debtor's Counsel: Deborah H. Devan, Esq.
Neuberger, Quinn, Gielen, Rubin & Gibber
One South St., 27th Floor
Baltimore, MD 21202-3282
Tel: (410) 332 8522
Fax: (410) 332 8505
Email: dhd@nqgrg.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$2,398,596, and total debts of $2,454,128.
The Debtor did not file a list of its 20 largest unsecured
creditors when it filed its petition.
The petition was signed by Mr. Scarff.
LEAR CORP: Bank Debt Trades at 18% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Lear Corporation
is a borrower traded in the secondary market at 81.92 cents-on-
the-dollar during the week ended Friday, Sept. 4, 2009, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 1.35 percentage
points from the previous week, The Journal relates. The loan
matures on March 29, 2012. The Company pays 250 basis points
above LIBOR to borrow under the facility. The bank debt is not
rated by Moody's and Standard & Poor's. The debt is one of the
biggest gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Sept. 4, among the 149 loans
with five or more bids.
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 tapped as special counsel. Alvarez & Marsal North America
LLC, is the Debtors' restructuring 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 $1,270,800,000 against
debts of $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)
LEEWARD SUBDIVISION: Section 341(a) Meeting Set for September 29
----------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of creditors
in Leeward Subdivision Partners LLC's Chapter 11 case on Sept. 29,
2009, at 1:30 p.m. The meeting will be held at the US Courthouse,
Room 4107, 700 Stewart St, Seattle, Washington.
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.
Bellingham, Washington-based Leeward Subdivision Partners LLC
filed for Chapter 11 on Aug. 20, 2009 (Bankr. W.D. Wash. Case No.
09-18457). Larry B. Feinstein, Esq., at Vortman & Feinstein
represents the Debtor in its restructuring efforts. In its
petition, the Debtor listed total assets of $20,362,261 and total
debts of $6,452,801.
LEHMAN BROTHERS: Motion to Set Procedures to Settle Loan Claims
---------------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors ask the
Court to approve a process to settle their claims with respect to
their loans secured by commercial real estate or residential
properties.
Under the proposed procedures, the Debtors can settle their
claims with respect to their real estate loans through the
modification of the terms of those loans or through a so-called
"discounted payoff."
Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New
York, says that with the proposed procedures, the Debtors would
not have to seek court approval of discounted payoffs and loan
modifications for each real estate loan.
"Given the thousands of real estate loans that the Debtors own,
preparing, filing and serving individual pleadings with respect
to each such settlement of a real estate loan, and holding
individual hearings on each motion would be expensive, cumbersome
and highly inefficient," Ms. Marcus says in court papers.
The Debtors agree to discounted payoffs and loan modifications
under these terms and conditions:
(1) Without further court order or approval of any party but
with notice to the Official Committee of Unsecured
Creditors, the applicable Debtor may agree to
discounted payoffs with respect to any commercial real
estate loan with a mark-to-market carrying value of less
than $10 million.
(2) Without further court order or approval of any party but
with notice to the Creditors' Committee, the Debtor may
agree to discounted payoffs or loan modifications with
respect to any residential real estate loans with a mark-
to-market carrying value of less than $5 million.
(3) The Debtors will submit to the Creditors' Committee a Real
Estate Loan Transaction Summary containing the identity of
the borrower of the commercial real estate loan; the
outstanding principal balance of the commercial real
estate loan; the proposed amount of the discount; an
explanation of why the Debtor believes the discount is
appropriate; and the criteria that triggered the
requirement to seek the consent of the Creditors'
Committee with respect to discounted payoffs of any
commercial real estate loans:
-- with a mark-to-market carrying value equal to or
greater than $10 million and less than $25 million;
-- entered into by the Debtors with an entity for which
they have entered into a discounted payoff in the
six months immediately preceding the proposed
transaction with respect to commercial real estate
loans, the aggregate mark-to-market carrying value
of which is equal to or exceeds $10 million but is
less than $25 million;
-- entered into by the Debtors with a person they
employed on or after September 15, 2007, or an
entity unaffiliated with the Debtors for which a
person they employed on or after September 15, 2007,
is materially involved in the negotiations of the
discounted payoff transaction;
-- entered into by the Debtors with an entity against
which they believe they have an outstanding claim;
or
-- in which the discount is greater than 50% of the
mark-to-market carrying value of the commercial real
estate loan.
(4) The Debtors will submit to the Creditors' Committee a
Residential Real Estate Loan Transaction Summary
containing the same information as the Commercial Real
Estate Loan Transaction Summary with respect to discounted
payoffs and loan modifications of any residential real
estate loans:
-- with a mark-to-market carrying value equal to or
greater than $5 million and less than $10 million;
-- entered into by the Debtors with an entity for which
they have entered into a discounted payoff or loan
modifications in the six months immediately
preceding the proposed transaction with respect to
residential real estate loans, the aggregate
mark-to-market carrying value of which is equal to
or exceeds $5 million but is less than $10 million;
-- entered into by the Debtors with a person they
employed on or after September 15, 2007, or an
entity unaffiliated with the Debtors for which a
person they employed on or after September 15, 2007,
is materially involved in the negotiations of the
discounted payoff transaction;
-- entered into by the Debtors with an entity against
which they believe they have an outstanding claim;
or
-- in which the discount is greater than 50% of the
mark-to-market carrying value of the residential
real estate loan.
(5) The Creditors' Committee will be required to submit any
objections to the acceptance of a discounted payoff
reflected on a Commercial or Residential Real Estate Loan
Transaction Summary within 10 days after service of the
summary. In the event that the Creditors' Committee
objects to the acceptance of a discounted payoff in the
summary, the Debtors may seek to renegotiate the terms of
the discounted payoff and submit a revised summary or file
a motion in Court seeking approval of the acceptance of a
discounted payoff. If the Creditors' Committee does not
timely object to the acceptance, then the Debtors will be
deemed, without further court order, to be authorized to
accept the discounted payoff at issue as provided in the
summary previously submitted to the Creditors' Committee.
(6) For any discounted payoffs with respect to commercial real
estate loan with a mark-to-market carrying value equal to
or greater than $25 million, the Debtors will be required
to file a motion in Court requesting approval of a
discounted payoff as a compromise and settlement or a
sale.
(7) For any discounted payoffs and loan modifications with
respect to residential real estate loans with a mark-to-
market carrying value equal to or greater than
$10 million, the Debtors will be required to file a motion
in Court requesting approval of a discounted payoff or loan
modification as compromise and settlement or a sale.
(8) With respect to any discounted payoffs or loan
modifications of any real estate loans completed by the
Debtors in accordance with the proposed procedures, the
Debtors may, without further court order or approval of
and notice to any party, grant releases to the borrowers,
indemnitors and guarantors under the loans of their
obligations.
The hearing to consider approval of the proposed procedures is
scheduled for September 15, 2009. Creditors and other concerned
parties have until September 10, 2009, to file their objections.
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: Motion to Set Procedures to Transfer Loans
-----------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors seek
court approval to implement a process for transferring their
loans to "non-debtor special purpose entities" wholly-owned by
LBHI.
The loans to be transferred include commercial and residential
mortgage loans, which are secured by real property or interests
therein that may be subject to foreclosure or deeds and
assignments in lieu of foreclosure.
Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New
York, says the transfer of loans to the special purpose entities
would ensure that the Debtors realize the value of the loans they
transfer out of their estates.
"Granting the relief requested would enable the Debtors to
continue to efficiently foreclose on defaulting real estate loans
and realize the economic value of the related [properties]
without exposing the estate to potential liabilities arising from
the [properties]," Ms. Marcus says, adding that it would also
help the Debtors save administrative costs associated with
separately seeking court approval for every single transaction.
The Debtors, Ms. Marcus says, anticipate that many of their loans
will be subject to foreclosure or other similar proceedings given
the volatility that has developed in the mortgage lending market
over the past two years as the value of real estate has declined
and the risk of non-payment by the borrowers of mortgage loans
has increased.
The Debtors propose to implement this process for transferring
their residential and commercial real estate loans:
(1) Without further court order or approval of and notice to
any party, the Debtors may transfer real estate loans or
the related foreclosure judgments to the special purpose
entities directly or indirectly wholly-owned by LBHI or
Lunar Real Estate Holdings LLC, LBHI's subsidiary that was
created for the sole purpose of owning the equity of the
special purpose entities; and where a special purpose
entity takes title to the property through execution of a
deed in lieu of foreclosure, assignment in lieu of
foreclosure or similar mechanism, grant releases to the
borrowers, indemnitors and guarantors of their obligations
under those loans.
(2) To the extent the Debtors seek to sell real estate loans
or properties held by a special purpose entity, or for
that matter an entire special purpose entity holding those
loans or properties, in one or more related transactions
to the same purchaser, the aggregate value or purchase
price of which is less than $10 million, the Debtors may
sell the loans and the properties, or the special purpose
entities holding the loans and properties without further
court order or approval of any other party, provided that
the Debtors will provide notice of the sale to the
Official Committee of Unsecured Creditors following the
closing of the sale.
(3) With respect to a sale where (i) the aggregate value
or purchase price of the real estate loans and properties
included in the sale is equal to or greater than $10
million but less than $25 million; (ii) the purchase price
of the loans and the properties is less than 50% of their
aggregate value; or (iii) the purchaser is a person
employed by the Debtors on or after September 15, 2007, or
an entity unaffiliated with the Debtors for which a person
they employed on or after September 15, 2007, is
materially involved in the negotiations of the purchase of
the loan, the Debtors will submit to the Creditors'
Committee a summary of the proposed sale transaction
identifying the loans and properties, their aggregate face
value, the proposed purchaser, the purchase price and the
material terms and conditions of the proposed sale.
(4) The Creditors' Committee will be required to submit any
objections to a sale identified in a Residential or
Commercial Portfolio Sale Summary so as to be received by
the Debtors within 10 days after service of the summary.
In the event the Creditors' Committee objects to the sale,
the Debtors may attempt to resolve the objection by
furnishing the panel with additional information to
demonstrate the reasonableness of the proposed dale. If
the objection is not resolved, the Debtors may transfer
the loans or properties held by the special purpose entity
to LBHI, and file a motion in Court seeking approval of
the sale.
(5) For any sale where the aggregate value or purchase
price of the real estate loans and properties is equal to
or greater than $25 million, the Debtors will be required
to file a motion in Court seeking approval of the sale
and, to the extent deemed necessary by the Debtors, they
may, without approval or notice, transfer the loans and
the properties to LBHI in order to seek court approval of
the sale.
The Court will convene a hearing on September 15, 2009, to
consider approval of the proposed procedures. Creditors and
other concerned parties have until September 10, 2009, to file
their objections.
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: Proposes Settlement With Eves Entities
-------------------------------------------------------
Beginning in 2005, certain non-debtor affiliates of Lehman
Brothers Holdings, Inc., formed 21 joint venture companies with
various entities owned or controlled by Robert Eves, founder and
president of Venture Corporation, a California-based real estate
development corporation. The joint ventures were formed to
develop a variety of real estate projects located throughout the
United States.
Each Lehman non-debtor affiliate holds approximately 85% to 90%
of the equity interests in each of the joint venture while those
entities owned or controlled by Mr. Eves hold the remaining
equity. Notwithstanding the split of the equity interests, the
Lehman non-debtor entities and Mr. Eves' entities have equal
voting rights with respect to key decisions for the management,
operation and business of the joint ventures.
Both LBHI and Lehman ALI Inc., a non-debtor subsidiary, made
senior secured financing to the joint ventures. LBHI has
provided loans to five of the joint ventures while Lehman ALI
provided loans to 11 other joint ventures. Lehman ALI also
provided a senior secured personal loan to Mr. Eves in the sum of
$1,363,649.
Neither LBHI nor Lehman ALI holds an ownership interest in the
loans made to two other joint ventures, LB/VPC NEV-Centennial
Hills LLC and LB/VCC Otay Mesa LLC, as those loans were sold to
Lehman Re Ltd. Meanwhile, three other joint ventures, LB/VCC
Dublin LLC, LB/VCC Lancaster LLC and LB/VCC Antioch LLC have
completely paid off their loans.
Each of the loans is secured by, among other things, a first lien
mortgage interest in the properties held by the borrowers. Three
of the loans provided by LBHI are secured by properties, which
include condominium projects with condominium units for sale,
while the two other LBHI loans are secured by vacant land. In
connection with the financing, Mr. Eves and the entities he owned
or controlled executed guaranties and indemnity agreements.
In 2008, the borrowers allegedly failed to make payments due to
lack of liquidity, which constitute events of default under the
loan agreements.
Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New
York, says commencing foreclosure in various jurisdictions on
each property would entail significant cost and delay. She adds
that foreclosure proceedings would also result in the destruction
of the value of the Lehman non-debtor affiliates, which are
assets of LBHI's estate. "LBHI and [Lehman ALI] believe their
ability to collect payment on account of the guaranties from the
guarantors is uncertain, and attempts at collection would also be
difficult, time-consuming, and costly," Ms. Marcus tells the
Court.
In light of this, LBHI asks the U.S. Bankruptcy Court for the
Southern District of New York to approve an agreement it inked
with Lehman ALI, Mr. Eves and other parties on the settlement of
the terms of the loans and ownership of the joint ventures that
would maximize recoveries to its estate and Lehman ALI.
The salient terms of the settlement are:
* Five entities owned or controlled by Mr. Eves will assign
to LBHI or its designee their interests in the joint
ventures that availed of senior secured loans from LBHI.
* Eleven entities owned or controlled by Mr. Eves will assign
to Lehman ALI or its designee their interests in the joint
ventures that availed of senior secured loans from Lehman
ALI.
* Three entities owned or controlled by Mr. Eves will assign
their interests to a Lehman non-debtor affiliate or its
designee in LB/VCC Dublin, LB/VCC Lancaster and LB/VCC
Antioch.
* Lehman non-debtor affiliates will assign their interests in
LB/VPC NEV-Centennial and LB/VCC Otay to designees of the
entities owned or controlled by Mr. Eves.
* LBHI and Lehman ALI will provide a covenant not to sue the
guarantors with respect to their obligations under the
guaranties but only with respect to events occurring from
and after the closing of the transactions contemplated by
the settlement.
* Lehman ALI will provide a covenant not to sue Mr. Eves with
respect to the documents executed in connection with his
loan, subject to Mr. Eves's satisfaction of certain
conditions.
* The entities owned or controlled by Mr. Eves will release
LBHI, Lehman ALI and their non-debtor affiliates from any
claims related to the joint ventures, the loans or the
properties.
* The borrowers, LB/VCC Dublin, LB/VCC Lancaster and LB/VCC
Antioch, will enter into a management agreement with an
entity controlled by Mr. Eves, which will manage the
properties they owned.
A full-text copy of the settlement agreement is available without
charge at:
http://bankrupt.com/misc/LehmanSettlementEves.pdf
The Court will convene a hearing on September 15, 2009, to
consider approval of the deal. Creditors and other concerned
parties have until September 10, 2009, to file their objections.
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: Proposes SWAP Agreement With MEG Energy
--------------------------------------------------------
Lehman Brothers Special Financing Inc. seeks the Court's
authority to assume an interest rate swap master agreement with
MEG Energy Corp.
The agreement allowed the companies to enter into four interest
rate swap transactions. Under the agreement, LBSF is obliged to
pay the floating USD-LIBOR-BBA interest rate on the notional
principal amount for each transaction while MEG is required to
pay a fixed rate of interest on the notional amount.
As of August 31, 2009, MEG has missed four payments for each of
the transactions and currently owes LBSF $9,692,963.
Robert Lemons, Esq., at Weil Gotshal & Manges LLP, in New York,
says assumption of the agreement is beneficial to LBSF because it
would allow LBSF to realize immediately the value of its "in the
money" agreement with MEG.
"This is the case because upon assumption of the agreement, MEG
will be required to pay LBSF all accrued unpaid amounts under the
agreement," Mr. Lemons says in court papers. He adds that LBSF,
at its option, will also be able to lock-in the positive future
value reflected in the current mark-to-market value of the
agreement in favor of LBSF through hedging.
The hearing to consider approval of the proposed assumption is
scheduled for September 15, 2009. Creditors and other concerned
parties have until September 10, 2009, to file their objections.
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 Probe Field Point's U.K. Attorney
-----------------------------------------------------
Lehman Brothers Special Financing Inc. and its affiliated debtors
ask the U.S. Bankruptcy Court for the Southern District of New
York to issue a letter to any appropriate U.K. court requesting
that they be authorized to investigate the lawyer of Field Point
IV S.a.r.l.
The Debtors seek to depose Louisa Watt, a partner at the London-
based offices of Richards Kibbe & Orbe LLP, in connection with
their investigation into the issues raised by Field Point
regarding the Debtors' bid to assume two trade confirmations they
entered into in 2008 for the sale of loans to Pertus Sechzehnte
GmbH.
Field Point opposed the proposed assumption of the confirmations
on grounds that the trades were terminated before the Debtors'
bankruptcy and, therefore, could not be assumed.
Attorney for the Debtors, Richard Levine, Esq., at Weil Gotshal &
Manges LLP, in New York, says Ms. Watt is a "key witness" as she
was Field Point's lawyer in connection with the execution and
closing of the trades. He adds that Ms. Watt also communicated
with certain Lehman employees concerning the closing of open
trades.
"These various communications are directly relevant to the issue
in this litigation, whether the trades were legally terminated
prepetition," Mr. Levine says in court papers.
Mr. Levine will present a proposed order on the Debtors'
application to Judge James Peck for signature on September 8,
2009, at 12:00 p.m. Creditors and other concerned parties have
until September 8, 2009, at 11:30 a.m., to file their objections.
Field Point Seeks Deposition of Key Witness
In court papers, Field Point also asks Judge Peck to issue a
letter to the High Court of Justice of England and Wales, asking
the High Court to compel the examination under oath of George
Perry.
Mr. Perry was the primary contact of Field Point at LCPI and was
responsible for closing the trades. Field Point expects that Mr.
Perry could provide testimony on whether LCPI was unwilling or
unable to close the trades, which justified Field Points' move to
terminate the confirmations prior to the bankruptcy.
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)
LENNY DYKSTRA: Puts Thousand Oaks Home on Sale
----------------------------------------------
Lauren Beale at Los Angeles Times reports that Lenny Dykstra's
Thousand Oaks home owned has been placed on the Multiple Listing
Service, with a $4.7 million price. The two-storey house has five
bedrooms, 5 1/2 bathrooms, 8,013 square feet of living space, and
mountain views. LA Times says that Beverly Alvarez of Re/Max OTB
Estates, Encino, is the listing agent on the house.
Westlake Village, California-based Lenny Dykstra is a former Major
League Baseball All-Star. He was center fielder for the New York
Mets and Philadelphia Phillies. He filed for Chapter 11
bankruptcy protection on July 7, 2009 (Bankr. C.D. Calif. Case No.
09-18409). M Jonathan Hayes, Esq., at the Law Office of M
Jonathan Hayes, in Northridge, California, assists the Debtor in
his restructuring efforts. The Debtor listed up to $50,000 in
assets and $10,000,001 to $50,000,000 in debts.
LIFE FUND 5.1: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Life Fund 5.1, LLC
203 N. LaSalle Street, Suite 2100
Chicago, IL 60603
Bankruptcy Case No.: 09-32672
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No.
------ --------
Life Fund 5.2, LLC 09-32674
Houston Tanglewood Partners, LLC 09-32676
A&O Resource Management, Ltd. 09-32677
A&O Life Fund, LLC 09-32678
A&O Bonded Life Assets, LLC 09-32679
A&O Bonded Life Settlements, LLC 09-32681
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: A. Benjamin Goldgar
Debtor's Counsel: Michael L. Gesas, Esq.
Arnstein & Lehr, LLP
120 South Riverside Plaza, 1200
Chicago, IL 60606-3910
Tel: (312) 876-7125
Fax: (312) 876-6260
Email: mlgesas@arnstein.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 Russell E. Mackert.
LIZ CLAIBORNE: Hires Alvarez & Marsal to Help Fix Operations
------------------------------------------------------------
Karen Talley at The Wall Street Journal reports that Liz Claiborne
Inc. has hired turnaround firm Alvarez & Marsal Inc. to help the
Company fix its operations.
According to The Journal, Alvarez & Marsal managing director
Steven Cohn said that the firm is looking into improving the
retailer's collections, working capital and inventories. The firm
isn't preparing Liz Claiborne for a bankruptcy filing, The Journal
relates, citing Mr. Cohn. The Journal reports that Liz Claiborne
executives said that the Company has enough money and expects to
continue paying down debt this year.
Liz Claiborne, The Journal states, said that it plans $100 million
in cuts and is considering shifting its relationships with
department stores, which have been ordering less of its apparel.
The report says that Liz Claiborne expects comparable-stores sales
to decline 15% to 25% in the third quarter.
About Liz Claiborne
Liz Claiborne Inc. -- http://www.lizclaiborneinc.com/-- designs
and markets a global portfolio of retail-based premium brands
including Kate Spade, Juicy Couture, Lucky Brand and Mexx. The
Company also has a refined group of department store-based brands
with strong consumer franchises including the Liz Claiborne and
Monet families of brands, Kensie, Kensiegirl, Mac & Jac, and the
licensed DKNY Jeans Group.
* * *
As reported by the TCR on August 19, 2009, Standard & Poor's
Ratings Services lowered its corporate credit rating on New York-
based Liz Claiborne Inc. to 'B' from 'BB-'. The outlook is
negative. S&P also lowered the senior unsecured debt rating to
'B-'. The recovery rating remains '5', indicating S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default. As of July 4, 2009, Liz Claiborne had about
$1.6 billion of debt outstanding (including capitalized operating
leases).
According to the TCR on August 17, 2009, Moody's Investors Service
lowered Liz Claiborne Inc's Corporate Family Rating and
Probability of Default Rating to B2 from Ba3. The Company's
EUR 350 million senior unsecured notes were lowered to Caa1 (LGD
5, 83%) from B2 (LGD 5, 85%). All of the Company's ratings were
placed on review for further possible downgrade.
LOUISIANA FILM: Gerald Schiff Says CEO Should be Found in Contempt
------------------------------------------------------------------
Gerald Schiff, the court-appointed trustee for Louisiana Film
Studios LLC, said that CEO Wayne Read should be found in contempt
for missing deadlines to file financial documents, The Associated
Press reports.
The AP relates that Mr. Schiff asked Bankruptcy Judge Elizabeth
Magner to hold a hearing on his motion.
Citing Mr. Schiff, The AP states that Mr. Read missed deadlines to
file three required documents in the studio's case: a list of the
20 largest creditors and the amounts they are owed, the studio's
assets, and a mailing list of creditors. Mr. Read told Judge
Magner during a hearing on August 20, 2009, that he hoped to file
a repayment schedule within a week, but that didn't happen, says
The AP.
Mr. Read said that he had been unable to hire an attorney and had
been "unaware of the proper format" for his responses to trustee
question, but he would submit the required information to the
trustee on Friday, The AP reports, citing his spokesperson, Allan
Katz.
Mr. Schiff said in court documents that a search of the Louisiana
Film Studios office failed to turn up computers and financial
records, though Mr. Read told a judge on August 21 that the
material was there and available for the trustee's examination.
Mr. Read said that he planned to submit a full debt repayment
schedule by September 15, The AP relates.
According to The AP, the case involves a group of 27 past and
present team members who paid $1.9 million to Mr. Read and thought
they were getting state movie industry tax credits that paid
$1.33 for each dollar invested. Mr. Read never applied for the
credits, The AP says, citing state officials.
Harahan, Louisiana-based Louisiana Film Studios, LLC, is a movie
studio. 47 Construction, LLC, et al., filed a Chapter 11
bankruptcy petition to put the Company into Chapter 11 protection
on July 23, 2009 (Bankr. E.D. La. Case No. 09-12232).
LYONDELL CHEMICAL: May File Reorganization Plan on Sept. 15
-----------------------------------------------------------
Phil Wahba and Tom Hals at Reuters report that Lyondell Chemical
Company would file a reorganization plan in the U.S. Bankruptcy
Court on September 15.
A plan had already been sent to major creditors for their review,
Reuters says, citing Lyondell Chemical spokesperson David Harpole.
The report quoted Mr. Harpole as saying, "We were waiting until we
had a draft plan of reorganization to show to the court before
seeking the injunction, to show we remain on schedule to emerge
from bankruptcy near the end of this year."
Lyondell Tries to Stop Money Collection by Bondholders
Reuters report that Lyondell Chemical also sought an injunction
against Wilmington Trust Co. -- which is the trustee for
bondholders holding two sets of notes expiring in August 2015, one
for $615 million and the other for $716 million -- to prevent some
bondholders from collecting money when an accord ends on
September 18. The injunction asked will last until January 31,
2009, says Reuters.
Citing Lyondell Chemical, Reuters relates that allowing the
bondholders to collect money would threaten European units.
Lyondell Chemical said in court documents that if the court didn't
prevent those bondholders, it could trigger a default and force
its European units into insolvency. The units weren't part of
Lyondell Chemical's bankruptcy. Date principal and interest will
be due on the notes held by the bondholders on September 18, says
Reuters.
Lyondell Chemical said that without the injunction, bondholders
could accelerate bond payments and trigger defaults, which could
lead to the bankruptcies of its European affiliates, Reuters
state. According to court documents, Lyondell Chemical said, "The
enormous loss of value that would occur if the European entities
were liquidated would have a direct, immediate, and irreparable
impact" on the Company's value.
Won't Close Chocolate Bayou Plant
Plastemart.com reports that Lyondell Chemical has abandoned its
plan to permanently close down its 180,000-ton HDPE plant at the
Chocolate Bayou site in Texas, due to the rising demand for
polyethylenes in Asia.
Lyondell Chemical had decided to be shut down the plant by
September 30, Plastemart.com relates. INEOS, according to the
report, had filed an objection in bankruptcy court on the planned
shutdown as it wanted to purchase the plant.
About Lyondell Chemical
LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies. It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels. Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.
Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company. LyondellBasell became saddled with
debt as part of the US$12.7 billion merger. On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts. The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11. In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.
The Hon. Robert E. Gerber presides over the case. Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel. Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors. AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities. Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.
Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations. The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.
Luxembourg-based LyondellBasell Industries AF S.C.A. and another
affiliate were voluntarily added to Lyondell Chemical's
reorganization filing under Chapter 11 on April 24, 2009, in order
to seek protection against claims by certain financial and U.S.
trade creditors. On May 8, 2009, LyondellBasell Industries added
13 non-operating entities to Lyondell Chemical Company's
reorganization filing under Chapter 11 of the U.S. Bankruptcy
Code. All of the entities are U.S. companies and were added to
the original Chapter 11 filing for administrative purposes. The
filings will have no impact on current business or operations as
none of the entities manufactures or sells products.
Bankruptcy Creditors' Service, Inc., publishes Lyondell Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by Lyondell Chemical Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
MAGNA ENTERTAINMENT: Paid $1.5MM to Weil Since Petition Date
------------------------------------------------------------
Magna Entertainment Corp. disclosed payments to all retained
professionals from case inception to current month:
Year-to
Amount -Date
Bankruptcy Professional Period Covered Covered Total
----------------------- -------------- -------- -------
FTI Consulting, Inc. 07/01 - 07/31 $193,722 $863,760
Kramer Levin Naftalis & Frankel 05/01 - 05/31 $342,440 $803,503
Richards Layton & Finger, P.A. 05/01 - 05/31 $31,642 $119,487
Weil, Gotshal & Manges LLP 05/01 - 05/31 $322,133 $1,543,072
Miller Buckfire & Co., LLC 05/01 - 05/31 $177,973 $410,020
Osler, Hoskin & Harcourt LLP 03/05 - 04/30 $446,754 --
Osler, Hoskin & Harcourt LLP 05/01 - 05/31 $82,825 $425,677
Alix Partners, LLC 03/06 - 03/31 $197,791 --
Alix Partners, LLC 04/01 - 04/30 $77,518 $228,080
Blackstone Advisory Services 03/18 - 04/30 $280,608 $229,802
Kurtzman Carson Consultants 03/04 - 04/30 $366,388 --
Kurtzman Carson Consultants 05/01 - 05/31 $267,551 $633,939
Magna Entertainment and several other direct and indirect U.S.
subsidiaries of the Company filed on September 1, 2009,
their financial statements included in the Monthly Operating
Report for the period from June 29, 2009 to August 2, 2009, with
the United States Bankruptcy Court for the District of Delaware.
The U.S. Debtors posted a net loss of $8,853,287 for the June 29 -
August 2 period. The U.S. Debtors posted a net loss of
$39,851,998 since filing for bankruptcy.
As of August 2, 2009, the U.S. Debtors had total assets of
$1,043,439,515 and total liabilities of $500,146,416.
A full-text copy of the monthly operating report is available at
no charge at http://ResearchArchives.com/t/s?43f2
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 50% 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.
Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J.
Finnegan, Esq., at Richards, Layton & Finger, P.A., are the
Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors'
investment banker and financial advisor. Kurtzman Carson
Consultants LLC is the claims and noticing agent for the Debtors.
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.
MAXXAM INC: Discloses WoodRock Valuation on Reverse Stock Split
---------------------------------------------------------------
The Board of Directors of MAXXAM Inc. has engaged WoodRock & Co.,
LLc for a fairness opinion on the price to be paid -- cash out
price -- for fractional shares as a result of the Company's
proposed reverse stock split transaction.
WoodRock used several valuation methodologies to derive a fair
value range for the transaction:
-- Historical Trading Price Approach;
-- Comparable Company Approach;
-- Comparable Precedent Transaction Approach;
-- Discounted Cash Flow Approach;
-- Allocation of Cost savings Approach;
-- Disposition/Liquidation Approach
Pursuant to the Split, each 250 pre-split shares are converted
into one post-split share and each remaining fraction of a post-
split share is converted to cash at the Cash Out Price.
Based on its analysis, WoodRock is of the opinion that ranges of
$8.65 to $11.44 for the common and $9.40 to $12.19 for the
preferred represent fair ranges for each respective Cash Out
Price.
The Split has been proposed to reduce the number of record holders
of Common Stock below 300 thereby permitting the termination of
Securities and Exchange Commission registered status. MAXXAM's
American Stock Exchange listing would also be terminated with
potential pink sheets trading thereafter. MAXXAM expects to
eliminate at least $1,500,000 of expenses related to compliance
costs associated with being a publicly listed company.
Holders of fewer than 250 shares of Common Stock own roughly 3% of
the outstanding shares, but represent about 90% of all common
holders. The Company's Preferred Stock is similarly distributed.
A redacted copy of WoodRock & Co. Presentation to the Board of
Directors, furnished to MAXXAM Inc. directors on August 14, 2009,
is available at no charge at http://ResearchArchives.com/t/s?43fe
Portions of WoodRock's Presentation to the Board have been
redacted, and the redacted portions are being separately filed
with the Securities and Exchange Commission pursuant to a request
for confidential treatment.
A full-text copy of the Executive summary page and replacement
updated pages for WoodRock & Co. Presentation to the Board of
Directors, furnished to MAXXAM Inc. directors on August 18, 2009,
is available at no charge at http://ResearchArchives.com/t/s?4400
A full-text copy of the WoodRock & Co. draft Fairness Opinion,
furnished to MAXXAM Inc. directors on August 18, 2009, is
available at no charge at http://ResearchArchives.com/t/s?4401
About MAXXAM Inc.
Houston, Texas-based MAXXAM Inc. (NYSE Amex: MXM) currently
conducts the substantial portion of its operations through its
subsidiaries, which operate in two industries -- Residential and
commercial real estate investment and development (primarily in
second home or seasonal home communities), through MAXXAM Property
Company and other wholly owned subsidiaries of the Company, as
well as joint ventures; and racing operations, through Sam Houston
Race Park, Ltd. a Texas limited partnership wholly owned by the
Company, which owns and operates a Texas Class 1 pari-mutuel horse
racing facility in the greater Houston metropolitan area, and a
pari-mutuel greyhound racing facility in Harlingen, Texas.
As of June 30, 2009, the Company had $370.3 million in total
assets and $778.6 million in total liabilities, resulting in
$408.3 million in stockholders' deficit
Going Concern Doubt
As reported by the Troubled Company Reporter on April 7, 2009,
Grant Thornton LLP said the uncertainty surrounding the real
estate industry and the ultimate outcome of proceedings involving
MAXXAM Inc.'s former unit, Pacific Lumber Company, and their
effect on the Company, as well as the Company's operating losses
raise substantial doubt about the ability of the Company to
continue as a going concern.
MAXXAM INC: Giddeon, Hurwitz et al. Disclose Equity Stake
---------------------------------------------------------
Giddeon Holdings, Inc., Gilda Investments, LLC, the Hurwitz Family
Foundation, the Hurwitz Investment Partnership L.P., Charles E.
Hurwitz, and Shawn M. Hurwitz disclose that as of August 31, 2009,
the Group held an aggregate of 4,202,356 shares of Common Stock --
inclusive of Common Stock issuable upon conversion of shares of
Preferred Stock currently held and options for Common Stock
exercisable within 60 days of April 15, 2000 -- consisting of:
(i) 1,051,730 shares of Common Stock held directly by Charles
Hurwitz;
(ii) 558,965 shares Common Stock that Charles Hurwitz has a
right to acquire pursuant to stock options/stock
appreciation rights exercisable within 60 days of
August 31, 2009;
(iii) 1,715,668 shares of Common Stock held by Gilda;
(iv) 662,441 shares of Common Stock that Gilda could acquire
on a share-for-share basis upon conversion of Preferred
Stock held by Gilda;
(v) 46,277 shares of Common Stock held by Charles Hurwitz's
spouse;
(vi) 77,300 shares held by the Foundation;
(vii) 46,500 shares held by the Investment Partnership; and
(viii) 43,475 shares Common Stock that Shawn Hurwitz has a right
to acquire pursuant to stock options/stock appreciation
rights exercisable within 60 days of August 31, 2009.
The Shares deemed to be beneficially owned by members of the Group
constitute roughly 72.1% of the shares of Common Stock
outstanding.
The increase in the percentage of Common Stock held by the Group
is primarily due to stock repurchases by the Company.
Each share of Common Stock has one vote per share and each share
of Preferred Stock generally has 10 votes per share. Accordingly,
as of August 31, 2009, the Group possesses roughly 85.8% of the
combined voting power of the Company's outstanding Common Stock
and Preferred Stock.
Giddeon engages in real estate and other investments. The
Foundation is a Texas nonprofit corporation and charitable
foundation. The Investment Partnership engages in investments.
Gilda is a member-managed limited liability company, of which
Giddeon is the sole member. Gilda engages in investments. Gilda
is the successor to Federated Development, Inc., which was merged
with and into Gilda. As the result of a corporate reorganization,
Giddeon is the successor to Federated Development Corporation as
the parent of Gilda. Giddeon is wholly owned by Charles Hurwitz,
members of his immediate family and trusts for their benefit (as
was Federated). Charles Hurwitz and his spouse each hold a 4.32%
interest as General Partner in the Investment Partnership, with
the remaining interests in the Investment Partnership being held
by their children or trusts for their benefit.
Charles Hurwitz serves as the sole Director and the President of
Giddeon, a Director and the President of the Foundation, and
Managing General Partner of the Investment Partnership. His
principal occupation is Chairman of the Board and Chief Executive
Officer of MAXXAM Inc.
Shawn Hurwitz serves as the Secretary of Giddeon and is a Director
and the Secretary of the Foundation. He serves in a variety of
capacities with MAXXAM, including Co-Vice Chairman and President
of the Company and the President or Chief Executive Officer of the
Company's principal subsidiaries that engage in real estate and
racing operations.
A full-text copy of Giddeon et al.'s Schedule 13D filing is
available at no charge at http://ResearchArchives.com/t/s?4402
About MAXXAM Inc.
Houston, Texas-based MAXXAM Inc. (NYSE Amex: MXM) currently
conducts the substantial portion of its operations through its
subsidiaries, which operate in two industries -- Residential and
commercial real estate investment and development (primarily in
second home or seasonal home communities), through MAXXAM Property
Company and other wholly owned subsidiaries of the Company, as
well as joint ventures; and racing operations, through Sam Houston
Race Park, Ltd. a Texas limited partnership wholly owned by the
Company, which owns and operates a Texas Class 1 pari-mutuel horse
racing facility in the greater Houston metropolitan area, and a
pari-mutuel greyhound racing facility in Harlingen, Texas.
As of June 30, 2009, the Company had $370.3 million in total
assets and $778.6 million in total liabilities, resulting in
$408.3 million in stockholders' deficit
Going Concern Doubt
As reported by the Troubled Company Reporter on April 7, 2009,
Grant Thornton LLP said the uncertainty surrounding the real
estate industry and the ultimate outcome of proceedings involving
MAXXAM Inc.'s former unit, Pacific Lumber Company, and their
effect on the Company, as well as the Company's operating losses
raise substantial doubt about the ability of the Company to
continue as a going concern.
MAXXAM INC: Reduces Shares of Class A Preferreds to 1,500,000
-------------------------------------------------------------
MAXXAM Inc. on August 18, 2009, filed a Certificate of
Designations with the Delaware Secretary of State. The
Certificate of Designations reduced to 1,500,000 the number of
authorized shares of the Company's Class A $.05 Non-Cumulative
Participating Convertible Preferred Stock.
A full-text copy of the Certificate of Designations is available
at no charge at http://ResearchArchives.com/t/s?43fc
On August 25, 2009, the Company filed a Restated Certificate of
Incorporation with the Delaware Secretary of State. The Restated
Certificate of Incorporation restated and integrated, but did not
further amend, the provisions of the Certificate of Incorporation,
as previously amended.
A full-text copy of the Restated Certificate of Incorporation is
available at no charge at http://ResearchArchives.com/t/s?43fd
About MAXXAM Inc.
Houston, Texas-based MAXXAM Inc. (NYSE Amex: MXM) currently
conducts the substantial portion of its operations through its
subsidiaries, which operate in two industries -- Residential and
commercial real estate investment and development (primarily in
second home or seasonal home communities), through MAXXAM Property
Company and other wholly owned subsidiaries of the Company, as
well as joint ventures; and racing operations, through Sam Houston
Race Park, Ltd. a Texas limited partnership wholly owned by the
Company, which owns and operates a Texas Class 1 pari-mutuel horse
racing facility in the greater Houston metropolitan area, and a
pari-mutuel greyhound racing facility in Harlingen, Texas.
As of June 30, 2009, the Company had $370.3 million in total
assets and $778.6 million in total liabilities, resulting in
$408.3 million in stockholders' deficit
Going Concern Doubt
As reported by the Troubled Company Reporter on April 7, 2009,
Grant Thornton LLP said the uncertainty surrounding the real
estate industry and the ultimate outcome of proceedings involving
MAXXAM Inc.'s former unit, Pacific Lumber Company, and their
effect on the Company, as well as the Company's operating losses
raise substantial doubt about the ability of the Company to
continue as a going concern.
MCKINNEY HOTEL: Files for Chapter 11 Bankruptcy Protection
----------------------------------------------------------
McKinney Hotel Shores Properties has filed for Chapter 11
bankruptcy protection in the U.S. Bankruptcy Court for the Eastern
District of Texas, listing over $10 million in outstanding lands,
contracts, and various fees with other companies and entities.
Danny Gallagher at McKinney Courier-Gazette reports that the city
of McKinney had sued MSP over unsecured obligations regarding the
contract they share on the Bridge Street project. Court documents
say that MSP failed to reach agreements on the Master Development
Plan. According to court documents, MSP failed to buy land for
the transfer site by the deadline.
MSP said in court documents that the city and their various
organizations' "common goal" of civic improvement and growth led
to actions such as racketeering and extortion. MSP stated,
"Unfortunately, it appears the city's vision outgrew the city's
budget and Helsley and Cox resorted to alternative means of
funding the city's public works projects through extortion of
'contributions' from developers." Citing MSP's lawyers, The
Courier-Gazette states that city officials and entities breached
portions of the Racketeer Influenced and Corrupt Organizations
(RICO) act by demanding that the Company provide a donation to the
memorial park in order to obtain the development contract.
According to the Courier-Gazette, MSP's attorneys said that the
RICO claims stated in the Company's initial countersuit should
provide a judge with enough plausibility to uphold the suit and
gave the Company extra "discovery" time to amend their complaint.
McKinney Hotel Shores Properties is a subsidiary of O&S Holdings.
METAPHYSICAL RESEARCH: Case Summary & 2 Largest Unsec. Creditors
----------------------------------------------------------------
Debtor: The Metaphysical Research Society, Incorporated
1001 and 1021 East 7th Avenue
Denver, CO 80218
Bankruptcy Case No.: 09-28377
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Colorado (Denver)
Debtor's Counsel: Kevin S. Neiman, Esq.
1775 Sherman, 31st Floor
Denver, CO 80203
Email: kneiman@ph-law.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
According to the schedules, the Company has assets of at least
$1,126,560, and total debts of $679,024.
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/cob09-28377.pdf
The petition was signed by Gina Kissell, president of the Company.
METRO-GOLDWYN-MAYER: Bank Debt Trades at 44% Off
------------------------------------------------
Participations in a syndicated loan under which Metro-Goldwyn-
Mayer, Inc., is a borrower traded in the secondary market at 55.88
cents-on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.91
percentage points from the previous week, The Journal relates.
The loan matures April 8, 2012. The Company pays 275 basis points
above LIBOR to borrow under the facility. The bank debt is not
rated by either Moody's or Standard & Poor's. The debt is one of
the biggest gainers and losers among widely quoted syndicated
loans in secondary trading in the week ended Sept. 4, among the
149 loans with five or more bids.
Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and distribution company. The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming. MGM is owned
by an investor consortium comprised of Providence Equity Partners,
TPG Capital, Sony Corporation of America, Comcast Corporation, DLJ
Merchant Banking Partners and Quadrangle Group.
The Troubled Company Reporter said on May 22, that Metro-Goldwyn-
Mayer hired Moelis & Co. to help refinance $3.7 billion debt and
was in talks with a steering committee of 140 creditors led by
JPMorgan Chase & Co. as part of the process. Sue Zeidler at
Reuters said the studio "was exploring options for optimizing its
capital structure and has begun talks with a steering committee of
its lenders as part of the process." Ms. Zeidler said bankers
estimate MGM is paying north of $250 million a year in interest on
debt due in 2012. Sources told Reuters MGM was potentially
seeking a way to make the loan due later, or reduce it in size.
Comcast paid about $5 billion in debt and equity in September 2004
to buy MGM from majority owner Kirk Kerkorian. According to
Reuters, merger specialists have said MGM could be worth
$2 billion to $2.5 billion. MGM, however, has reiterated its
commitment to staying independent.
MICHAELS STORES: Bank Debt Trades at 12% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Michaels Stores,
Inc., is a borrower traded in the secondary market at 88.00 cents-
on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.54
percentage points from the previous week, The Journal relates.
The loan matures on Oct. 31, 2013. The Company pays 225 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's B3 rating and Standard & Poor's B rating. The
debt is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Sept. 4,
among the 149 loans with five or more bids.
Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America. As
of March 9, 2009, the Company operated 1,105 "Michaels" retail
stores in the United States and Canada and 161 Aaron Brothers
Stores.
As of May 2, 2009, Michaels Stores had $1.61 billion in total
assets and $4.49 billion in total liabilities. For the quarter
ended May 2, 2009, the Company posted a $4 million net income on
$852 million in net sales.
MICHAELS STORES: Files 2nd Fiscal Quarter Report on Form 10-Q
-------------------------------------------------------------
Michaels Stores, Inc., on Friday filed with the Securities and
Exchange Commission its second fiscal quarter report -- for the
period ended August 1, 2009 -- on Form 10-Q. A copy of the report
is available at no charge at http://ResearchArchives.com/t/s?4428
As reported by the Troubled Company Reporter on August 28, 2009,
Michaels Stores reported net income for the August 1, 2009 quarter
of $2 million compared to a $30 million loss for the quarter ended
August 2, 2008. For the first half of fiscal 2009, the Company
reported net income of $6 million compared to a $50 million net
loss for first half of fiscal 2008.
Net sales for the quarter ended August 1, 2009, were $807 million,
a 1.4% increase over last year's net sales of $796 million. Same-
store sales for the quarter declined 0.8% due to a 7.0% decrease
in average ticket and a 6.2% increase in transactions. Canadian
currency translation adversely affected same-store sales for the
second quarter by approximately 100 basis points.
Net sales for the six month period ended August 1, 2009, increased
1.0% to $1.659 billion from $1.643 billion for the same period
last year. Same-store sales declined 1.4% over the same period a
year ago on a 5.2% decrease in average ticket, a 4.0% increase in
transactions, and a negative 0.2% impact from deferred custom
framing revenue. Canadian currency translation adversely affected
same-store sales for the first six months of fiscal 2009 by
approximately 130 basis points.
As of August 1, 2009, the Company had $1.675 billion in total
assets, and $703 million and $4.549 billion in total long-term
liabilities, resulting in $2.874 billion stockholders' deficit.
As of August 1, 2009, the Company's cash balance was $36 million.
Second quarter debt levels declined $70 million to $3.964 billion
compared to $4.034 billion as of the end of second quarter of
fiscal 2008. Availability under the revolving credit facility was
$526 million. During the quarter, the Company also made a
$5.9 million amortization payment on its Senior Secured Term Loan.
Michaels Stores, Inc. is North America's largest specialty
retailer of arts, crafts, framing, floral, wall decor and seasonal
merchandise for the hobbyist and do-it-yourself home decorator.
As of August 21, 2009, the Company owns and operates 1,023
Michaels stores in 49 states and Canada, and 155 Aaron Brothers
stores.
MIKE TYSON: Court Pierces Veil of Gibralter Shell Corporation
-------------------------------------------------------------
WestLaw reports that under English law, a New York bankruptcy
court would pierce the veil of a Gibraltar shell corporation
involved in the international distribution of the Chapter 11
debtor's professional heavyweight boxing match and would hold a
United Kingdom boxing promoter, its partners, and its principals
liable for the contractual obligations that they undertook in the
corporation's name in connection with the fight. The shell
corporation was not what the UK defendants said it was, namely, an
offshore affiliate of the UK promoter used for legitimate purpose
of saving taxes. Instead, the entity was someone else's corporate
shell, a sham without capital, management, or a business. The
corporate form was used to mislead and injure, the court found,
explaining that the UK defendants, though they did not think that
the fight would be financially viable, believed that it was an
excellent opportunity to advance their interest in the debtor's
opponent. Accordingly, they used the shell corporation to lure a
Kentucky boxing promoter and the debtor into naming that person as
the debtor's opponent, only to repudiate and attempt to avoid all
obligations after the fight took place. In re Tyson, --- B.R. ---
-, 2009 WL 2526476 (Bankr. S.D.N.Y.).
The Honorable Allan L. Gropper's resolution of this dispute,
Tyson, et al. v. Straight-Out Promotions, LLC, et al. (Bankr.
S.D.N.Y. Adv. Pro. No. 05-02210), entitles Mr. Tyson's creditors
to more than $1 million from a professional heavyweight boxing
match held on July 30, 2004, in Louisville, Ky., between Mr. Tyson
and Danny Williams.
Professional boxer and former world heavyweight champion Michael
G. Tyson sought protection under Chapter 11 (Bankr. S.D.N.Y. Case
No. 03-41900) on Aug. 1, 2003, along with Mike Tyson Enterprises,
Inc. (Bankr. S.D.N.Y. Case No. 03-41901). Robert Joel Feinstein,
Esq., Alan J. Kornfeld, Esq., and Beth E. Levine, Esq., Pachulski,
Stang, Ziehl, Young, Jones & Weintraub P.C., represent Mr. Tyson
and the MGT Chapter 11 Liquidating Trust established under the
terms of his Chapter 11 plan dated June 24, 2004. The Trust, for
which R. Todd Neilson serves as the Plan Administrator, has the
authority to collect proceeds from a series of post-confirmation
bouts Mr. Tyson agreed to hold and to prosecute causes of action
on behalf of Tyson's estate.
MONA LISA: Court Directs Consolidation of Investor Disputes
-----------------------------------------------------------
WestLaw reports that a Florida bankruptcy court would consolidate
the three separate adversary proceedings brought against the
Chapter 11 debtor and others by 55 investors who had purchased
hotel condominium units from the debtor, the investors' proofs of
claim, and the debtor's objections thereto, and would require
mediation on these consolidated issues, followed by an abbreviated
estimation proceeding for the filed claims, if necessary. The
matters were ready for resolution, the court reasoned, and the
complex issues raised were similar. Both judicial economy and
common sense dictated that the parties and/or the court resolve
the issues in an organized, unified, and expedient manner, given
that resolution of the issues posed a significant hurdle to
potential confirmation of the debtor's plan of reorganization. In
re Mona Lisa at Celebration, LLC, --- B.R. ----, 2009 WL 2581712
(Bankr. M.D. Fla.).
Mona Lisa at Celebration -- http://www.monalisasuitehotel.com/--
owns a 240-unit condominium hotel in Kissimmee, Fla., and its its
debtor-affiliates operate a hotel and restaurant. The companies
filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case
No. 09-00458) on Jan. 15, 2009. R. Scott Shuker, Esq., Latham
Shuker Eden & Beaudine LLP, assists the companies in their
restructuring efforts. The companies listed $10 million to
$50 million in assets and liabilities. The Debtors' secured
lender, Marshall BankFirst, is owed $35 million.
MONICA MNICH: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Monica Mnich
7546 Circulo Sequoia
Carlsbad, CA 92009
Bankruptcy Case No.: 09-13325
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
Southern District of California (San Diego)
Judge: James W. Meyers
Debtor's Counsel: Christopher W. Olmsted, Esq.
2341 Jefferson Street, Suite 200
San Diego, CA 92110
Tel: (619) 682-4040
Estimated Assets: $1,000,001 to $100,000,000
Estimated Debts: $1,000,001 to $100,000,000
A full-text copy of Ms. Mnich's petition, including a list of her
20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/casb09-13325.pdf
The petition was signed by Ms. Mnich.
MORRIS PUBLISHING: Lenders Extend Waiver Until September 11
-----------------------------------------------------------
Morris Publishing Group, LLC, has obtained an extension until
September 11, 2009, to make two semi-annual interest payments of
$9.7 million on its senior subordinated notes originally due
February 1, 2009 and August 3, 2009. The holders of more than 80%
of the outstanding amount of senior subordinated notes have agreed
to extend the forbearance period for these payments.
Morris Publishing's senior bank group also agreed to extend until
September 11, 2009, the waiver of the cross defaults arising from
the overdue interest payments on the senior subordinated notes.
Specifically, on September 4, Morris Publishing Group as borrower,
entered into Waiver No. 13, with JPMorgan Chase Bank, N.A. as
Administrative Agent under the Credit Agreement dated as of
December 14, 2005, as amended. Additional parties to the Waiver
include the subsidiary guarantors of Morris Publishing, Morris
Communications, MPG Newspaper Holding, LLC, the parent of Morris
Publishing, Shivers Trading & Operating Company, the parent of MPG
Holding, and Morris Communications Holding Company, LLC, the
parent of Morris Communications. The lenders party to the Credit
Agreement are JPMorgan Chase Bank, N.A., The Bank of New York,
SunTrust Bank, Wachovia Bank, N.A., Bank of America, N.A., General
Electric Capital Corporation, Allied Irish Banks, P.L.C., RBS
Citizens, N.A., Comerica Bank, US Bank, National Association,
First Tennessee Bank, National Association, Webster Bank, National
Association, Keybank National Association, Sumitomo Mitsui Banking
Corporation, and Mizuho Corporate Bank, Ltd.
The Credit Agreement includes an event of default if Morris
Publishing defaults in the payment when due of any principal or
interest due on any other indebtedness having an aggregate
principal amount of $5,000,000 or more -- such as Morris
Publishing's $278,478,000 of 7% Senior Subordinated Notes due
2013. Morris Publishing failed to pay the $9,746,730 interest
payment due February 1, 2009 and the $9,746,730 interest payment
due August 3, 2009 on the Notes. Waiver No. 13 waives any
defaults that arose from the failure to make such interest
payments on the Notes until 5:00 p.m. New York City time on
September 11, 2009. However, the waiver will terminate earlier if
Amendment No. 10 to the Forbearance Agreement is terminated or
amended prior to such time or upon other defaults.
Waiver No. 13 also waives until September 11, 2009 any event of
default that may have occurred when Morris Publishing failed to
meet the consolidated cash flow ratio or the consolidated interest
coverage ratio under the Credit Agreement when Morris Publishing
and Morris Communications delivered their consolidated financial
statements for the second quarter of 2009 on August 28, 2009 --
the date the relaxed financial covenants under Amendment No. 3 to
the Credit Agreement terminated.
In addition, Waiver No. 13 includes an additional fee in the
amount of two percent of the commitments of the consenting lenders
that is payable on September 18, 2009, or earlier, upon the
termination of the lender's waiver. The amount of this fee would
be approximately $ 2.8 million. However, such fee shall not be
payable if before the Fee Payment Date the lenders' loans are paid
in full, the loans and commitments of the lenders are purchased at
par, or a majority of the consenting lenders agree to waive the
fee.
Also on September 4, Morris Publishing and Morris Publishing
Finance Co., as issuers, and all other subsidiaries of Morris
Publishing, as subsidiary guarantors, entered into Amendment
No. 10 to the Forbearance Agreement dated as of February 26, 2009,
with respect to the indenture relating to the Notes between the
issuers, the subsidiary guarantors and US Bank Trust, N.A. (as
successor to Wachovia Bank, N.A.), as Indenture Trustee, dated as
of August 7, 2003. Morris Publishing failed to pay the $9,746,730
interest payment due February 1, 2009 and the $9,746,730 interest
payment due August 3, 2009, on the Notes.
Pursuant to the Forbearance Agreement, the holders, their
investment advisors or managers of more than $226,000,000 of
outstanding principal amount of the Notes -- more than 80% of the
outstanding Notes -- agreed not to take any action during the
forbearance period as a result of the Payment Defaults to enforce
any of the rights and remedies available to the Holders or the
Indenture Trustee under the Indenture or the Notes, including any
action to accelerate, or join in any request for acceleration of,
the Notes. The Holders also agreed to request that the Indenture
Trustee not take any such remedial action with respect to the
Payment Defaults, including any action to accelerate the Notes
during the Forbearance Period.
Under the Amendment No. 10, the "Forbearance Period" generally
means the period ending at 5:00 p.m. EDT on September 11, 2009,
but could be terminated earlier for various reasons set forth in
the Forbearance Agreement including if the lenders under the
Credit Agreement accelerate the maturity of the obligations under
the Credit Agreement, if Waiver No. 13 is terminated, upon the
occurrence of any other default under the Indenture, or if Morris
Publishing files for bankruptcy protection or breaches its
covenants under the Forbearance Agreement.
Morris Publishing anticipates additional extensions of the waiver
and forbearance periods as it continues to pursue alternative
sources of funds or means of financing to repay or refinance the
amounts outstanding on the Credit Agreement and attempt to
refinance or restructure the amounts outstanding on the Notes.
The timing and ultimate outcome of such efforts cannot be
determined at this time.
About Morris Publishing
Morris Publishing Group, LLC -- http://morris.com/-- is a
privately held media company based in Augusta, Ga. Morris
Publishing currently owns and operates 13 daily newspapers as well
as nondaily newspapers, city magazines and free community
publications in the Southeast, Midwest, Southwest and Alaska.
As of June 30, 2009, Morris Publishing had $167,632,000 in total
assets and $475,434,000 in total liabilities.
MYSTIQUE LLC: Case Summary & 12 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Mystique, LLC
c/o J. Wesley Johnson, III
101 Antler Point Road
Chapel Hill, NC 27516
Bankruptcy Case No.: 09-07605
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Eastern District of North Carolina (Wilson)
Judge: J. Rich Leonard
Debtor's Counsel: Jason L. Hendren, Esq.
Hendren & Malone, PLLC
4600 Marriott Drive, Suite 150
Raleigh, NC 27612
Tel: (919) 573-1422
Fax: (919) 420-0475
Email: bwood@hendrenmalone.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $500,001 to $1,000,000
A full-text copy of the Debtor's petition, including a list of its
12 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/nceb09-07605.pdf
The petition was signed by J. Wesley Johnson III, manager of the
Company.
NAPLES SUNSHINE LLC: Case Summary & 6 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Naples Sunshine, LLC
c/o Oakridge Properties, Ltd.
2200 No. Huntington Drive
Algonquin, IL 60102
Bankruptcy Case No.: 09-73797
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Northern District of Illinois (Rockford)
Judge: Manuel Barbosa
Debtor's Counsel: James E. Stevens, Esq.
Barrick, Switzer, Long, Balsley & Van Ev
6833 Stalter Drive
Rockford, Il 61108
Tel: (815) 962-6611
Fax: (815) 962-1758
Email: jstevens@bslbv.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$8,450,213, and total debts of $5,016,409.
A full-text copy of the Debtor's petition, including a list of its
6 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/ilnb09-73797.pdf
The petition was signed by Timothy L. Schwartz, member of the
Company.
NAVISTAR INT'L: To Present Q3 Financial Results on September 10
---------------------------------------------------------------
Navistar International Corporation will present via live web cast
its fiscal 2009 third quarter financial results on Thursday,
September 10, 2009. A live web cast is scheduled at about 10:00
AM EDT. Speakers on the web cast will include Daniel C. Ustian,
Chairman, President and Chief Executive Officer, and other company
leaders.
The web cast can be accessed through a link on the investor
relations page of Navistar's Web site at:
http://ir.navistar.com/events.cfm
Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans. It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets. The company also provides truck and diesel
engine parts and service. Another affiliate offers financing
services.
Navistar reported $9.65 billion in total assets and $11.09 billion
in total liabilities as of April 30, 2009, resulting in
$1.44 billion in stockholders' deficit.
* * *
Navistar carries Standard & Poor's Ratings Services' 'BB-'
corporate credit ratings and Fitch Ratings' 'BB-' Issuer Default
Ratings.
NETWORK SOLUTIONS: Moody's Gives Neg. Outlook, Affirms 'B2' Rating
------------------------------------------------------------------
Moody's Investors Service revised Network Solutions, LLC's ratings
outlook to negative from stable. At the same time, Moody's
affirmed Network Solutions' corporate family rating at B2.
The change in ratings outlook reflects Network Solutions' weaker
than expected financial results over recent quarters and Moody's
expectations that performance may continue to come under pressure
as a result of increased competition and pricing pressure.
Moody's believes that the company may continue to experience a
decline in revenues from its core domain name services business.
Further, Network Solutions has limited headroom under its bank
financial covenant, which constrains the company's liquidity
profile.
Network Solutions' revenue and operating cash flow performance has
been lackluster. Further, Network solutions has lost market share
largely due to continued decline in its total number of domain
name registrations because of increased competitive pressures. In
addition, Moody's believes that if there is not a substantial
improvement in operating cash flow or sizable debt repayment, a
further tightening of the total leverage ratio covenant level
could lead to additional contraction of its covenant cushion or a
possible covenant breach under its bank credit agreement.
The B2 corporate family rating continues to be driven by (1) the
commoditized nature and high competitive environment where Network
Solutions has to compete with bigger and arguably better
capitalized players; (2) leveraged capital structure as a result
of the LBO; (3) still relatively modest size of its business; (4)
the company's still good position in its DNR business, although it
has lost market share over the last few quarters; and (5) the
expectation of continued free cash flow generation of more than
10% of total borrowings.
These ratings have been affirmed:
* Corporate Family Rating -- B2
* Probability of default rating - B2
* $25 million revolving credit facility due 2013 -- B1 (LGD3, 43%)
* $382.5 million senior secured term loan due 2014 -- B1 (LGD3,
43%)
The ratings outlook is negative.
The previous rating action occurred on April 13, 2007, when
Moody's affirmed Network Solutions' B2 Corporate Family Rating.
Network Solutions, headquartered in Herndon, Virginia, is a
provider of internet domain name registration. In addition, the
company provides a portfolio of web products and services to help
customers maximize the value of that identity throughout its life
cycle.
NEW CENTURY COS: Files Revised March 2009 Financial Report
----------------------------------------------------------
New Century Companies, Inc., filed with the Securities and
Exchange Commission an Amendment to its Form 10-Q for the three-
month period ended March 31, 2009, to restate the condensed
consolidated financial statements and all the disclosures
accordingly.
According to the Company, in connection with the preparation of
its condensed consolidated financial statements for the quarter
ended June 30, 2009, it discovered errors in its valuation of its
derivative liabilities, certain contract related balances and a
classification error, which it reported for the three-month period
ended March 31, 2009, and needed to be restated. Specifically,
the condensed consolidated financial statements are being restated
to (i) change the valuation of the derivative liabilities, (ii)
decrease the previously reported change in warrant value during
the quarter ended March 31, 2009, and (iii) adjust revenues, cost
of sales, costs in excess of billings and billings in excess of
costs in connection with the Company's contract accounting.
The Company also noted it filed its March 31 Form 10-Q before its
prior independent registered public accounting firm completed its
review.
A full-text copy of the Form 10-Q/A is available at no charge at:
http://ResearchArchives.com/t/s?441c
As of June 30, 2009, the Company had $1,205,254 in total assets
and $9,047,284 in total liabilities, resulting in $7,842,030
stockholders' deficit. As of June 30, 2009, the Company has an
accumulated deficit of $16,455,000, had recurring losses, a
working capital deficit of $8,108,000, and was also in default on
its convertible notes. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
The Company intends to fund operations through anticipated
increased sales along with renegotiated or new debt and equity
financing arrangements which management believes may be
insufficient to fund its capital expenditures, working capital and
other cash requirements for the year ending December 31, 2009.
Therefore, the Company will be required to seek additional funds
to finance its long-term operations. The successful outcome of
future activities cannot be determined at this time and there is
no assurance that if achieved, the Company will have sufficient
funds to execute its intended business plan or generate positive
operating results.
In response to these problems, management has taken these actions:
-- The Company continues its aggressive program for selling
machines.
-- The Company continues to implement plans to further reduce
operating costs.
-- The Company is seeking investment capital through the
public and private markets.
-- The Company is seeking strategic acquisition candidates.
New Century Companies, Inc., and its wholly owned subsidiary, New
Century Remanufacturing, Inc., provides after-market services,
including rebuilding, retrofitting and remanufacturing of metal
cutting machinery. Once completed, a remanufactured machine is
"like new" with state-of-the-art computers and the cost to the
Company's customers is substantially less than the price of a new
machine. The Company currently sells its services by direct sales
and through a network of machinery dealers primarily in the United
States. Its customers are generally medium to large sized
manufacturing companies in various industries where metal cutting
is an integral part of their businesses. The Company grants
credit to its customers who are predominately located in the
western United States. The Company trades on the OTC Bulletin
Board under the symbol "NCNC."
NEXCEN BRANDS: To File Comprehensive 2008 10-K by September 22
--------------------------------------------------------------
NexCen Brands, Inc., did not filed its Quarterly Report on Form
10-Q for the period ended June 30, 2009, by the required filing
date. It also failed to file the report within the five day grace
period provided in Rule 12b-25.
The Company also has not filed its Quarterly Reports on Form
10-Q for the periods ended March 31, 2008, June 30, 2008 and
September 30, 2008, its Annual Report on Form 10-K for the year
ended December 31, 2008, or its Quarterly Report on Form 10-Q for
the period ended March 31, 2009.
On August 11, 2009, the Company amended its Annual Report on Form
10-K/A for the year ended December 31, 2007, which included
restated 2007 audited financial statements.
The Company said it is in the process of completing the
preparation and audit of its 2008 financial statements. The
Company expects to request a reporting accommodation from the
Securities and Exchange Commission that would allow it to file a
comprehensive Annual Report on Form 10-K for the year ended
December 31, 2008, in lieu of filing both an Annual Report on Form
10-K for the year ended December 31, 2008 and Quarterly Reports on
Form 10-Q for each of the quarters ended March 31, 2008, June 30,
2008 and September 30, 2008. The Company is in the process of
finalizing all of the information that would allow it to file a
Comprehensive 2008 10-K. In addition, the Company is also in the
process of finalizing its Quarterly Reports on Form 10-Q for the
periods ended March 31, 2009 and June 30, 2009.
The Company expects its Comprehensive 2008 10-K and Quarterly
Report on Form 10-Q for the period ended March 31, 2009, to be
complete and ready for filing with the SEC by September 22, 2009.
Following these filings, the Company expects to complete and file
as soon as possible its Quarterly Report on Form 10-Q for the
period ended June 30, 2009. The Company is working expeditiously
to complete these reports and file them as soon as possible.
Amendment to 2007 10-K
The Company said its corrections to its original 2007 financial
statements are not material either individually or in the
aggregate. Further, the Company's net loss per share for fiscal
year 2007 remains unchanged. The aggregate effect of the
restatement on the Company's Consolidated Statements of Operations
for the year-ended December 31, 2007, is as follows:
-- An increase in total revenues of $300,000 to
$34.6 million. The Company previously reported revenues
of $34.3 million.
-- An increase in total operating expenses of $500,000 to
$32.6 million. The Company previously reported total
operating expenses of $32.1 million.
-- An increase in net loss of $0.2 million1, or 4.7%, to
$4.9 million. The Company previously reported a net loss
of $4.6 million.
-- Net loss per share remains unchanged at $0.09 per share.
The amended 2007 10-K also details several immaterial adjustments
to the Company's Consolidated Balance Sheet and Consolidated
Statement of Cash Flows, each as of December 31, 2007.
The Company also concluded that there was substantial doubt about
its ability to continue as a going concern as of December 31,
2007, although its Audited Consolidated Financial Statements
included in the amended 2007 10-K have been prepared assuming that
NexCen will continue as a going concern, consistent with U.S.
generally accepted accounting principles.
NexCen has said it undertook a number of steps in 2008, including
completing an independent investigation, restructuring its debt
facility, instituting significant changes in management, disposing
of non-core assets, including its two licensing businesses, and
remediating certain internal control weaknesses. Additionally, to
ensure proper consideration in its amended 2007 10-K of all events
subsequent to December 31, 2007, the Company first completed the
procedures necessary to substantially finalize its 2008 financial
statements before finalizing the 2007 financial statements and
filing the amended 2007 10-K. The substantial number of events
that have transpired since the Company originally filed its 2007
10-K in March 2008 contributed to the complexity of the Company's
amendment and restatement process and substantially increased the
amount of time needed to complete the amendment of the 2007 10-K.
In addition to the restated financial statements, the amended 2007
10-K includes substantially revised disclosures about the
Company's business to reflect the changes that have occurred since
December 31, 2007.
A full-text copy of the Amendment to 2007 10-K is available at no
charge at http://ResearchArchives.com/t/s?43e8
The Company did not initiate its brand management and franchising
business until the second half of 2006. From the second half of
2006 through the end of 2008, the Company acquired nine brands and
disposed of two brands. The nine brands acquired were: The
Athlete's Foot (November 2006), Bill Blass (February 2007),
MaggieMoo's (February 2007), Marble Slab (February 2007), Waverly
(May 2007), Pretzel Time and Pretzelmaker (August 2007), Great
American Cookies (January 2008) and Shoebox New York (January
2008). The Company sold Waverly in October 2008 and Bill Blass in
December 2008. Additionally, the Company completed a
comprehensive restructuring of its credit facility in August 2008
(with additional subsequent amendments in December 2008, January
2009, July 2009 and August 2009). Further, the Company expects
that it will record total non-cash impairment charges of
approximately $242 million in 2008 related to reductions in the
carrying value of the Company's trademarks, goodwill and other
intangible assets and that it will record an aggregate loss on
sale of approximately $15 million in 2008 in connection with the
Company's sale of Waverly and Bill Blass. As a result, the
Company's revenues, expenses, assets and liabilities for the
period ended June 30, 2009, differ substantially from the period
ended June 30, 2008.
License Agreements
On August 6, 2009, NexCen, through its wholly owned subsidiary TAF
Australia, LLC, entered into an Australia License Agreement and a
New Zealand License Agreement, each by and among TAFA, The
Athlete's Foot Australia Pty Ltd. and RCG Corporation Ltd. The
Athlete's Foot Australia Pty Ltd., a subsidiary of RCG, was
previously the master franchisee for The Athlete's Foot brand for
the territories of Australia and New Zealand.
Pursuant to the License Agreements, which replaces all prior
franchise agreements among the parties, TAFA granted the Licensee
exclusive licenses of The Athlete's Foot brand trademarks and
trade dress for the territories of Australia and New Zealand for
an initial 99 year term. The Licensee may extend the term of each
license agreement for three additional 50 year renewal terms for
nominal additional consideration. In consideration for the
License Agreements, the Licensee paid TAFA a one-time, non-
refundable license fee of $6.2 million.
TAFA is a special purpose, bankruptcy-remote limited liability
company formed under the laws of Delaware, whose only assets are
the License Agreements and the intellectual property that is the
subject of those agreements. The License Agreements contain
customary representations and warranties relating to the licensed
intellectual property and representations related to TAFA's
bankruptcy-remote structure. The License Agreements grant the
Licensee an option to purchase the licensed intellectual property
or all of the ownership interests in TAFA for $10,000 if TAFA
takes certain actions affecting its bankruptcy-remote structure,
including transferring assets or assuming third party liabilities.
The License Agreements also grant the Licensee a first priority
lien over TAFA's assets to secure TAFA's performance of certain
provisions of the License Agreements. TAFA's performance is
further secured by a deed of assignment of the licensed
trademarks, which is held by a third party escrow agent to be
released to the Licensee upon receipt of the requisite evidence of
TAFA's breach of certain provisions of the License Agreements.
Strategic Plan Update
Over the course of 2008, the Company completed the first phase of
its two-phase strategic plan addressing financial and operational
challenges that it faced in the following four ways: (1) divested
the Company's non-core businesses; (2) enhanced the Company's cash
flow, including by reducing operating expenses; (3) improved
corporate infrastructure and certain internal controls; and (4)
executed on initiatives to grow the franchised brands.
The second phase of the Company's strategic plan is being
implemented throughout 2009. Specifically, the Company seeks to
drive revenue growth by (1) strengthening each of NexCen's seven
franchised brands; (2) completing the integration of the
franchised brands, which were acquired in late 2006 through early
2008, into the NexCen Franchise Management operating
infrastructure; (3) enhancing the profitability of NexCen
franchisees; and (4) leveraging NexCen University, the Company's
franchising platform, based in Norcross, Georgia.
NexCen also is continuing to strengthen its financial condition.
On August 6, 2009, the Company repaid $5.0 million of its credit
facility, reducing interest expense going forward by $400,000 on
an annualized basis. Even before the recent pay down of debt, the
Company realized significant reductions in monthly cash interest
expense due to decreases in the outstanding amount of debt and
effective interest rates. The average monthly cash interest
expense was approximately $700,000 and $600,000 in the first and
second quarters of 2009, respectively, as compared to average
monthly cash interest expense of $1.0 million in the fourth
quarter of 2008. The Company's average effective interest rate
for its credit facility (excluding amortized finance costs) was
6.7% and 6.4% in the first and second quarters of 2009,
respectively, as compared to an average rate of 8.6% in the fourth
quarter of 2008.
The changes in the effective interest rate reflect an amendment to
the bank credit facility in early 2009 that reduced the fixed
interest rate applicable to a portion of the debt and a decrease
in the London Interbank Offered Rate (LIBOR), which affects the
variable rates applicable to other portions of the debt. Cash on
hand at June 30, 2009 was approximately $8 million, remaining
consistent with cash on hand on December 31, 2008 and March 31,
2009, respectively.
About NexCen Brands
Based in New York, NexCen Brands, Inc. (PINK SHEETS: NEXC.PK) --
http://www.nexcenbrands.com/-- acquires and manages global
brands, generating revenue through licensing and franchising. The
Company licenses and franchises its brands to a network of leading
retailers, manufacturers and franchisees that generate
$1.3 billion in retail sales in more than 50 countries around the
world. The franchisees operate approximately 1,900 franchised
stores. Franchisee support and training is provided at NexCen
University, a state-of-the-art facility located in Atlanta.
NIELSEN CO: Bank Debt Trades at 6.92% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Nielsen Company is
a borrower traded in the secondary market at 93.08 cents-on-the-
dollar during the week ended Friday, Sept. 4, 2009, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents a drop of 0.77 percentage points
from the previous week, The Journal relates. The loan matures on
May 1, 2016. The Company pays 375 basis points above LIBOR to
borrow under the facility. The bank debt is not rated by Moody's,
while it carries Standard & Poor's B+ rating. The debt is one of
the biggest gainers and losers among widely quoted syndicated
loans in secondary trading in the week ended Sept. 4, among the
149 loans with five or more bids.
Active in approximately 100 countries, with headquarters in
Haarlem, The Netherlands and New York, USA, The Nielsen Company
B.V. is a global information and media company.
Nielsen Company carries a 'B2' long term corporate family rating
from Moody's, 'B' issuer credit rating from standard & Poor's, and
'B' issuer default rating from Fitch.
NORTEL NETWORKS: Additional Bids Received for Enterprise Unit
-------------------------------------------------------------
Nortel Networks confirmed it has received at least two additional
bids for its unit that sells communications systems to corporate
customers, Ottawa Citizen reported.
As reported by the Troubled Company Reporter on August 6, 2009,
Nortel has won approval to sell its enterprise solutions business
to Avaya Inc. for US$475 million, absent higher and better bids at
an auction. According to Ottawa Citizen, other "most likely
bidders" to rival Avaya's stalking horse bids are (1) Enterprise
Networks Holdings, a joint venture of Gores Group, a U.S. private
equity firm, and Siemens of Germany, (ii) MatlinPatterson, another
private equity group from the U.S. The auction will be held
September 11.
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's technologies are designed to help eliminate today's
barriers to efficiency, speed and performance by simplifying
networks and connecting people to the information they need, when
they need it. 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 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)
NORTHERN STAR: Has Pact With FDIC to Take Actions for Bank
----------------------------------------------------------
Northern Star Financial, Inc. (OTCBB: NSBK) the parent company of
Northern Star Bank, said September 4 that Northern Star Bank has
entered into an agreement and consented to the issuance of an
order by the Federal Deposit Insurance Corporation to take
affirmative actions in order to improve and strengthen the bank's
operations.
The order cites weaknesses in bank operations and condition,
including inadequate management, capital and earnings, excessive
loan losses and an excessive level of adversely classified loans.
The order alleges that the bank is operating with an inadequate
allowance for loan losses, hazardous lending and lax collection
practices and an inadequate funds management policy and loan
review system. The order requires, among other things, that the
bank improve earnings and capital levels, develop a management
plan, increase board participation, improve funds management
practices, reduce concentrations of credit, improve lending and
collection practices and policies, increase its allowance for
anticipated loan and lease losses and adhere to regulatory
restrictions on inter-company payments. The bank entered into the
agreement without admitting or denying any charges of unsafe or
unsound banking practices and violations of laws or regulations.
Northern Star Bank President and Chief Executive Officer, Tom
Stienessen said: "The deterioration in the commercial real estate
markets has resulted in an unprecedented decline in the value of
real estate contributing to the challenges the bank otherwise
faces in recessionary times. While there is a lot of second
guessing and finger pointing by congress and regulators, banks and
bankers are required to deal with the here and now. We are
diligently working with the FDIC to address the requirements and
concerns included in the agreement and the order. This process is
designed to improve stability and the operation of the bank and
help us in this challenging time."
Mr. Stienessen reported that the bank is considered "Well
Capitalized" by regulatory standards and the bank is participating
in the FDIC's transaction account guarantee program in which all
funds in non-interest bearing transaction deposit accounts will be
protected in full. This insurance coverage on non-interest-
bearing transaction accounts is over and above the $250,000
coverage already provided to customers by the FDIC. The coverage
will last through December 31, 2013.
The Company commenced operations on January 25, 1999 as a bank
holding company whose subsidiary provides financial services.
Northern Star Bank's business is that of a financial intermediary
and consists primarily of attracting deposits from the general
public and using such deposits, together with borrowings and other
funds, to make secured and unsecured loans to business and
professional concerns and mortgage loans secured by residential
real estate and other consumer loans. The Bank operates two full-
service offices that are located in Mankato and St. Cloud,
Minnesota.
NOTTINGHAM VILLAGE: Case Summary & 15 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Nottingham Village Development Corp.
4858 Route 32
Catskill, NY 12414
Bankruptcy Case No.: 09-13311
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No.
------ --------
Friar Tuck Inn of the Catskills, Inc. 09-13312
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Northern District of New York (Albany)
Judge: Chief Judge Robert E. Littlefield, Jr.
Debtor's Counsel: Christian H. Dribusch, Esq.
Patroon Building
5 Clinton Square
Albany, NY 12207
Tel: (518) 436-1662
Fax: (518) 432-1996
Email: cdribusch@nycap.rr.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$1,705,500, and total debts of $1,200,050.
A list of the Company's 15 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/nynb09-13311.pdf
The petition was signed by Ricky S. Caridi Jr., chief executive
officer of the Company.
ORLEANS HOMEBUILDERS: Management to Assume Prez, COO Roles
----------------------------------------------------------
Orleans Homebuilders, Inc., said on August 28, 2009, Michael T.
Vesey, Director, President and Chief Operating Officer, had passed
away. Mr. Vesey served as a Director since September 2001 and as
the Company's President and Chief Operating Officer since April
1998. Mr. Vesey was with the Company for more than 22 years.
Until an interim or permanent successor is appointed, existing
management will carry out Mr. Vesey's responsibilities as
President and Chief Operating Officer.
Liquidity Crunch
Orleans Homebuilders, its wholly owned subsidiary, Greenwood
Financial, Inc., and certain affiliates of Greenwood Financial,
Inc., Wachovia Bank, National Association, as administrative
agent, and various other lenders on August 13, 2009, entered into
the Second Amendment to the Second Amended and Restated Revolving
Credit Loan Agreement dated as of September 30, 2008.
The bank amendment was primarily effected to address the Company's
near-term liquidity needs through roughly September 30, 2009,
while providing additional time for the Company to work with its
lending group to attempt to obtain a maturity extension of the
Company's bank credit facility and certain longer-term
modifications to borrowing base availability and other covenants.
The amendment includes modifications to avoid scheduled reductions
in borrowing base availability as a result of changes to the
calculations of certain category limitations scheduled for the
borrowing base certificate as of July 31, 2009 (due on August 17,
2009); to exclude certain financial letters of credit that
previously reduced net borrowing base availability; and to
postpone the potential negative impact on the borrowing base of
new appraisals of borrowing base assets.
The Company believes that the temporary enhancements to liquidity
achieved through the Amendment should meet the Company's liquidity
needs only up to approximately September 30, 2009. The Company
anticipates that without either an extension of the maturity date
in the Loan Agreement and other related modifications, or an
additional amendment to the Loan Agreement, by September 30, 2009:
(i) the net borrowing base availability at that time will
likely be significantly less than the borrowings under the
Loan Agreement at that time;
(ii) the Company will be unable to pay the existing additional
loan fee presently due on September 30, 2009;
(iii) the Company will violate the minimum liquidity covenant in
the Loan Agreement at some time between September 30, 2009
and October 22, 2009; and
(iv) the Company will not have sufficient liquidity to continue
its normal operations on approximately September 30, 2009,
or shortly thereafter.
The Company may need additional amendments to its credit facility
for a variety of reasons prior to September 30, 2009, such as to
provide additional liquidity.
A full-text copy of the Second Amendment is available at no charge
at http://ResearchArchives.com/t/s?4236
About Orleans Homebuilders
Based in Bensalem, Pennsylvania, Orleans Homebuilders, Inc. (AMEX:
OHB) -- http://www.orleanshomes.com/-- develops, builds and
markets high-quality single-family homes, townhouses and
condominiums. The Company serves a broad customer base including
first-time, move-up, luxury, empty nester and active adult
homebuyers. The Company currently operates in 11 distinct
markets: Southeastern Pennsylvania; Central and Southern New
Jersey; Orange County, New York; Charlotte, Raleigh and
Greensboro, North Carolina; Richmond and Tidewater, Virginia;
Chicago, Illinois; and Orlando, Florida. The Company's Charlotte,
North Carolina operations also include adjacent counties in South
Carolina.
PAETEC HOLDING: To Net $1.3MM by Selling Warrants Under Agent Plan
------------------------------------------------------------------
PAETEC Holding Corp. filed a prospectus with Securities and
Exchange Commission in connection with its plan to issue
-- warrants to purchase up to 600,000 shares of common stock
issuable under its 2009 agent warrant plan;
-- up to 600,000 shares of common stock issuable upon the
exercise of warrants issued under the 2009 agent warrant
plan; and
-- up to 448,744 shares of common stock issuable upon the
exercise of warrants outstanding under its 1999 agent
warrant plan.
The Company will issue warrants under its 2009 Agent Incentive
Plan to select independent sales agents that provide services for
the Company as of the warrant issue dates. "The warrants will
become exercisable if the holders satisfy vesting conditions and
will be exercisable through the tenth anniversary of their
respective issue dates. The exercise price of any such warrant
generally will be equal to the closing price of the common stock
as reported on the NASDAQ Global Select Market on the warrant
issue date," the Company said.
"The warrants outstanding under our 1999 agent warrant plan are
exercisable through the tenth anniversary of their respective
issue dates at exercise prices ranging from $1.24 to $4.93 per
share of our common stock."
"We will receive proceeds from payments in cash of the exercise
price of any warrants. If all of the warrants outstanding under
our 1999 agent warrant plan are exercised for cash, we will
receive total net proceeds of approximately $1.3 million."
A full-text copy of the prospectus is available at no charge at:
http://ResearchArchives.com/t/s?43e4
In August, the Company reported wider net loss of $16,485,000 for
the second quarter ended June 30, 2009, from $14,724,000 for the
same quarter a year ago. For the first half of 2009, the Company
posted a net loss of $19,793,000 from a net loss of $17,674,000
for the same period in 2008.
The Company recorded lower total revenue of $395,161,000 for the
second quarter ended June 30, 2009, from $405,272,000 for the same
quarter a year ago. First half 2009 total revenue was
$794,411,000 from $764,068,000 in the prior year.
As of June 30, 2009, the Company had $1,453,905,000 in total
assets and $1,259,830,000 in total liabilities.
Effective on June 1, 2009, the Company entered into a Second
Amendment and Waiver to its Credit Agreement with its lenders
which amends the Credit Agreement, dated as of February 28, 2007
and amended as of June 27, 2007. The Amendment grants the Company
the right, at its option and subject to specified conditions,
voluntarily to prepay term loans outstanding under its term loan
facilities at any time and from time to time during a period
beginning on the effective date of the Amendment and ending 18
months after such effective date. The total cash payments to be
made by the Company in connection with such voluntary prepayments
may not exceed $100,000,000, excluding amounts applied to the
payment of accrued and unpaid interest and fees.
The Amendment also modifies some of the restrictive covenants in
the Credit Agreement primarily to permit the Company to issue
senior secured notes and to allow the Company and its subsidiaries
to incur indebtedness and related obligations under such notes if
specified conditions are satisfied.
The Company entered into an Indenture, dated as of June 29, 2009,
with The Bank of New York Mellon, as trustee, pursuant to which
the Company issued $350,000,000 in aggregate principal amount of
its 8-7/8% Senior Secured Notes due 2017. The Company sold the
Notes at an offering price of 96.549% of the principal amount of
the Notes in an offering exempt from the registration requirements
of the Securities Act of 1933. The closing of the sale took place
on June 29, 2009. The Company applied the proceeds of the
offering, together with cash on hand, to repay $330,500,000
principal amount of outstanding term loans under the Company's
existing senior secured credit facilities and to pay related fees
and expenses.
Immediately following the application of the offering proceeds,
term loans in an aggregate principal amount of $242,100,000
remained outstanding under the senior secured credit facilities,
and revolving loans in an aggregate principal amount of
$50,000,000 were outstanding under the Company's $50 million
revolving credit facility.
The Notes accrue interest at a rate of 8.875% per year from
June 29, 2009. Interest is payable semi-annually in cash in
arrears on June 30 and December 31 of each year, commencing on
December 31, 2009. The Notes will mature on June 30, 2017.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?43e5
About PAETEC Holding
PAETEC Holding Corp., through its subsidiaries, provides
integrated communications services, including local and long
distance voice, data, and broadband Internet access services,
primarily to business and institutional customers. On February 8,
2008, PAETEC Holding completed its combination by merger with
McLeodUSA Incorporated, which became a wholly owned subsidiary of
PAETEC Holding upon completion of the merger.
As of June 30, 2009, PAETEC had in service 223,311 digital T1
transmission lines, which represented the equivalent of 5,359,464
access lines, for over 47,000 business customers in a service area
encompassing 82 of the country's top 100 metropolitan statistical
areas.
* * *
As reported by the Troubled Company Reporter on June 18, 2009,
Standard & Poor's Ratings Services assigned PAETEC Holding's
proposed senior secured notes due 2017 an issue-level rating of
'B' (the same as the corporate credit rating) with a recovery
rating of '3', indicating expectations for meaningful (50%-70%)
recovery in the event of payment default. At the same time, S&P
affirmed all other ratings on PAETEC, including the 'B' corporate
credit rating. The outlook is stable.
Moody's Investors Service assigned a B1 rating to the senior
secured note issuance. Moody's affirmed all other ratings,
including the SGL-1 liquidity rating. The rating outlook remains
stable.
PENN NATIONAL: Bank Debt Trades at 3.14% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Penn National
Gaming, Inc., is a borrower traded in the secondary market at
96.86 cents-on-the-dollar during the week ended Friday, Sept. 4,
2009, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents a drop of
0.45 percentage points from the previous week, The Journal
relates. The loan matures on May 26, 2012. The Company pays 200
basis points above LIBOR to borrow under the facility. The bank
debt carries Moody's Ba2 rating and Standard & Poor's BB + rating.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Sept. 4, among the 149 loans with five or more bids.
As reported in the Troubled Company Reporter on Aug. 12, 2009,
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.
On Aug. 11, 2009, the TCR reported that Standard & Poor's Ratings
Services assigned its issue-level and recovery ratings to
Wyomissing, Pennsylvania-based Penn National Gaming, Inc.'s
proposed $250 million senior subordinated notes due 2019. S&P
rated the notes 'BB-' (at the same level as the corporate credit
rating on the company) with a recovery rating of '4', indicating
its expectation of average (30%-50%) recovery for noteholders in
the event of a payment default. Proceeds from the proposed notes,
along with cash on hand or draws under the revolving credit
facility, will be used to repay a portion of the term loan A bank
facility and to repurchase outstanding 6.875% senior subordinated
notes pursuant to a recently announced cash tender offer.
At the same time, S&P affirmed its issue-level rating on Penn
National's outstanding senior subordinated notes at 'BB-' (the
same as the corporate credit rating). The recovery rating on
these loans remains at '4', indicating its expectation of average
(30%-50%) recovery for noteholders in the event of a payment
default. S&P also affirmed its issue-level rating on the
company's senior secured credit facilities at 'BB+' (two notches
higher than the 'BB-' corporate credit rating). The recovery
rating on these loans remains at '1', indicating its expectation
of very high (90%-100%) recovery for lenders in the event of a
payment default.
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.
PETCETERA: 20 Retail Stores to be Re-Opened
-------------------------------------------
Canadian Press reports that Petcetera founder Dan Urbani will re-
open the Company's best 20 stores by September 26. Petcetera had
49 stores before its bankruptcy. The new stores will have a new
selection of products, a different look, and more staff than
before the closures, the report says, citing Mr. Urbani.
Petcetera is a privately held national chain of pet supply stores
based in British Columbia. It has been operating for almost 12
years. Petcetera President and CEO Dan Urbani founded the Company
in 1997.
As reported by the TCR on June 19, 2009, Petcetera filed for
bankruptcy protection. PricewaterhouseCoopers was appointed by
the court as receiver for Petcetera.
PETER CHRISTIAN TSOU: Case Summary & 6 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Peter Christian Tsou
3271 Baker Street
San Francisco, CA 94123
Bankruptcy Case No.: 09-32633
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
Northern District of California (San Francisco)
Debtor's Counsel: Shawn R. Parr, Esq.
Parr Law Group, PC
1625 The Alameda #101
San Jose, CA 95125
Tel: (408) 267-4500
Email: shawn@parrlawgroup.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. Tsou's petition, including a list of his 6
largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/canb09-32633.pdf
The petition was signed by Mr. Tsou.
PHARMOS CORPORATION: Posts $6MM Net Loss in 6 Months Ended June 30
------------------------------------------------------------------
Pharmos Corporation posted a net loss of $2.25 million for three
months ended June 30, 2009, compared with a net loss of
$2.66 million for the same period in 2008.
For six months ended June 30, 2009, the Company posted a net loss
of $5.92 million compared with a net loss of $6.26 million for the
same period in 2008.
The Company's balance sheet at June 30, 2009, showed total assets
of $3.36 million, total liabilities of $3.30 million and
stockholders' equity of about $60,000.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4408
On Feb. 25, 2009, PricewaterhouseCoopers LLP in New York City
expressed substantial doubt about Pharmos Corporation's ability to
continue as a going concern after auditing the Company's financial
statements for the fiscal years ended Dec. 31, 2008, and 2007.
The auditor noted that the Company suffered recurring losses from
operations and has an accumulated deficit.
About Pharmos Corp.
Headquartered in Iselin, New Jersey, Pharmos Corporation (Nasdaq:
PARS) -- http://www.pharmoscorp.com/-- is a biopharmaceutical
company that discovers and develops novel therapeutics to treat a
range of diseases of the nervous system, including disorders of
the brain-gut axis, with a focus on pain/inflammation and
autoimmune disorders. The company's lead product, dextofisopam,
is being studied in a Phase 2b clinical trial in patients with
Irritable Bowel Syndrome (IBS).
PHILADELPHIA NEWSPAPERS: Creditors Try to Stop PR Campaign
----------------------------------------------------------
Bob Warner at Philadelphia Daily News reports that Philadelphia
Newspapers' creditors have asked Chief U.S. Bankruptcy Judge
Stephen Raslavich to stop the "Keep It Local" campaign of Daily
News and Inquirer.
As reported by the TCR on September 1, 2009, Philadelphia
Newspapers' new advertisement in the Philadelphia Inquirer angered
Ben Logan at O'Melveny & Myers LLP, who represents unsecured
creditors in the Debtor's bankruptcy case. Mr. Logan said that
Philadelphia Newspapers' using of its own pages to tout its
reorganization plan was "highly inappropriate" and describe the
move as a publicity campaign in favor of the sale to the stalking-
horse bidder [a group of local investors led by homebuilder Bruce
Toll]". The group is offering to pump $35 million in cash into
Philadelphia Newspapers and fund a $17 million letter of credit.
The official committee of unsecured creditors said in court
documents that the public relations campaign is an inappropriate
use of company resources "meant to demonize 'out-of-town' buyers"
and favor corporate insiders.
The expenses of the "Keep It Local" campaign are minimal, as it is
relying mostly on in-house workers and the newspapers' own ads,
Philadelphia Daily News relates, citing Philadelphia Newspapers
spokesperson Jay Devine.
Shira Ovide at The Wall Street Journal relates that Brian Tierney,
a former Philadelphia adman who has spent three years trying to
revive Philadelphia Newspapers, will face off on September 15
against creditors that are owed $300 million and want to seize
ownership of the Philadelphia Inquirer and Philadelphia Daily
News.
Philadelphia Newspapers -- http://www.philly.com/-- owns and
operates numerous print and online publications in the
Philadelphia market, including the Philadelphia Inquirer, the
Philadelphia Daily News, several community newspapers, the
region's number one local Web site, philly.com, and a number of
related online products. The Company's flagship publications are
the Inquirer, the third oldest newspaper in the country and the
winner of numerous Pulitzer Prizes and other journalistic
recognitions, and the Daily News.
Philadelphia Newspapers and its debtor-affiliates filed for
Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D.
Pa. Case No. 09-11204). Proskauer Rose LLP is the Debtors'
bankruptcy counsel, while Lawrence G. McMichael, Esq., at Dilworth
Paxson LLP is the local counsel. The Debtors' financial advisor
is Jefferies & Company Inc. The Garden City Group, Inc. serves as
claims and notice agent. Philadelphia Newspapers listed assets
and debts of $100 million to $500 million in its bankruptcy
petition.
PHYSICIANS & SURGEONS: Batesville, Panola Seek Payment of Taxes
---------------------------------------------------------------
The Associated Press reports that the city of Batesville and
Panola County are seeking to collect $1.9 million in property
taxes from Tri-Lakes Medical Center.
According to The AP, Tri-Lakes' major creditors UPS Capital and
Stillwater National Bank have objected to paying the taxes, citing
an exemption in state law for nonprofit hospitals.
The Hon. David W. Houston III of the U.S. Bankruptcy Court for the
Northern District of Mississippi said that he will rule in the
case in a month, The AP states.
Physicians & Surgeons Hospital Group dba Tri-Lakes Medical Center
-- http://www.trilakesmedical.com/-- operates a hospital and
medical center. The Debtor filed for Chapter 11 protection on
Aug. 23, 2007 (Bankr. Aber. Case No. 07-12967). Craig M. Geno,
Esq., of Harris Jernigan & Geno, PLLC represents the Debtor in its
restructuring efforts. When the Debtor filed for bankruptcy, it
listed assets between $100,000 to $1 million and debts between
$1 million to $100 million.
PIERRE LLC: Case Summary & 9 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Pierre, LLC
11444 South Halsted
Chicago, IL 60628
Bankruptcy Case No.: 09-32662
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Jack B. Schmetterer
Debtor's Counsel: Karen J. Porter, Esq.
Porter Law Network
230 West Monroe, Suite 240
Chicago, IL 60606
Tel: (312) 372-4400
Fax: (312) 372-4160
Email: kjplawnet@aol.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
9 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/ilnb09-32662.pdf
The petition was signed by Pierre Romeus, member of the Company.
PLATINUM COMMUNITY: Closed; FDIC OKs Insured Deposits' Payout
-------------------------------------------------------------
The Federal Deposit Insurance Corporation approved the payout of
the insured deposits of Platinum Community Bank, Rolling Meadows,
Illinois. The bank was closed September 4 by the Office of Thrift
Supervision, which appointed the FDIC as receiver.
The FDIC will mail customers checks for their insured funds on
Tuesday, September 8. Platinum Community Bank, as of August 29,
2009, had total assets of $345.6 million and total deposits of
$305.0 million.
The FDIC entered into an agreement with MB Financial Bank,
National Association, to accept the failed bank's direct deposits
from the federal government, such as Social Security and Veterans'
payments. Customers must use MB Financial's branch located at
2251 Plum Grove, Palatine, Illinois, to access their federal
government direct deposits.
Customers who have questions about the transaction can call the
FDIC toll free at 1-800-640-2751. Interested parties can also
visit the FDIC's Web site at:
http://www.fdic.gov/bank/individual/failed/platinum-il.html
Beginning Tuesday, depositors of Platinum Community Bank with more
than $250,000 at the bank may visit the FDIC's Web page "Is My
Account Fully Insured?" at http://www2.fdic.gov/dip/Index.aspto
determine their insurance coverage.
Platinum Community Bank is the 88th FDIC-insured institution to
fail this year and the 15th in Illinois. The last bank to be
closed in the state was Inbank, Oak Forest, earlier September 4.
The FDIC estimates the cost of the failure to its Deposit
Insurance Fund to be approximately $114.3 million.
PROVIDENT FINANCIAL: Files for Bankruptcy in Montana
----------------------------------------------------
Provident Financial Inc. filed for Chapter 11, citing the
"uncertainty of the economy and the eroding financial condition"
of the company, Bloomberg's Carla Main said. Provident seeks an
"orderly liquidation of assets" with proceeds to be distributed to
investors, according to a board resolution filed with the Chapter
11 petition.
Provident Financial Inc. provides loans, investments and
insurance. It filed for Chapter 11 on Sept. 2 (Bankr. D. Mont.
Case No. 09-cv-61756), listing assets of up to $50,000 and debts
of $10 million to $50 million.
PROVIDENT FINANCIAL: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Provident Financial, Inc.
PO Box 2900
Kalispell, MT 59903
Bankruptcy Case No.: 09-61756
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Montana (Butte)
Judge: Ralph B. Kirscher
Debtor's Counsel: Harold V. Dye, Esq.
PO Box 9198
Missoula, MT 59807-9198
Tel: (406) 542-5205
Email: firm@dyemoelaw.com
Estimated Assets: $0 to $50,000
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.
The petition was signed by Brad Walterskirchen, president of the
Company.
PTS CARDINAL: Bank Debt Trades at 12.65% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which PTS Cardinal
Health is a borrower traded in the secondary market at 87.35
cents-on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.41
percentage points from the previous week, The Journal relates.
The loan matures April 10, 2014. The Company pays 225 basis
points to borrow under the facility. The bank debt carries
Moody's Ba3 rating and S&P's BB- rating. The debt is one of the
biggest gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Sept. 4, among the 149 loans
with five or more bids.
In April 2007, Cardinal Health completed the sale of its
Pharmaceutical Technologies and Services segment to The Blackstone
Group for approximately $3.3 billion. PTS provides advanced
technologies and outsourced services for the pharmaceutical,
biotechnology and consumer health industry. PTS develops,
manufactures and packages pharmaceutical and other products.
QUALITY DISTRIBUTION: Moody's Downgrades Default Rating to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service downgraded the probability of default
rating of Quality Distribution LLC to Caa3 from Caa1 and
downgraded the ratings on Quality's $100 million 9% subordinated
notes due 2010 to C (LGD 5, 85%) from Caa3 (LGD 6, 91%). The
corporate family rating of Caa1, the $135 million senior unsecured
notes due 2012 rating of Caa2 (LGD 4) and the negative outlook
remain unchanged.
The action follows Quality's August 28, 2009 announcement of an
exchange and consent solicitation offer. The company has offered
new $135 million 10% senior unsecured notes due 2013 and certain
cash consideration for its $135 million senior unsecured notes due
2012, and $100 million 11% senior subordinated pay-in-kind notes
due 2013 for its $100 million 9% subordinated notes due 2010;
additionally, $7.5 million cash has been offered for the 9%
subordinated notes tendered, as specified in the offer. The
consent solicitations being sought would remove from the existing
indentures material restrictive covenants and certain event of
default provisions.
Moody's considers the foregoing transaction to be a distressed
exchange announcement because of Quality's weak liquidity profile,
driven largely by the near-term maturity of the existing 9%
subordinated notes (and associated revolving credit facility
acceleration risk), and the significant monetary loss relative to
note principal value that note holders will likely incur. The
probability of default rating downgrade reflects likelihood that
the exchange will occur, while the subordinated note downgrade
corresponds to Moody's estimate of the loss that participants will
incur. The senior unsecured note rating affirmation follows
application of Moody's Loss Given Default Methodology.
Upon the conclusion of the exchange offer, Moody's expects to
revise the ratings to reflect the post-exchange credit profile; at
that time, to denote the limited default, an "LD" designation
would be added to the probability of default rating.
The negative outlook reflects volume pressures facing trucking
companies due to the recession, concerns over Quality's leveraged
balance sheet, and liquidity concerns.
The ratings are:
* Probability of default Caa3
* Corporate family Caa1
* $135 million senior unsecured notes due 2012 Caa2, LGD 4, 64%
* $100 million 9% subordinated notes due 2010 C, LGD 5, 85%
Moody's last rating action on Quality occurred May 4, 2009 when
the outlook was changed to negative from stable.
Quality's ratings were assigned by evaluating factors Moody's
believe are relevant to the credit profile of the issuer, such as
i) the business risk and competitive position of the company
versus others within its industry, ii) the capital structure and
financial risk of the company, iii) the projected performance of
the company over the near to intermediate term, and iv)
management's track record and tolerance for risk. These
attributes were compared against other issuers both within and
outside of Quality's core industry and Quality's ratings are
believed to be comparable to those of other issuers of similar
credit risk.
Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida. The
company is a leading transporter of bulk liquid and dry bulk
chemicals. Apollo Management, L.P., owns approximately 53% of the
common stock of Quality Distribution, Inc.
RALPH PORRATA: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Ralph O. Porrata
1978 Estrella Ave., #11
Los Angeles, CA 90007
Bankruptcy Case No.: 09-33719
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Vincent P. Zurzolo
Debtor's Counsel: Jeremy Faith, Esq.
1888 Century Park East, Suite 1500
Los Angeles, CA 90067
Tel: (310) 277-7400
Fax: (310) 277-7584
Email: jfaith@rdwlawcorp.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$6,541,285, and total debts of $7,929,681.
A full-text copy of Mr. Porrata's petition, including a list of
his 20 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/cacb09-33719.pdf
The petition was signed by Mr. Porrata.
REVLON INC: Revises Offer to Exchange Docs to Provide More Info
---------------------------------------------------------------
Revlon Inc. has filed Amendment No. 4 to revise the Tender Offer
Statement and Schedule 13E-3 Transaction Statement on Schedule TO
filed on August 10, 2009, relating to its offer to exchange each
share of Revlon's Class A common stock, par value $0.01 per share,
for one share of Revlon's newly issued Series A preferred stock,
par value $0.01 per share.
Revlon said the Offer to Exchange dated August 10, 2009, has been
amended in the form of the Second Amended and Restated Offer to
Exchange dated September 3, 2009, a full-text copy of which is
available at no charge at:
http://ResearchArchives.com/t/s?4429
Revlon revised certain of the offer materials to provide its
stockholders with additional disclosure, but there have been no
changes to the economic terms of the offer.
The Exchange Offer is subject to certain conditions, including the
non-waivable condition that at least 10,117,669 shares of Class A
Common Stock -- representing a majority of the Class A Common
Stock not beneficially owned by MacAndrews & Forbes Holdings Inc.
and its affiliates -- are tendered.
The Exchange Offer will expire at 5:00 p.m., New York City time,
on September 10, 2009, unless the offer is extended.
About Revlon
Revlon Inc. -- http://www.revloninc.com/-- is a worldwide
cosmetics, hair color, beauty tools, fragrances, skincare, anti-
perspirants/deodorants and beauty care products company. Revlon
Inc. conducts its business exclusively through its direct wholly
owned operating subsidiary, Revlon Consumer Products Corporation,
and its subsidiaries. Revlon is a direct and indirect majority
owned subsidiary of MacAndrews & Forbes Holdings Inc., a
corporation wholly-owned by Ronald O. Perelman. The Company's
brands, which are sold worldwide, include Revlon(R), Almay(R),
ColorSilk(R), Mitchum(R), Charlie(R), Gatineau(R), and Ultima
II(R).
At June 30, 2009, Revlon had $797.4 million in total assets; and
$326.4 million in total current liabilities, $1.15 billion in
long-term debt, $107.0 million in long-term debt by affiliates,
$213.8 million in long-term pension and other post-retirement plan
liabilities, $66.6 million in other long-term liabilities;
resulting in $1.07 billion in stockholders' deficiency.
REVLON INC: Bank Debt Trades at 6.5% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Revlon, Inc., is a
borrower traded in the secondary market at 93.50 cents-on-the-
dollar during the week ended Friday, Sept. 4, 2009, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 0.55 percentage
points from the previous week, The Journal relates. The loan
matures on Dec. 20, 2011. The Company pays 400 basis points above
LIBOR to borrow under the facility. The bank debt carries Moody's
B1 rating and Standard & Poor's B rating. The debt is one of the
biggest gainers and losers among widely quoted syndicated loans in
secondary trading in the week ended Sept. 4, among the 149 loans
with five or more bids.
Headquartered in New York City, Revlon, Inc. (NYSE: REV) --
http://www.revloninc.com/-- is a worldwide cosmetics, hair color,
beauty tools, fragrances, skincare, anti-perspirants/deodorants
and personal care products company. The Company's brands, which
are sold worldwide, include Revlon(R), Almay(R), Mitchum(R),
Charlie(R), Gatineau(R), and Ultima II(R).
At March 31, 2009, Revlon Inc. had $784,700,000 in total assets;
$300,900,000 in total current liabilities, $1,183,600,000 in long-
term liabilities, $107,000,000 in long-term debt of affiliates,
$222,900,000 in long-term pension and other post-retirement plan
liabilities, and $65,400,000 in other long-term liabilities;
resulting in $1,095,100,000 in stockholders' deficit.
SEALY CORP: Board Appoints Matthew W. King as Director
------------------------------------------------------
Effective August 28, 2009, the Board of Directors of Sealy
Corporation appointed Matthew W. King to serve as a director of
the Company. Mr. King will not serve on any Committees of the
Board of Directors and will replace Andrew J. Bellas who has
resigned from the Board of Directors of the Company effective
August 28, 2009. Mr. Bellas did not serve on any Committees of
the Board of Directors. Mr. King's compensation for the services
will be consistent with that offered to the Company's other non-
employee directors.
Mr. King is currently a principal with KKR Capstone which he
joined in 2003 from McKinsey & Co. where he worked in a broad
range of industries from insurance to petroleum. At KKR Capstone,
Mr. King has worked with Accellent, PRIMEDIA, Sealy, Visant, and
Yellow Pages Group. He holds a B.S., Summa Cum Laude, from North
Carolina State University.
Trinity, North Carolina-based Sealy Corp. (NYSE: ZZ) --
http://www.sealy.com/-- is the largest bedding manufacturer in
the world with sales of $1.5 billion in fiscal 2008. The Company
manufactures and markets a broad range of mattresses and
foundations under the Sealy(R), Sealy Posturepedic(R), including
SpringFree(TM), PurEmbrace(TM) and TrueForm(R); Stearns &
Foster(R), and Bassett(R) brands. Sealy operates 25 plants in
North America, and has the largest market share and highest
consumer awareness of any bedding brand on the continent. In the
United States, Sealy sells its products to roughly 3,000
customers with more than 7,000 retail outlets.
At May 31, 2009, the Company had $1.0 billion in total assets;
$222.8 million in current liabilities, $836.6 million in long-term
obligations, net of current portion, $95.9 million in rights
liability for convertible notes, $69.1 million in other
liabilities, $6.7 million in deferred income tax liabilities; and
$230.4 million in shareholders' deficit.
* * *
Sealy Corp. carries Standard & Poor's 'B' corporate credit rating,
'BB-' issue-level ratings on its senior secured credit facilities,
and 'CCC+' issue-level rating on its senior subordinated notes;
and Moody's Investors Service's "B2" corporate family rating and
probability-of-default rating, "Ba3" senior secured notes rating
and "Caa1" senior subordinated notes rating.
SMH SAWTELLE: Case Summary & 13 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: SMH Sawtelle Condominiums, LLC
5967 W. 3rd St. Suite 102
Los Angeles, CA 90036
Bankruptcy Case No.: 09-33828
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Samuel L. Bufford
Debtor's Counsel: Susan K. Seflin, Esq.
11400 West Olympic Blvd, 9th Flr
Los Angeles, CA 90064-1565
Tel: (310) 478-4100
Fax: (310) 479-1422
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
13 largest unsecured creditors, is available for free at:
http://bankrupt.com/misc/cacb09-33828.pdf
The petition was signed by Edward Tzvi Fleischmann, manager of the
Company.
SOUTHERN COMMUNITY: Files Chapter 7 After Bank Seized
-----------------------------------------------------
Southern Community Bancshares, Inc., on September 1, 2009, filed a
voluntary petition for relief pursuant to Chapter 7 (Bankr. N.D.
Ga. Case No. 09-13159).
The bankruptcy trustee is Theo Davis Mann, 28 Jackson Street, P.O.
Box 310, Newman, Georgia 30264-0310. The trustee was appointed on
September 2, 2009 and will be responsible for the wind-up of the
Company's business.
As reported by the Troubled Company Reporter on June 22, 2009,
Southern Community Bank, Fayetteville, Georgia was closed June 19
by the Georgia Department of Banking and Finance, which appointed
the Federal Deposit Insurance Corporation as receiver. To protect
the depositors, the FDIC entered into a purchase and assumption
agreement with United Community Bank, Blairsville, Georgia, to
assume all of the deposits of Southern Community Bank.
As of May 29, 2009, Southern Community Bank had total assets of
$377 million and total deposits of approximately $307 million.
United Community Bank paid a premium of 1% to acquire all of the
deposits of the failed bank. In addition to assuming all of the
deposits of the failed bank, United Community Bank agreed to
purchase approximately $364 million of assets. The FDIC has
retained the remaining assets for later disposition. The FDIC
estimates that the cost to the Deposit Insurance Fund (DIF) will
be $114 million.
About Southern Community
Southern Community Bancshares, Inc. was a bank holding company.
The Company's wholly owned subsidiary, Southern Community Bank
(the Bank), was a full-service commercial bank. The Bank's primary
service area was Fayette County, Georgia. The principal business
of the Bank was to accept deposits from the public and to make
loans and other investments. The principal source of funds for the
Bank's loans and other investments were customer deposit accounts,
which include non-interest-bearing demand accounts, time deposits,
savings and other interest bearing transaction accounts, and
amortization and prepayments of loans and investments. In June
2009, United Community Bank, a wholly owned subsidiary of United
Community Banks, Inc., announced the acquisition of Southern
Community Bank.
STAAR SURGICAL: Posts $2.75MM Net Loss in Six Months Ended June 30
------------------------------------------------------------------
STAAR Surgical Company posted a net loss of $1.08 million for
three months ended July 3, 2009, compared with a net loss of
$2.54 million for the same period in 2008.
For six months ended July 3, 2009, the Company posted a net loss
of $2.75 million compared with a net loss of $11.48 million for
the same period in 2008.
The Company's balance sheet at July 3, 2009, showed total assets
of $59.32 million, total liabilities of $36.04 million and
stockholders' equity of $23.28 million.
The Company related that on May 11, 2009, a final judgment was
entered in the case Parallax Medical Systems, Inc. v. STAAR
Surgical Company, confirming a $4.9 million jury verdict against
STAAR. The adverse judgment, and STAAR's need to obtain a surety
bond or post a deposit in the amount of 150% of the judgment
amount to stay enforcement during appeal raise substantial doubt
about the its ability to continue as a going concern.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4407
Monrovia, California-based STAAR Surgical Company (NASDAQ: STAA)
-- http://www.staar.com/-- develops, manufactures and markets
minimally invasive ophthalmic products employing proprietary
technologies. STAAR's products are used by ophthalmic surgeons
and include the Visian ICL, a tiny, flexible lens implanted to
correct refractive errors, as well as innovative products designed
to improve patient outcomes for cataracts and glaucoma.
Manufactured in Switzerland by STAAR, the ICL is approved by the
FDA for use in treating myopia, has received CE Marking and is
sold in more than 50 countries. Collamer(R) is the brand name for
STAAR's proprietary collagen copolymer lens material.
STAAR has said it currently lacks the cash to satisfy the final
judgment expected to result from the $4.9 million verdict in the
Parallax case or to fund the bond necessary to pursue appeal.
Execution of judgment is currently stayed until 40 days after
entry of final judgment; if STAAR cannot satisfy the Judgment or
post an appeal bond before the stay expires, STAAR could be
required to petition for protection under federal bankruptcy laws,
which could further impair its financial position and liquidity,
and would likely result in a default under STAAR's $5 million
senior secured promissory note held by Broadwood Partners, L.P.
If it becomes likely that STAAR will not be able to satisfy the
Judgment or post an appeal bond before the stay expires, STAAR
will likely be required to reclassify its indebtedness under the
promissory note as current indebtedness, which could adversely
affect third-party assessments of STAAR's creditworthiness. STAAR
assumes no obligation to update its forward-looking statements to
reflect future events or actual outcomes and does not intend to do
so.
Going Concern Doubt
April 2, 2009, BDO Seidman, LLP in Los Angeles, California
expressed substantial doubt about the Company's ability to
continue as a going concern after auditing the Company's financial
statements for the years ended Jan. 2, 2009, and Dec. 28, 2007.
The auditor noted that the Company suffered recurring losses from
operations, negative cash flows, accumulated deficit, and the
adverse judgment.
STANDARD PACIFIC: Amends Term Loan B Credit Agreement with BofA
---------------------------------------------------------------
Standard Pacific Corp. said effective September 3, 2009, the Term
Loan B Credit Agreement, dated as of May 5, 2006, among the
Company, Bank of America, as Administrative Agent, and the lender
parties, was amended to provide that the Company would be required
to pay a fee equal to 50 basis points per quarter on the
outstanding principal amount of the loans under the Term Loan B
Credit Agreement if the Company fails to maintain either a minimum
ratio of cash flow from operations to consolidated homebuilding
interest incurred, a minimum ratio of home building EBITDA to
consolidated home building interest incurred or a maximum ratio of
combined net home building debt to consolidated tangible net
worth. In addition, the amendment increases the ratio of cash
flow from operations to consolidated homebuilding interest
incurred and homebuilding EBITDA to consolidated homebuilding
interest incurred test from 1.0 to 1.0 to 1.25 to 1.0 for each
fiscal quarter following September 30, 2011.
A full-text copy of the Amendment is available at no charge at:
http://ResearchArchives.com/t/s?4424
About Standard Pacific Corp.
Headquartered in Irvine, California, Standard Pacific Corp. (NYSE:
SPF) -- http://www.standardpacifichomes.com/-- operates in many
of the largest housing markets in the country with operations in
major metropolitan areas in California, Florida, Arizona, the
Carolinas, Texas, Colorado and Nevada. The Company also provides
mortgage financing and title services to its homebuyers through
its subsidiaries and joint ventures, Standard Pacific Mortgage
Inc., SPH Home Mortgage and SPH Title.
Standard Pacific generated a net loss of $23.1 million, or $0.10
per diluted share, for the second quarter ended June 30, 2009,
versus a net loss of $249.0 million, or $3.44 per diluted share,
for the year earlier period. As of June 30, 2009, the Company had
$1.91 billion in total assets and $1.56 billion in total
liabilities.
* * *
According to the Troubled Company Reporter on April 1, 2009,
Standard & Poor's Ratings Services lowered its issue-level rating
on Standard Pacific Corp.'s senior unsecured notes to 'CCC-' from
'CCC' and removed the rating from CreditWatch, where it was placed
with negative implications on March 4, 2009. At the same time,
S&P lowered its recovery rating on the debt to '5' from '4',
indicating that senior noteholders can expect modest (10%-30%)
recovery in the event of a payment default.
STONEVIEW LLC: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Stoneview, LLC
1659 Branham Lane
Suite F, PMB 315
San Jose, CA 95118
Bankruptcy Case No.: 09-21462
Chapter 11 Petition Date: September 2, 2009
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Debtor's Counsel: Daniel E. Garrison, Esq.
Law Offices Of Daniel E Garrison PLLC
7114 E Stetson Drive, Suite 300
Scottsdale, AZ 85251
Tel: (480) 421-9449
Fax: (480) 522-1515
Email: dan@andantelaw.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 Ronald Buchholz.
SUNRA COFFEE: Gets Schedules Filing Extension Until September 21
----------------------------------------------------------------
Hon. Robert J. Faris of the U.S. Bankruptcy Court for the District
of Hawaii extended until Sept. 21, 2009, Sunra Coffee LLC's time
to file its schedules A-H, and the statement of financial affairs.
Sunra Coffee LLC, which does business as Royal Hualalai Gardens,
owns a 225-acre housing development on a former coffee plantation
in Holualoa, Hawaii. The subdivision is set on the slopes of
Hualalai above Kailua-Kona. Sunra Coffee filed for Chapter 11 on
August 21, 2009 (Bankr. D. Hawaii Case No. 09-01909). Don Jeffrey
Gelber, Esq., at Gelber Gelber & Ingersoll, represents the Debtor
in its restructuring effort. The petition says the Debtor has
assets and debts of $10,000,001 to $50,000,000.
SUNRA COFFEE: Unsecured Creditors Object to Insiders' Financing
---------------------------------------------------------------
Takano Nakamura Landscaping, Inc., and E.M. Rivera and Sons, Inc.,
unsecured creditors in Sunra Coffee LLC's Chapter 11 cases filed
with The U.S. Bankruptcy Court for the District of Hawaii their
objections to the Debtor's motion to obtain postpetition
financing.
The Debtor proposed to obtain a loan from its members or manager,
Toshio Masuda and Mariko Ejiri, and to secure said loan with a
mortgage and security interest on Debtor's property.
The Debtor related that an appraisal undertaken on behalf of
Hawaii National Bank in 2008 found that Debtor's Royal Hualalai
Gardens subdivision had a bulk acquisition market value of
$36,050,000 and an aggregate retail value of the 40 finished lots
of $46,375,000.
The Debtor further related that it invested $29,000,000 in the
development of its RHG property, and that Hawaii National Bank's
secured loans total approximately $9,000,000 to $10,000,000.
The Debtor required the DIP financing to maintain and preserve its
assets and to pay its administrative expenses during the course of
the case.
Salient Terms of the DIP Financing
Borrowing Limit: $600,000
Interest Rate: 8% per annum
Maturity Date: One year after the date of the lenders'
first advance under the credit facility,
the occurrence of a termination event or
an event of default.
Events of Default: Non-payment at maturity and other events
of default.
In their objection, the unsecured creditors related that:
-- the proposed loan had priority over all unsecured claims,
including the unsecured claim of Takano Nakamura in the
amount of approximately $250,000;
-- even if the RHG property was sold in bulk through a
foreclosure or liquidation sale, there could be sufficient
value in the RHG property to satisfy Hawaii National Banks
secured liens, the unsecured claims, and a return of equity
to Debtor;
-- Mr. Masuda and Ms. Ejiri, are interested parties, who desire
to protect their already substantial investment in Debtor;
and
-- the terms of their proposed loan do not provide any security
for unsecured creditors.
Takano Nakamura asked the Court to allow a further investigation
by the Trustee or the unsecured creditors committee to evaluate
the proposed loan, including its terms and impact upon all
interested parties.
Takano Nakamura is represented by Koshiba Agena & Kubota and E.M.
Rivera and Sons, Inc. is represented by Van Rernis.
About Sunra Coffee
Sunra Coffee LLC, which does business as Royal Hualalai Gardens,
owns a 225-acre housing development on a former coffee plantation
in Holualoa, Hawaii. The subdivision is set on the slopes of
Hualalai above Kailua-Kona. Sunra Coffee filed for Chapter 11 on
August 21, 2009 (Bankr. D. Hawaii Case No. 09-01909). Don Jeffrey
Gelber, Esq., at Gelber Gelber & Ingersoll, represents the Debtor
in its restructuring effort. The petition says the Debtor has
assets and debts of $10,000,001 to $50,000,000.
SUNRA COFFEE: Proposes as GG&I as General Bankruptcy Counsel
------------------------------------------------------------
Sunra Coffee LLC asks the U.S. Bankruptcy Court for the District
of Hawaii for authority to employ Gelber Gelber & Ingersoll as
general counsel.
GG&I will represent and advise the Debtor in the Chapter 11 case.
Don Jeffrey Gelber, a director and president of GG&I, tells the
court that the firm will apply for compensation for services and
reimbursement of expenses.
Mr. Gelber assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Gelber can be reached at:
Gelber Gelber & Ingersoll
745 Fort Street, Suite 1400
Honolulu, HI 96813
Tel: (808) 524-0155
Fax: (808) 531-6963
Sunra Coffee LLC, which does business as Royal Hualalai Gardens,
owns a 225-acre housing development on a former coffee plantation
in Holualoa, Hawaii. The subdivision is set on the slopes of
Hualalai above Kailua-Kona. Sunra Coffee filed for Chapter 11 on
August 21, 2009 (Bankr. D. Hawaii Case No. 09-01909). The
petition says the Debtor has assets and debts of $10,000,001 to
$50,000,000.
SUNRA COFFEE: Unsecured Creditors Object to Insiders' Financing
---------------------------------------------------------------
Takano Nakamura Landscaping, Inc., and E.M. Rivera and Sons, Inc.,
unsecured creditors in Sunra Coffee LLC's Chapter 11 cases filed
with The U.S. Bankruptcy Court for the District of Hawaii their
objections to the Debtor's motion to obtain postpetition
financing.
The Debtor proposed to obtain a loan from its members or manager,
Toshio Masuda and Mariko Ejiri, and to secure said loan with a
mortgage and security interest on Debtor's property.
The Debtor related that an appraisal undertaken on behalf of
Hawaii National Bank in 2008 found that Debtor's Royal Hualalai
Gardens subdivision had a bulk acquisition market value of
$36,050,000 and an aggregate retail value of the 40 finished lots
of $46,375,000.
The Debtor further related that it invested $29,000,000 in the
development of its RHG property, and that Hawaii National Bank's
secured loans total approximately $9,000,000 to $10,000,000.
The Debtor required the DIP financing to maintain and preserve its
assets and to pay its administrative expenses during the course of
the case.
Salient Terms of the DIP Financing
Borrowing Limit: $600,000
Interest Rate: 8% per annum
Maturity Date: One year after the date of the lenders'
first advance under the credit facility,
the occurrence of a termination event or
an event of default.
Events of Default: Non-payment at maturity and other events
of default.
In their objection, the unsecured creditors related that:
-- the proposed loan had priority over all unsecured claims,
including the unsecured claim of Takano Nakamura in the
amount of approximately $250,000;
-- even if the RHG property was sold in bulk through a
foreclosure or liquidation sale, there could be sufficient
value in the RHG property to satisfy Hawaii National Banks
secured liens, the unsecured claims, and a return of equity
to Debtor;
-- Mr. Masuda and Ms. Ejiri, are interested parties, who desire
to protect their already substantial investment in Debtor;
and
-- the terms of their proposed loan do not provide any security
for unsecured creditors.
Takano Nakamura asked the Court to allow a further investigation
by the Trustee or the unsecured creditors committee to evaluate
the proposed loan, including its terms and impact upon all
interested parties.
Takano Nakamura is represented by Koshiba Agena & Kubota and E.M.
Rivera and Sons, Inc. is represented by Van Rernis.
About Sunra Coffee
Sunra Coffee LLC, which does business as Royal Hualalai Gardens,
owns a 225-acre housing development on a former coffee plantation
in Holualoa, Hawaii. The subdivision is set on the slopes of
Hualalai above Kailua-Kona. Sunra Coffee filed for Chapter 11 on
August 21, 2009 (Bankr. D. Hawaii Case No. 09-01909). Don Jeffrey
Gelber, Esq., at Gelber Gelber & Ingersoll, represents the Debtor
in its restructuring effort. The petition says the Debtor has
assets and debts of $10,000,001 to $50,000,000.
SUNRA COFFEE: Taps G. Rick Robinson as Hawaii Asset Manager
-----------------------------------------------------------
Sunra Coffee LLC asks the U.S. Bankruptcy Court for the District
of Hawaii for authority employ G. Rick Robinson as asset manager
for the Debtor's Hawaii properties, principally the properties
comprising the Royal Hualalai Gardens subdivision.
Mr. Robinson will represent the Debtor and respond to expressions
of interest and requests for inspection from potential buyers. He
will also review and pay bills for expenses related to the
Debtor's property and operations.
The Debtor proposes to pay Mr. Robinson a monthly fee of $5,000.
To the best of the Debtor's knowledge, Mr. Riobinson is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
Sunra Coffee LLC, which does business as Royal Hualalai Gardens,
owns a 225-acre housing development on a former coffee plantation
in Holualoa, Hawaii. The subdivision is set on the slopes of
Hualalai above Kailua-Kona. Sunra Coffee filed for Chapter 11 on
August 21, 2009 (Bankr. D. Hawaii Case No. 09-01909). Don Jeffrey
Gelber, Esq., at Gelber Gelber & Ingersoll, represents the Debtor
in its restructuring effort. The petition says the Debtor has
assets and debts of $10,000,001 to $50,000,000.
SUN-TIMES MEDIA: To File Ch. 11 Plan Centering on Jim Tyree Bid
---------------------------------------------------------------
Julie Johnsson and Michael Oneal at The Chicago Tribune report
that the Sun-Times Media Group Inc. would file within days a plan
of reorganization that will center on a bid by Mesirow Financial
Holdings chairperson Jim Tyree's investor group.
A source had said that the Plan could be filed as early as last
Friday, The Tribune relates. The Tribune notes that the filing is
more likely to be done as early as this week, due to the
complexity of the situation.
As reported by the TCR on May 6, 2009, Mr. Tyree said that he was
assembling a group to bid for Sun-Times Media. Mesirow Financial
wouldn't be part of any bid, according to Mr. Tyree. He said that
he would like to form a group of four to 25 to keep the Company --
the Chicago Sun-Times and its 58 suburban Chicago papers and Web
sites -- in Chicago.
Citing a person familiar with the matter, The Tribune states that
the amount of the bid was unclear, but it will include cash, an
assumption of liabilities, and assurances of additional financial
resources, but won't include Sun-Times Media's $600 million
federal tax liability. The source said that the tax debt will
stay with a portion of Sun-Times Media that will remain in
bankruptcy court, according to the report.
Tyree's offer is expected to be contingent on significant labor
concessions, and will be treated as a stalking-horse bid by the
court, according to The Tribune.
The Associated Press relates that Sun-Times Media spokesperson
Tammy Chase said that the Company is closing its suburban printing
plant in Northfield, Pioneer Press. About 70 workers would be
laid off, The AP states. Sun-Times Media executives are meeting
with union leaders to discuss efforts to sell the Company, The AP
says, citing Ms. Chase.
The Tribune relates that Sun-Times Media is running out of cash to
operate.
Sun-Times Media Group, Inc. -- http://www.thesuntimesgroup.com/--
(Pink Sheets: SUTM) owns media properties including the Chicago
Sun-Times and Suntimes.com as well as newspapers and Web sites
serving more than 200 communities across Chicago. The Company and
its affiliates conduct business as a single operating segment
which is concentrated in the publishing, printing, and
distribution of newspapers in greater Chicago, Illinois,
metropolitan area and the operation of various related Web sites.
The Company also has affiliates in Canada, the United Kingdom, and
Burma.
Sun-Times Media's balance sheet at September 30, 2008, showed
total assets of $479.9 million, total liabilities of
$801.7 million, resulting in a stockholders' deficit of roughly
$321.8 million.
The Company and its affiliates filed for Chapter 11 bankruptcy
protection on March 31, 2009 (Bankr. D. Del. Case No. 09-11092).
James H.M. Sprayregan, P.C., James A. Stempel, Esq., David A.
Agay, Esq., and Sarah H. Seewer, Esq., at Kirkland & Ellis LLP,
assist the Debtors in their restructuring efforts. Kurtzman
Carson Consultants LLC is the Debtors' claims agent. As of
November 7, 2008, the Debtors listed $479,000,000 in assets and
$801,000,000 in debts.
SUNRISE SENIOR: Partial 2009 Annual Bonus Payments to Execs Okayed
------------------------------------------------------------------
Sunrise Senior Living, Inc., reports that on August 25, 2009, the
compensation committee of its board of directors approved the 2009
annual bonus performance metrics applicable to the Company's
executive officers:
* Mark S. Ordan, CEO,
* Julie A. Pangelinan, CFO,
* Daniel J. Schwartz, senior vice president - North American
operations, and
* Greg Neeb, CIO.
The performance metrics include two components -- a team based
metric and an individual management by objectives metric.
For each of these executive officers, the team based metric will
account for 60% and the individual MBOs metric will account for
40% of the executive's 2009 annual target bonus, except for Mr.
Schwartz for whom the team based metric and the individual MBOs
metric will each account for 50% of his 2009 annual target bonus
amount. For 2009, the team based metric consists of meeting
specified cash balance targets at year end 2009 necessary to run
the Company's ongoing operations. The individual MBO metric
applicable to each of the executive officers consists of providing
change management leadership, reducing G&A expense, effectively
maintaining cash position while balancing the long-term needs of
the Company with short-term demands, achieving increased occupancy
levels in line with top competitors and increasing community
profitability. An additional MBO metric applicable to Mr. Ordan,
Ms. Pangelinan and Mr. Neeb (but not Mr. Schwartz) is monetizing
non-core assets or other strategic sales.
The 2009 annual target bonus amounts for the Company's executive
officers are:
* Mr. Ordan -- 150% of his 2009 annual base salary of
$650,000 (up to a maximum of 300%);
* Ms. Pangelinan -- 100% of her 2009 annual base salary of
$400,000 (up to a maximum of 150%);
* Mr. Schwartz -- 100% of his 2009 annual base salary of
$350,000 (up to a maximum of 150%); and
* Mr. Neeb -- 100% of his 2009 annual base salary of $400,000
(up to a maximum of 150%).
On August 28, 2009, the compensation committee of the board of
directors approved partial 2009 annual bonus payments to each of
these executive officers of 33% of their target 2009 annual bonus
amounts:
* Mr. Ordan -- $321,750;
* Ms. Pangelinan -- $132,000;
* Mr. Schwartz -- $115,500; and
* Mr. Neeb -- $132,000.
The executive officers remain eligible to receive the balance of
their 2009 annual bonus amounts, subject to achievement of the
metrics described as determined by the compensation committee.
The Company also has approved the payment of partial 2009 annual
bonuses to each of the Company's bonus eligible employees of 33%
of the employee's target 2009 annual bonus amount. The partial
2009 annual bonus payments for the executive officers and all
bonus eligible employees as a group total approximately
$2.7 million. The bonus payments were made to recognize the
extraordinary hard work of the Company's executives and employees
during a difficult and uncertain period where significant progress
has been made on several corporate imperatives.
In addition, at the recommendation of Mr. Ordan, on August 28,
2009, the compensation committee also approved a special bonus of
$194,000 to Mr. Schwartz based on Mr. Ordan's assessment of Mr.
Schwartz's contributions to key operational and strategic
decisions.
Bankruptcy Warning
Sunrise Senior Living said it has no borrowing availability under
its bank credit facility, and it has significant scheduled debt
maturities in 2009 and significant long-term debt that is in
default. Sunrise is endeavoring to extend debt maturity dates,
re-finance debt and obtain waivers from applicable lenders. It is
engaged in discussions with various venture partners and third
parties regarding the sale of certain assets with the purpose of
increasing liquidity and reducing obligations to enable the
Company to continue operations. Sunrise expects that its cash
balances and expected cash flow are sufficient to enable it to
meet operating obligations through December 2, 2009. If it is not
able to achieve these objectives, it will not have sufficient
financial resources to meet financial obligations and it could be
forced to seek reorganization under the U.S. Bankruptcy Code.
On April 28, 2009, Sunrise Senior Living entered into a Twelfth
Amendment to the Bank Credit Facility. The significant terms
include waiver of all existing financial covenants through
December 2, 2009, the maturity date of the Bank Credit Facility;
requirement to maintain minimum cash balance as of the last day of
each month and of not less than $5 million at any time; a cash
sweep as of the last day of October and November 2009 to reduce
principal equal to the greater of consolidated cash in excess of
$35 million or $2 million; and a permanent reduction of the
commitment after an agreed-upon repayment of the outstanding
balance from dispositions consented to by our lenders, federal
income tax refunds of $20.8 million and payments received from the
cash sweep.
As of June 30, 2009, the Company had $1.14 billion in total assets
and $1.09 billion in total liabilities. Sunrise had $37.0 million
and $29.5 million of unrestricted cash at June 30, 2009 and
December 31, 2008, respectively. As of June 30, 2009, Sunrise and
its consolidated subsidiaries had debt of $614.5 million, of which
$99.1 million of debt is scheduled to mature in 2009, along with
$69.2 million of draws on the Bank Credit Facility. Long-term
debt that is in default totals $360.4 million, including
$190.2 million of debt that is in default as a result of the
failure to pay principal and interest to the lenders of Sunrise's
German communities, and $170.2 million of debt that is in default
as a result of Sunrise's failure to meet certain financial
covenants.
About Sunrise Senior Living
Sunrise Senior Living, a McLean, Va.-based company --
http://www.sunriseseniorliving.com/-- employs roughly 40,000
people. As of June 30, 2009, Sunrise operated 415 communities in
the United States, Canada, Germany and the United Kingdom, with a
combined unit capacity of roughly 42,750 units. Sunrise offers a
full range of personalized senior living services, including
independent living, assisted living, care for individuals with
Alzheimer's and other forms of memory loss, as well as nursing and
rehabilitative services. Sunrise's senior living services are
delivered by staff trained to encourage the independence, preserve
the dignity, enable freedom of choice and protect the privacy of
residents.
SUSAN ELLIS: Court Okays Auction of Assets on September 17
----------------------------------------------------------
WTHR reports that the court has approved an auction of Susan
Ellis' assets. The auction will start on September 17, says the
report.
WTHR quoted Keri Gresk, assistant to Chapter 11 trustee, as
saying, "She didn't pay employee withholding with her business
Pharmasource Temporary Pharmacy Services and so she was indicted
on those charges."
According to WTHR, Ms. Ellis owed the government over $2 million
and was fined $1.2 million. WTHR says that the government is
getting its money by auctioning off Ms. Ellis' personal items,
which includes designer jewelry and 250 designer handbags that
were removed from the storage units she rented before entering
prison. The report states that the government already auctioned
off a boat, jet skis, and other properties. The report says that
the government believes that Ms. Ellis went on a big buying spree
before entering prison, spending upward of $200,000.
Ms. Ellis, WTHR relates, has fought the auction of her property
from prison. She said that the Chapter 11 trustee in the case
exaggerated the scope of her belongings, according to the report.
The report states that Ms. Ellis was able to delay the sale
initially set for July.
Susan Ellis owned and operated Pharmasource Temporary Pharmacy
Services from 1995 to 2007. The Company served as a temporary
placement service for pharmacists.
Ms. Ellis is serving a five-year federal prison term for tax
fraud. In the midst of the IRS investigation, Ellis filed for
Chapter 11 bankruptcy protection in May 2007 to try to safeguard
the assets of her company.
SYDELL INC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Sydell Inc.
dba Spa Sydell
4100 Perimeter South
Atlanta, GA 30341
Bankruptcy Case No.: 09-83407
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: David G. Bisbee, Esq.
Law Office of David G. Bisbee
2929 Tall Pines Way
Atlanta, GA 30345
Tel: (770) 939-4881
Fax: (770) 783-8595
Email: bisbeed@bellsouth.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
According to the schedules, the Company has assets of at least
$5,042,184, and total debts of $4,306,109.
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/ganb09-83407.pdf
The petition was signed by Reina Bermudez.
SYNTHEMED INC: Posts $1 Million Net Loss in Quarter Ended June 30
-----------------------------------------------------------------
SyntheMed Inc. posted a net loss of $1.17 million for three months
ended June 30, 2009, compared with a net loss of $1.01 million for
the same period in 2008.
For six months ended June 30, 2009, the Company posted a net loss
of $2.16 million compared with a net loss of $2.48 million for the
same period in 2008.
The Company's balance sheet at June 30, 2009, showed total assets
of $1.40 million, total liabilities of $340,000 and stockholders'
equity of $1.06 million.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4405
Headquartered in Iselin, New Jersey, SyntheMed Inc. (OTC BB: SYMD)
-- http://www.synthemed.com-- is a biomaterials company engaged
in the development and commercialization of anti-adhesion
products, drug delivery products and other surgical implants. The
company is primarily focused on the advancement and expansion of
product development programs based on its proprietary
bioresorbable polymer technology.
Going Concern Doubt
On March 23, 2009, Eisner LLP, in New York, expressed substantial
doubt about SyntheMed Inc.'s ability to continue as a going
concern after auditing the company's financial statements for the
years ended Dec. 31, 2008, and 2007. The auditing firm pointed to
the company's recurring net losses, limited revenues and cash
outflows from operating activities.
TARGETED GENETICS: Going Concern Doubt Raised Due to Cash Needs
---------------------------------------------------------------
Targeted Genetics Corporation reported a net income of
$7.31 million for three months ended June 30, 2009, compared with
a net loss of $3.79 million for the same period in 2008.
For six months ended June 30, 2009, the Company reported a net
income of $5.52 million compared with a net loss of $7.21 million
for the same period in 2008.
The Company's balance sheet at June 30, 2009, showed total assets
of $4.07 million, total liabilities of $2.10 million and
shareholders' equity of $1.97 million.
The Company said that there is substantial doubt about its ability
to continues as a going concern. The Company noted that its
combined cash and cash equivalents totaled $2.50 million at
June 30, 2009. The Company said that its current financial
resources and the cash it expects to receive from its
collaborative partners, grants and other business activities will
only be sufficient to fund its operations until mid-to-late
August 2009. The Company added that unless it raises sufficient
additional capital by the end of August 2009, it expects to begin
the process of ceasing operations or otherwise winding up its
business.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?43f3
Based in Seattle, Washington, Targeted Genetics Corporation --
http://www.targetedgenetics.com/-- is a biotechnology company
committed to the development of innovative therapies for the
prevention and treatment of diseases with significant unmet
medical need. A key area of focus for Targeted Genetics is
applying its proprietary Adeno-Associated Virus (AAV) technology
platform to deliver genetic constructs to increase gene function
or silence gene function. Targeted Genetics' lead product
development efforts target ocular and neurological indications,
two therapeutic areas where AAV delivery may have competitive
advantages over other therapeutic modalities.
TOWN CENTER: Faced Foreclosure Suit Before Bankruptcy Filing
------------------------------------------------------------
Tom Daykin at the Journal Sentinel reports that Harris Bank had
filed a foreclosure lawsuit against Town Center LLC, for missing
payments and defaulting on two mortgage loans. According to the
Journal Sentinel, Town Center filed for Chapter 11 bankruptcy
protection the day before Waukesha County Circuit Judge Donald
Hassin was scheduled to hear Harris Bank's request to appoint a
receiver to operate the Towne Centre. Court documents say that
Town Center admits the defaults, but denies that it owes the
almost $26 million amount claimed by Harris Bank, and also denies
the bank's claim that it has the right to have a receiver operate
the property, including rent collection.
Town Center LLC filed for bankruptcy September 1, 2009 (Bankr.
E.D. Wisc. Case No. 09-32733). Mark L. Metz, Esq., at Leverson &
Metz, S.C., represents the Debtor in its restructuring effort.
According to the petition, assets and debts are between
$10,000,001 to $50,000,000.
TRANS ENERGY: June 30 Balance Sheet Upside-Down by $1.28 Million
----------------------------------------------------------------
Trans Energy, Inc.'s balance sheet at June 30, 2009, showed total
assets of $33.54 million and total liabilities of $34.82,
resulting in a stockholders' deficit of about $1.28 million.
For three months ended June 30, 2009, the Company posted a net
loss of $818,583 compared with a net loss of $298,086 for the same
period in 2008.
For six months ended June 30, 2009, the Company posted a net loss
of $1.47 million compared with a net loss of $1.51 million for the
same period in 2008.
The Company said that its continued losses, limited working
capital, and need for additional funding raised substantial doubt
about its ability to continue as a going concern. The Company
noted that it incurred cumulative operating losses through
June 30, 2009, of $36,951,914 and had a stockholders' deficit at
June 30, 2009. Revenues during the six months ended June 30,
2009, were not sufficient to cover its operating costs.
The Company anticipates meeting its working capital needs with
revenues from its ongoing operations, particularly from its wells
in Wetzel, Marion and Doddridge Counties, West Virginia and new
transportation of gas for third parties on its 6-inch pipeline
located in West Virginia. In the event revenues are not
sufficient to meet its working capital needs, the Company will
explore the possibility of additional funding from either the sale
of debt or equity securities or through an increase in the
available credit facility with CIT Capital. There can be no
assurance the funding will be available to the Company or, if
available, it will be on acceptable or favorable terms.
A full-text copy of the Company's Form 10-Q is available for free
at http://ResearchArchives.com/t/s?4404
Trans Energy, Inc. (OTC:TENG) is engaged in the exploration,
development and production of natural gas and oil, and the
marketing and transportation of natural gas. The Company own
interests in and operate approximately 295 oil and gas wells in
West Virginia. It also owns and operates an aggregate of over 26
miles of four-inch, six-inch and eight-inch gas transmission lines
located within West Virginia in the counties of Marion, Doddridge,
Ritchie, Wetzel and Tyler. It also has approximately 29,429 gross
acres under lease in West Virginia primarily in the counties of
Wetzel, Marion and Doddridge. The Company operates its oil and
natural gas properties and transport and market natural gas
through its transmission systems in West Virginia. Trans Energy's
principal operations consist of oil and gas sales with Trans
Energy, and pipeline transmission with Ritchie County Gathering
Systems and Tyler Construction Company.
TRIAXX FUNDING: Indenture Amendment Cues Moody's Rating Actions
---------------------------------------------------------------
Moody's Investors Service announced that it has determined that
the ratings currently assigned to Triaxx Funding High Grade I,
Ltd., as the "Issuer" will not, at this time, be reduced or
withdrawn solely as a result of the execution of an amendment to
its indenture dated as of September 3, 2009, as the "Supplemental
Indenture". The Supplemental Indenture extends the maturity date
of the credit enhancement notes for three months, from
September 3, 2009, to December 3, 2009. The maturity date
extension in and of itself would not increase the expected loss of
the rated notes to cause a ratings downgrade at this time.
Triaxx Funding High Grade I, Ltd., is a Structured Investment
Vehicle - Lite managed by ICP Asset Management LLC.
The last rating action on Triaxx Funding High Grade I occurred on
March 2, 2009. On that date, the Class B-1 Mezzanine Floating
Rate Notes Due 2047 was downgraded to Ca from B1 on review for
downgrade; the Class B-2 Mezzanine Floating Rate Notes Due 2047
was downgraded to C from B2 on review for downgrade; the Class C
Mezzanine Floating Rate Deferrable Interest Notes Due 2047 was
downgraded to C from Caa2 on review for downgrade; and Class D
Mezzanine Floating Rate Deferrable Interest Notes Due 2047 was
downgraded to C from Ca.
Many transaction documents (to which Moody's is never a party)
specify that, in order to amend the documents, the issuer must
obtain an opinion from the rating agencies that the proposed
amendment would not in and of itself result in the related ratings
being downgraded or withdrawn at the time of the amendment. This
type of provision is typically referred to in the indenture as a
"rating agency confirmation" or "RAC". Moody's is never obligated
to provide a RAC, and the decision whether or not to issue a RAC
lies entirely within Moody's sole discretion.
Before providing a RAC for an amendment, the proposal is reviewed
by a Moody's credit committee which considers, among other things,
the performance of the specific transaction and collateral manager
and the specifics of the proposed amendment and the particular
structure of the transaction. A RAC is purely an opinion, as of
the point in time at which the RAC is provided, that the proposed
amendment in isolation does not introduce sufficient additional
credit risk so as to negatively impact the related ratings. A RAC
does not address any other, non-credit related impact that the
amendment might have. Moody's further emphasizes that a RAC is
not a substitute for noteholder consent or for independent
analyses by noteholders of the impact on them of any proposed
amendment.
TRUE TEMPER: Lenders Extend Forbearance Through September 30
------------------------------------------------------------
True Temper Sports, Inc., on August 31, 2009, amended the existing
forbearance with the lenders in its 2006 Restated Credit Facility,
to extend such forbearance through September 30, 2009. The terms
and conditions of the amended forbearance were substantially
similar to those of the expiring agreement.
On March 16, 2009, the Company did not make the principal payment
then due on its revolving credit loans, in an aggregate amount
equal to $20.0 million (including $17.0 million in borrowings and
$3.0 million in outstanding letters of credit), due to the lenders
under the Company's 2006 Restated Credit Facility. The Company's
failure to make the scheduled principal payment on the revolving
credit loans is an Event of Default under the 2006 Restated Credit
Facility, which entitles the lenders to immediately accelerate the
repayment of all other amounts borrowed under the 2006 Restated
Credit Facility together with accrued and unpaid interest thereon.
Also on March 16, 2009, the Company did not pay interest then due
to the holders of its 8-3/8% Senior Subordinated Notes due 2011.
The failure to pay interest constituted an Event of Default under
the Indenture, which gave the holders of the 8-3/8% Notes the
right to accelerate the payment of the principal together with
accrued and unpaid interest thereon. The non-payment of principal
then due under the 2006 Restated Credit Facility also constituted
an Event of Default under the Indenture, giving the holders of the
8-3/8% Notes the right to immediately accelerate the repayment of
the principal of the 8-3/8% Notes together with accrued and unpaid
interest thereon.
The non-payment of interest under the Indenture also constituted
an Event of Default under the Second Lien, giving the lenders the
right to accelerate the repayment of amounts borrowed under the
Second Lien together with accrued and unpaid interest thereon. The
non-payment of principal under the 2006 Restated Credit Facility,
if continued for 90 days after notice or if the maturity of
principal of the 2006 Restated Credit Facility is accelerated,
will also constitute an Event of Default under the Second Lien,
giving the lenders the right to accelerate the repayment of
amounts borrowed under the Second Lien together with accrued and
unpaid interest thereon.
Under the Original Forbearance Agreement entered into on March 16,
2009, the Company obtained a 90-day forbearance from all of the
lenders in the Company's revolving credit facility and a majority
of the lenders in the Company's 2006 Restated Credit Facility.
Prior to the August 31 amendment, the Agreement was thrice amended
to extend the forbearance agreement. Upon expiration of the
forbearance period, the forbearance will be immediately and
automatically terminated and be of no further force or effect and
the lenders may then exercise their rights under the lending
agreements.
The Company previously said it has retained the investment banking
firm, Lazard Middle Market, to assist it in exploring alternatives
to enhance the Company's capital structure.
About True Temper Sports
True Temper Sports, Inc., is a wholly-owned subsidiary of True
Temper Corporation. The Company operates in two reportable
business segments: golf shafts and performance sports. The golf
shaft segment manufactures and sells steel, composite, and multi-
material golf club shafts for use exclusively in the golf
industry. The performance sports segment manufactures and sells
high strength, tight tolerance tubular components for bicycle,
hockey and other recreational sport markets.
As of June 28, 2009, the Company had $180.4 million in total
assets and $319.0 million in total liabilities, resulting in
stockholders' deficit of $138.5 million.
TUPELO INVESTMENTS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Tupelo Investments, LLC
dba Timpanogos Harley-Davidson
dba Marley's
555 South Geneva Road
Lindon, UT 84042
Bankruptcy Case No.: 09-29476
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Debtor's Counsel: George B. Hofmann, Esq.
Parsons Kinghorn & Harris
111 East Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: (801) 363-4300
Fax: (801) 363-4378
Email: gbh@pkhlawyers.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/utb09-29476.pdf
The petition was signed by David Tuomisto, member of the Company.
UNISYS CORP: Financial Pressures Won't Affect Unit, S&P Says
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed the 'ABOVE AVERAGE'
residential loan servicer ranking assigned to Unisys Credit
Services Pty Ltd. The outlook is 'Stable', and UCS remains on
Standard & Poor's global select servicer list. The 'Stable'
outlook on UCS reflects S&P's view that, in the medium term, UCS
will continue to serve as a highly capable and diligent servicer
despite the financial pressures facing its parent Unisys Corp.
(CC/Watch Dev/--). This is supported by the company's enhanced
servicing platform and the continuous improvement initiatives in
the pipeline.
The ABOVE AVERAGE ranking reflects UCS' following key servicing
strengths:
* A highly experienced senior management team;
* Heightened people-management initiatives contributing to a
stable servicing work environment;
* Focused key-performance indicators to manage client
expectations;
* Successful implementation of a multi-client technology solution;
and
* Maintained strong quality assurance program to monitor data
integrity and identify process-improvement opportunities.
UNITED AIR: Bank Debt Trades at 37.2% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which United Airlines,
Inc., is a borrower traded in the secondary market at 62.80 cents-
on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 0.55
percentage points from the previous week, The Journal relates.
The loan matures on Feb. 13, 2013. United pays 200 basis points
above LIBOR to borrow under the facility. The bank debt carries
Moody's B3 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Sept. 4,
among the 149 loans with five or more bids.
Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc. United Airlines is the world's second largest air
carrier. The airline flies to Brazil, Korea and Germany.
The company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts. Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.
Judge Eugene R. Wedoff confirmed the Debtors' Second Amended Plan
on Jan. 20, 2006. The company emerged from bankruptcy protection
on Feb. 1, 2006. (United Airlines Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.
UNIVERSAL ENERGY: 2009 Annual Stockholders' Meeting on Sept. 23
---------------------------------------------------------------
The 2009 Annual Meeting of Stockholders of Universal Energy Corp.
will be held September 23, 2009, at 9:30 a.m., local time, at 614
Canal Street, in New Orleans, Louisiana.
At the meeting, shareholders will be asked to consider and act on
these matters:
-- To elect two individuals to serve on the Board of
Directors for a term of one year or until their successors
are duly elected and qualified.
-- To approve an amendment to the amended Articles of
Incorporation to increase the authorized common shares to
100,000,000,000.
-- To transact such other business as may properly come
before the meeting.
Only stockholders of record at the close of business on July 30,
2009, are entitled to notice of the meeting and to vote at the
meeting or any adjournment or postponement thereof.
A full-text copy of the proxy statement is available at no charge
at http://ResearchArchives.com/t/s?4419
On August 13, 2009, the Company filed with the Securities and
Exchange Commission financial reports on Form 10-Q for:
-- the quarterly period ended June 30, 2009
See http://ResearchArchives.com/t/s?441a
-- the quarterly period ended March 31, 2009
See http://ResearchArchives.com/t/s?441b
For the three and six months ended June 30, 2009, the Company
recorded $114,783 and $257,169 in net revenue from sales of
natural gas and natural gas liquids compared to $208,769 and
$295,298 in the prior year. For the three months ended March 31,
2009, the Company recorded $142,386 in net revenue from sales of
natural gas and natural gas liquids compared to $86,529 in the
prior year.
The Company posted a net loss of $1,614,982 for the three months
ended June 30, 2009, from net income of $2,938,337 for the same
period a year ago. It recorded net loss of $3,167,976 for the six
months ended June 30, 2009, from net income of $3,533,178 for the
same period a year ago. It posted a net loss of $1,552,993 for
the three months ended March 31, 2009, from net income of $594,839
for the same period a year ago.
As of June 30, 2009, the Company had $1,469,374 in total assets;
and $4,291,779 in total current liabilities and $6,773 in asset
retirement obligation; resulting in $2,829,178 stockholders'
deficit.
In its audit report dated July 21, 2009, Mark Bailey & Company,
Ltd., in Reno, Nevada -- its independent registered certified
public accounting firm -- said the Company has suffered recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going
concern. The Company said its ability to continue as a going
concern is heavily dependent upon its ability to obtain additional
capital to sustain operations. Currently, the Company has no
commitments to obtain additional capital, and there can be no
assurance that financing will be available in amounts or on terms
acceptable to the Company, if at all.
About Universal Energy
Based in Lake Mary, Florida, Universal Energy Corp. --
http://www.universalenergycorp.info/-- is a small independent
energy company engaged in the acquisition and development of crude
oil and natural gas leases in the United States. The Company
pursues oil and gas prospects in partnership with oil and gas
companies with exploration, development and production expertise.
Its prospect areas currently consist of land in Louisiana and
Texas. Its common stock is quoted for trading on the OTC Bulletin
Board under the symbol UVSE.
UNIVERSAL ENERGY: Faces Breach of Contract Suit by Roswell et al.
-----------------------------------------------------------------
Universal Energy Corp. on September 1, 2009, was served with a
verified complaint captioned Roswell Capital Partners, LLC, as
Collateral Agent; Bridgepointe Master Fund Ltd. vs. Universal
Energy Corp.; Universal Explorations Corp.; UT Holdings, Inc.;
Universal Energy Services Corp; and John Does 1-10. The
Complaint, which was filed in the United States District Court for
the Southern District of New York, relates to the investment made
by the plaintiffs during 2007 in convertible debentures of the
Company. The Debentures are secured by certain assets of the
Company and its subsidiaries.
The lawsuit asserts breaches of the various documents executed by
the Company and its subsidiaries in connection with the issuance
of the Debentures. In addition to monetary damages, the lawsuit
seeks a determination that the Secured Lenders hold a valid lien
in certain assets of the Company, seeks an order of foreclosure
relating to assets subject to valid lien and the appointment of a
receiver.
The Company is assessing its options and will respond to the
lawsuit shortly. While the Company is hopeful that a satisfactory
resolution of this matter will be achieved, no assurance can be
given at this time that this will occur, in which case, if
successful in this lawsuit, the Secured Lenders would materially
adversely affect the Company's business.
In its audit report dated July 21, 2009, Mark Bailey & Company,
Ltd., in Reno, Nevada -- its independent registered certified
public accounting firm -- said the Company has suffered recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going
concern. The Company said its ability to continue as a going
concern is heavily dependent upon its ability to obtain additional
capital to sustain operations. Currently, the Company has no
commitments to obtain additional capital, and there can be no
assurance that financing will be available in amounts or on terms
acceptable to the Company, if at all.
As of June 30, 2009, the Company had $1,469,374 in total assets;
and $4,291,779 in total current liabilities and $6,773 in asset
retirement obligation; resulting in $2,829,178 stockholders'
deficit.
About Universal Energy
Based in Lake Mary, Florida, Universal Energy Corp. --
http://www.universalenergycorp.info/-- is a small independent
energy company engaged in the acquisition and development of crude
oil and natural gas leases in the United States. The Company
pursues oil and gas prospects in partnership with oil and gas
companies with exploration, development and production expertise.
Its prospect areas currently consist of land in Louisiana and
Texas. Its common stock is quoted for trading on the OTC Bulletin
Board under the symbol UVSE.
US FOODSERVICE: Bank Debt Trades at 19% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which U.S. Foodservice,
Inc., is a borrower traded in the secondary market at 81.13 cents-
on-the-dollar during the week ended Friday, Sept. 4, 2009,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.72
percentage points from the previous week, The Journal relates.
The loan matures on July 3, 2014. The Company pays 275 basis
points above LIBOR to borrow under the facility. The bank debt
carries Moody's B2 rating, while it is not rated by Standard &
Poor's. The debt is one of the biggest gainers and losers among
widely quoted syndicated loans in secondary trading in the week
ended Sept. 4, among the 149 loans with five or more bids.
U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a
foodservice supplier serving some 250,000 customers from more than
70 distribution facilities. The Company supplies restaurants,
hotels, school, and other foodservice operators with a wide
variety of food products, including canned and dry foods, meats,
frozen foods, and seafood. It also distributes kitchen equipment
and cleaning supplies among other non-food supplies. U.S.
Foodservice distributes both national brand products and its own
private labels. Tracing its roots to 1853, the company is owned
by private equity firms KKR & Co. and Clayton, Dubilier & Rice.
VANTUS BANK: Closed; Great Southern Bank Assumes All Deposits
-------------------------------------------------------------
Vantus Bank, Sioux City, Iowa, was closed September 4 by the
Office of Thrift Supervision, which appointed the Federal Deposit
Insurance Corporation as receiver. To protect the depositors, the
FDIC entered into a purchase and assumption agreement with Great
Southern Bank, Springfield, Missouri, to assume all of the
deposits of Vantus Bank.
The 15 branches of Vantus Bank will reopen with normal business
hours as branches of Great Southern Bank. Depositors of Vantus
Bank will automatically become depositors of Great Southern Bank.
Deposits will continue to be insured by the FDIC, so there is no
need for customers to change their banking relationship to retain
their deposit insurance coverage. Customers should continue to
use their existing branches until Great Southern Bank can fully
integrate the deposit records of Vantus Bank.
As of August 28, 2009, Vantus Bank had total assets of
$458 million and total deposits of approximately $368 million. In
addition to assuming all of the deposits of the failed bank, Great
Southern Bank agreed to purchase approximately $387 million of the
assets. The FDIC will retain the remaining assets for later
disposition.
The FDIC and Great Southern Bank entered into a loss-share
transaction on approximately $338 million of Vantus Bank's assets.
Great Southern Bank will share in the losses on the asset pools
covered under the loss-share agreement. The loss-share
arrangement is projected to maximize returns on the assets covered
by keeping them in the private sector. The agreement also is
expected to minimize disruptions for loan customers.
Customers who have questions about the transaction can call the
FDIC toll-free at 1-800-405-1439. Interested parties can also
visit the FDIC's Web site at:
http://www.fdic.gov/bank/individual/failed/vantus.html
The FDIC estimates that the cost to the Deposit Insurance Fund
will be $168 million. Great Southern Bank's acquisition of all
the deposits was the "least costly" resolution for the FDIC's DIF
compared to alternatives. Vantus Bank is the 87th FDIC-insured
institution to fail in the nation this year, and the first in
Iowa. The last FDIC-insured institution closed in the state was
Hartford-Carlisle Savings Bank, Carlisle, on January 14, 2000.
VENETIAN MACAU: Bank Debt Trades at 8% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Venetian Macau US
Finance Co. LLC is a borrower traded in the secondary market at
91.86 cents-on-the-dollar during the week ended Friday, Sept. 4,
2009, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents an increase
of 1.56 percentage points from the previous week, The Journal
relates. The loan matures on May 25, 2013. The Company pays 225
basis points above LIBOR to borrow under the facility. The bank
debt carries Moody's B3 rating and Standard & Poor's B- rating.
The debt is one of the biggest gainers and losers among widely
quoted syndicated loans in secondary trading in the week ended
Sept. 4, among the 149 loans with five or more bids.
Venetian Macau is a wholly owned subsidiary of Las Vegas Sands.
VML owns the Sands Macau in the People's Republic of China Special
Administrative Region of Macau and is also developing additional
casino hotel resort properties in Macau.
Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center. The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.
As reported by the TCR on Aug. 4, 2009, Moody's Investors Service
has placed Las Vegas Sands, Corp.'s ratings, including its B3
Corporate Family Rating, on review for possible downgrade. The
review for possible downgrade reflects LVSC's weak fiscal 2009
second quarter operating results and Moody's heightened concern
regarding the company's ability to maintain an adequate liquidity
profile, reduce leverage, and remain in compliance with its
financial covenants.
VERENIUM CORP: Discusses Terms of 9% Notes Due 2027
---------------------------------------------------
Verenium Corporation on August 28, 2009, entered into privately
negotiated Exchange Agreements with certain existing holders of
its 5.5% Convertible Senior Notes due 2027 which were initially
issued in 2007. Pursuant to the Exchange Agreements, certain
existing holders of the 5.5% Notes agreed to exchange
$28,481,000 million in aggregate principal of the 5.5% Notes, for
$12.816,450 million in aggregate principal amount of 9%
Convertible Senior Secured Notes due 2027.
The New Notes have been issued under an indenture between the
Company and Wells Fargo Bank, National Association, as trustee,
dated as of September 1, 2009.
Shares of the Company's common stock, into which the New Notes
will be convertible, have been reserved for issuance by the
Company and listed on The NASDAQ Global Market.
The New Notes bear interest at 9.00% per annum and have an initial
conversion price of $0.80, which is subject to adjustment for
customary events including stock combinations, stock splits, et
cetera. The New Notes mature on April 1, 2027, however, as
described below, the Company may redeem the New Notes commencing
April 5, 2012 and the holders of the New Notes may require the
Company to redeem the New Notes commencing April 1, 2012.
The New Notes will be the Company's senior secured obligations and
will be secured by a first priority lien (subject to certain
exceptions and permitted liens) on certain of the Company's assets
including, subject to certain limitations, present and future
receivables, inventory, general intangibles, equipment, investment
property, stock of subsidiaries, and certain other assets and
proceeds relating thereto. The collateral securing New Notes will
be subject to certain carve-outs, including without limitation,
cash and cash equivalents and intellectual property.
In lieu of making any interest payment in cash, the Company may at
its option make such interest payment in shares of common stock or
a combination of cash and shares of common stock, with such shares
of common stock valued at 95% of the 10 day volume weighted
average price for the 10 days immediately preceding the applicable
determination date.
Commencing 30 days after the date of the New Notes Indenture,
holders may convert their New Notes at any time prior to stated
maturity, subject to prior redemption, repurchase or termination;
provided that upon conversion such holders make certain
certifications. A holder that surrenders New Notes for conversion
in connection with a "make-whole fundamental change" that occurs
before April 5, 2012 may in certain circumstances be entitled to
an increased conversion rate.
In no event will the conversion price of the New Notes be less
than the last market bid price of the Company's common stock on
the date of the New Notes Indenture. Additionally, unless the
Company shall have received shareholder approval to issue
additional shares of common stock (which the Company has no
obligation to seek), the Company will not issue any shares of
common stock pursuant to New Notes to a particular holder or group
if such holder cannot make the 19.9% stockholder certifications
contained in the Indenture.
If the closing price of the Company's common stock has exceeded
$1.60 (i.e., 200% of the conversion price then in effect) for at
least 20 trading days in any 30 trading day period, the Company
may, at its option, elect to terminate the right of the holders to
convert their New Notes and shall mail a conversion termination
notice to such holders.
Holders electing to convert their New Notes prior to the mailing
of a conversion termination notice will receive an additional
voluntary conversion interest payment equal to the lesser of (i)
the remaining scheduled interest payments attributable to the New
Notes to be converted from the applicable last interest payment
date through and including the date that is 2.5 years after the
conversion date and (ii) the remaining scheduled interest payments
attributable to such New Notes from the applicable last interest
payment date through and including April 5, 2012, in each case
discounted to present value, using the published yield on two-year
notes of the U.S. federal government on the determination date.
The Company may, at its option, make the additional voluntary
conversion interest payment in cash, common stock, or a
combination thereof. In the event that the Company elects to make
any portion of the additional voluntary conversion interest
payment in common stock, such common stock shall be valued at the
greater of (i) the conversion price then in effect or (ii) the 10
day volume weighted average price for the 10 days immediately
preceding the conversion notice.
Holders electing to convert their New Notes after the mailing of a
conversion termination notice shall receive an additional post-
termination interest payment in an amount equal to the lesser of
(i) the remaining scheduled interest payments attributable to the
New Notes to be converted from the applicable last interest
payment date through and including the date that is 2.5 years
after the conversion date and (ii) the remaining scheduled
interest payments attributable to such New Notes from the
applicable last interest payment date through and including
April 5, 2012, in each case discounted to present value, using the
published yield on two-year notes of the U.S. federal government
on the determination date.
The Company may, at its option, make the additional post-
termination interest payment in cash, common stock, or a
combination thereof. In the event that the Company elects to make
any portion of the additional voluntary conversion interest
payment in common stock, the common stock will be valued at the
termination conversion price in effect at that time.
On or after April 5, 2012, the Company may from time to time at
the Company's option redeem the New Notes, in whole or in part, at
a redemption price in cash equal to 100% of the principal amount
of the New Notes to be redeemed, plus any accrued and unpaid
interest to, but excluding, the redemption date.
On each of April 1, 2012, April 1, 2017, and April 1, 2022,
holders may require the Company to purchase all or a portion of
their New Notes at a purchase price in cash equal to 100% of the
principal amount of the New Notes to be purchased, plus any
accrued and unpaid interest to, but excluding, the purchase date.
If a fundamental change, as defined in the New Notes Indenture,
occurs, holders may require us to repurchase all or a portion of
their New Notes for cash at a repurchase price equal to 100% of
the principal amount of the New Notes to be repurchased, plus any
accrued and unpaid interest to, but excluding, the repurchase
date.
In connection with the notes exchange, the Company has agreed to
grant equal and ratable security interests in the collateral
securing the New Notes to the holders of the Company's amended and
restated 8% Senior Convertible Notes due April 1, 2012, effective
with respect to each holder upon such holders' execution of a
joinder to the Intercreditor and Collateral Agency Agreement.
Wells Fargo Bank, National Association has been appointed
collateral agent by the holders of the New Notes and the holders
of the 8% Notes who execute such joinders with respect to such
holders' security interests in such collateral.
Bankruptcy Warning
The Company has indicated that based on its operating plan its
existing working capital may not be sufficient to meet cash
requirements to fund planned operating expenses, capital
expenditures, required and potential payments under its 2007 Notes
and 2008 Notes, and working capital requirements beyond 2009
without additional sources of cash or the deferral, reduction or
elimination of significant planned expenditures. The Company said
these factors raise substantial doubt about the Company's ability
to continue as a going concern.
As of June 30, 2009, the Company had total assets of $157.3
million; and total liabilities of $168.4 million, resulting in
stockholders' deficit of $11.13 million. The Company has a
working capital deficit of $16.8 million and an accumulated
deficit of $630.2 million as of June 30, 2009.
The Company has said if it cannot obtain sufficient additional
financing in the short-term, it may be forced to restructure or
significantly curtail its operations, file for bankruptcy or cease
operations.
About Verenium
Cambridge, Massachusetts-based Verenium Corporation (NASDAQ: VRNM)
-- http://www.verenium.com/-- develops and commercializes
cellulosic ethanol, an environmentally friendly and renewable
transportation fuel, as well as high-performance specialty enzymes
for applications within the biofuels, industrial, and animal
health markets.
VERENIUM CORP: Unveils Results of Annual Stockholders Meeting
-------------------------------------------------------------
Verenium Corporation on September 1, 2009, held its 2009 Annual
Meeting of Stockholders. At the Annual Meeting, Verenium's
stockholders approved these proposals:
-- To elect Dr. James H. Cavanaugh, Mr. Simon Rich and Mr.
Joshua Ruch to the Board of Directors to hold office until
the 2012 Annual Meeting of Stockholders and until their
successors are duly elected.
-- To approve an amendment to Verenium's Certificate of
Incorporation to effect a reverse stock split of the
Company's issued and outstanding shares of common stock at
any exchange ratio from one-for-12 to one-for-20.
-- To approve a stock option exchange program.
-- To ratify the selection by the Audit Committee of the
Board of Directors of Ernst & Young LLP as independent
registered public accounting firm of Verenium for its
fiscal year ending December 31, 2009.
The Company's Board of Directors has approved a 1-for-12 reverse
stock split of the Company's common stock and set September 2,
2009, as the record date for the reverse split. The 1-for-12
reverse stock split will automatically convert 12 shares of the
Company's common stock into one share of common stock. The
reverse stock split will reduce the number of shares of the
Company's common stock outstanding from approximately
111.3 million as of the filing of the Company's most recent
Quarterly Report on Form 10-Q, to approximately 9.3 million
shares, and will also affect all issued and outstanding shares of
the Company's common stock, and shares of common stock underlying
stock options and warrants that are outstanding immediately prior
to the effective date of the reverse stock split. Cash will be
paid in lieu of any fractional shares resulting from the reverse
stock split.
"We are pleased with the results of our annual meeting and thank
our shareholders for their continued support," said Carlos A.
Riva, President and Chief Executive Officer at Verenium.
"Verenium has undergone substantial changes over the past year and
with well over 100 million shares currently outstanding, we
believe a reverse stock split is an important and necessary change
in our financial structure."
"Additionally, we believe that the reverse stock split is a
necessary step to ensure our continued compliance with NASDAQ
listing requirements and could also allow us to attract a broader
range of eligible investors to our story," added James E. Levine,
Executive Vice President and Chief Financial Officer of Verenium.
Approximately 83% of outstanding shares entitled to vote were
represented at the meeting. The complete results of the voting
will be included in the next quarterly report on Form 10-Q to be
filed by the Company with the Securities and Exchange Commission.
Bankruptcy Warning
The Company has indicated that based on its operating plan its
existing working capital may not be sufficient to meet cash
requirements to fund planned operating expenses, capital
expenditures, required and potential payments under its 2007 Notes
and 2008 Notes, and working capital requirements beyond 2009
without additional sources of cash or the deferral, reduction or
elimination of significant planned expenditures. The Company said
these factors raise substantial doubt about the Company's ability
to continue as a going concern.
As of June 30, 2009, the Company had total assets of
$157.3 million; and total liabilities of $168.4 million, resulting
in stockholders' deficit of $11.13 million. The Company has a
working capital deficit of $16.8 million and an accumulated
deficit of $630.2 million as of June 30, 2009.
The Company has said if it cannot obtain sufficient additional
financing in the short-term, it may be forced to restructure or
significantly curtail its operations, file for bankruptcy or cease
operations.
About Verenium
Cambridge, Massachusetts-based Verenium Corporation (NASDAQ: VRNM)
-- http://www.verenium.com/-- develops and commercializes
cellulosic ethanol, an environmentally friendly and renewable
transportation fuel, as well as high-performance specialty enzymes
for applications within the biofuels, industrial, and animal
health markets.
VERILINK CORP: Trustee Pursuing Claims Against Debtors' Counsel
---------------------------------------------------------------
WestLaw reports that assuming that the Alabama Legal Service
Liability Act (ALSLA) applied, it did not render untimely a
liquidating trustee's proposed claims against a law firm arising
out of the firm's representation of a debtor during the debtor's
Chapter 11 proceedings, even if the claims, which included
conflict of interest, malpractice, and fraudulent concealment,
accrued upon the commencement of the bankruptcy case and thus were
not brought within the two-year limitations period. Alabama's two-
year savings provision applied, due to the trustee's allegations
that the firm fraudulently concealed its alleged malfeasance, and
the ALSLA's four-year absolute bar, which had not yet expired, did
not apply. In re Verilink Corp., --- B.R. ----, 2009 WL 2632705
(N.D. Ala.).
About Verilink Corp.
Verilink and its subsidiary Larscom Incorporated filed on April 9,
2006, voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code before the United States Bankruptcy Court for the
Northern District of Alabama (Case Nos. 06-50866 and 06-80567).
On December 7, 2006, the Company submitted a Second Amended Joint
Plan of Reorganization to the Court for consideration. On
January 31, 2007, the Court issued an order confirming the Plan in
its entirety. The Plan was deemed effective January 31, 2007.
The Plan provided for the orderly liquidation of the Company's
assets to provide a distribution to its creditors. The Plan
provides for the creation of a Liquidating Trust to transfer all
remaining assets for liquidation, administration and distribution
in accordance with the Plan. The assets transferred to the
Liquidating Trust include, without limitation, all Causes of
Action that the Debtors had or had power to assert immediately
prior to the Order confirming the Plan.
From June 2006 until the present, Verilink has been inactive and
can be deemed to be a so-called "shell" company, whose sole
purpose is to locate and consummate a merger or acquisition with a
private entity. The Company has no or nominal operations and with
no or nominal assets or assets consisting solely of cash and cash
equivalents.
Darryl S. Laddin, the liquidating trustee under the confirmed plan
of reorganization, has granted the Company a three-month extension
to complete a business combination. The Company was unable to
meet its original May 13, 2008 deadline due to delinquent reports
with the U.S. Securities and Exchange Commission. If a Business
Combination is achieved within the deadline, Reorganized Verilink
will receive a discharge of its debts.
J. Hayden Kepner, Jr., Esq., at Arnal Golden Gregory LLP, in
Atlanta, Georgia, represents the Liquidating Trustee.
The Debtors disclosed to the Bankruptcy Court $37,221,000 in total
assets and $23,913,000 in total debts.
VONAGE HOLDINGS: Amends March and June 30 Quarterly Reports
-----------------------------------------------------------
Vonage Holdings Corp. filed Amendment No. 1 on Form 10-Q/A to
amend:
-- its Quarterly Report on Form 10-Q for the quarter ended
June 30, 2009 originally filed on August 6, 2009.
See http://ResearchArchives.com/t/s?440a
-- its Quarterly Report on Form 10-Q for the quarter ended
March 31, 2009, originally filed on May 11, 2009.
See http://ResearchArchives.com/t/s?440b
Vonage said the Amendment to its June Quarterly Report corrects
the computation of diluted net income (loss) per share, originally
reflected as $0.05 income per share, to be a diluted net loss of
$0.02 per share for the six months ended June 30, 2009, as the
Company did not originally take into account the change in the
fair value of the embedded derivative related to the conversion
option in the Company's convertible notes. The Company said
previously reported net income of $7,556,000 and basic net income
per share of $0.05 for the six months ended June 30, 2009 were not
affected.
Vonage said the Amendment to the March Quarterly Report corrects
the computation of diluted net income (loss) per share, originally
reflected as $0.03 income per share, to be a diluted net loss of
$0.03 per share, as the Company did not originally take into
account the change in the fair value of the embedded derivative
related to the conversion option in the Company's convertible
notes. Previously reported net income of $5,271,000 and basic net
income per share of $0.03 for the quarter were not affected.
Although the error was immaterial to the financial statements for
the three months ended March 31, 2009, and for the three and six
months ended June 30, 2009, the Company has elected to file the
10-Q/A rather than wait to reflect the correction in its next
periodic filing, which will not be made until November 2009.
As reported by the Troubled Company Reporter on August 11, 2009,
Vonage reported record adjusted earnings before interest, taxes,
depreciation and amortization of $31 million for the second
quarter ended June 30, 2009, up from $12 million in the year ago
quarter and $21 million sequentially. Vonage said this is the
seventh consecutive quarter of positive and increasing adjusted
EBITDA and reflects the Company's continued focus on cost
management and the deliberate reduction in marketing spend as it
develops and launches its new marketing campaign and eliminates
redundant spending.
Vonage reported positive income from operations of $15 million, up
from a loss of $2 million the prior year and income of $5 million
sequentially. Revenue of $220 million was down 3% year-over-year,
and 2% sequentially.
Vonage said "for the first time ever" it generated net income
of $1 million or $0.01 per share excluding the benefit of a
$1 million derivative liability adjustment related to the
Company's convertible notes. This is an improvement from a loss
of $7 million or $0.04 in the second quarter of 2008. GAAP net
income was $2 million or $0.01 per share.
In its Form 10-Q filed with the Securities and Exchange
Commission, Vonage said it booked net income of $2.28 million
for the three months ended June 30, 2009, from a net loss of
$6.88 million for the same period a year ago. For the six months
ended June 30, 2009, Vonage posted net income of $7.55 million
from a net loss of $15.8 million for the same period a year ago.
As of June 30, 2009, Vonage had $333.5 million in total
assets; and $442.0 million in total liabilities; resulting
in $108.4 million in stockholders' deficit.
Vonage said during the second quarter 2009 it lost 89,000 net
subscriber lines, finishing the quarter with 2.5 million lines in
service. Churn rose to 3.2% from 3.0% in the prior year's quarter
and 3.1% sequentially.
About Vonage
Headquartered in Holmdel, New Jersey, Vonage Holdings Corp. (NYSE:
VG) -- http://www.vonage.com/-- provides broadband telephone
services with roughly 2.5 million subscriber lines. Its
technology enables anyone to make and receive phone calls with a
touch tone telephone almost anywhere a broadband Internet
connection is available. Vonage's service is sold on the web and
through national retailers including Best Buy and Wal-Mart Stores
Inc. and is available to customers in the U.S., Canada and the
United Kingdom.
WABASH NATIONAL: Registers 24.7MM Shares Issuable to Trailer
------------------------------------------------------------
Wabash National Corporation filed a registration statement on Form
S-1 with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, relating to its proposed
public offering of up to 24,762,636 shares of common stock, par
value $0.01 per share of the Company, issuable upon the exercise
of a warrant to purchase common stock -- all of which Warrant
Shares are to be sold by Trailer Investments, LLC, the selling
stockholder named in the prospectus that forms a part of the
Registration Statement -- and the associated stock purchase rights
-- all of which Rights are to be issued pursuant to a Rights
Agreement, dated as of December 28, 2005, between the Company and
National City Bank, as rights agent.
On July 17, 2009, Wabash entered into a Securities Purchase
Agreement with Trailer Investments. Trailer Investments agreed to
invest $35 million in the Company. On August 3, pursuant to the
Securities Purchase Agreement, Wabash issued to Trailer
Investments 20,000 shares of Wabash's Series E redeemable
preferred stock, 5,000 shares of its Series F redeemable preferred
stock, and 10,000 shares of its Series G redeemable preferred
stock and a warrant that is exercisable at $0.01 per share for
24,762,636 newly issued shares of its common stock representing on
August 3, 2009, the date the warrant was delivered, 44.21% of its
issued and outstanding common stock after giving effect to the
issuance of the shares underlying the warrant, subject to upward
adjustment -- Warrant -- for an aggregate purchase price of
$35,000,000.
As a result of the Transaction, Wabash said it has a material
relationship with Trailer Investments and certain of its
affiliates.
A full-text copy of the prospectus is available at no charge at
http://ResearchArchives.com/t/s?440c
As reported by the Troubled Company Reporter, Wabash on July 17,
2009, entered into a Third Amended and Restated Loan and Security
Agreement, which was effective August 3, 2009, with Bank of
America, N.A., as a lender and as agent and the other lender
parties. The Credit Agreement has a maturity date of August 3,
2012. The Amended Facility has a capacity of $100 million,
subject to a borrowing base, and borrowings outstanding totaled
$25.5 million at August 3, 2009. The lenders waived certain
events of default that had occurred under the previous credit
facility and waived the right to receive default interest during
the time the events of default had continued.
About Wabash National
Headquartered in Lafayette, Indiana, Wabash National Corporation
is one of the leading manufacturers of semi-trailers in North
America. Established in 1985, the company specializes in the
design and production of dry freight vans, refrigerated vans,
flatbed trailers, drop deck trailers, dump trailers, truck bodies
and intermodal equipment. Its innovative core products are sold
under the DuraPlate(R), ArcticLite(R), FreightPro(TM) Eagle(R) and
Benson(TM) brand names. The company operates two wholly owned
subsidiaries; Transcraft (R) Corporation, a manufacturer of
flatbed, drop deck, dump trailers and truck bodies; and Wabash
National Trailer Centers, trailer service centers and retail
distributors of new and used trailers and aftermarket parts
throughout the U.S.
WASH.COM INC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Wash.Com Inc.
dba Flex Wash
2527 Royal Ln, No. 145
Dallas, TX 75229
Bankruptcy Case No.: 09-35851
Chapter 11 Petition Date: September 1, 2009
Court: United States Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Barbara J. Houser
Debtor's Counsel: Kenneth S. Harter, Esq.
Law Offices of Kenneth S. Harter
1620 E. Belt Line Road
Carrollton, TX 75006
Tel: (972) 242-8887
Fax: (972) 446-7976
Email: kharter@ctc.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 Kimberly Cho, president of the Company.
WEIGHT WATCHERS: $81.3MM in Debt Due for Remainder of FY2009
------------------------------------------------------------
Weight Watchers International, Inc., is scheduled to make
$81.3 million in debt payments for the remainder of 2009, and
$215.0 million in fiscal year 2010, which ends January 1, 2011.
Weight Watchers currently plan to meet its long-term debt
obligations by using cash flows provided by operating activities
and opportunistically using other means to repay or refinance its
obligations as it determines appropriate. In a Form 10-Q filing
with the Securities and Exchange Commission in August, Weight
Watchers said it believes cash flows from operating activities,
together with borrowings available under its credit revolver, will
be sufficient for the next 12 months to fund currently anticipated
capital expenditure requirements, debt service requirements and
working capital requirements.
Weight Watchers' year-by-year debt obligations payment schedule:
Total Debt Obligation
(Including Current
Portion) as of 07/04/09
-----------------------
Remainder of Fiscal 2009 $81,300,000
Fiscal 2010 215,000,000
Fiscal 2011 479,000,000
Fiscal 2012 229,000,000
Fiscal 2013 61,000,000
Thereafter 465,000,000
----------------
Total $1,530,300,000
The Company recorded net income of $57.9 million for the three
months ended July 4, 2009, from net income of $46.3 million for
the three months ended June 28, 2008. The Company posted net
income of $104.7 million for the three months ended July 4, 2009,
from net income of $103.3 million for the three months ended
June 28, 2008.
Second quarter 2009 net revenues were $372.5 million versus
$400.0 million in the second quarter of 2008. In the first half
2009, net revenues were $763.1 million versus $837.0 million in
the first half 2008.
As of July 4, 2009, the Company had $1.08 billion in total assets;
$1.87 billion in total liabilities; and $792.8 million in total
deficit.
In its Form 10-Q, Weight Watchers noted its cash balance increased
by $5.9 million at July 4, 2009, from January 3, 2009. Its
working capital deficit at July 4, 2009, was $309.8 million,
including $53.2 million of cash, as compared to $270.1 million at
January 3, 2009, including $47.3 million of cash. Excluding the
change in cash, the working capital deficit increased by
$45.6 million during the first half of fiscal 2009.
Of the $45.6 million increase in negative working capital, Weight
Watchers said approximately $26.3 million represented increases in
the current portion of its long-term debt, $24.4 million was due
to lower prepaid and deferred income taxes, and $13.7 million
related to operational items.
As of July 4, 2009, Weight Watchers' credit facility consisted of
a term loan facility consisting of two tranche A facilities, or
Term Loan A and Additional Term Loan A, and a tranche B facility,
or Term Loan B, in an aggregate original principal amount of
$1.55 billion and a revolving credit facility in the amount of up
to $500.0 million. At July 4, 2009, Weight Watchers had
$1.53 billion outstanding under the WWI Credit Facility with an
additional $372.1 million of availability under the Revolver.
At July 4, 2009, and January 3, 2009, Weight Watchers' debt
consisted entirely of variable-rate instruments. Interest rate
swaps are entered into to hedge a portion of the cash flow
exposure associated with its variable-rate borrowings. The
average interest rate on the debt was approximately 1.7% and 4.7%
per annum at July 4, 2009, and January 3, 2009, respectively.
At July 4, 2009, the Term Loan A, Additional Term Loan A and the
Revolver bore interest at a rate equal to LIBOR plus 1.0% per
annum or, at Weight Watchers' option, the alternate base rate. At
July 4, 2009, the Term Loan B bore interest at a rate equal to
LIBOR plus 1.5% per annum or, at Weight Watchers' option, the
alternate base rate. In addition to paying interest on
outstanding principal under the WWI Credit Facility, Weight
Watchers is required to pay a commitment fee to the lenders under
the Revolver with respect to the unused commitments at a rate
equal to 0.20% per year at July 4, 2009.
On June 26, 2009, Weight Watchers amended the WWI Credit Facility
to allow the Company to make loan modification offers to all
lenders of any tranche of term loans or revolving loans to extend
the maturity date of such loans or reduce or eliminate the
scheduled amortization. In connection with the amendment, Weight
Watchers incurred fees of roughly $4.0 million during the second
quarter of fiscal 2009.
On March 20, 2008, Standard & Poor's affirmed its "BB+" rating on
the WWI Credit Facility. On March 30, 2009, Moody's affirmed its
"Ba1" rating for the WWI Credit Facility.
A full-text copy of the Company's quarterly report on Form 10-Q is
available at no charge at http://ResearchArchives.com/t/s?43e6
About Weight Watchers International
Weight Watchers International, Inc. (NYSE: WTW) provides weight
management services, operating globally through a network of
Company-owned and franchise operations. Weight Watchers holds
over 50,000 weekly meetings where members receive group support
and learn about healthy eating patterns, behavior modification and
physical activity. WeightWatchers.com provides innovative,
subscription weight management products over the Internet and is
the leading Internet-based weight management provider in the
world. In addition, Weight Watchers offers a wide range of
products, publications and programs for those interested in weight
loss and weight control.
WESCO MINERALS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Wesco Minerals, LLC
26103 W. Chandler Heights Road
P.O. Box 1748
Buckeye, AZ 85326
Bankruptcy Case No.: 09-21738
Chapter 11 Petition Date: September 3, 2009
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Sarah Sharer Curley
Debtor's Counsel: Jared G. Parker, Esq.
Deconcini Mcdonald Yetwin & Lacy, P.C.
7310 N 16th St., Suite 330
Phoenix, AZ 85020
Tel: (602) 282-0500
Fax: (602) 282-0520
Email: jparker@dmylphx.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's 20 largest unsecured creditors is
available for free at:
http://bankrupt.com/misc/azb09-21738.pdf
The petition was signed by James E. Meckley, managing director of
the Company.
WEYERHAEUSER COMPANY: Fitch Downgrades Issuer Ratings to 'BB+'
--------------------------------------------------------------
Fitch Ratings has downgraded Weyerhaeuser Company's long-term
senior unsecured debt and Issuer Default Ratings to 'BB+' from
'BBB-' and withdrawn the commercial paper ratings and 'F3' short-
term IDR of Weyerhaeuser and Weyerhaeuser Real Estate Company as
both companies no longer have commercial paper programs. The
Rating Outlook remains Negative.
The downgrade and the continued Negative Outlook are the result
of: a) significant negative free cash flow, which is expected to
continue near-term despite cost savings initiatives, b)
significant debt maturities in 2012 (approximately $1.6 billion)
that may be subject to refinancing risk, and c) a weakening
business profile caused by the soft demand for housing and lumber
which is unlikely to recover quickly given Fitch's economic
outlook. Weyerhaeuser's financial and operating metrics are
expected to remain weak for the foreseeable future even though
asset values are solid.
Weyerhaeuser's lumber and panel operations continue to pressure
consolidated earnings and cash flow, and the company has not yet
been able to get this business back to breakeven levels despite
layoffs, plant closings and rolling downtimes at sawmills.
Adjusted operating earnings from these operations have not been in
positive territory since the third quarter of 2006. Fixed cost
absorption is a problem. Fitch estimates that the EBITDA loss
will approximate $500 million this year. WRECO's homebuilding
business is also experiencing significant weakness and will likely
remain soft in the near-term while timber harvesting is being
curtailed to manage to lumber demand. All tallied free cash flow
is expected to approach minus $575 million for the year after
factoring in offsetting cash from windfall alternative fuel tax
credits, dividend cuts and the recent sale of 140,000 acres of
land in Washington. Fitch projects that Weyerhaeuser will end the
year with $5.6 billion in debt and $1.4 billion in cash, having
earned $90 million in EBITDA from operations. Neither
Weyerhaeuser nor WRECO have had to borrow under their credit
facilities.
Weyerhaeuser may be able to offset some or most negative free cash
flow in 2010 and 2011 (minus $500 million in aggregate in the
worst case) with cash on hand, additional timberland sales and
land and lot sales from WRECO's portfolio, but it will still have
to contend with an approximate $1.6 billion in bonds maturing in
2012 with $1.4 billion due in March of that year. This is not
expected to become a liquidity issue but may result in additional
asset sales which could deplete Weyerhaeuser's timberland
portfolio by as much as 10% from the beginning of this year.
The composite impact of these three years will weaken
Weyerhaeuser's business portfolio and may act as a stimulant for
the company's conversion to a real estate investment trust, which
has been under consideration for some time. Although this concern
may be evidenced by yields and spreads in the company's bonds in
the fixed income markets, this 'event risk' is not reflected in
Fitch's ratings of Weyerhaeuser's securities.
YOUNG MEN'S CHRISTIAN: Planned Shutdown of Toledo Unit Causes Ire
-----------------------------------------------------------------
Carrie Porter at The Wall Street Journal reports that people
charged with funding and running the Young Men's Christian
Association in the southern tip of Toledo, Ohio, have been in
dispute over a plan to close the facility.
Toledo's YMCA lost $2 million in state budget support on July 13,
2009. YMCA's board then decided to shut down the South branch,
one of nine full-facility branches in the city, and give the
building to CedarCreek Church, as long as affordable child care
continued to be available there, says The Journal. The old
building is expensive to maintain and the branch could rack up a
$210,000 deficit over the next 12 months, The Journal states,
citing YMCA executives, who pledged to open a new facility in the
area in the next few years.
Officials planned to tell members by July 27 about the South
branch closing, but the press learned about it the day before, The
Journal relates, citing Robert Alexander, YMCA & Jewish Community
Center of Greater Toledo President and CEO. "Maybe we moved too
quickly and didn't engage the community in our decision. But we
did talk to the South branch board," the report quoted him as
saying.
According to The Journal, a community group is trying to save the
branch with a series of rallies. The Journal relates that Ohio
state Sen. Teresa Fedor supported the community gourp's efforts,
which angered YMCA. Mr. Alexander accused Ms. Fedor of voting for
a state budget that forced the cuts at the branch level and then
blaming him, the report states.
The Journal reports that Sen. Fedor said she voted for the state
budget before the Ohio governor used a line-item veto to eliminate
Early Learning Initiative programming, which cut YMCA funding. In
response, the senator called for the board to oust Mr. Alexander,
pointing to his $270,000 annual salary, The Journal states. "They
are closing the whole branch here, but the president lives beyond
the means of many people that are part of his membership. I
believe it is excessive," the report quoted Sen. Fedor as saying.
The Journal says that community members met with YMCA executives
in August to try to reach an accordd on the South branch. The
report states that the meeting ended with community members saying
that the YMCA board members were unwilling to compromise.
The Journal relates that the board of commissioners of Lucas
County, which includes Toledo, is considering whether to create a
panel to review the YMCA's finances and organizational structure.
Sparks, Nevada-based Young Men's Christian Association Of The
Sierra provides childcare and other services to more than 500
children a day in Washoe County, and more than 10,000 youth and
adults use the family centers every month. The Company filed for
Chapter 11 bankruptcy protection on August 28, 2009 (Bankr. D.
Nev. Case No. 09-52965). Cecilia Lee, Esq., who has an office in
Reno, Nevada, assists the Company in its restructuring efforts.
The Company listed $1,000,001 to $10,000,000 in assets and
$1,000,001 to $10,000,000 in liabilities.
* 5 Banks Shuttered; Year's Bank Failures Now 89
------------------------------------------------
Five banks -- Platinum Community Bank, Rolling Meadows, Illinois;
First Bank of Kansas City, Kansas City, Missouri; InBank, Oak
Forest, Illinois; Vantus Bank, Sioux City, Iowa; and First State
Bank, Flagstaff, Arizona -- were closed September 4 by regulators
and sent to receivership before the Federal Deposit Insurance
Corporation (FDIC). This year's closed banks have risen to 89.
Other than Platinum Community, the FDIC was able to locate buyers
for all deposits and certain assets of the banks that were closed
on September 4. The FDIC entered into a loss-share transactions
on majority of the closed banks' assets purchased by the buyers.
In accordance with Federal law, allowed claims against failed
financial institutions will be paid, after administrative
expenses, in this order of priority:
1. Depositors
2. General Unsecured Creditors
3. Subordinated Debt
4. Stockholders
According to Linda Shen at Bloomberg, Capmark Financial Group
Inc.'s possible Chapter 11 filing may signal a new wave of real
estate losses for banks -- this one tied to business property --
that could push the year's tally of failures past 100.
The Bloomberg report relates that Capmark, ranked among the
largest U.S. commercial real estate lenders by Moody's Investors
Service, struggled as the defaul rate on commercial mortgages held
by U.S. banks more than doubled to the highest since 1994. "We
haven't really experienced the full extent of the distress," said
Sam Chandan, chief economist at property research firm Real Estate
Econometrics LLC in New York, according to the Bloomberg report.
"When you look at community banks and some smaller regional banks,
they tend to have a far greater concentration in terms of their
exposure to commercial real estate."
416 Banks on Problem List
The Federal Deposit Insurance Corporation said August 27 that the
number of banks and savings institutions in its "Problem List"
increased to 416 at the end of the second quarter compared with
305 at March 31.
The 416 banks have combined assets of $299.8 billion. The FDIC
said this is the largest number of "problem" institutions since
June 30, 1994, and the largest amount of assets on the list since
December 31, 1993.
At the end of the 2008, there were 252 banks on the Problem List.
"Problem" institutions are those institutions with financial,
operational, or managerial weaknesses that threaten their
continued financial viability. They are rated by the FDIC or
Office of the Thrift Supervision as either a "4" or "5", based on
a scale of 1 to 5 in ascending order of supervisory concern.
The Problem List is not divulged to the public. No advance notice
is given to the public when a financial institution is closed.
The Deposit Insurance Fund decreased by $2.6 billion -- 20.3% --
during the second quarter to $10.4 billion, based on unaudited
figures.
According to the FDIC, the reduction in the DIF was primarily due
to an $11.6 billion increase in loss provisions for bank failures.
Twenty-four insured institutions with combined assets of
$26.4 billion failed during the second quarter of 2009, the
largest number of quarterly failures since the fourth quarter of
1992, when 42 insured institutions failed. For 2009 through the
end of the second quarter, 45 insured institutions with combined
assets of $35.9 billion failed at an estimated current cost to the
DIF of $10.5 billion.
Problem Institutions Failed Institutions
-------------------- -------------------
Year Number Assets (Mil) Number Assets (Mil)
---- ------ ------------ ------ ------------
Q2'09 416 $299,800 24 $26,400
Q1'09 305 $220,047 21 $9,498
2008 252 $159,405 25 $371,945
2007 76 $22,189 3 $2,615
2006 50 $8,265 0 $0
2005 52 $6,607 0 $0
2004 80 $28,250 4 $170
A copy of the FDIC's Quarterly Banking Profile for the second
quarter of 2009 is available for free at:
http://bankrupt.com/misc/FDIC_QBP_2Q_09.pdf
2009 Failed Banks List
The FDIC has taken over 81 banks so far this year.
The FDIC was appointed as receiver for the closed banks. To
protect the depositors, the FDIC entered into a purchase and
assumption agreement with various banks that agreed to assume the
deposits of most of the closed banks:
Buyer's FDIC Cost
Assumed to Insurance
Deposits Fund
Closed Bank Buyer (millions) (millions)
----------- ---- -------- -----
Platinum Community -- None -- -- $114.3
First Bank, Kansas Great American, De Soto $15.0 $6.0
InBank MB Financial Bank $150.0 $66.0
Vantus Bank Great Southern Bank $368.0 $168.0
First State Bank Sunwest Bank, Tustin $95.0 $47.0
Mainstreet Bank Central Bank, Stillwater $434.0 $95.0
Affinity Bank Pacific Western $1,000.0 $254.0
Bradford Bank M&T Buffalo, New York $383.0 $97.0
First Coweta Bank United Bank, Zebulon $144.0 $48.0
Guaranty Bank BBVA Compass, Birmingham $11,656.0 $3,000.0
CapitalSouth Bank IBERIABANK, Lafayette $542.4 $151.0
ebank, Atlanta, GA Stearns Bank, N.A. $130.0 $163.0
Colonial Bank BB&T, Winston-Salem $20,000.0 $2,800.0
Union Bank, N.A. MidFirst Bank $14.0 $61.0
Community Bank Nev FDIC-Created DINB $1,375.8 $781.5
Community Bank Ariz MidFirst Bank $143.8 $25.5
Dwelling House PNC Bank, N.A. $13.8 $6.8
First State Bank Stearns Bank, N.A. $379.0 $116.0
Community National Stearns Bank, N.A. $93.0 $24.0
Community First Home Federal Bank, Nampa $151.0 $45.0
Integrity Bank Stonegate Bank, Fla. $102.0 $46.0
Mutual Bank United Central, Tex. $1,600.0 $696.0
First BankAmericano Crown Bank, Brick, NJ $157.0 $15.0
First State, Altus Herring Bank, Amarillo, Tex. $98.2 $25.2
Peoples Community First Financial Bank, Ohio $598.2 $129.5
Waterford Village Evans Bank, N.A. $58.0 $5.6
SB - Gwinnett State Bank and Trust $292.0 }
SB - North Fulton State Bank and Trust $191.0 }
SB - Jones County State Bank and Trust $387.0 } $807.0
SB - Houston County State Bank and Trust $320.0 }
SB - North Metro State Bank and Trust $212.0 }
SB - Bibb County State Bank and Trust $1,000.0 }
Temecula Valley First-Citizen Bank $996.0 $391.0
Vineyard Bank Calif. Bank, San Diego $1,456.0 $579.0
BankFIrst, Sioux Alerus Financial, N.A. $254.0 $91.0
First Piedmont First American Bank $109.0 $29.0
Bank of Wyoming Central Bank & Trust $59.0 $27.0
John Warner Bank State Bank of Lincoln $64.0 $10.0
1st State Winchest. First Nat'l Beardstown $34.0 $6.0
Rock River Bank Harvard State Bank $75.8 $27.6
Elizabeth State Galena State Bank $50.4 $11.2
1st Nat'l Danville First Financial $147.0 $24.0
Founders Bank PrivateBank and Trust $848.9 $188.5
Millennium State State Bank of Texas $115.0 $47.0
Mirae Bank Wilshire State Bank $362.0 $50.0
Metro Pacific Bank Sunwest Bank, Tustin $67.0 $29.0
Horizon Bank Stearns Bank, N.A. $69.4 $33.5
Neighborhood Comm CharterBank, West Point $191.3 $66.7
Community Bank -- None -- - -
First National Bank Bank of Kansas $142.5 $32.2
Cooperative Bank First Bank, Troy, N.C. $717.0 $217.0
Southern Community United Community $307.0 $114.0
Bank of Lincolnwood Republic Bank, Chicago $202.0 $83.0
Citizens National Morton Community $200.0 $106.0
Strategic Capital Midland States Bank $471.0 $173.0
BankUnited FSB WL Ross-Led Investors $8,300.0 $4,900.0
Westsound Bank Kitsap Bank $295.1 $108.0
America West Cache Valley Bank $284.1 $119.4
Citizens Community N.J. Community Bank $43.7 $18.1
Silverton Bank -- No Buyer -- - $1,300.0
First Bank of Id US Bank, Minneapolis $261.2 $191.2
First Bank of BH -- No Buyer -- - $394.0
Heritage Bank Level One Bank $101.7 $71.3
American Southern Bank of North Georgia $55.6 $41.9
Great Basin Bank Nevada State Bank $221.4 $42.0
American Sterling Metcalf Bank, Lee Summit $171.9 $42.0
New Frontier Bank -- No Buyer -- - $670.0
Cape Fear Bank First Federal, Charleston $403.0 $131.0
Omni National -- No Buyer -- - $290.0
TeamBank, N.A. Great Southern Bank $474.0 $98.0
Colorado National Herring Bank, Amarillo, TX $82.7 $9.0
FirstCity Bank -- No Buyer -- - $100.0
Freedom Bank Nat'l Georgia Bank, Lavonia $161.0 $36.2
Security Savings Bank of Nevada, L.V. $175.2 $59.1
Heritage Community MB Financial Bank, N.A. $218.6 $41.6
Silver Falls Citizens Bank $116.3 $50.0
Pinnacle Bank Washington Trust Bank $64.0 $12.1
Corn Belt Bank Carlinville Nat'l Bank $142.4 $100.0
Riverside Bank TIB Bank $281.4 $201.5
Sherman County Heritage Bank $85.1 $28.0
County Bank Westamerica Bank $1,300.0 $135.0
Alliance Bank California Bank & Trust $951.0 $206.0
FirstBank Regions Bank $279.0 $111.0
Ocala National CenterState Bank $205.2 $99.6
Suburban Federal Bank of Essex $302.0 $126.0
MagnetBank -- No Buyer -- - $119.4
1st Centennial First California Bank $302.1 $227.0
Bank of Clark Umpqua Bank $523.6 $120-145
Nat'l Commerce Republic Bank of Chicago $402.1 $97.1
In 2008, 25 banks with total assets of $372 billion failed.
IndyMac Bank, FSB, was closed by the Office of Thrift Supervision
on July 11, and the FDIC was named conservator. At the time it
was closed, IndyMac's assets of $32 billion made it the second
largest bank failure in FDIC history.
A complete list of banks that failed since 2000 is available at:
http://www.fdic.gov/bank/individual/failed/banklist.html
* Bankruptcy Filings in Hawaii Rose 35.3% in August 2009
--------------------------------------------------------
Nina Wu at Starbulletin.com reports that bankruptcy filings in
Hawaii increased 35.3% to 253 in August 2009, majority of which
were Chapter 7 petitions. Starbulletin.com notes that it is the
lowest rate increase so far this year.
Starbulletin.com lists these bankruptcy filings in August 20009,
compared to August 2008:
2009 2008 % CHANGE
Chapter 7 204 141 +44.7
Chapter 11 4 0 --
Chapter 13 45 46 -2.2
-- -- ----
Total 253 187 +35.3
* One Quarter of NY Dairy Farmers May Go Bankrupt in 2 Years
------------------------------------------------------------
One quarter of dairy farmers could go out of business in two
years, John McLoughlin at WTEN reports, citing The New York State
Farm Bureau.
According to WTEN, the NY Farm Bureau said that the dairy farmers
are losing six dollars for every hundredweight of milk they
produce. More than one hundred dairy farmers gathered on a farm
in Easton, Washington County, telling the House Agriculture
Committee chair Collin Peterson that federal action is needed to
save them and to save the public's access to dairy products, WTEN
says.
* Auto Task Force Head Appointed to Manufacturing Policy Post
-------------------------------------------------------------
President Barack Obama has named Ron Bloom as senior counselor for
manufacturing policy. Mr. Bloom will keep his role as the head of
the U.S. government's auto task force. Mr. Bloom helped guide the
U.S. government's rescue of the U.S. auto industry, highlighted by
the sale of assets of General Motors Corp. and Chrysler Group to
the U.S. government through the Chapter 11 process. In his new
role, Mr. Bloom will plan Obama's agenda to revitalize
manufacturing jobs. He was previously the special assistant to
the President of the United Steel Workers based out of Pittsburgh
since 1996 and was an investment banker at Lazard.
* David Weatherwax, Bryan Albue & Dewain Fox to Join Sherman
------------------------------------------------------------
David Weatherwax, Bryan Albue, and Dewain Fox -- formerly
directors with Fennemore Craig, P.C. -- will join law firm of
Sherman & Howard L.L.C.'s Phoenix office as members. Mr.
Weatherwax, Mr. Albue and Mr. Fox have spent their careers
practicing in bankruptcy, receiverships, creditors' rights, and
complex commercial litigation.
"We are pleased to welcome these three attorneys to Sherman &
Howard," said the firm's Chief Executive R. Michael Sanchez.
"Their addition to our firm expands the depth and strength of the
litigation and bankruptcy resources we can offer our clients and
demonstrates our continued commitment to Arizona."
Mr. Weatherwax said, "We are pleased about our move, and excited
to be part of Sherman & Howard's growth plans in Arizona. I
believe that Sherman & Howard is an excellent fit for our group
and all of the clients we serve. I also believe that our practice
group well positions Sherman & Howard as a leader in Arizona in
the area of creditors' rights, bankruptcy and commercial
litigation."
Mr. Weatherwax's practice will continue to focus on complex
commercial litigation and creditors' rights as it has for almost
30 years. He has represented lenders and others in all phases of
receivership, bankruptcy and creditors' rights matters. Mr.
Weatherwax also represents business owners in wide-ranging
commercial disputes. He received his law and undergraduate
degrees from Arizona State University. Mr. Weatherwax is AV rated
by Martindale Hubbell and is included in The Best Lawyers in
AmericaR 2010.
Mr. Albue has represented clients nationwide in complex and large-
scale creditors rights and bankruptcy matters for 25 years,
working on behalf of secured creditors, debtors, lessors and
unsecured claim holders. He received his law degree from the
University of Wisconsin. He holds a master's degree in business
administration from the University of Akron, and he received his
undergraduate degree from the University of Illinois. Mr. Albue
is AV rated by Martindale Hubbell and is Board Certified in
Business Bankruptcy Law by the American Board of Certification, a
program accredited by the American Bar Association.
Mr. Fox will continue to represent clients in bankruptcy
litigation, creditors' rights and complex commercial litigation as
he has for more than 17 years. He received his law degree from
the University of Arizona and his undergraduate degree from
Arizona State University. Mr. Fox is AV rated by Martindale
Hubbell and is included in The Best Lawyers in AmericaR 2010.
About Sherman & Howard
Sherman & Howard L.L.C. is one of the nation's leading super-
regional firms, assisting its clients in most aspects of law
affecting businesses and public institutions. The firm's
attorneys have more than 30 years of experience serving clients in
Arizona. The firm has 32 lawyers practicing in its Phoenix and
Scottsdale offices. Nationally, Sherman & Howard's more than 190
attorneys currently practice law from offices in Phoenix and
Scottsdale, Arizona; as well as Denver, Colorado Springs,
Steamboat Springs and Vail, Colorado; Reno and Las Vegas, Nevada;
and St. Louis, Missouri.
* BOND PRICING -- For the Week From Aug. 31 to Sept. 4, 2009
------------------------------------------------------------
Company Coupon Maturity Bid Price
------- ------ -------- ---------
155 E TROPICANA 8.75% 4/1/2012 3.03
ABITIBI-CONS FIN 7.88% 8/1/2009 8.00
ACCURIDE CORP 8.50% 2/1/2015 24.50
ADVANTA CAP TR 8.99% 12/17/2026 5.25
AHERN RENTALS 9.25% 8/15/2013 45.10
AMBAC INC 9.38% 8/1/2011 63.00
AMBASSADORS INTL 3.75% 4/15/2027 38.50
AMER GENL FIN 3.85% 9/15/2009 92.65
AMER GENL FIN 3.88% 10/15/2009 96.00
AMER GENL FIN 4.00% 9/15/2009 99.05
AMER GENL FIN 4.00% 11/15/2009 93.93
AMER GENL FIN 4.30% 9/15/2009 99.50
AMER GENL FIN 4.35% 3/15/2010 82.00
AMER GENL FIN 4.50% 9/15/2009 97.52
AMER GENL FIN 5.00% 10/15/2010 65.00
AMER GENL FIN 5.10% 9/15/2009 96.50
AMER GENL FIN 5.45% 9/15/2009 98.00
AMER GENL FIN 5.65% 7/15/2010 78.00
AMER GENL FIN 8.75% 9/15/2012 38.00
AMR CORP 10.40% 3/10/2011 46.00
AMR CORP 10.45% 3/10/2011 47.00
ANTHRACITE CAP 11.75% 9/1/2027 14.77
ANTHRACITE CAP 11.75% 9/1/2027 14.84
ANTIGENICS 5.25% 2/1/2025 40.00
ARCO CHEMICAL CO 10.25% 11/1/2010 33.88
BANK NEW ENGLAND 8.75% 4/1/1999 10.56
BANK NEW ENGLAND 9.88% 9/15/1999 10.63
BANKUNITED FINL 3.13% 3/1/2034 3.50
BELL MICROPRODUC 3.75% 3/5/2024 54.00
BLOCKBUSTER INC 9.00% 9/1/2012 60.25
BOWATER INC 6.50% 6/15/2013 16.00
BOWATER INC 9.00% 8/1/2009 17.94
BOWATER INC 9.38% 12/15/2021 17.00
BOWATER INC 9.50% 10/15/2012 17.00
BROOKSTONE CO 12.00% 10/15/2012 43.75
CALLON PETROLEUM 9.75% 12/8/2010 39.00
CAPMARK FINL GRP 7.88% 5/10/2012 18.00
CAPMARK FINL GRP 8.30% 5/10/2017 20.25
CCH I LLC 10.00% 5/15/2014 2.00
CCH I LLC 13.50% 1/15/2014 1.50
CCH I/CCH I CP 11.00% 10/1/2015 12.50
CCH I/CCH I CP 11.00% 10/1/2015 13.25
CHAMPION ENTERPR 2.75% 11/1/2037 16.80
CHARTER COMM HLD 10.00% 5/15/2011 1.00
CHENIERE ENERGY 2.25% 8/1/2012 42.10
CIT GROUP INC 3.85% 11/15/2009 59.00
CIT GROUP INC 3.95% 12/15/2009 63.10
CIT GROUP INC 4.00% 9/15/2009 94.20
CIT GROUP INC 4.05% 2/15/2010 63.00
CIT GROUP INC 4.13% 11/3/2009 71.08
CIT GROUP INC 4.25% 2/1/2010 62.00
CIT GROUP INC 4.25% 9/15/2010 58.20
CIT GROUP INC 4.30% 3/15/2010 60.00
CIT GROUP INC 4.30% 6/15/2010 28.00
CIT GROUP INC 4.35% 6/15/2010 57.44
CIT GROUP INC 4.45% 5/15/2010 46.50
CIT GROUP INC 4.60% 8/15/2010 52.90
CIT GROUP INC 4.63% 11/15/2009 60.00
CIT GROUP INC 4.75% 12/15/2010 58.00
CIT GROUP INC 4.80% 12/15/2009 55.00
CIT GROUP INC 4.85% 12/15/2009 63.25
CIT GROUP INC 4.85% 3/15/2010 49.00
CIT GROUP INC 4.85% 12/15/2011 46.50
CIT GROUP INC 4.90% 3/15/2010 46.25
CIT GROUP INC 4.90% 12/15/2010 52.00
CIT GROUP INC 4.90% 3/15/2011 48.00
CIT GROUP INC 5.00% 9/15/2009 94.17
CIT GROUP INC 5.00% 11/15/2009 69.00
CIT GROUP INC 5.00% 11/15/2009 64.20
CIT GROUP INC 5.00% 11/15/2009 62.00
CIT GROUP INC 5.00% 12/15/2010 57.00
CIT GROUP INC 5.00% 3/15/2011 50.50
CIT GROUP INC 5.00% 3/15/2011 44.00
CIT GROUP INC 5.00% 12/15/2011 52.50
CIT GROUP INC 5.00% 3/15/2012 49.00
CIT GROUP INC 5.05% 11/15/2009 66.00
CIT GROUP INC 5.05% 2/15/2010 50.15
CIT GROUP INC 5.05% 3/15/2010 60.75
CIT GROUP INC 5.05% 11/15/2010 53.00
CIT GROUP INC 5.05% 12/15/2010 57.00
CIT GROUP INC 5.05% 3/15/2011 52.50
CIT GROUP INC 5.15% 2/15/2010 63.50
CIT GROUP INC 5.15% 3/15/2010 70.00
CIT GROUP INC 5.15% 2/15/2011 50.98
CIT GROUP INC 5.15% 2/15/2011 50.00
CIT GROUP INC 5.15% 4/15/2011 44.25
CIT GROUP INC 5.15% 2/15/2012 50.00
CIT GROUP INC 5.20% 11/3/2010 60.50
CIT GROUP INC 5.20% 9/15/2011 49.00
CIT GROUP INC 5.20% 11/15/2011 48.08
CIT GROUP INC 5.25% 5/15/2010 59.50
CIT GROUP INC 5.25% 9/15/2010 59.10
CIT GROUP INC 5.25% 11/15/2010 60.50
CIT GROUP INC 5.25% 11/15/2010 57.00
CIT GROUP INC 5.25% 11/15/2010 58.00
CIT GROUP INC 5.25% 12/15/2010 54.00
CIT GROUP INC 5.25% 11/15/2011 52.00
CIT GROUP INC 5.25% 11/15/2011 46.40
CIT GROUP INC 5.25% 11/15/2011 49.00
CIT GROUP INC 5.25% 2/15/2012 50.00
CIT GROUP INC 5.30% 6/15/2010 51.00
CIT GROUP INC 5.35% 6/15/2011 50.50
CIT GROUP INC 5.35% 8/15/2011 47.40
CIT GROUP INC 5.40% 5/15/2011 52.00
CIT GROUP INC 5.45% 8/15/2010 53.50
CIT GROUP INC 5.50% 8/15/2010 55.10
CIT GROUP INC 5.60% 4/27/2011 57.50
CIT GROUP INC 5.75% 8/15/2012 42.75
CIT GROUP INC 5.80% 7/28/2011 60.50
CIT GROUP INC 6.10% 3/15/2067 13.00
CIT GROUP INC 6.25% 9/15/2009 98.61
CIT GROUP INC 6.25% 9/15/2009 95.75
CIT GROUP INC 6.25% 12/15/2009 79.00
CIT GROUP INC 6.25% 2/15/2010 58.00
CIT GROUP INC 6.50% 12/15/2009 79.00
CIT GROUP INC 6.50% 2/15/2010 58.00
CIT GROUP INC 6.50% 3/15/2010 56.00
CIT GROUP INC 6.50% 12/15/2010 57.00
CIT GROUP INC 6.50% 1/15/2011 52.00
CIT GROUP INC 6.50% 3/15/2011 51.75
CIT GROUP INC 6.60% 2/15/2011 52.00
CIT GROUP INC 6.75% 3/15/2011 50.45
CIT GROUP INC 7.00% 2/15/2012 49.50
CIT GROUP INC 7.25% 2/15/2012 48.00
CIT GROUP INC 7.25% 3/15/2012 44.50
CIT GROUP INC 12.00% 12/18/2018 22.50
CITADEL BROADCAS 4.00% 2/15/2011 17.50
CLEAR CHANNEL 4.40% 5/15/2011 53.25
CLEAR CHANNEL 4.50% 1/15/2010 94.00
CLEAR CHANNEL 5.00% 3/15/2012 42.35
CLEAR CHANNEL 5.75% 1/15/2013 33.25
CLEAR CHANNEL 6.25% 3/15/2011 56.57
COMPUCREDIT 3.63% 5/30/2025 37.00
COOPER-STANDARD 7.00% 12/15/2012 30.00
COOPER-STANDARD 8.38% 12/15/2014 5.88
COUNTRYWIDE FINL 5.20% 9/15/2009 98.60
CRAY INC 3.00% 12/1/2024 92.25
CREDENCE SYSTEM 3.50% 5/15/2010 56.35
DECODE GENETICS 3.50% 4/15/2011 7.50
DECODE GENETICS 3.50% 4/15/2011 11.00
DELPHI CORP 6.50% 8/15/2013 0.88
DEX MEDIA INC 8.00% 11/15/2013 19.50
DEX MEDIA INC 9.00% 11/15/2013 17.75
DEX MEDIA INC 9.00% 11/15/2013 19.00
DEX MEDIA WEST 9.88% 8/15/2013 21.19
DOWNEY FINANCIAL 6.50% 7/1/2014 5.00
DUNE ENERGY INC 10.50% 6/1/2012 48.00
EDDIE BAUER HLDG 5.25% 4/1/2014 12.00
F-CALL10/09 7.20% 9/27/2010 97.52
F-CALL10/09 7.72% 5/17/2010 93.75
FAIRPOINT COMMUN 13.13% 4/1/2018 18.00
FAIRPOINT COMMUN 13.13% 4/1/2018 18.50
FEDDERS NORTH AM 9.88% 3/1/2014 0.75
FIBERTOWER CORP 9.00% 11/15/2012 52.00
FINLAY FINE JWLY 8.38% 6/1/2012 2.55
FLEETWOOD ENTERP 14.00% 12/15/2011 30.25
FORD MOTOR CRED 7.50% 8/20/2010 71.86
FRANKLIN BANK 4.00% 5/1/2027 0.00
GENERAL MOTORS 7.13% 7/15/2013 13.05
GENERAL MOTORS 7.40% 9/1/2025 15.10
GENERAL MOTORS 7.70% 4/15/2016 13.00
GENERAL MOTORS 8.10% 6/15/2024 13.50
GENERAL MOTORS 8.25% 7/15/2023 13.00
GENERAL MOTORS 8.38% 7/15/2033 13.45
GENERAL MOTORS 8.80% 3/1/2021 12.50
GENERAL MOTORS 9.40% 7/15/2021 14.25
GENERAL MOTORS 9.45% 11/1/2011 13.38
GLOBALSTAR INC 5.75% 4/1/2028 37.21
GMAC LLC 5.00% 9/15/2009 99.25
GMAC LLC 7.00% 9/15/2009 98.26
HAIGHTS CROSS OP 11.75% 8/15/2011 43.00
HAWAIIAN TELCOM 9.75% 5/1/2013 1.75
HAWAIIAN TELCOM 12.50% 5/1/2015 1.00
HERBST GAMING 7.00% 11/15/2014 3.69
HERBST GAMING 8.13% 6/1/2012 3.50
HILTON HOTELS 7.20% 12/15/2009 90.51
IDEARC INC 8.00% 11/15/2016 7.00
INDALEX HOLD 11.50% 2/1/2014 1.00
INN OF THE MOUNT 12.00% 11/15/2010 45.00
INTCOMEX INC 11.75% 1/15/2011 56.00
INTL LEASE FIN 3.50% 9/15/2009 99.20
INTL LEASE FIN 4.05% 9/15/2009 97.00
INTL LEASE FIN 4.55% 9/15/2009 96.10
ISTAR FINANCIAL 5.13% 4/1/2011 53.00
ISTAR FINANCIAL 5.15% 3/1/2012 42.00
ISTAR FINANCIAL 5.38% 4/15/2010 77.50
ISTAR FINANCIAL 5.50% 6/15/2012 44.50
ISTAR FINANCIAL 5.80% 3/15/2011 59.50
ISTAR FINANCIAL 6.00% 12/15/2010 57.00
KEYSTONE AUTO OP 9.75% 11/1/2013 26.63
KNIGHT RIDDER 7.13% 6/1/2011 51.50
KNIGHT RIDDER 7.15% 11/1/2027 17.34
LANDAMERICA 3.13% 11/15/2033 22.50
LANDAMERICA 3.25% 5/15/2034 22.50
LASALLE FNDG LLC 5.00% 9/15/2009 99.00
LAZYDAYS RV 11.75% 5/15/2012 15.00
LEHMAN BROS HLDG 4.00% 8/3/2009 9.00
LEHMAN BROS HLDG 4.38% 11/30/2010 16.13
LEHMAN BROS HLDG 4.50% 7/26/2010 16.88
LEHMAN BROS HLDG 4.70% 3/6/2013 6.95
LEHMAN BROS HLDG 4.80% 3/13/2014 18.00
LEHMAN BROS HLDG 4.80% 6/24/2023 12.00
LEHMAN BROS HLDG 5.00% 1/14/2011 15.25
LEHMAN BROS HLDG 5.00% 1/22/2013 12.00
LEHMAN BROS HLDG 5.00% 2/11/2013 11.50
LEHMAN BROS HLDG 5.00% 3/27/2013 6.95
LEHMAN BROS HLDG 5.00% 8/3/2014 10.00
LEHMAN BROS HLDG 5.00% 8/5/2015 12.00
LEHMAN BROS HLDG 5.00% 5/28/2023 11.50
LEHMAN BROS HLDG 5.00% 5/30/2023 11.75
LEHMAN BROS HLDG 5.00% 6/10/2023 11.91
LEHMAN BROS HLDG 5.00% 6/17/2023 10.00
LEHMAN BROS HLDG 5.10% 1/28/2013 10.00
LEHMAN BROS HLDG 5.10% 2/15/2020 10.00
LEHMAN BROS HLDG 5.15% 2/4/2015 9.50
LEHMAN BROS HLDG 5.20% 5/13/2020 12.25
LEHMAN BROS HLDG 5.25% 2/6/2012 15.00
LEHMAN BROS HLDG 5.25% 1/30/2014 8.23
LEHMAN BROS HLDG 5.25% 2/11/2015 12.00
LEHMAN BROS HLDG 5.25% 3/5/2018 8.25
LEHMAN BROS HLDG 5.25% 3/8/2020 12.63
LEHMAN BROS HLDG 5.25% 5/20/2023 12.63
LEHMAN BROS HLDG 5.35% 2/25/2018 12.00
LEHMAN BROS HLDG 5.35% 3/13/2020 9.00
LEHMAN BROS HLDG 5.35% 6/14/2030 12.25
LEHMAN BROS HLDG 5.38% 5/6/2023 10.50
LEHMAN BROS HLDG 5.40% 3/6/2020 12.00
LEHMAN BROS HLDG 5.40% 3/20/2020 12.00
LEHMAN BROS HLDG 5.40% 3/30/2029 12.63
LEHMAN BROS HLDG 5.40% 6/21/2030 12.94
LEHMAN BROS HLDG 5.45% 3/15/2025 12.00
LEHMAN BROS HLDG 5.45% 4/6/2029 12.00
LEHMAN BROS HLDG 5.45% 2/22/2030 12.63
LEHMAN BROS HLDG 5.45% 7/19/2030 12.25
LEHMAN BROS HLDG 5.45% 9/20/2030 12.25
LEHMAN BROS HLDG 5.50% 4/4/2016 17.75
LEHMAN BROS HLDG 5.50% 2/4/2018 12.00
LEHMAN BROS HLDG 5.50% 2/19/2018 12.00
LEHMAN BROS HLDG 5.50% 11/4/2018 12.00
LEHMAN BROS HLDG 5.50% 2/27/2020 10.75
LEHMAN BROS HLDG 5.50% 8/19/2020 8.03
LEHMAN BROS HLDG 5.50% 3/14/2023 12.00
LEHMAN BROS HLDG 5.50% 4/8/2023 12.25
LEHMAN BROS HLDG 5.50% 4/15/2023 9.51
LEHMAN BROS HLDG 5.50% 4/23/2023 11.46
LEHMAN BROS HLDG 5.50% 8/5/2023 11.88
LEHMAN BROS HLDG 5.50% 10/7/2023 12.75
LEHMAN BROS HLDG 5.50% 1/27/2029 8.75
LEHMAN BROS HLDG 5.50% 2/3/2029 12.00
LEHMAN BROS HLDG 5.50% 8/2/2030 9.75
LEHMAN BROS HLDG 5.55% 2/11/2018 12.00
LEHMAN BROS HLDG 5.55% 3/9/2029 12.00
LEHMAN BROS HLDG 5.55% 1/25/2030 12.00
LEHMAN BROS HLDG 5.55% 9/27/2030 12.63
LEHMAN BROS HLDG 5.55% 12/31/2034 12.00
LEHMAN BROS HLDG 5.60% 1/22/2018 12.13
LEHMAN BROS HLDG 5.60% 9/23/2023 9.00
LEHMAN BROS HLDG 5.60% 2/17/2029 11.22
LEHMAN BROS HLDG 5.60% 2/24/2029 9.20
LEHMAN BROS HLDG 5.60% 3/2/2029 12.38
LEHMAN BROS HLDG 5.60% 2/25/2030 12.00
LEHMAN BROS HLDG 5.60% 5/3/2030 12.00
LEHMAN BROS HLDG 5.63% 1/24/2013 16.00
LEHMAN BROS HLDG 5.63% 3/15/2030 12.25
LEHMAN BROS HLDG 5.65% 11/23/2029 12.25
LEHMAN BROS HLDG 5.65% 8/16/2030 8.00
LEHMAN BROS HLDG 5.65% 12/31/2034 12.94
LEHMAN BROS HLDG 5.70% 1/28/2018 12.00
LEHMAN BROS HLDG 5.70% 2/10/2029 11.60
LEHMAN BROS HLDG 5.70% 4/13/2029 12.25
LEHMAN BROS HLDG 5.70% 9/7/2029 12.00
LEHMAN BROS HLDG 5.70% 12/14/2029 11.88
LEHMAN BROS HLDG 5.75% 4/25/2011 16.75
LEHMAN BROS HLDG 5.75% 7/18/2011 18.00
LEHMAN BROS HLDG 5.75% 5/17/2013 16.00
LEHMAN BROS HLDG 5.75% 1/3/2017 1.00
LEHMAN BROS HLDG 5.75% 3/27/2023 11.35
LEHMAN BROS HLDG 5.75% 10/15/2023 12.94
LEHMAN BROS HLDG 5.75% 10/21/2023 12.00
LEHMAN BROS HLDG 5.75% 11/12/2023 9.20
LEHMAN BROS HLDG 5.75% 11/25/2023 12.75
LEHMAN BROS HLDG 5.75% 12/16/2028 10.10
LEHMAN BROS HLDG 5.75% 12/23/2028 9.00
LEHMAN BROS HLDG 5.75% 8/24/2029 12.25
LEHMAN BROS HLDG 5.75% 9/14/2029 12.00
LEHMAN BROS HLDG 5.75% 10/12/2029 12.00
LEHMAN BROS HLDG 5.75% 3/29/2030 11.88
LEHMAN BROS HLDG 5.80% 9/3/2020 12.25
LEHMAN BROS HLDG 5.80% 10/25/2030 12.63
LEHMAN BROS HLDG 5.85% 11/8/2030 8.75
LEHMAN BROS HLDG 5.88% 11/15/2017 15.13
LEHMAN BROS HLDG 5.90% 5/4/2029 12.63
LEHMAN BROS HLDG 5.90% 2/7/2031 7.00
LEHMAN BROS HLDG 5.95% 12/20/2030 12.25
LEHMAN BROS HLDG 6.00% 7/19/2012 17.25
LEHMAN BROS HLDG 6.00% 12/18/2015 8.06
LEHMAN BROS HLDG 6.00% 2/12/2018 11.50
LEHMAN BROS HLDG 6.00% 1/22/2020 12.00
LEHMAN BROS HLDG 6.00% 2/12/2020 12.00
LEHMAN BROS HLDG 6.00% 1/29/2021 11.50
LEHMAN BROS HLDG 6.00% 10/23/2028 12.00
LEHMAN BROS HLDG 6.00% 11/18/2028 11.88
LEHMAN BROS HLDG 6.00% 5/11/2029 12.63
LEHMAN BROS HLDG 6.00% 7/20/2029 11.88
LEHMAN BROS HLDG 6.00% 3/21/2031 8.06
LEHMAN BROS HLDG 6.00% 4/30/2034 12.00
LEHMAN BROS HLDG 6.00% 7/30/2034 12.00
LEHMAN BROS HLDG 6.00% 2/21/2036 12.25
LEHMAN BROS HLDG 6.00% 2/24/2036 12.00
LEHMAN BROS HLDG 6.00% 2/12/2037 12.94
LEHMAN BROS HLDG 6.05% 6/29/2029 11.00
LEHMAN BROS HLDG 6.10% 8/12/2023 12.00
LEHMAN BROS HLDG 6.15% 4/11/2031 12.00
LEHMAN BROS HLDG 6.20% 9/26/2014 17.13
LEHMAN BROS HLDG 6.20% 6/15/2027 10.55
LEHMAN BROS HLDG 6.20% 5/25/2029 12.25
LEHMAN BROS HLDG 6.25% 2/5/2021 11.00
LEHMAN BROS HLDG 6.25% 2/22/2023 11.50
LEHMAN BROS HLDG 6.40% 10/11/2022 11.50
LEHMAN BROS HLDG 6.50% 7/19/2017 1.00
LEHMAN BROS HLDG 6.50% 2/28/2023 10.03
LEHMAN BROS HLDG 6.50% 3/6/2023 12.94
LEHMAN BROS HLDG 6.50% 10/18/2027 12.25
LEHMAN BROS HLDG 6.50% 10/25/2027 12.00
LEHMAN BROS HLDG 6.50% 11/15/2032 11.62
LEHMAN BROS HLDG 6.50% 1/17/2033 14.00
LEHMAN BROS HLDG 6.50% 2/13/2037 12.00
LEHMAN BROS HLDG 6.50% 6/21/2037 12.00
LEHMAN BROS HLDG 6.50% 7/13/2037 11.25
LEHMAN BROS HLDG 6.60% 10/3/2022 12.94
LEHMAN BROS HLDG 6.63% 1/18/2012 16.00
LEHMAN BROS HLDG 6.63% 7/27/2027 9.09
LEHMAN BROS HLDG 6.75% 12/28/2017 0.01
LEHMAN BROS HLDG 6.75% 7/1/2022 11.88
LEHMAN BROS HLDG 6.75% 11/22/2027 10.00
LEHMAN BROS HLDG 6.75% 3/11/2033 7.78
LEHMAN BROS HLDG 6.75% 10/26/2037 12.75
LEHMAN BROS HLDG 6.80% 9/7/2032 11.18
LEHMAN BROS HLDG 6.85% 8/16/2032 12.25
LEHMAN BROS HLDG 6.85% 8/23/2032 12.00
LEHMAN BROS HLDG 6.88% 5/2/2018 19.00
LEHMAN BROS HLDG 6.88% 7/17/2037 1.00
LEHMAN BROS HLDG 6.90% 9/1/2032 5.55
LEHMAN BROS HLDG 7.00% 4/16/2019 10.05
LEHMAN BROS HLDG 7.00% 5/12/2023 11.00
LEHMAN BROS HLDG 7.00% 10/4/2032 12.00
LEHMAN BROS HLDG 7.00% 7/27/2037 11.05
LEHMAN BROS HLDG 7.00% 9/28/2037 11.50
LEHMAN BROS HLDG 7.00% 12/28/2037 10.00
LEHMAN BROS HLDG 7.00% 1/31/2038 12.63
LEHMAN BROS HLDG 7.00% 2/1/2038 9.37
LEHMAN BROS HLDG 7.00% 2/7/2038 11.63
LEHMAN BROS HLDG 7.00% 2/8/2038 12.00
LEHMAN BROS HLDG 7.00% 4/22/2038 11.00
LEHMAN BROS HLDG 7.05% 2/27/2038 9.15
LEHMAN BROS HLDG 7.20% 8/15/2009 15.00
LEHMAN BROS HLDG 7.25% 2/27/2038 9.10
LEHMAN BROS HLDG 7.35% 5/6/2038 8.93
LEHMAN BROS HLDG 7.73% 10/15/2023 12.75
LEHMAN BROS HLDG 7.88% 8/15/2010 17.25
LEHMAN BROS HLDG 8.00% 3/5/2022 8.25
LEHMAN BROS HLDG 8.05% 1/15/2019 11.88
LEHMAN BROS HLDG 8.40% 2/22/2023 12.50
LEHMAN BROS HLDG 8.50% 8/1/2015 15.00
LEHMAN BROS HLDG 8.50% 6/15/2022 8.00
LEHMAN BROS HLDG 8.75% 12/21/2021 11.00
LEHMAN BROS HLDG 8.75% 2/6/2023 10.50
LEHMAN BROS HLDG 8.80% 3/1/2015 15.50
LEHMAN BROS HLDG 8.92% 2/16/2017 12.00
LEHMAN BROS HLDG 9.00% 12/28/2022 11.00
LEHMAN BROS HLDG 9.50% 12/28/2022 11.88
LEHMAN BROS HLDG 9.50% 1/30/2023 11.00
LEHMAN BROS HLDG 9.50% 2/27/2023 11.25
LEHMAN BROS HLDG 11.00% 10/25/2017 11.25
LEHMAN BROS HLDG 11.00% 6/22/2022 8.19
LEHMAN BROS HLDG 11.50% 9/26/2022 13.38
LEINER HEALTH 11.00% 6/1/2012 2.00
LOCAL INSIGHT 11.00% 12/1/2017 38.50
LTX-CREDENCE 3.50% 5/15/2011 37.25
MAJESTIC STAR 9.50% 10/15/2010 63.00
MAJESTIC STAR 9.75% 1/15/2011 6.84
MASHANTUCKET PEQ 8.50% 11/15/2015 28.25
MCCC-CALL09/09 7.88% 2/15/2011 99.88
MCCC-CALL09/09 9.50% 1/15/2013 99.35
MCCLATCHY CO 15.75% 7/15/2014 45.25
MERISANT CO 9.50% 7/15/2013 12.30
MERRILL LYNCH #N/A N.A.% 3/9/2011 94.25
METALDYNE CORP 11.00% 6/15/2012 2.31
MFCCN-CALL09/09 5.50% 9/15/2029 99.00
MILLENNIUM AMER 7.63% 11/15/2026 10.89
MORRIS PUBLISH 7.00% 8/1/2013 8.00
NEFF CORP 10.00% 6/1/2015 8.00
NEW PLAN EXCEL 7.50% 7/30/2029 18.76
NEW PLAN REALTY 7.65% 11/2/2026 18.26
NEWPAGE CORP 12.00% 5/1/2013 38.50
NORTH ATL TRADNG 9.25% 3/1/2012 25.00
NTK HOLDINGS INC 10.75% 3/1/2014 4.00
OXFORD INDUSTRY 11.38% 7/15/2015 12.00
PAC-WEST TELECOM 13.50% 2/1/2009 4.00
PANOLAM INDUSTRI 10.75% 10/1/2013 5.00
PLY GEM INDS 9.00% 2/15/2012 40.25
POPE & TALBOT 8.38% 6/1/2013 0.51
PRIMUS TELECOM 8.00% 1/15/2014 11.75
PROPEX FABRICS 10.00% 12/1/2012 0.50
QUALITY DISTRIBU 9.00% 11/15/2010 57.00
QUANTUM CORP 4.38% 8/1/2010 61.00
RADIO ONE INC 6.38% 2/15/2013 33.25
RADIO ONE INC 8.88% 7/1/2011 46.00
RAFAELLA APPAREL 11.25% 6/15/2011 30.25
RATHGIBSON INC 11.25% 2/15/2014 35.50
READER'S DIGEST 9.00% 2/15/2017 5.00
RESIDENTIAL CAP 8.00% 2/22/2011 56.00
RESIDENTIAL CAP 8.38% 6/30/2010 68.50
RH DONNELLEY 6.88% 1/15/2013 5.25
RH DONNELLEY 6.88% 1/15/2013 6.00
RH DONNELLEY 6.88% 1/15/2013 4.25
RH DONNELLEY 8.88% 1/15/2016 3.90
RH DONNELLEY 8.88% 10/15/2017 5.95
ROTECH HEALTHCA 9.50% 4/1/2012 19.75
SEABULK-CALL9/09 9.50% 8/15/2013 101.50
SECURITY BENEFIT 7.45% 10/1/2033 11.88
SECURITY BENEFIT 8.75% 5/15/2016 16.75
SIX FLAGS INC 4.50% 5/15/2015 9.00
SIX FLAGS INC 9.63% 6/1/2014 8.00
SIX FLAGS INC 9.75% 4/15/2013 8.00
SPHERIS INC 11.00% 12/15/2012 43.00
STANDARD MTR 15.00% 4/15/2011 70.29
STANLEY-MARTIN 9.75% 8/15/2015 25.25
STATION CASINOS 6.00% 4/1/2012 31.25
STATION CASINOS 6.50% 2/1/2014 3.13
STATION CASINOS 6.63% 3/15/2018 3.50
STATION CASINOS 6.88% 3/1/2016 2.63
TEKNI-PLEX INC 12.75% 6/15/2010 67.81
THORNBURG MTG 8.00% 5/15/2013 5.00
TIMES MIRROR CO 6.61% 9/15/2027 5.00
TIMES MIRROR CO 7.25% 3/1/2013 5.00
TIMES MIRROR CO 7.50% 7/1/2023 6.00
TOUSA INC 7.50% 1/15/2015 0.50
TOUSA INC 9.00% 7/1/2010 10.00
TRANSMERIDIAN EX 12.00% 12/15/2010 6.75
TRIBUNE CO 4.88% 8/15/2010 7.00
TRIBUNE CO 5.25% 8/15/2015 7.50
TRIBUNE CO 5.67% 12/8/2008 7.00
TRONOX WORLDWIDE 9.50% 12/1/2012 34.50
TRUMP ENTERTNMNT 8.50% 6/1/2015 9.00
TXU CORP 4.80% 11/15/2009 90.00
UAL CORP 4.50% 6/30/2021 49.31
UAL CORP 5.00% 2/1/2021 56.26
USFREIGHTWAYS 8.50% 4/15/2010 38.00
VERASUN ENERGY 9.38% 6/1/2017 14.25
VERENIUM CORP 5.50% 4/1/2027 44.50
VESTA INSUR GRP 8.75% 7/15/2025 0.73
VION PHARM INC 7.75% 2/15/2012 25.50
VISTEON CORP 7.00% 3/10/2014 6.40
WASH MUT BANK FA 5.65% 8/15/2014 0.53
WASH MUT BANK FA 6.88% 6/15/2011 0.59
WASH MUT BANK NV 5.50% 1/15/2013 1.00
WASH MUT BANK NV 5.55% 6/16/2010 29.50
WASH MUT BANK NV 5.95% 5/20/2013 0.31
WASH MUTUAL INC 4.20% 1/15/2010 87.50
WASH MUTUAL INC 8.25% 4/1/2010 70.05
WCI COMMUNITIES 4.00% 8/5/2023 1.56
WCI COMMUNITIES 6.63% 3/15/2015 4.00
WCI COMMUNITIES 7.88% 10/1/2013 1.00
WCI COMMUNITIES 9.13% 5/1/2012 2.25
WILLIAM LYON 7.63% 12/15/2012 43.25
WILLIAM LYONS 7.50% 2/15/2014 34.20
WILLIAM LYONS 7.63% 12/15/2012 47.10
WILLIAM LYONS 10.75% 4/1/2013 42.00
WISE METALS GRP 10.25% 5/15/2012 47.00
YELLOW CORP 5.00% 8/8/2023 29.00
*********
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 **