/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/090924.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, September 24, 2009, Vol. 13, No. 265 Headlines ADVANCED MODULAR: Owner's Claims Equitably Subordinated ALLEN CARTER SHIRLEY: Case Summary & 15 Largest Unsec. Creditors AMERICAN AXLE: Moody's Raises Corporate Family Rating to 'Caa3' AMERICAN AXLE: S&P Gives Developing Outlook, Affirms 'CCC+' Rating AMERICAN ELECTRICAL SERVICES: Voluntary Chapter 11 Case Summary AMERICAN INT'L: Bailout Terms Unlikely to Be Altered, Analyst Says AMERICAN INT'L: Two Bidders Vie for Taiwan Unit AMES DEPARTMENT: Admin. Claim Payable Despite Preference Claim AMR CORP: Moody's Affirms 'Caa1' Corporate Family Rating AMR CORP: S&P Assigns 'CCC+' Rating on $250 Mil. Senior Notes ANGELO ANTHONY ROMANO: Voluntary Chapter 11 Case Summary ASARCO LLC: Sterlite to Release Grupo from $8 Billion Judgment BASHAS' INC: Group Solicits Support for Bashas' Businesses BENNY LELAND COTTER: Case Summary & 20 Largest Unsecured Creditors BERNARD MADOFF: Prosecutors Prefer Forfeiture Over Restitution BHY PARTNERS NY: Case Summary & 2 Largest Unsecured Creditors BIG MUDDY SERVICES: Voluntary Chapter 11 Case Summary BLOSSOM VALLEY: Meeting of Creditors Scheduled for October 7 BLX GROUP: Sent to Chapter 11 by Yellowstone Trustee BLX GROUP: Involuntary Chapter 11 Case Summary BNP OIL & GAS: Voluntary Chapter 11 Case Summary BONITA BAY: To Go Bankrupt If Compelled to Refund Membership Fees BRANDYWINE OPERATING: Fitch Puts 'BB+' Rating on $250 Mil. Notes BROKEN WING: Case Summary & 11 Largest Unsecured Creditors CANWEST GLOBAL: Will Sell Controlling Stake in Ten Network CARDICA INC: Posts $17.2MM Net Loss in Fiscal Year 2009 CENTENARY HOUSING: Involuntary Chapter 11 Case Summary CIB MARINE: TruPS Holders Will Recover 58.8% Under Plan CIB MARINE: U.S. Trustee Sets Meeting of Creditors for October 23 CIRCUIT CITY: Plan Revised to Address Longacre Objection CIT GROUP: October 1 Deadline to Adopt Restructuring Plan Looms CITADEL BROADCASTING: $2 Mil. Payment Won't Affect Moody's Rating CONEXANT SYSTEMS: Files Revised Financials to Reflect BBA Biz Sale COMMUNICATION INTELLIGENCE: Amundson Replaces Sung as Director COOPER-STANDARD: Court Could Rule on Cooper-Tire Dispute Oct. 5 COYOTES HOCKEY: Mediation May Bring Best Result for Creditors CRUSADER ENERGY: Has Deal to Sell Business to SandRidge Energy CW MEDIA: S&P Keeps 'B-' Long-Term Corporate Credit Rating CYNERGY DATA: Lenders in $21 Million Dispute with Harris NA DANA HOLDING: To Raise Funds Through Common Stock Offering DAVID SCHWARTZMAN: DS Ventures to Ask Permits for Supergraphics DELTA AIR: Moody's Assigns 'B2' Rating on Planned $500 Mil. Notes DOT VN: Executes Domains Registration Deal With Key-Systems ESTERLINE TECHNOLOGIES: Moody's Affirms 'Ba2' Corp. Family Rating FAGAN RANCH INVESTMENTS: Case Summary & 5 Largest Unsec. Creditors FAIRFAX FINANCIAL: S&P Assigns 'BB+' Subordinated Debt Rating FALCON RIDGE: Mulls Restatement of Financials Amid Auditor's Woes FONTAINEBLEAU LV: M&M Lienholders Want to File Lawsuit FORD MOTOR: To Expand in China With Third Plant FORUM HEALTH: Reaches Agreement With Secured Lenders GENERAL GROWTH: 55 Units' Schedules Of Assets And Liabilities GENERAL GROWTH: 45 Units' Schedules Of Assets And Liabilities GEORGETOWN GOLF CLUB: Closes Golf Course After Ch 11 Bankr. Filing GERRYLAND INVESTMENTS: Case Summary & 3 Largest Unsec. Creditors GTS 900: Put Into Ch 11 Bankruptcy to Hasten Project Completion HAIGHTS CROSS: Cancels Registration of 11-3/4% and 12-1/2% Notes HARRAH'S ENTERTAINMENT: Has Go Signal to Buy Thistledown Racetrack HARRAH'S OPERATING: S&P Assigns 'B-' Rating on $750 Mil. Notes HARRIS INTERACTIVE: Receives Nasdaq Non-Compliance Notice HAVENS WINE CELLAR: Great American to Liquidate Winery HAYES LEMMERZ: To Conduct Auction for Powertrain Biz on Oct. 22 HEALTHSOUTH CORP: To Issue Settlement Securities by September 30 HIGHLAND STREET: Case Summary & 7 Largest Unsecured Creditors HYDROGENICS CORP: Mails Offers for Debentures of Algonquin Power IMAX CORP: Gilder and Tremblant Disclose Equity Stake INTERNATIONAL METALS: Taps NachmanHaysBrownstein as Fin'l Advisor INVERNESS MEDICAL: Moody's Assigns 'B2' Rating on $100 Mil. Notes INVERNESS MEDICAL: S&P Assigns 'B-' Rating on $100 Mil. Notes JACOBS FINANCIAL: May 31 Balance Sheet Upside-Down by $13.5MM JOHN STOKES: Case Dismissal Denied, Converted to Ch. 7 Liquidation KIRK CORP: Court Denies Confirmation of Plan; Oct. 6 Hearing Set KNIGHT-CELOTEX: $7.3 Mil. Bid for Danville & Lisbon Falls Plants LAKEWATCH LLC: Case Summary & 14 Largest Unsecured Creditors LENNY DYKSTRA: Trustee Conducts Probe on Property Dispositions LONG ISLAND COPYING: Voluntary Chapter 11 Case Summary LOUISIANA-PACIFIC CORP: Stock Issuance Won't Affect S&P's Rating MAGNA ENTERTAINMENT: Dismissal of Suit vs. Stronach Denied MARC ECKO ENTERPRISES: May Sell Brand Name to Iconix MARK IV: Wins Approval of Reorganization Plan MARSHALL SHIELDS: Case Summary & 11 Largest Unsecured Creditors MENASHA, WISCONSIN: Suit Filed re $24MM Steam Plant Bond Default MERCER INT'L: Harbinger Discloses 5.5% Equity Stake MERRILL LYNCH: SEC to Pursue Charges Against BofA Over Bonuses METROMEDIA STEAKHOUSES: Wants Plan Exclusivity Until Nov. 2 MGM MIRAGE: Fitch Assigns 'CCC/RR4' Rating on $475 Mil. Notes MIGENIX INC: Posts C$740,000 Net Loss in Quarter Ended July 31 MILESTONE SCIENTIFIC: To Pay New CEO $300,000 a Year NEBRASKA BOOK: S&P Changes Outlook to Positive; Keeps 'B-' Rating NEENAH FOUNDRY: Inks Consulting Deal with John Andrews NEUMANN HOMES: Hearing on Plan Disclosure Moved to Sept. 24 NEW FRONTIER: 4 Colorado Dairies Went Bankrupt After Bank Closed NEXPAK CORP: Plan Confirmation Hearing Scheduled for Nov. 5 NOBLE GROUP: Moody's Reviews 'Ba1' Corporate Family Rating NTK HOLDINGS: Moody's Downgrades Corporate Family Rating to 'Ca' P&L PLUMBING: Voluntary Chapter 11 Case Summary PDCC DEVELOPMENT: Pursuing $300,000 in DIP Loan for Main Course PERPETUA HOLDINGS: Lets Go of Burr Oak Cemetery PILGRIM'S PRIDE: Trucking, Electricity Aren't 'Goods' PINNACLE SITE CONTRACTORS: Voluntary Chapter 11 Case Summary PNG VENTURES: Needs $8.4 Million to Fund Chapter 11 Plan PNG VENTURES: U.S. Trustee Sets Meeting of Creditors for October 8 PNG VENTURES: Wants to Hire Fox Rothschild as Bankruptcy Counsel QSGI INC: Eric Nelson Steps Down as Chief Financial Officer QUIGLEY CO: Pfizer Faces $5 Billion in Claims at Trial RAPID LINK: Hires GHP Horwath as Independent Accountants RAPID LINK: Net Loss Widens to $2.5 Million for July 31 Quarter RITZ CAMERA: Chapter 11 Plan to Be Filed by End of October ROBERT WILSON BARNES: Voluntary Chapter 11 Case Summary ROGER DALE PHILLIPS: Case Summary & 20 Largest Unsecured Creditors RRI ENERGY: Moody's Affirms Speculative Grade Liquidity Rating SANDBRECK: Chapter 11 Case Summary & Unsecured Creditor SARATOGA RESOURCES: Beefs Up Plan Before Disclosure Hearing SEMGROUP LP: Asks U.S. Court to OK Cross-Border Protocol SEMGROUP LP: Proposes to Amend Deals With McCoy Petroleum SEMGROUP LP: Proposes Settlement With NuStar Pipeline SHUMATE INC: U.S. Trustee Sets Meeting of Creditors for October 29 SIKDER EMPIRE: Case Summary & 20 Largest Unsecured Creditors STANT CORP: To Exit Chapter 11 Bankruptcy Protection in October STREAM GLOBAL: Moody's Assigns Corporate Family Rating at 'B1' STREAM GLOBAL: S&P Assigns Corporate Credit Rating at 'B+' SYNOVICS PHARMACEUTICALS: Swings to $2MM Net Loss for July 31 Qtr TAMPA ENCLAVE: Meeting of Creditors Scheduled for October 19 TCS SYSTEMS INC: Case Summary & 6 Largest Unsecured Creditors TEXANS CUSO: Has Until October 5 to File Schedules and Statement TEXANS CUSO: U.S. Trustee Sets Meeting of Creditors for October 8 THORNBURG MORTGAGE: U.S. Trustee Wants Ch. 11 Trustee to Take Over TRANSMERIDIAN EXPLORATION: Plan Consummation Delayed TRI STAR: Proposes Half Ownership to 3 of Financial Consultants TRIDENT RESOURCES: Proposes Richards Layton as Delaware Counsel TRIDENT RESOURCES: Section 341(a) Meeting Scheduled for October 15 TRIDENT RESOURCES: Wants to Hire Akin Gump as Bankruptcy Counsel TRONOX INC: J. Shenwick's Letter re SNWA Water Usage Rights TRONOX INC: Letter to Court re Retiree Benefits TRONOX INC: Stipulation on Continue Use of Caterpillar Equipment TRUMP ENTERTAINMENT: Examiner Named; Rival Plans' Hearing Delayed TRUMP ENTERTAINMENT: Franklin Mutual Discloses 4.4% Equity Stake UNIFI INC: Management Holds Investor Roadshows This Week UNITED SITE: S&P Downgrades Corporate Credit Rating to 'CC' U.S. ACQUISITION: Court Dismisses SIST Chapter 11 Bankruptcy Case UTGR INC: Court Questions Proposed Compensation Plan VERENIUM CORP: Files Financials to Reflect Accounting Changes VISTEON CORP: Seeks Exclusivity Extension; to File Plan Soon VISTEON CORP: Terms of Revised Key Employee Incentive Plan VISTEON CORP: Proposes $38MM Capital to Foreign Affiliates VISTEON CORP: Has Settlement With Le Carbone Lorraine, Et Al W R GRACE: Confirmation Hearings to Continue on Oct. 13 & 14 W R GRACE: Submits Modifications to First Amended Joint Plan W R GRACE: PD FCR Alexander Sanders Supports Plan Confirmation W/C IMPORTS: U.S. Trustee Sets Meeting of Creditors for October 20 WILLIAM MCCONNELL: Case Summary & 20 Largest Unsecured Creditors WILLIS GROUP: Moody's Puts Low-B Ratings on Sr. Unsec., Sub. Debts WILLOW CREEK: Court Dismisses $25 Million Antitrust Lawsuit WOODSTOCK REALTY: Case Summary & 12 Largest Unsecured Creditors YARUSHALMI & ASSOCIATES: Accounting Action Sent to State Court YELLOWSTONE CLUB: Trustee Sends Blixseth Firm to Chapter 11 * 6 Colorado Dairies Went Bankrupt, More to Come, Experts Say * Default Rate to Drop From 13.2% to 4.1%, Says Moody's * Retailers to Hire Fewer Workers During Holiday Season * U.S. Bank Shares to Drop; Lenders Must Raise More Capital * Duff & Phelps Has Tool to Manage Going-Concern Risks * Chapter 11 Cases With Assets and Liabilities Below $1,000,000 ********* ADVANCED MODULAR: Owner's Claims Equitably Subordinated ------------------------------------------------------- WestLaw reports that equitable subordination, to the claims of the Chapter 7 trustee and the other creditors of the bankruptcy estate, was warranted as to any claims asserted against the debtor by the debtor's majority shareholder or the shareholder's owner, individually or as the shareholder's agent. The owner and shareholder had breached their fiduciary duties to the debtor, engaged in fraudulent transfers of the debtor's assets, and converted the debtor's assets. That conduct injured creditors and gave the owner an unfair advantage by augmenting the finances of the owner and shareholder to the detriment of the debtor and its creditors. The invocation of subordination, moreover, was consistent with the provisions of the Bankruptcy Code. In re Advanced Modular Power Systems, Inc., --- B.R. ----, 2009 WL 2960615 (Bankr. S.D. Tex.) (Bohm, J.). Advanced Modular Power Systems, Inc., which manufactured and sold hydraulic generators in the OEM market in the fire industry, filed a voluntary Chapter 7 petition (Bankr. S.D. Tex. Case No. 07- 34646) on July 10, 2007, after its principal incorporated a new business by the name of AMP Services and that new entity assumed and exercised control over the Debtor's service business, telephone number, name, acronym, customer information and customer lists, address, vendor information, competitive advantages in the forms of goodwill and specialized knowledge, and other assets. William G. West serves as the Chapter 7 trustee liquidating the Debtor's estate. Mr. West is represented by Jason Barnes Keith, Esq., and Marc H. Schneider, Esq., at Waldron & Schneider LLP in Houston, Texas. ALLEN CARTER SHIRLEY: Case Summary & 15 Largest Unsec. Creditors ---------------------------------------------------------------- Joint Debtors: Allen Carter Shirley Diane Winn Shirley PO Box 711 Gatlinburg, TN 37738 Bankruptcy Case No.: 09-35259 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Eastern District of Tennessee (Knoxville) Debtors' Counsel: William E. Maddox Jr., Esq. P.O. Box 31287 Knoxville, TN 37930 Tel: (865) 293-4953 Email: wem@billmaddoxlaw.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 15 largest unsecured creditors is available for free at: http://bankrupt.com/misc/tneb09-35259.pdf The petition was signed by the Joint Debtors. AMERICAN AXLE: Moody's Raises Corporate Family Rating to 'Caa3' --------------------------------------------------------------- Moody's Investors Service raised American Axle & Manufacturing Holdings, Inc.'s Corporate Family Rating to Caa3 from Ca, and raised the rating on American Axle & Manufacturing, Inc.'s secured guaranteed term loan to B3 from Caa2. In a related action Moody's affirmed the company's Probability of Default Rating at Caa3, and affirmed the ratings on the unsecured guaranteed notes and the unsecured convertible notes at Ca. The Speculative Grade Liquidity Rating is SGL-4. The outlook is changed to stable from negative. The Caa3 CFR reflects Moody's assessment that recently negotiated financing arrangements from American Axle's largest customer, GM, combined with improved financial covenant cushions under the amended bank credit facilities will provide additional operating flexibility under difficult industry conditions. American Axle received a cash payment from GM of $110 million as settlement payment for certain commercial issues and also achieved improved payment terms from its largest customer (which will be available through December 2013). In addition, GM is providing a $100 million second lien term loan commitment to American Axle through June 2013, subject to certain terms and conditions. As a result of these agreements and stabilized prospects for GM following its emergence from Chapter 11, American Axle's liquidity profile, while still weak, is viewed to be stable. Moody's believes that the more stable business profile enhances American Axle's enterprise value and supports higher recovery rates than previously considered, resulting in the notch of the CFR to the same level of the PDR under Moody's LGD Methodology. The stable outlook incorporates Moody's view that American Axle's improved liquidity profile combined with the company's restructuring actions and stabilizing general economic conditions have reduced the company's risk of default over the near-term. While general automotive industry conditions in North America production are expected to improve in the second half of 2009 compared to the first half, American Axle's operations will continue to be impacted by weak economic conditions, and shifts in consumer preferences away from SUVs and light trucks. For the LTM period ending June 30, 2009 (calculated using Moody's standard adjustments), EBIT/interest expense was approximately -0.6x. Moody's continues to expect American Axle's credit metrics to be consistent with Caa ratings over the near-term even as industry conditions stabilize. American Axle's Speculative Grade Liquidity Rating of SGL-4 continues to reflect the expectation of weak liquidity over the next twelve months. While liquidity has improved as a result of the new financing arrangements, Moody's expects the combination of negative free cash flow over the next twelve months and the $108 million commitment reduction in the $477 million revolving credit facility in April 2010 will continue to pressure the company's financial flexibility. Principal financial covenants under the amended facilities, including a secured debt/EBITDA test, and an EBITDA/interest expense test, were recently amended providing additional liquidity support. The company must also maintain an average daily minimum liquidity level of $85 million until June 30, 2010. Availability under the revolving credit facility was approximately $1 million at June 30, 2009 as draw downs were used to support the cash balance of $272 million at June 30, 2009. The security provided to the lenders as part of the bank credit facility amendment limits the company's alternate sources of liquidity. Ratings raised: American Axle & Manufacturing Holdings, Inc. * Corporate Family Rating, to Caa3 from Ca American Axle & Manufacturing, Inc. * Secured guaranteed term loan, to B3 (LGD2, 18%) from Caa2 (LGD3, 36%) Ratings affirmed: American Axle & Manufacturing Holdings, Inc. * Probability of Default Rating, at Caa3 * SGL-4 Speculative Grade Liquidity Rating * Unsecured guaranteed convertible note, at Ca (LGD5 76%) American Axle & Manufacturing, Inc. * Unsecured guaranteed notes, at Ca (LGD5 76%) Holdings' obligations are guaranteed by American Axle and vice versa. The last rating action was on May 12, 2009 when the Corporate Family Rating was lowered to Ca. American Axle & Manufacturing, Inc., headquartered in Detroit, MI, is a world leader in the manufacture, design, engineering and validation of driveline systems and related components and modules, chassis systems, and metal formed products for light truck, SUV's and passenger cars. The company has manufacturing locations in the USA, Mexico, the United Kingdom, Brazil, China, Poland, and India. The company reported revenues of $2.1 billion in 2008. AMERICAN AXLE: S&P Gives Developing Outlook, Affirms 'CCC+' Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services said it has revised its outlook on American Axle & Manufacturing Holdings Inc. to developing from negative and affirmed its 'CCC+' corporate credit rating and other ratings. "The outlook revision reflects the improvement in American Axle's liquidity as a result of its recent agreements with General Motors Co. (unrated), its major customer, and its amended credit facility," said Standard & Poor's credit analyst Lawrence Orlowski. "But the outlook also reflects S&P's concerns about the company's ability to meet significant debt maturities in 2011 of $369 million," he continued. The company has sharply reduced its overall cost structure, which lays the foundation for profitability when auto industry sales recover. S&P currently believe auto sales in North America will increase by about 6% in 2010 from 2009 levels. S&P also believes GM's North American production volumes will need to continue rising in 2010 and 2011 so American Axle will be able to meet the 2011 maturity through refinancing. The economic downturn and recent events involving General Motors Corp., now named Motors Liquidation Co. (D/--/--), and Chrysler LLC (unrated) have severely reduced American Axle's sales, profitability, and cash flow generation. American Axle's revenue is heavily dependent on sales of GM's SUVs and pickup trucks, and demand for these products in North America has weakened substantially. Despite GM's rapid emergence from bankruptcy, the government assistance it received, and a recent increase in North American vehicle production, the automaker's long-term prospects remain uncertain. S&P expects U.S. light-vehicle sales to fall about 22% for the full year 2009, to about 10.3 million units, as the economy remains weak and housing prices and consumers' access to credit remain under pressure. In July, however, U.S. light-vehicle sales rose to close to one million units, suggesting that U.S. auto demand could be in the early stages of a recovery. Still, S&P's expectations for light-vehicle sales of 10.9 million units in 2010 would mean sales would still be well below 2008 levels. American Axle's credit ratios have been weakened considerably by the events of the past year. But, based on S&P's assumption of gradually strengthening auto production and a streamlined cost structure, S&P expects credit measures to improve throughout 2010. The company reported revenue of $245.6 million in the second quarter of 2009, compared with $490.5 million for the same period a year ago. The extended production shutdowns by GM and Chrysler adversely affected sales and operating income in the quarter by $204 million and $66 million, respectively. American Axle also incurred special charges, asset impairments, and nonrecurring costs of $191.8 million in the quarter. Operating losses were a negative $260.6 million in the quarter, compared with a negative $572.8 million a year ago. As a result of the extended shutdowns by major customers, the company accelerated its restructuring actions and plans to achieve an operating breakeven at about 6,000 axles a day by the end of 2009, approximately equivalent to a U.S. Seasonally Adjusted Annual Rate of 9.5 million to 10 million units. According to the company, year-over-year productivity gains reached about $64 million in the second quarter. This was accomplished by lowering hourly and salaried wages and benefits, cutting staff, and rationalizing installed capacity. Since the end of 2007, the number of employees has dropped by 40%. American Axle's new manufacturing facilities in Mexico, Brazil, Poland, and China will continue to support the company's efforts to diversify its customer base and enhance low-cost production capacity. However, substantial customer diversification will take a number of years. The company's backlog stands at $1.1 billion, almost 35% of which is dependent on new-product development for all-wheel- and rear-wheel-drive passenger cars and crossover vehicles. In addition, American Axle has sourced 75% of this backlog to non-U.S. facilities, expanding its global presence. The company expects to launch about $700 million of its new- business backlog in 2009, 2010, and 2011. According to the company, it is bidding on about $900 million of new business, 90% of which is non-GM business-related quotes. The developing outlook means that there is greater than a one- third probability that S&P could raise or lower the rating in the next year or so. S&P could raise the rating if auto production increases in the next year, especially for GM in North America, and if American Axle appears capable of meeting debt maturities in 2010 from existing cash and in 2011 via refinancing. S&P expects credit measures to move to levels consistent with a higher rating, given the company's lower breakeven point and a return to more normal production levels. This would likely require revenue growth of more than 25% and gross margins greater than 14% in 2010. S&P could lower the rating if S&P believed the company would be unable to begin generating positive discretionary cash flow by the end of 2010, reducing the likelihood that the company would be able to refinance 2011 maturities that total $369 million. This could occur if light-vehicle sales fall significantly below S&P's expectations of 10.3 million units in 2009 and 10.9 million units in 2010 and the company fails to maintain cash balances in excess of $100 million, or if its cushion under recently revised covenants erodes. AMERICAN ELECTRICAL SERVICES: Voluntary Chapter 11 Case Summary ---------------------------------------------------------------- Debtor: American Electrical Services of Tampa Bay, Inc. 15011 Lake Emerald Blvd Tampa, FL 33618 Bankruptcy Case No.: 09-21321 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Buddy D. Ford, Esq. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 Email: Buddy@tampaesq.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Roger D. Phillips, president of the Company. AMERICAN INT'L: Bailout Terms Unlikely to Be Altered, Analyst Says ------------------------------------------------------------------ American International Group Inc.'s U.S. bailout is unlikely to be restructured because its terms are already favorable to the insurer, Credit Suisse Group AG analyst Thomas Gallagher said, according to Bloomberg's Hugh Son. Mr. Gallagher said in a note to investors that it's unlikely the U.S. Treasury would surrender part of its stake without being paid for the investment. It "seems far-fetched that the government would effectively either forgive debt or give up equity," Bloomberg quoted Mr. Gallagher as saying. The Wall Street Journal, citing the committee's spokesperson, has said, the House Oversight and Government Reform Committee will look at former AIG head Maurice R. Greenberg's proposal for restructuring the government's bailout of the Company. AIG, which was rescued a year ago with a federal loan that swelled to $182.5 billion, has been selling assets to repay the government. AIG is under the direction of Mr. Benmosche, who took the CEO post last month. 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: Two Bidders Vie for Taiwan Unit ----------------------------------------------- Primus Financial Holdings Ltd. -- along with partner China Strategic Holdings Ltd. -- and Chinatrust Financial Holding Co. are the bidders left for American International Group Inc.'s Taiwan unit, Nan Shan Life Insurance Co., Aries Poon and Perris Lee at The Wall Street Journal report, citing people familiar with the matter. According to The Journal, a source said that the bidders have raised their offers for Nan Shan Life. Primus Financial co-chief executive Wing-Fai Ng said in August that the company had offered $1.3 billion for Nan Shan Life. Chinatrust Financial offered $1.4 billion for the unit. Bidding for the Taiwan unit is ongoing and AIG has not yet selected a winner. Citing people familiar with the matter, The Journal states that the deal could fetch more than $2 billion. Cathay Financial Holding Co., and Fubon Financial Holding, which was partnering with U.S. private-equity firm Carlyle Group L.P. joined the first round of bidding for Nan Shan Life. Private-equity funds like Bain Capital LLC, MBK Partners Ltd., and Oaktree Capital Management LLC submitted bids but later withdrew them. 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. AMES DEPARTMENT: Admin. Claim Payable Despite Preference Claim -------------------------------------------------------------- WestLaw reports that the United States Court of Appeals for the Second Circuit has ruled that Bankruptcy Code Sec. 502(d), which bars allowance of certain claims filed against the debtor's estate by alleged recipients of preferential transfers, does not also bar allowance to such a claimant of postpetition administrative expenses. Accordingly, Sec. 502(d) did not bar allowance of administrative expense claims until the claimant's predecessor in interest satisfied a default judgment that a Chapter 11 debtor obtained against it in a preference action. The case presented a question of first impression in the Second Circuit. In re Ames Dept. Stores, Inc., --- F.3d ----, 2009 WL 2972510, slip op. http://is.gd/3AVxP(2nd Cir. (N.Y.)) Rocky Hill, Connecticut-based Ames Department Stores was founded in 1958. At its peak, Ames operated 700 stores in 20 states, including the Northeast, Upper South, Midwest and the District of Columbia. In April 1990, Ames filed for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. In Ames I, the retailer closed 370 stores and emerged from chapter 11 on December 30, 1992. Ames filed a second bankrupty petition under Chapter 11 on August 20, 2001 (Bankr. S.D.N.Y. Case No. 01-42217). Togut, Segal & Segal LLP; Weil, Gotshal & Manges; Storch Amini Munves PC;, Cadwalader, Wickersham & Taft LLP;, and Dewey & LeBoeuf LLP represent the Debtors in their restructuring efforts. The company closed in 2002. When the Company filed for protection from their creditors, they reported $1,901,573,000 in assets and $1,558,410,000 in liabilities. Ames and its affiliates filed a consolidated Chapter 11 Plan, and a related Disclosure Statement explaining the Plan with the Court on December 6, 2004. A full-text copy of Ames' Chapter 11 Plan is available at no charge at: http://bankrupt.com/misc/ames_chapter_11_plan.pdf and a full-text copy of Ames' Disclosure Statement is available at no charge at: http://bankrupt.com/misc/ames'_disclosure_statement.pdf Ames has until October 29, 2009, to solicit acceptances of the proposed Chapter 11 Plan filed four years ago. AMR CORP: Moody's Affirms 'Caa1' Corporate Family Rating -------------------------------------------------------- Moody's Investors Service affirmed its Caa1 corporate family and probability of default ratings of AMR Corporation. Moody's changed the speculative grade liquidity rating to SGL-2 from SGL-3 and the outlook to stable from negative. Moody's also affirmed the B2 rating of the first lien senior secured term loan of American Airlines, Inc., AMR's wholly-owned subsidiary, and lowered its ratings on the company's 2001-1 Series of Enhanced Equipment Trust Certificates. The change in outlook to stable reflects Moody's belief that the recently announced sale of AAdvantage miles, equity and convertible debt offerings and the sale/leaseback facility with General Electric Capital Aviation Services, Inc. provide American sufficient liquidity to offset potentially weaker than expected operating cash flows that could occur in upcoming quarters. These transactions improve AMR's ability to meet still sizeable commitments for aircraft capital expenditures and debt maturities over the next 12 months, without overly relying on operating cash flows or the capital markets to fund these commitments, leading to improved financial strength and incrementally lower credit risk. The upgrade of the speculative grade liquidity rating to SGL-2 also reflects the company's enhanced liquidity profile stemming from the abovementioned factors. According to Jonathan Root, "Moody's remains concerned about the strength of AMR's and the other rated airline's operating cash flow profiles in upcoming quarters. AMR and other airlines have guided to "less worse" performance expectations, but that does not signal a recovery of yields to pre-recession levels that would support increasing profitability or sustained positive free cash flow generation." A slower than anticipated recovery of demand because of continuing high unemployment, unexpectedly large increases in fuel prices above current levels and/or a wide-spread outbreak of the H1N1 virus could each pressure operating cash flows in upcoming quarters. The Caa1 corporate family rating reflects the continuing weak credit metrics profile of AMR. Debt to EBITDA and EBIT to Interest approximated ten times and 0.1 times, respectively, at June 30, 2009. These weak levels were largely due to 2008's high fuel cost environment and ongoing weak yields. Moody's expects metrics in upcoming quarters to strengthen from these levels because of relatively lower fuel expense. However, even with expected improvement, the company's overall credit metrics will remain vulnerable to downside risks until a sustained economic recovery occurs. The Caa1 rating also considers expectations of increasing debt levels because of the large, primarily debt-funded aircraft order book and potentially sizeable recurring contributions to pension plans. The lowering of the ratings of the 2001-1 EETC's reflects meaningfully weaker loan-to-value ratios, which Moody's does not expect to reverse because of the relative unattractiveness of the MD-83 aircraft in the collateral pool and that the more valuable Boeing 777-200's and 737-800's totaling 14 of the 46 aircraft in the deal will be released from the security package upon the May 2011 maturity of the A2 tranche. Demonstrated improvement in credit metrics relative to the levels at June 30, 2009 would be required for Moody's to consider changing the outlook to positive. Moody's would look for sustained positive free cash flow generation in excess of two percent of debt, Debt to EBITDA of less than 7.0 times and Funds from Operations + Interest to Interest greater than 1.7 times. The outlook could be changed to negative or the ratings directly downgraded should credit metrics not improve from the June 30, 2009 levels. Moody's anticipates metrics to improve as the large fuel expenses reported in 2008 and early 2009 are no longer included in trailing 12 months operating results. Debt to EBITDA that remains above 8.0 times, Funds from Operations + Interest to Interest that remains below 1.3 times or an EBITDA margin of less than 10.0% could result in a downgrade as could unexpected large increases in the barrel price of oil from the current trading range that hovers at about $70 per barrel. The inability to maintain unrestricted cash above $3.0 billion could also pressure the rating. The last rating action was on July 2, 2009 when Moody's assigned a Baa3 rating to American Airlines' Series 2009-1 EETC. Downgrades: Issuer: American Airlines, Inc. -- Senior Secured Enhanced Equipment Trust, Downgraded to a range of Caa3 to B2 from a range of Caa2 to B1 -- Senior Secured Regular Bond/Debenture, Downgraded to B2 from B1 Upgrades: Issuer: AMR Corporation -- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3 Outlook Actions: Issuer: AMR Corporation -- Outlook, Changed To Stable From Negative Issuer: American Airlines 1988-A Grantor Trust -- Outlook, Changed To Stable From Negative Issuer: American Airlines, Inc. -- Outlook, Changed To Stable From Negative American Airlines, Inc., and its parent AMR Corporation are based in Fort Worth, Texas. AMR CORP: S&P Assigns 'CCC+' Rating on $250 Mil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'CCC+' issue-level rating and '5' recovery rating to AMR Corp.'s $250 million senior convertible notes due 2014. In addition, S&P placed the rating on CreditWatch with negative implications, and will review it in conjunction with its resolution of the CreditWatch listing on AMR. S&P could lower the ratings if the agency lowers the corporate credit rating on AMR, or if it lowers the recovery rating on the senior unsecured debt. S&P placed its ratings on AMR and subsidiary American Airlines Inc. on CreditWatch with negative implications on July 22, 2009, due to liquidity concerns. AMR will use the proceeds from the notes offering for general corporate purposes. The convertible notes, which American Airlines guarantees, are part of a series of initiatives to bolster liquidity. AMR also announced a 30 million share common stock offering (about $250 million at the current share price), and disclosed on Sept. 17, 2009 a $1 billion forward sale of frequent flyer miles, a $281.5 million secured loan facility, and a $1.6 billion financing commitment for future aircraft deliveries. These various actions bolster AMR's liquidity heading into the weak winter season, and provide prefunding for substantial upcoming debt maturities. AMR's current maturities of debt and capital leases were about $1.2 billion as of June 30, 2009, equal to 5.7% of trailing-12-month revenues (one of the higher percentages among U.S. airlines). AMR's $2.8 billion of unrestricted cash was equivalent to 13% of trailing-12-month revenues at that date, one of the lowest among U.S. airlines, but should improve materially. Standard & Poor's will evaluate AMR's operating prospects and liquidity situation to resolve the CreditWatch listing, and review asset protection available to rated securities. Ratings List AMR Corp. American Airlines Inc. Corp. credit rating B-/Watch Neg/-- New Ratings Assigned $250 million senior convertible notes CCC+/Watch Negative Recovery rating 5 ANGELO ANTHONY ROMANO: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Joint Debtors: Angelo Anthony Romano Sharon Marie Romano 3014 E. Rockledge Road Phoenix, AZ 85048 Bankruptcy Case No.: 09-23446 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court District of Arizona (Phoenix) Debtors' Counsel: William R. Richardson, Esq. Richardson & Richardson, P.C. 1745 S. Alma School Rd., #100 Mesa, AZ 85210-3010 Tel: (480) 464-0600 Fax: (480) 464-0602 Email: wrichlaw@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtors did not file a list of their 20 largest unsecured creditors when they filed their petition. The petition was signed by the Joint Debtors. ASARCO LLC: Sterlite to Release Grupo from $8 Billion Judgment -------------------------------------------------------------- Sterlite Industries (India) Ltd., a unit of India's Vedanta Resources Plc, made another revision to its offer for Asarco LLC, by saying it would only collect not more than $904 million from the $9.13 billion judgement against Asarco's parent Grupo Mexico SAB. On April 15, 2009, the U.S. District Court for the Southern District of Texas, Brownsville Division, entered a ruling in favor of ASARCO LLC, which sued Grupo Mexico unit Americas Mining Corporation for forcing it to sell shares in Southern Peru Copper Company, now known as Southern Copper Corporation. In a filing with the Bankruptcy Court on Sept. 21, Sterlite says that ASARCO LLC's modified plan -- which is built upon a sale to Sterlite -- does not provide inferior treatment to the Parent because the Sterlite Plan releases the Parent from more than $8 billion of liability. Sterlite said that it is unconditionally agreeing that to a $900 million recovery on account of the SCC judgment "to eliminate this uncertainty [of the valuation of the SCC final judgment] in order to expedite the confirmation process and to make absolutely clear that equity is not prejudiced under the Debtors' Modified Plan." The Parent argued at the September 15 hearing that the District Court must be provided a valuation of the SCC Final Judgment before there can be a proper balancing of the treatment and preferences of creditors and equity under 11 U.S.C. Sec. 1129(c). Sterlite also noted that the Parent's plan may not be confirmable because of Grupo's failure to reach an agreement with the United Steel Workers. Sterlite says the Debtors' Modified Plan eliminates any doubt that the economic treatment of unpaid claims is substantially identical under both proposed plans. The District Court it says should consider (i) whether the Parent's Plan is confirmable given their decision not to achieve a collective bargaining agreement with the USW, and (ii) whether Section 1129(c) provide that the preferences of creditors for a competing plan of reorganization should be disregarded if an equity holder has filed a competing plan providing for payment of creditors in full. Competing Plans ASARCO LLC has filed a plan built upon a sale to Sterlite Industries (Indiana) Ltd. Its parent, Grupo Mexico has filed its own Chapter 11 plan for ASARCO LLC under which it will buy ASARCO for $2.5 billion. The Parent's Plan, valued at $3.6 billion, complies with all of the requirements of the Bankruptcy Code and should be confirmed," Judge Schmidt said in his 137-page report and recommendation dated August 31, 2009. "Confirmation of the Debtors' Plan should be denied," he added. Both Plans are confirmable, Judge Schmidt said in his ruling, but decided that the Parent Plan is superior. Judge Schmidt recommended to District Court Judge Andrew S. Hanen to confirm the Plan of Reorganization proposed by Grupo Mexico's affiliates Asarco Inc. and Americas Mining Corporation. However, in September, Sterlite increased its offer, to top rival Grupo Mexico's offer for ASARCO LLC. District Judge Hanen is expected to rule on the Plan in November 2009. The Debtors are expected to emerge from bankruptcy by the end of 2009 should Judge Hanen accept the Bankruptcy Court's recommendation, Grupo Mexico SAB said. About ASARCO LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on August 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). James R. Prince, Esq., Jack L. Kinzie, Esq., and Eric A. Soderlund, Esq., at Baker Botts L.L.P., and Nathaniel Peter Holzer, Esq., Shelby A. Jordan, Esq., and Harlin C. Womble, Esq., at Jordan, Hyden, Womble & Culbreth, P.C., represent the Debtor in its restructuring efforts. Paul M. Singer, Esq., James C. McCarroll, Esq., and Derek J. Baker, Esq., at Reed Smith LLP give legal advice to the Official Committee of Unsecured Creditors and David J. Beckman at FTI Consulting, Inc., gives financial advisory services to the Committee. When ASARCO LLC filed for protection from its creditors, it listed US$600 million in total assets and US$1 billion in total debts. ASARCO LLC has five affiliates that filed for Chapter 11 protection on April 11, 2005 (Bankr. S.D. Tex. Case Nos. 05-20521 through 05-20525). They are Lac d'Amiante Du Quebec Ltee, CAPCO Pipe Company, Inc., Cement Asbestos Products Company, Lake Asbestos of Quebec, Ltd., and LAQ Canada, Ltd. Sander L. Esserman, Esq., at Stutzman, Bromberg, Esserman & Plifka, APC, in Dallas, Texas, represents the Official Committee of Unsecured Creditors for the Asbestos Debtors. Former judge Robert C. Pate has been appointed as the future claims representative. Details about their asbestos-driven Chapter 11 filings have appeared in the Troubled Company Reporter since April 18, 2005. Encycle/Texas, Inc. (Bankr. S.D. Tex. Case No. 05-21304), Encycle, Inc., and ASARCO Consulting, Inc. (Bankr. S.D. Tex. Case No. 05- 21346) also filed for Chapter 11 protection, and ASARCO has asked that the three subsidiary cases be jointly administered with its Chapter 11 case. On October 24, 2005, Encycle/Texas' case was converted to a Chapter 7 liquidation proceeding. The Court appointed Michael Boudloche as Encycle/Texas, Inc.'s Chapter 7 Trustee. Michael B. Schmidt, Esq., and John Vardeman, Esq., at Law Offices of Michael B. Schmidt represent the Chapter 7 Trustee. ASARCO's affiliates, AR Sacaton LLC, Southern Peru Holdings LLC, and ASARCO Exploration Company Inc., filed for Chapter 11 protection on December 12, 2006. (Bankr. S.D. Tex. Case No. 06-20774 to 06-20776). Six of ASARCO's affiliates, Wyoming Mining & Milling Co., Alta Mining & Development Co., Tulipan Co., Inc., Blackhawk Mining & Development Co., Ltd., Peru Mining Exploration & Development Co., and Green Hill Cleveland Mining Co. filed for Chapter 11 protection on April 21, 2008. (Bank. S.D. Tex. Case No. 08-20197 to 08-20202). Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by ASARCO LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) BASHAS' INC: Group Solicits Support for Bashas' Businesses ---------------------------------------------------------- Phoenix Business Journal reports that Friends of Bashas' will gather on September 26 at Steele Indian School Park, 300 E. Indian School Road to further their cause and invites the public to attend. Friends of Bashas' is a group advocating the economic importance of Bashas' Inc. According to Business Journal, the gathering on September 26 is aimed at showing support and educating people about the importance of patronizing local businesses. The group has worked with local companies to sponsor newspaper, billboard, and in-theater advertisements about supporting Bashas'. Bashas' Inc. is a 77-year-old grocery chain that owns 158 retail stores located throughout Arizona. It is doing business as National Grocery, Bashas Food, Bashas' United Drug, Food City, Eddie's Country Store, A,.J. Fine Foods, Western Produce, Bashas' Distribution Center, Sportsman's, and Bashas' Dine. The Company and its affiliates filed for Chapter 11 bankruptcy protection on July 12, 2009 (Bankr. D. Ariz. Case No. 09-16050). Frederick J. Petersen, Esq., at Mesch, Clark & Rothschild, P.C., assists the Debtors in their restructuring efforts. Michael W. Carmel, Ltd., is the Debtors' co-counsel. Deloitte Financial Advisory LLP serves as financial advisors. Epiq Bankruptcy Solutions, LLC, serves as claims and notice agent. In its bankruptcy petition, Bashas' listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in debts. BENNY LELAND COTTER: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Joint Debtors: Benny Leland Cotter aka Ben L. Cotter Judy Webster Cotter aka Judy W. Cotter aka Judy Cotter 3834 E. Clovis Avenue Mesa, AZ 85206 Bankruptcy Case No.: 09-23475 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court District of Arizona (Phoenix) Debtors' Counsel: William R. Richardson, Esq. Richardson & Richardson, P.C. 1745 S. Alma School Rd., #100 Mesa, AZ 85210-3010 Tel: (480) 464-0600 Fax: (480) 464-0602 Email: wrichlaw@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 Debtors' petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/azb09-23475.pdf The petition was signed by the Joint Debtors. BERNARD MADOFF: Prosecutors Prefer Forfeiture Over Restitution -------------------------------------------------------------- Prosecutors from the U.S. Attorney's office in Manhattan have asked a federal judge to find that restitution is impossible to carry out in Bernard Madoff's case due to the large number of potential victims and the complexity of determining their losses, court documents say. Chad Bray at The Wall Street Journal relates that U.S. District Judge Denny Chin in Manhattan delayed any ruling on restitution for 90 days after sentencing Mr. Madoff in June. According to The Journal, prosecutors want to start the process of distributing the proceeds from the sale of confiscated assets to victims through the forfeiture process. The Journal quoted prosecutors as saying, "Such a ruling would trigger recompense to the victims of the defendant's offenses through the well- established process of forfeiture and remission administered by the United States Department of Justice." Prosecutors said in court documents that Irving Picard, the court- appointed trustee for Mr. Madoff's firm, has identified 2,336 account holders at his firm who suffered net losses of more than $13 billion. The process of identifying and verifying victim losses has been difficult, and Mr. Picard has received 15,870 claims in total, The Journal says, citing prosecutors. According to the report, there were about 4,902 active customer accounts as of December 11, 2008, when Mr. Madoff was arrested, and the prosecutors said that of those active customers, about half didn't suffer a net loss because they withdrew more funds from their accounts than they contributed. Prosecutors, The Journal states, said that they are considering retaining Mr. Picard to assist the Department of Justice in administering the distribution of forfeited funds. "In such circumstance, and in accordance with DOJ regulations, DOJ and Mr. Picard would coordinate closely and share analyses in connection with the review of customer claims submitted in connection with the liquidation. This would serve to avoid the duplication of efforts, conserve resources, and create an efficient remission process that would result in maximum recovery for victims," the report quoted the prosecutors as saying. 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. BHY PARTNERS NY: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: BHY Partners NY, LLC 1276 50th St. Brooklyn, NY 11219 Bankruptcy Case No.: 09-48212 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Jerome Feller Debtor's Counsel: Mark A. Frankel, Esq. Backenroth Frankel & Krinsky LLP 489 Fifth Avenue, 28th Floor New York, NY 10017 Tel: (212) 593-1100 Fax: (212) 644-0544 Email: mfrankel@bfklaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 2 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nyeb09-48212.pdf The petition was signed by Alexander Ashkenazi, managing member of the Company. BIG MUDDY SERVICES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Big Muddy Services, Inc. PO Box 589, 1400 Warren Avenue Mt. Vernon, IL 62864 Bankruptcy Case No.: 09-41569 Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. ------ -------- EDG Leasing, Inc. 09-41570 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Southern District of Illinois (Benton) Judge: Kenneth J. Meyers Debtor's Counsel: Terry Sharp, Esq. PO Box 906 Mt Vernon, IL 62864 Tel: (618) 242-0246 Email: sharpbk@lotsharp.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Jay P. Koch, president of the Company. BLOSSOM VALLEY: Meeting of Creditors Scheduled for October 7 ------------------------------------------------------------ The U.S. Trustee for Region 17 will convene a meeting of creditors in Blossom Valley Investors, Inc., and Pear Avenue Investors LLC's Chapter 11 cases on Oct. 7, 2009, at 2:30 p.m. The meeting will be held at the U.S. Federal Bldg., 280 S 1st St. No. 130, San Jose, 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. San Jose, California-based Blossom Valley Investors, Inc., and Pear Avenue Investors LLC filed for Chapter 11 on Sept. 10, 2009 (Bankr. N.D. Calif. Case Nos. 09-57669 and 09-57670). Joseph R. Dunn, Esq., and Jeffry A. Davis, Esq., at Mintz Levin Cohn Ferris Glovsky Popeo PC, represent the Debtors in their restructuring efforts. In its petition, Blossom Valley listed assets and debts both ranging from $10,000,001 to $50,000,000. BLX GROUP: Sent to Chapter 11 by Yellowstone Trustee ---------------------------------------------------- Marc S. Kirschner, on behalf of a trust that took over the remaining assets and claims of Yellowstone Mountain Club following its sale to CrossHarbor Capital Partners, LLC, has sent BLX Group Inc. to bankruptcy. In an involuntary Chapter 11 petition it signed together with two other creditors and filed Sept. 21, Mr. Kirschner, the trustee of the Yellowstone Club Liquidating Trust, said the trust is owed $190,000,000 on account of a promissory note. Yellowstone Club emerged from bankruptcy after obtaining confirmation of a plan backed by CrossHarbor Capital Partners and existing members of the club. CrossHarbor won an auction for Yellowstone with its offer to acquire ownership of the reorganized club for $35 million in cash and provide a note worth $80 million to creditors. BLX Group, formerly known as Blixseth Group, Inc., was the primary shareholder of Yellowstone Club before its collapse. BLX was owned by the Blixseths. Tim Blixseth relinquished control of Yellowstone Club to his ex-wife Edra in a divorce settlement that was finalized in August 2008. According to a document filed in the Chapter 11 case of Yellowstone Mountain Club, Credit Suisse made loans to Yellowstone aggregating $375 million that ended up in the pockets of the Blixseths. In the Chapter 11 case, the committee of unsecured creditors of Yellowstone Mountain Club sued BLX Group to recover transfers made by YMC. According to the suit, after obtaining loans from Credit Suisse, proceeds from the loans were withdrawn by the Blixseths for transactions unrelated to YMC. In respect of the funds disbursed, BGI executed an unsecured demand note dated as of September 30, 2005, in favor of YMC in the amount of $208,831,158. BGI executed another unsecured demand note in favor of Yellowstone Development, LLC in the amount of $55,798,797. BGI executed a third unsecured demand note in favor of YMC in the amount of $7,800,000. BGI has allegedly made $40 million of interest and principal reduction payments to YMC in respect of the first note. The liquidating trust, following the effective date of YMC's plan, obtained ownership of assets not sold to CrossHarbor, including YMC's interest in promissory notes of $275 million from BGI. The trustee has been tasked to dispose of those assets with the proceeds to be distributed to creditors of YMC. Judge Ralph B. Kirscher, which handled YMC's Chapter 11 case, is assigned to the involuntary case of BLX Group. About Yellowstone Club Located near Big Sky, Montana, Yellowstone Club -- http://www.theyellowstoneclub.com/-- is a private golf and ski community with more than 350 members, including Bill Gates and Dan Quayle. The Company was founded in 1999. Yellowstone Mountain Club LLC and its affiliates filed for Chapter 11 on Nov. 10, 2008 (Bankr. D. Montana, Case No. 08-61570). The Company's owner affiliate Edra D. Blixseth, filed for Chapter 11 on March 27, 2009 (Case No. 09-60452). In June 2009, the Bankruptcy Court entered an order confirming Yellowstone's Chapter 11 Plan. Pursuant to the Plan, CrossHarbor Capital Partners, LLC, acquired equity ownership in the reorganized Club for $115 million. Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green PLLC, represented the Debtors. The Debtors hired FTI Consulting Inc. and Ronald Greenspan as CRO. The official committee of unsecured creditors were represented by Parsons, Behle and Latimer, as counsel, and James H. Cossitt, Esq., at local counsel. Credit Suisse, the prepetition first lien lender, was represented by Skadden, Arps, Slate, Meagher & Flom. About BLX Group BLX Group Inc. formerly Blixseth Group Inc. is an Oregon Company owned by Edra Blixseth. BLX Group previously owned Yellow Mountain Club LLC, the entity that owns the Yellowstone Club, a private golf and ski community with more than 350 members. BGI's assets include a 230.5-acres property located in Rancho Mirage, California known as Porcupine Creek. The property, which is subdivided into 15 parcels, contains a "multi-million dollar residential compound and a Tom Weiskopf championship golf course." Marc S. Kirschner, as liquidating trustee of Yellowstone Mountain Club, together with two other creditors, filed an involuntary Chapter 11 petition for BLX Group on Sept. 21, 2009 (Bankr. D. Montana Case No. 09-61893). Charles W. Hingle, Esq., at Holland & Hart LLP, represents the Petitioners. Mr. Kirschner asserts that he is owed $190,000,000 on account of a promissory note. BLX GROUP: Involuntary Chapter 11 Case Summary ---------------------------------------------- Alleged Debtor: BLX Group Inc. 71713 Higway 111 Rancho mirage, CA 92270 Case Number: 09-61893 Involuntary Petition Date: September 21, 2009 Court: District of Montana (Butte) Judge: Ralph B. Kirscher Petitioners' Counsel: Charles W. Hingle, Esq. Holland & Hart LLP 401 North 31st Street, Suite 1500 Billings, MT 59101 Tel: (406) 252-2166 Email: chingle@hollandhart.com Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Marc S. Kirschner, as trustee promissory note $190,000,000 of the Yellowstone Club Liquidating Trust 18 East 94th Street New York, NY 10128 Suter Financial Group Inc. consulting fee $119,354 535 Sixteenth St., Ste. 600 Denver, CO 80202 Mollers Garden Center Inc. good & service $16,080 72 - 235 Painters Park Palm Desert, CA 92260 BNP OIL & GAS: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: BNP Oil & Gas Properties, Ltd. 500 North Water Street, Suite 300 Corpus Christi, TX 78471 Bankruptcy Case No.: 09-20612 Debtor-affiliates filing separate Chapter 11 petition April 3, 2009: Entity Case No. ------ -------- BNP Petroleum Corporation 09-20206 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Southern District of Texas (Corpus Christi) Judge: Richard S. Schmidt Debtor's Counsel: Ronald Hornberger, Esq. Plunkett Gibson Inc 70 Northeast Loop 410, Ste 1100 San Antonio, TX 78216 Tel: (210) 734-7092 Email: hornbergerr@plunkett-gibson.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company says it does not have unsecured creditors who are non insiders when they filed their petition. The petition was signed by Paul P. Black. BONITA BAY: To Go Bankrupt If Compelled to Refund Membership Fees ----------------------------------------------------------------- William M. Bulkeley at The Wall Street Journal reports that Bonita Bay Group said that refunding $245 million in golf-club membership fees that some homeowners are demanding will force the Company to file for bankruptcy protection. According to The Journal, Bonita Bay is being squeezed by debt and dropping sales, but its biggest problem is a dispute over homeowners' deposits for memberships in the golf clubs, a marina, and other clubs. The Journal relates that many members want to quit the clubs and get their money back to look for cheaper golf elsewhere or to have ready cash. The report states that under the membership agreements, the deposits of up to $185,000 are refundable on demand, although Bonita Bay says that the agreements also stipulate that the rules "may be amended from time to time," allowing it to cancel the refund policy at its discretion. The Journal relates that Bonita Bay is facing at least 15 lawsuits seeking the return of deposits and accusing the Company of civil fraud. According to the report, the homeowner claimed that the right to amend the rules doesn't apply to the refund policy. The Journal states that the Florida attorney general is investigating Bonita Bay to see whether the way it sold and refunded membership deposits was a Ponzi scheme. Michael Lissack, a Bonita Bay resident and former Wall Street executive, has filed a complaint against the Company with the Internal Revenue Service, claiming that the Company owes back taxes on profits it made by holding the deposits, The Journal reports. Bonita Bay Chairperson David Lucas, denying that the Company is running a Ponzi scheme or doing anything else that is wrong, said that the deposits were used to meet operating costs, and aren't taxable, The Journal says. According to the report, Bonita Bay is in a financial bind due to bad land purchases combined with the real-estate downturn. Mr. Lucas said that members of his wife's family, which owns Bonita Bay, have poured in funds to keep the Company going, as losses in the past three years have "completely wiped out" prior profits, the report states. Bonita Bay, according to The Journal, has already closed the golf club at Twin Eagles. The Journal relates that Bonita Bay started closing beach clubs, slashing hours at restaurants, and cutting back on maintenance. The Company says that it might have to shut down the clubs entirely unless residents come up with millions of dollars to buy them, the report states. Citing Mr. Lucas, The Journal says that Bonita Bay first suffered from Hurricane Wilma, which hit Naples hard in 2005, scared away potential land buyers, many of them contractors who build homes for buyers. Then Florida real estate started to crater and the mortgage crisis hit, with Bonita Bay's land sales expected to drop to $1.9 million this year from $343 million in 2005, The Journal states. Bonita Bay, The Journal relates, was being forced to renegotiate its loans from KeyCorp bank, and with new lending from the Shakarian family, it cut the debt to $74 million from about $105 million, but the bank is tightly limiting further loans. Bonita Bay also has $41 million in liabilities in community- development bonds, the report says, citing Mr. Lucas. Mr. Lucas said that he tried to negotiate deals with residents to partially repay the golf deposits, but KeyCorp refused to lend funds for that, according to The Journal. The Journal states that in April, Bonita Bay hired Tim Boates at RAS Management Advisors as chief restructuring officer, who set about cutting cash- draining operations and laying off some workers. "Frankly, we needed help. We cut headquarters staff 60%," the report quoted Mr. Lucas as saying. Bonita Bay Group is a developer of upper-crust golf communities. Through the 1990s and the earlier part of this decade, Bonita Bay was regarded as among the leading developers in the Naples area, which has the highest per capita income of any locale in the country except Stamford-Greenwich, Connecticut. Bonita Bay launched seven Naples-area communities where houses sold for up to $12 million and came with access to exclusive golf clubs with restaurants, tennis courts and pools. Its homeowners have included Richard Schulze, the billionaire chairman of Best Buy Corp., opera diva Kiri Te Kanawa, and New Jersey Nets general manager Rod Thorn. The family-owned company was started by David Shakarian. In 1985, it broke ground on the first of its developments, the Bonita Bay Club, which sported a marina on the Gulf of Mexico, three golf courses, homes that went for $3 million and condominium towers. Its communities now cover 16 square miles of southwest Florida with 12,096 dwellings. Mr. Shakarian died in 1984, just before the first development went up, and the Company has been run ever since by his son-in-law, David Lucas. BRANDYWINE OPERATING: Fitch Puts 'BB+' Rating on $250 Mil. Notes ---------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to the new $250 million 7.5% senior unsecured notes due May 15, 2015, issued by Brandywine Operating Partnership, L.P. Brandywine Operating Partnership, L.P., is the operating partnership of Brandywine Realty Trust. Proceeds from the offering will be used to repay existing indebtedness under the company's unsecured revolving credit facility and for general corporate purposes. The Rating Outlook is Stable. The ratings reflect the fact that the company's credit metrics are solid for the 'BB+' rating. As of June 30, 2009, the company's debt to the last 12 months recurring operating earnings before interest, taxes, depreciation, and amortization was 7.5 times as compared to 8.1x on Dec. 31, 2008. Additionally, Brandywine's fixed-charge coverage (defined as recurring EBITDA less capital expenditures and straight-line rent adjustments, divided by interest expense, capitalized interest, and preferred stock dividends) was 1.7x for each of the 12 months ended June 30, 2009, and Dec. 31, 2008. While Brandywine raised funds in the second quarter through encumbering an additional asset, Fitch estimates the company's book value of unencumbered real estate operating assets to unsecured debt ratio improved to 1.8x on June 30, 2009 from 1.7x on Dec. 31, 2008. Additionally, Brandywine is sufficiently capitalized for the 'BB' rating category with a risk-adjusted capital ratio of 1.0x as of June 30, 2009, improved from 0.9x as of Dec. 31, 2008. Finally, Brandywine's liquidity position will improve with this bond issuance. In the Sept. 11, 2009 special report 'U.S. Equity REIT Liquidity Update: Slowly on the Mend', Fitch calculated that as of/for the six months ended June 30, 2009, through Dec. 31, 2011, Brandywine had a liquidity shortfall of $130.5 million. Pro forma for the proceeds from this bond offering, Fitch calculates that Brandywine has a liquidity surplus of approximately $120 million. BROKEN WING: Case Summary & 11 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Broken Wing Enterprises, L.L.C. dba Miss Kitty's Dancehall & Cyber Saloon 8800 Swanson Blvd., Suite M Clive, IA 50325 Bankruptcy Case No.: 09-04598 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Southern District of Iowa - Database (Des Moines) Judge: Anita L. Shodeen Debtor's Counsel: Donald F. Neiman, Esq. 801 Grand Avenue, Suite 3700 Des Moines, IA 50309-8004 Tel: (515) 246-5877 Fax: (515) 246-5808 Email: neiman.donald@bradshawlaw.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $147,154, and total debts of $1,895,029. A full-text copy of the Debtor's petition, including a list of its 11 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/iasb09-04598.pdf The petition was signed by J. Michael McKoy, managing member of the Company. CANWEST GLOBAL: Will Sell Controlling Stake in Ten Network ---------------------------------------------------------- Ten Network Holdings Ltd. said that CanWest Global Communications Corp. will sell its 50.1% stake in the company, Dow Jones Newswires reports. Ten Network said in a statement that its shares will stop trading while the sell down takes place. 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'. CARDICA INC: Posts $17.2MM Net Loss in Fiscal Year 2009 ------------------------------------------------------- Cardica, Inc., posted a net loss of $17,205,000 for fiscal Year Ended June 30, 2009, compared with a net loss of $18,196,000 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $10,340,000, total liabilities of $4,078,000 and a stockholders' equity of $6,262,000. Ernst & Young LLP, in Palo Alto, California, expressed substantial doubt about Cardica's ability to continue as a going concern after auditing the Company's financial statements for the fiscal years ended June 30, 2009, and 2008. The auditor noted Cardica's recurring losses from operations. As of June 30, 2009, the Company had cash and cash equivalents of $5,300,000 and total short-term debt of $2,000,000. The Company stated that that its existing cash and cash equivalents, along with the cash that it expects to generate from operations, will be sufficient to meet its anticipated cash needs to enable its to conduct its business through Dec. 31, 2009. A full-text copy of the Company's Form 10-K is available for free at http://ResearchArchives.com/t/s?454b Cardica, Inc. (NASDAQ:CRDC) designs and manufactures automated anastomotic systems used by surgeons to perform coronary artery bypass surgery. The Company's two systems, the C-Port Distal Anastomosis System and the PAS-Port Proximal Anastomosis System provide cardiovascular surgeons with automated systems to perform connections, or anastomoses, of the vessels. It sells the C-Port system in the United States and Europe, and the PAS-Port system in Europe, and the PAS-Port system is sold in Japan through its distributor, Century Medical, Inc. CENTENARY HOUSING: Involuntary Chapter 11 Case Summary ------------------------------------------------------ Alleged Debtor: Centenary Housing Limited Partnership 100 Middle Street Portland, ME 04101 Case Number: 09-49401 Involuntary Petition Date: Sept. 22, 2009 Court: Eastern District of Missouri (St. Louis) Judge: Kathy A. Surratt-States Petitioner Nature of Claim Claim Amount ---------- --------------- ------------ Philip G Lucas bondholders debt $2,090,000 972 Richwood Ave. Cincinnati, OH 45208 CIB MARINE: TruPS Holders Will Recover 58.8% Under Plan ------------------------------------------------------- CIB Marine Bancshares Inc. delivered to the U.S. Bankruptcy Court for the Eastern District of Wisconsin a disclosure statement for its prepackaged Chapter 11 plan of reorganization dated July 16, 2009, wherein the Debtor will exchange all all of the trust preferred securities for shares of its non-cumulative perpetual preferred stock. According to the Disclosure Statement, the primary purpose of the Plan is to effectuate the restructuring and substantial deleveraging of the Debtor's capital structure in order to make it more consistent with its present and future prospects and to enhance its regulatory capital position. The Plan will allow the Debtor to continue its businesses in the ordinary course and provides for full payment of allowed unsecured claims. Under the plan, holders of claims on account of trust preferred securities (TruPS) claims are expected to recover 58.8% of allowed claims. Other priority non-tax and unsecured claims, and equity interests will get 100% of their claims. Bank holding company CIB Marine Bancshares, Inc., said September 16 it has received the requisite approval from holders of its TruPS to exchange their debt securities for preferred stock, paving the way for the holding company to file a pre-packaged plan of reorganization under Chapter 11 of the bankruptcy code. CIB Marine Bancshares filed the plan of reorganization September 15 in federal court in Milwaukee. The reorganization is targeted to be complete in roughly 45 to 60 days, pending confirmation by the Court. A full-text copy of the disclosure statement is available for free at http://ResearchArchives.com/t/s?4553 A full-text copy of the prepackaged plan of reorganization is available for free at http://ResearchArchives.com/t/s?4554 About CIB Marine CIB Marine Bancshares, Inc. (PINKSHEETS: CIBH) -- http://www.cibmarine.com/-- is a one-bank holding company with 17 banking offices in central Illinois, Wisconsin, Indiana, and Arizona. CIB Marine filed for Chapter 11 on Sept. 15, 2009 (Bankr. E.D. Wis. Case No. 09-33318). Timothy F. Nixon, Esq., at Godfrey & Kahn, S.C., represents the Debtor in its restructuring effort. Prior to the filing, CIB Marine Bancshares asked holders of its trust preferred securities to give advance approval of a pre- packaged plan of reorganization. Roughly $105.3 million of high- interest cumulative indebtedness would be exchanged for 55,624 shares of Series A 7% fixed rate perpetual noncumulative preferred stock with a stated value of $1,000 per share and 4,376 shares of Series B 7% fixed rate convertible perpetual preferred stock with a stated value of $1,000 per share. As of Aug. 31, 2009, the Debtor has total assets of $104,800,110 and total debts of $107,214,495. CIB MARINE: U.S. Trustee Sets Meeting of Creditors for October 23 ----------------------------------------------------------------- Roberta A. DeAngelis, acting U.S. Trustee for Region 3, will convene a meeting of creditors in CIB Marine Bancshares, Inc.'s Chapter 11 case on Oct. 23, 2009, at 10:00 a.m. The meeting will be held at the U.S. Courthouse, Room 428, 517 East Wisconsin Avenue, Milwaukee, Wisconsin. 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. About CIB Marine CIB Marine Bancshares, Inc. (PINKSHEETS: CIBH) -- http://www.cibmarine.com/-- is a one-bank holding company with 17 banking offices in central Illinois, Wisconsin, Indiana, and Arizona. CIB Marine filed for Chapter 11 on Sept. 15, 2009 (Bankr. E.D. Wis. Case No. 09-33318). Timothy F. Nixon, Esq., at Godfrey & Kahn, S.C., represents the Debtor in its restructuring effort. Prior to the filing, CIB Marine Bancshares asked holders of its trust preferred securities to give advance approval of a pre- packaged plan of reorganization. Roughly $105.3 million of high- interest cumulative indebtedness would be exchanged for 55,624 shares of Series A 7% fixed rate perpetual noncumulative preferred stock with a stated value of $1,000 per share and 4,376 shares of Series B 7% fixed rate convertible perpetual preferred stock with a stated value of $1,000 per share. As of Aug. 31, 2009, the Debtor has total assets of $104,800,110 and total debts of $107,214,495. CIRCUIT CITY: Plan Revised to Address Longacre Objection -------------------------------------------------------- Longacre Opportunity Fund, L.P., said the Joint Plan of Liquidation of Circuit City Stores Inc. and its affiliates cannot be confirmed. Longacre, which bought a $4,156,411 administrative claim filed by Cisco-Linksys, LLC, noted that the Plan does not contemplate payment of allowed administrative claims on the effective date of the Plan. Rather, it provides for distributions on a nebulous schedule occurring sometime after the liquidating trust is funded, and then only if the trustee determines that sufficient cash is available to make the distributions. Longacre made those contentions in an objection filed prior to the disclosure statement hearing on September 22. At the hearing, the Court was to consider whether the disclosure statement attached to the Plan contains "adequate information" for creditors to evaluate the proposed plan. While the issue of whether the plan can be confirmed are usually considered at the confirmation hearing, Longacre cites, In re Pecht, 57 B.R. 137, 139 (Bankr. E.D. Va. 1986), which held that if Court can determine from a reading of the plan that it does not comply with section 1129, then it is incumbent upon the Court to decline approval of the disclosure statement. Circuit City, prior to the hearing, submitted a revised disclosure statement to provide that administrative claims will be paid on the Plan effective date. The Debtor also said that it has resolved disclosure statement objections by several parties. A copy of the Revised Disclosure Statement is available for free at http://bankrupt.com/misc/CircuitCity_Revised_DS.pdf The Proposed Plan Circuit City Stores, Inc., and its affiliated debtors delivered their Joint Plan of Liquidation and accompanying Disclosure Statement to the U.S. Bankruptcy Court for the Eastern District of Virginia on August 24, 2009. The Plan provides for the orderly liquidation of the remaining assets of the Debtors and the distribution of the proceeds of the liquidation of the Debtors' assets according to the priorities set forth under the Bankruptcy Code. Under the Debtors' Joint Plan of Liquidation, all claims against the Debtors -- other than administrative claims and priority tax claims, which will be paid in full -- are classified into eight classes: Estimated Estimated Aggregate Amount Class Description Recovery of Allowed Claims ----- ----------- --------- ----------------- 1 Miscellaneous Secured Claims 100% $5 mil.-$20 mil. 2 Non-Tax Priority Claims 100% $35 mil.-$95 mil. 3 Convenience Claims 10% unknown 4 General Unsecured Claims 0%-13.5% $1.8 bil.-$2 bil. 5 Intercompany Claims 0% $0 6 Subordinated 510(c) Claims 0% $0 7 Subordinated 510(b) Claims 0% $0 8 Interests 0% - A Liquidating Trust will be established on the Plan Effective Date. All Distributions to the Holders of allowed claims will be from the Liquidating Trust. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08- 35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has opted to liquidate its 721 stores. It has obtained the Bankruptcy Court's approval to pursue going-out-of- business sales, and sell its store leases. CIT GROUP: October 1 Deadline to Adopt Restructuring Plan Looms --------------------------------------------------------------- CIT Group Inc., in July 29, 2009, entered into a credit agreement, with Barclays Bank PLC, as administrative agent and collateral agent, and the lenders party thereto, for loans of up to $3 billion. In connection with the credit agreement, CIT Group stipulated that it would use its best efforts to negotiate with the steering committee of bondholders to have an approved restructuring plan adopted by August 14, 2009. Unless extended by the steering committee, the Company will adopt the restructuring plan by October 1, 2009, and will comply with the plan at all times thereafter. A copy of the Credit Agreement is available for free at: http://researcharchives.com/t/s?4572 According to a Sept. 22 reporting by Pierre Paulden at Bloomberg News, CIT Group Inc.'s bonds soared as the Oct. 1 deadline approaches. CIT's $500 million of 4.125% notes due Nov. 3 rose 8.625 have gained 18 cents since the start of September, according to data from Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. "Investors are expecting an exchange that benefits" CIT bonds maturing in the nearer term more than longer-dated bonds, Adam Steer, an analyst at CreditSights Inc., a New York debt research firm, said in a Sept. 22 interview. Restructuring Plan Since obtaining the $3-billion loan, CIT Group commenced a cash tender offer -- $875 per $1,000 principal amount of the notes -- for its $1 billion outstanding floating-rate senior notes due August 17, 2009. CIT Group also announced a plan designated to protect the ability to utilize its net operating losses and other tax assets. The $3-billion credit facility requires management and the steering committee of the bondholder group to develop a comprehensive restructuring plan, aimed at enhancing capital and liquidity positions while positioning CIT for sustainable profitability. The Company said the restructuring plan includes various scenarios, some of which reflect possible asset or business sales. CIT said it intends to pursue its restructuring plan outside of the bankruptcy court. The Company, however, said 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. CIT said the restructuring plan is still in development. The plan will address these issues: * Business Model - Management will develop a business model that seeks to optimize our portfolio of businesses, organization structure and funding model. The business model could identify businesses or portfolios that may be liquidated or sold over time; * Business Size - The plan will address the optimal asset levels that can be supported by the funding model and right- size the corporate infrastructure to the new business scale; * Capital Structure - The plan will identify a target capital structure that is appropriate for the business model that would provide sufficient cushion against risk, meet and exceed all regulatory capital requirements and position the Company for a return to investment grade ratings; * Implementation Plan - The plan will identify a series of transactions, which will likely consist of debt for equity exchanges and maturity extension offers that, if successfully implemented, would enable the Company to achieve its targeted capitalization structure; * Bank Model - Management continues to believe that a bank model is a key element of a small-business focused commercial franchise. The plan will detail the core businesses that, subject to regulatory approvals, will operate in CIT Bank, and could possibly include a plan to reintroduce to regulators the transfer of business platforms into the bank; and * Deposit Strategy - Deposits, including retail deposits, are likely to be a key component to the funding model. 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'. CITADEL BROADCASTING: $2 Mil. Payment Won't Affect Moody's Rating ----------------------------------------------------------------- Moody's Investors Service said that Citadel Broadcasting Corporation's avoidance of payment default by making its overdue $2 million subordinated note interest payment does not impact the company's ratings, including its Caa3 Corporate Family Rating and Ca Probability of Default Rating. Moody's last rating action on Citadel was on June 25, 2009, when it downgraded the company's CFR to Caa3 from Caa2 and its PDR to Ca from Caa3. Citadel Broadcasting Corporation, headquartered in Las Vegas, Nevada, is a radio broadcaster comprised of 165 FM and 58 AM stations in more than 50 markets. For the LTM period ended June 30, 2009, Citadel generated revenues of $775 million. CONEXANT SYSTEMS: Files Revised Financials to Reflect BBA Biz Sale ------------------------------------------------------------------ Conexant Systems, Inc., sold certain assets related to its Broadband Access business to Ikanos Communications, Inc., on August 24, 2009. In its Form 10-Q for the quarter ended July 3, 2009, which was filed with the Securities and Exchange Commission on August 12, the Company classified the BBA business as discontinued operations in its Condensed Consolidated Financial Statements for all periods presented in accordance with Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets". Conexant Systems has filed with the SEC a Current Report on Form 8-K to revise a presentation of the information disclosed in the Company's Annual Report on Form 10-K for the year ended October 3, 2008, to reflect the reclassification of the BBA business as discontinued operations in accordance with SFAS 144. A full-text copy of Selected Financial Data is available at no charge at http://ResearchArchives.com/t/s?456a A full-text copy of Management's Discussion and Analysis of Financial Condition and Results of Operations at no charge at: http://ResearchArchives.com/t/s?456b A full-text copy of Financial Statements and Supplementary Data at no charge at http://ResearchArchives.com/t/s?456c According to the Troubled Company Reporter on September 1, 2009, Conexant Systems has completed the sale of its Broadband Access product lines to Ikanos Communications for $54 million. The company received roughly $47 million in cash at closing. The remaining proceeds are subject to an escrow to be released in one year. Conexant's Broadband Access business provided solutions for ADSL, VDSL, SHDSL, and PON applications. The company expects to record a gain on the sale of its Broadband Access product lines of approximately $35 million in the current quarter. Assets to be sold pursuant to the agreement include, among other things, specified intellectual property, inventory, contracts and tangible assets. Ikanos agreed to assume certain liabilities, including obligations under transferred contracts and certain employee-related liabilities. About Conexant Systems Headquartered in Newport Beach, California, Conexant Systems, Inc. (NASDAQ: CNXT) -- http://www.conexant.com/-- has a comprehensive portfolio of innovative semiconductor solutions which includes products for Internet connectivity, digital imaging, and media processing applications. Outside the United States, the company has subsidiaries in Northern Ireland, China, Barbados, Korea, Mauritius, Hong Kong, France, Germany, the United Kingdom, Iceland, India, Israel, Japan, Netherlands, Singapore, and Israel. At July 3, 2009, the Company had $399.9 million in total assets and $561.9 million in total liabilities, resulting in $161.9 million in shareholders' deficit. COMMUNICATION INTELLIGENCE: Amundson Replaces Sung as Director -------------------------------------------------------------- Communication Intelligence Corporation reports that C.B. Sung, after years of service on the Company's Board since its inception, on September 18, 2009, decided to leave the Board "thereby reducing the increasing commitment of personal time required in serving on the Board and related committees of a public company." On the same day, the Board appointed Kurt E. Amundson as director. Mr. Amundson was also appointed chair of the Company's Finance Committee and Nominating Committee, and as a member of the Company's Audit Committee and Compensation Committee. Mr. Amundson has more than 25 years of experience in financial and operating management, including 20 years at the CFO level of responsibility and higher predominately with high tech firms in the Silicon Valley area. Mr. Amundson began his career with Price Waterhouse & Co. -- San Jose, California in 1980 after graduating from California Polytechnic State University. He attained his CPA certification in 1983. His experience as a VP-Finance/CFO of public companies includes: Proxim, Inc., Mountain View, CA, Abaxis, Inc., Sunnyvale, CA., Metra Biosystems, Inc. Mountain View, CA., Shaman Pharmaceuticals, Inc., South San Francisco, CA, Adesso Healthcare Technology Services, Inc. San Jose, CA, and Cerco Medical, San Francisco, CA. Mr. Amundson's COO/President experience includes positions with Medisys, Plc, Menlo Park, CA. and Tuaki Medical, Inc., San Francisco, CA. He is presently CEO of KSE Consulting, focused primarily on financial management consulting. As Chief Financial Officer, Mr. Amundson's experience includes successfully leading multiple public financings and IPOs, a secondary financing, Eurobond Financing, and multiple private and venture capital backed equity financings. He has worked with multiple investment banks in the execution of successful public financings including Cowen & Co., Robertson Stephens & Co., Hambrecht & Quist, Furman Selz, Volpe Welty and Co., Nomura Securities (London), UBS Warburg (prior to merger with Paine Webber), CIBC World Markets/Oppenheimer & Co., and U.S. Bancorp Piper Jaffray. Pursuant to Company policies Mr. Amundson, as a first year non- employee director, has been granted options to acquire 50,000 shares of the Company's common stock under the Company's 2009 Stock Compensation Plan at a per share exercise price equal to the closing per share market price of the Company's common stock on the date of grant. The options are fully vested on the date of grant and have a seven-year term. Further to the Company's policies, Mr. Amundson, as a non-employee director, will receive $1,000 for each Board meeting attended and will be reimbursed for reasonable out-of-pocket expenses incurred in connection with attending such meetings. Going Concern Opinion The Company posted a net loss of $2,861,000 for the three months ended June 30, 2009, from a net loss of $1,087,000 for the same quarter a year ago. The Company posted a net loss of $4,130,000 for the six months ended June 30, 2009, from a net loss of $1,937,000 for the same period a year ago. The Company recorded total revenues of $404,000 for the three months ended June 30, 2009, from $407,000 for the same quarter a year ago. The Company booked total revenues of $650,000 for the six months ended June 30, 2009, from $837,000 for the same period a year ago. At June 30, 2009, the Company had $5,894,000 in total assets and $7,705,000 in total liabilities, resulting in $1,811,000 in stockholders' deficit. Except for 2004, the Company has incurred significant losses since its inception and, at June 30, 2009, the Company's accumulated deficit was roughly $96,600,000. At June 30, 2009, the Company had working capital of $75,000, including cash and cash equivalents of $706,000. These factors, the Company said, raise substantial doubt about its ability to continue as a going concern. The Company has primarily funded losses through the sale of debt and equity securities. In May 2009 and June 2008, the Company raised additional funds through debt and equity financings and also converted short-term notes payable to equity. There can be no assurance that the Company will have adequate capital resources to fund planned operations or that any additional funds will be available to the Company when needed, or if available, will be available on favorable terms or in amounts required by the Company. If the Company is unable to obtain adequate capital resources to fund operations, it may be required to delay, scale back or eliminate some or all of its operations, which may have a material adverse effect on the Company's business, results of operations and ability to operate as a going concern. 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?455d About Communication Intelligence Communication Intelligence Corporation provides electronic signature solutions for business process automation serving primarily the financial services industry, and biometric signature verification technology. Its products enable companies to achieve secure paperless business transactions with multiple signature technologies across virtually all applications and hardware platforms. COOPER-STANDARD: Court Could Rule on Cooper-Tire Dispute Oct. 5 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware could enter a ruling by October 5, 2009, on Cooper Tire & Rubber Company's lawsuit against Cooper Standard Holdings Inc. for $60 million in tax refunds. In December 2004, Cooper-Standard Holdings purchased for $1.2 billion in cash Cooper Tire's automotive division. Pursuant to the agreement, Cooper-Standard agreed to pay Cooper Tire for certain tax refunds on tax liabilities incurred prior to the sale. Cooper-Standard Automotive Canada Ltd., which filed an insolvency proceeding in Canada on August 4, 2009, and is owned and controlled by Cooper-Standard Holdings, received $60 million tax refunds from the Canada Revenue Agency on July 27, 2009, and will be receiving an additional $42.5 million from the agency. In its lawsuit, Cooper-Tire wants the tax refunds to CSA segregated and remitted to Cooper-Tire. Cooper Tire asserts ownership of the tax refunds based on a provision of a stock purchase agreement that was executed in connection with the transfer of its stock to Cooper-Standard Holdings. Cooper Tire asserts that it is entitled to all refunds of its taxes and interest received by CSA-Holdings or any of its affiliates prior to the disposition. Cooper-Tire has filed a motion seeking preliminary injunction, to compel the Debtors to place all tax refunds into an escrow account pending a ruling on its claims. Cooper-Standard filed a brief on Sept. 18, seeking a dismissal of the adversary proceeding. Cooper-Standard insists that the plain language of the contracts gives it the right to receive the refunds. It notes that nothing in the contract says about a trust, or that any of the refunds will be segregated or restricted. Because Cooper Tire has no ownership rights over the tax refunds, it has nothing more than an unsecured contract claim, Cooper-Standard asserts. The Bankruptcy Court will hear oral arguments on the motions at the October 5 hearing. About Cooper-Standard Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/ -- headquartered in Novi, Michigan, is a leading global automotive supplier specializing in the manufacture and marketing of systems and components for the automotive industry. Products include body sealing systems, fluid handling systems and NVH control systems. The Company is one of the leading suppliers of chassis products in North America, with about 14% of market share. The Company's main custoemrs include Ford Motor Company, General Motors, Chrysler, Audi, Volkswagen, BMW, Fiat and Honda, among other automakers. Cooper-Standard Automotive employs approximately 16,000 people globally with more than 70 facilities throughout the world. Cooper-Standard is a privately held portfolio company of The Cypress Group and Goldman Sachs Capital Partners Funds. Cooper-Standard Holdings Inc., together with affiliates, filed for Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743). Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and Richards, Layton & Finger, P.A., will serve as bankruptcy counsel to the Debtors. Lazard Freres & Co. is serving as investment banker while Alvarez & Marsal is financial advisor. Kurtzman Carson Consultants LLC is notice, claims and solicitation agent. In its bankruptcy petition, the Company said that assets on a consolidated basis total $1,733,017,000 while debts total $1,785,039,000 as of March 31, 2009. The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, also sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada. Bankruptcy Creditors' Service, Inc., publishes Cooper-Standard Bankruptcy News. The newsletter tracks the Chapter 11 and CCAA proceedings undertaken by Cooper-Standard Holdings Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000) COYOTES HOCKEY: Mediation May Bring Best Result for Creditors ------------------------------------------------------------- The Hon. Redfield T. Baum of the U.S. Bankruptcy Court for the District of Arizona has granted an emergency hearing on Jerry Moyes' request for mediation in connection with the disputes and the bidding war for the Phoenix Coyotes. Phoenix Coyotes' former majority owner Jerry Moyes said in court documents, "Considering the amount of fees associated with continued disputes in this court regarding the sale process and what could be a protracted appellate process (depending on how the court rules), the debtors believe that a good-faith effort to arrive at a mediated resolution of the key sale issues would be in all parties' interest." The National Hockey League and city of Glendale objected to any mediation. Jerry Moyes is supporting the bid for the Coyotes by James L. Balsillie's group PSE Sports and Entertainment. Mr. Balsillie is offering $242.5 million to creditors for Coyotes, which include $50 million for the city of Glendale. Mr. Balsillie, however, will move the team from Glendale to Hamilton Ontario. The NHL has voiced opposition to Mr. Balsillie's offer for the Coyoytes. To fend off Mr. Balsillie's bid, the NHL submitted its own bid, offering $140 million for the Coyotes in hopes that it could keep the team while it finds another buyer. The NHL has committed only to one more season in Glendale but said its preference is to find a buyer who will not move the team. Meanwhile, The Associated Press reports that the Wayne Gretzky's position as coach of Phoenix Coyotes has become uncertain after the team hired Dave King as assistant coach on Monday. Mr. Gretzky, also a minority owner of Phoenix Coyotes, is awaiting a ruling by Judge Baum on the auction for the Coyotes. About Coyotes Hockey 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. CRUSADER ENERGY: Has Deal to Sell Business to SandRidge Energy -------------------------------------------------------------- Crusader Energy Group Inc. has entered into an agreement with SandRidge Energy, Inc., pursuant to which SandRidge Energy will purchase all shares of common stock of Crusader that will be issued upon the effectiveness of the reorganization of Crusader and its wholly-owned subsidiaries under Chapter 11. Under a proposed plan of reorganization filed with the Bankruptcy Court, all of the currently outstanding equity interests in Crusader would be cancelled upon consummation of the SandRidge transaction and Crusader and its wholly-owned subsidiaries would become indirect, wholly-owned subsidiaries of SandRidge. SandRidge agreed to pay cash and common stock valued in the aggregate at $230 million, no more than $85 million of which will be cash, subject to certain adjustments. SandRidge will also issue warrants to purchase an additional two million shares of SandRidge common stock, with an agreed value of $11 million among Crusader and certain of its creditors. The warrants will be exercisable at a price of $15.00 per share for five years after the closing of the transaction. Recipients of the SandRidge common stock and warrants will not be permitted to dispose of such common stock or warrants for 180 days after the closing of the transaction. Based on the consideration to be paid by SandRidge, the holders of Crusader's outstanding equity interests would not receive any distribution under the proposed plan of reorganization on account of their equity interests. The closing of the transaction is subject to customary conditions, as well as confirmation of Crusader's plan of reorganization by the Bankruptcy Court, and consideration of alternative transactions that may be submitted prior to a deadline to be approved by the Bankruptcy Court. Crusader and SandRidge also have entered into an agreement with Crusader's unsecured creditors committee and Crusader's principal secured creditors to support the proposed transaction as co- proponents of Crusader's plan of reorganization. The closing is expected to occur during the fourth quarter of 2009. The acquisition agreement provides that if it is terminated by either SandRidge or Crusader because the Bankruptcy Court approves an alternative transaction that is consummated within one year, Crusader will pay SandRidge a termination fee. SandRidge said in a statement that the transaction would further substantiate its positions in the Anadarko basin of Western Oklahoma and in the Permian Basin in West Texas. Additionally, the cash flow from Crusader's existing production is expected to enhance SandRidge's balance sheet and provide increased liquidity. Tom L. Ward, SandRidge's CEO commented, "We believe this transaction will be accretive to SandRidge in terms of reserves, production and cash flow and provide new drilling opportunities for the company." Deutsche Bank Securities advised SandRidge on the transaction. Jefferies & Company, Inc., advised Crusader. SandRidge Energy Headquartered in Oklahoma City, Oklahoma, SandRidge Energy Inc. (NYSE: SD) -- http://www.sandridgeenergy.com/-- is a natural gas and crude oil company with its principal focus on exploration and production. SandRidge and its subsidiaries also own and operate gas gathering and processing facilities and CO2 treating and transportation facilities and conduct marketing and tertiary oil recovery operations. In addition, Lariat Services, Inc., a wholly- owned subsidiary of SandRidge, owns and operates a drilling rig and related oil field services business. SandRidge focuses its exploration and production activities in West Texas, the Cotton Valley Trend in East Texas, the Gulf Coast, the Mid-Continent, and the Gulf of Mexico. About Crusader Energy Based in Oklahoma City, Oklahoma, Crusader Energy Group Inc. (Pink Sheets: CKGRQ) -- http://www.ir.crusaderenergy.com/-- explores, develops and acquires oil and gas properties, primarily in the Anadarko Basin, Williston Basin, Permian Basin, and Fort Worth Basin in the United States. It has working interests in more than 1,000 wells. Crusader Energy and its affiliates filed for Chapter 11 protection on March 30, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31797). The Debtors' financial condition as of September 30, 2008, showed total assets of $749,978,331 and total debts of $325,839,980. Beth Lloyd, Esq., Richard H. London, Esq., and William Louis Wallander, Esq., at Vinson & Elkins, L.L.P., represent the Debtors as counsel. Jefferies & Company, Inc. acts as financial adviser to Crusader in its Chapter 11 reorganization. BMC Group Inc. is claims and notice agent. Holland N. Oneil, Esq., Michael S. Haynes, Esq., and Richard McCoy Roberson, Esq., at Gardere, Wynne & Sewell, represent the official committee of unsecured creditors as counsel. CW MEDIA: S&P Keeps 'B-' Long-Term Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services said it kept its ratings, including its 'B-' long-term corporate credit rating, on Toronto- based CW Media Holdings Inc. on CreditWatch with negative implications. The ratings were placed on CreditWatch June 23, 2009. "We are keeping the ratings on CreditWatch because of the uncertainty surrounding parent company Canwest Media Inc.'s lender negotiations, and the resulting potential impact on CW Media of either a Canwest Media recapitalization or a bankruptcy filing," said Standard & Poor's credit analyst Lori Harris. The ratings on CW Media Holdings reflect S&P's view of the uncertainty surrounding parent company Canwest Media's (D/--/--) lender negotiations, as well as what Standard & Poor's views as the company's highly leveraged financial risk profile with adjusted debt to EBITDA of about 6x for the 12 months ended May 31. In S&P's opinion, these factors are only slightly offset by CW Media's solid business position in specialty television broadcasting. The company has a controlling interest in and operates 13 English- language Canadian specialty TV channels (including Showcase, History, HGTV, and Slice); it also has a 50% interest in two Canadian French-language channels (Series+ and Historia), and a minority interest in two other English-language channels (Dusk and One). CW Media is a wholly owned subsidiary of CW Investments Co., with Canwest Media having 35% economic ownership of CWI (67% voting interest) and GS Capital Partners VI LP, a private equity affiliate of Goldman, Sachs & Co., owning the remainder. Standard & Poor's will keep the ratings on CreditWatch with negative implications until such time as S&P has more clarity regarding the potential impact on CW Media of either a Canwest Media recapitalization or a bankruptcy filing. S&P could consider lowering the ratings if CW Media is negatively affected by events related to Canwest Media. Alternatively, S&P could remove the ratings from CreditWatch if Canwest Media successfully completes a capital restructuring that does not negatively affect CW Media. CYNERGY DATA: Lenders in $21 Million Dispute with Harris NA ----------------------------------------------------------- Dymas Funding Co., LLC, as agent for second lien lenders, asked the Bankruptcy Court to direct the oral examinations of, and production of documents from, Harris N.A. and Moneris Solutions Inc., under F.R.B.P. Rule 2004 To engage in its business, Cynergy works in conjunction with a sponsoring bank that is both a license financial institution and a member of the Visa, MasterCard and similar credit card networks. Since November 2008, Harris has been Cynergy's sponsoring bank. Moneris is a sister company of Harris. Pursuant to their contract, Cynergy agreed to grant certain liens in assets in favor of Harris. However, according to Dymas, Harris agreed in an intercreditor agreement that its liens are subordinated to the existing liens of the lenders under the prepetition senior credit agreement and the second lien credit agreement. The Debtors owe $27 million to term B lenders under the senior credit agreement and $53 million to lenders under the second lien credit agreement. In a credit card transaction, after a retail customer swipes his or her credit card at a merchant's credit card terminal, the retail customer's bank will transmit payment through the credit card network to the merchant. If the retail customer returns the merchandise purchased in the credit card transaction, a chargeback or reject of a merchant/consumer transaction occurs. To protect against the risk that a merchant may fail to make reimbursement for a chargeback or reject, the merchant processing agreement entitles Harris, should it so elect, to require the merchant customer to establish a reserve account with Harris, funded by withholdings of funds transmitted to Harris from retail customers' banks, to constitute a reserve to offset potential future losses caused by a possible merchant nonpayment. According to Dymas, Harris did not elect to require the creation of reserve accounts under its control to hold the rolling reserves. In July 2009, however, after learning of the Debtors' financial difficulties, Harris/Moneris, in a letter originating with Moneris, said Cynergy was "in default" because it was holding Rolling Reserve funds in the amount of $21 million that, Moneris claimed, should have been on deposit with Harris. Moneris threatened that "Harris/Moneris [would] immediately exercis[e] its right of set off' to intercept funds flowing to Cynergy through the credit card networks to make up for the purported shortfall. Harris/Moneris continues to claim that it is entitled to receive $21 million from the estate to cover the purported "shortfall" in Rolling Reserves on deposit at Harris. Dymas says that its understanding of the various contracts is at odds with the position asserted by HarrislMoneris with respect to Rolling Reserves. Given the proposed and impending sale of assets by the Debtors, Dymas says it is essential to determine the validity of the Harris/Moneris position. October 5 Auction As reported by the TCR on Sept. 22, 2009, Cynergy Data has received approval from the Bankruptcy Court to conduct an October 5 auction where the ComVest Group would be lead bidder. Bids are due October 2. Hearing on the sale is on October 7. As part of its Chapter 11 sale process, Cynergy Data has entered into an asset purchase agreement with "stalking horse" bidder Cynergy Holdings, LLC, an investment vehicle that is managed by The ComVest Group, a private investment firm focused on providing debt and equity solutions to middle market companies. ComVest will purchase the assets for $81 million, absent higher and better bids at the auction. About Cynergy Data Launched in 1995, Cynergy Data is a merchant credit card processing service provider that gives business owners excellent customer support and unparalleled merchant services. The company emphasizes honest, service-oriented business practices and customer-friendly products and services. During the past 14 years, Cynergy Data has rapidly expanded from a two-person operation to one that employs over 130 service-oriented team members. Headquartered in New York City, Cynergy Data manages a portfolio of nearly 80,000 merchants processing in excess of $10 billion annually. The Company and two affiliates -- Cynergy Data Holdings, LLC, and Cynergy Prosperity Plus, LLC -- filed for Chapter 11 on September 1, 2009 (Bankr. D. Del. Case No. 09-13038). The Company's legal advisor is Nixon Peabody LLP; its financial and restructuring advisor is CM&D Management Services LLC; its industry expert is Unicorn Partners, LLC; and its investment bankers are Stifel, Nicolaus & Company and Peter J. Solomon Company. Aside from Nixon peabody, Pepper Hamilton LLP has been hired as bankruptcy and restructuring counsel. Charles D. Moore of Conway MacKenzie, Inc., serves as chief restructuring officer. Kurtzman Carson & Consultants LLC serves as claims and notice agent. Cynergy Data said that it had assets of $109,546,132 against debts of $186,183,032 as of June 30, 2009. Cynergy Data filed for Chapter 11 to complete the sale of all of its assets to Cynergy Holdings, LLC, an affiliate of The ComVest Group, which will serve as stalking horse bidder in an auction. DANA HOLDING: To Raise Funds Through Common Stock Offering ---------------------------------------------------------- Dana Holding Corporation has initiated an underwritten, registered public offering of 27 million shares of its common stock. In conjunction with the offering, Dana intends to grant the underwriters a 30-day option to purchase up to 4 million additional shares. Goldman, Sachs & Co. is serving as the sole book-runner, with Citi and J.P. Morgan as co-managers for the offering. The company intends to use the net proceeds from the offering for general corporate purposes including flexibility for future expansion and restructuring of operations. Additionally, in accordance with the terms of its credit agreement, the company will use approximately 50% of the proceeds to repay debt. The shares will be issued pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission. A preliminary prospectus supplement related to the offering as filed with the SEC is available at no charge at http://ResearchArchives.com/t/s?455e Copies of the preliminary prospectus supplement and accompanying base prospectus related to the offering may be obtained from Goldman, Sachs, & Co. via telephone at: (866) 471-2526; via facsimile at: (212) 902-9316; via e-mail at: prospectus- ny@ny.email.gs.com; or via standard mail at Goldman, Sachs, & Co., Prospectus Department, 85 Broad Street, New York, N.Y. 10004. About Dana Holding 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. DAVID SCHWARTZMAN: DS Ventures to Ask Permits for Supergraphics --------------------------------------------------------------- Curbed LA reports that David Schwartzman's DS Ventures will ask in the next 30 days the city of Hollywood for building permits that would allow supergraphics to rise on the Metropolitan, the developer's tower at 5825 Sunset Boulevard, despite the Interim Control Ordinance banning off-site signage. According to Curbed LA, the signs would bring in $137,000 a month for DS Ventures. Mr. Schwartmzan filed for Chapter 11 bankruptcy protection in July, blaming it on the collapse of Lehman Brothers, a financial partner of the developer. Curbed LA relates that the bankruptcy court has asked for revenue plans for some of DS Ventures' projects. Mr. Schwartmzan owns a 86% stake in DS Ventures. Curbed LA states that Mr. Schwartzman's lawyers at Sulmeyer Kupetz filed papers on September 1 indicating that the signage is expected to go up this fall. DS Ventures will likely file a lawsuit against the city if the permits are denied, Curbed LA says, citing Jerry Neuman, an investor in the Metropolitan and an attorney for law firm Allen Matkins. The report quoted him as saying, "We obtained vesting entitlements to put up the signage prior to the ban, and believe we have vested rights." Curbed LA relates that DS Ventures claims that its construction loan was based on revenue from the signs, and so the ordinances, policies and standards should essentially be "frozen". Woodland Hills, California-based David Schwartzman filed for Chapter 11 on June 1, 2009 (Bankr. C.D. Calif. Case No. 09-16565). Victor A. Sahn, Esq., who has an office in Los Angeles, California, assists the Debtor in his restructuring efforts. The Debtor listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. DELTA AIR: Moody's Assigns 'B2' Rating on Planned $500 Mil. Notes ----------------------------------------------------------------- Moody's Investors Service assigned a B2 senior secured rating to the planned $500 million second lien notes due 2015 issued by Delta Air Lines, Inc. Moody's affirmed all of its existing debt ratings of Delta and Northwest Airlines Corporation. The outlook is negative. The last rating action was on September 16, 2009, when Moody's assigned ratings to Delta's planned new first lien senior secured credit facility and planned issue of first lien senior secured notes due 2013. Assignments: Issuer: Delta Air Lines, Inc. -- Second Lien Notes, Assigned a range of 50 - LGD4 to B2 LGD Assessments: Issuer: Delta Air Lines, Inc. -- Second Lien Senior Secured Bank Credit Facility, Upgraded to LGD4, 50% from LGD4, 53% Delta Air Lines, Inc., headquartered in Atlanta, Georgia, is the world's largest airline, providing scheduled air transportation for passengers and cargo throughout the U.S. and around the world. On October 29, 2008, a subsidiary of Delta merged into Northwest Airlines Corporation. Northwest and its subsidiaries, including Northwest Airlines, Inc., are wholly-owned subsidiaries of Delta. DOT VN: Executes Domains Registration Deal With Key-Systems ----------------------------------------------------------- Dot VN, Inc., on September 16, 2009, executed an Industry Domains Registration Agreement with Key-Systems GmbH, a German limited liability company. Under the terms and conditions of the Industry Domains Agreement, Key-Systems will provide the technical services, including but not limited to hardware and software, in the creation and commercialization of Dot VN's 24 industry specific sub-domain names. Key-Systems will host the registration platform, maintain the database and provide data security. In addition, Key-Systems will be a master reseller of Dot VN's Industry Domains selling registrations through their network of 1,400 global resellers. The Industry Domains Agreement has a term of five years. Going Concern Opinion The Company acknowledges it has had limited revenues from the marketing and registration of '.vn' domain names as it operates in this single industry segment. Consequently, the Company has incurred recurring losses from operations. In addition, the Company has defaulted on $612,500 of convertible debentures that were due January 31, 2009 and currently has not negotiated new terms or an extension of the due date on the Defaulted Debentures. These factors, as well as the risks associated with raising capital through the issuance of equity or debt securities creates uncertainty as to the Company's ability to continue as a going concern. The Company's plans to address its going concern issues include: -- Increasing revenues of its services, specifically within its domain name registration business segment through: * the development and deployment of an Application Programming Interface which the Company anticipates will increase its reseller network and international distribution channels and through direct marketing to existing customers both online, via e-mail and direct mailings, and * the commercialize of pay-per-click parking page program for '.vn' domain registrations; -- Completion and operation of the IDCs and revenue derived from the IDC services; -- Commercialization and Deployment of certain new wireless point-to-point layer one solutions; and -- Raising capital through the sale of debt or equity securities. There can be no assurance that the Company will be successful in its efforts to increase revenues, issue debt or equity securities for cash or as payment for outstanding obligations. Capital raising efforts may be influenced by factors outside of the control of the Company, including, but not limited to, capital market conditions. The Company is in various stages of finalizing implementation strategies on a number of services and is actively attempting to market its services nationally in Vietnam. As a result of capital constraints it is uncertain when it will be able to deploy the Application Programming Interface or construction of the IDCs. Chang G. Park, CPA, from San Diego, California, expressed on July 24, 2009, substantial doubt about Dot VN's ability to continue as a going concern after auditing the company's financial results for the years ended April 30, 2009 and 2008. The auditing firm reported that the company experienced losses from operations. At July 31, 2009, the Company had total assets of $2,269,335 and total liabilities of $11,791,040. At July 31, 2009, the Company had total shareholders' deficit of $9,521,705. About Dot VN Dot VN, Inc. (OTCBB: DTVI) -- http://www.DotVN.com-- provides Internet and Telecommunication services for Vietnam. The Company is currently developing initiatives to offer Internet Data Center services and Wireless applications. ESTERLINE TECHNOLOGIES: Moody's Affirms 'Ba2' Corp. Family Rating ----------------------------------------------------------------- Moody's Investors Service has changed the ratings outlook of Esterline Technologies Corporation to positive from stable and affirmed all ratings including the Ba2 corporate family rating. The outlook change to positive reflects Esterline's record of consistently good performance and Moody's view that the company's credit metrics could support a higher rating. The outlook change acknowledges the company's increasing diversity of aerospace and defense technology products, stable returns and cash flow generation, and efforts to further integrate its operating subsidiaries -- which should bode well for long-term competitiveness. The outlook will remain sensitive to risk of aircraft production cuts and credit metric stress that could follow acquisitions. The Ba2 affirmation reflects Esterline's moderate leverage -- including success at reducing leverage following acquisition spending -- and strong liquidity profile. Despite declining organic revenues thus far in FY2009 and recent plateau of backlog growth, the affirmation contemplates that should some cuts in commercial aircraft or defense spending occur over the rating horizon, the Ba2 rating would likely be sustained. The ratings are: * $175 million senior unsecured notes due 2017 Ba2 LGD 4, to 57% from 58% * $175 million senior subordinated notes due 2013 B1 to LGD 5, 88% from LGD 6, 91% Moody's last rating action on Esterline occurred May 12, 2008, when the Ba2 corporate family rating was affirmed. Esterline Technologies Corporation, headquartered in Bellevue WA, serves aerospace and defense customers with products for avionics, propulsion and guidance systems. The company operates in three business segments: Avionics and Controls, Sensors and Systems and Advanced Materials. Revenues for the twelve months ending July 31, 2009, were approximately $1.4 billion. FAGAN RANCH INVESTMENTS: Case Summary & 5 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Fagan Ranch Investments, L.L.C. 2940 N Swan Rd, Suite 212 Tucson, AZ 85712 Case No.: 09-23516 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court District of Arizona (Tucson) Judge: Eileen W. Hollowell Debtor's Counsel: Michael W. Mcgrath, Esq. Mesch Clark & Rothschild 259 North Meyer Avenue Tucson, AZ 85701-1090 Tel: (520) 624-8886 Fax: (520) 798-1037 Email: ecfbk@mcrazlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by James D. Campbell, the company's manager. Debtor's List of 5 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Rick Engineering Engineering Services $18,757 Ocotillo Reserve Development Roadway Maintenance $16,747 Oasis Tucson Reimbursement of $16,287 Expenses GBP Risk Solution Truck Insurance $1,074 James D. Wezelman Legal Services $400 FAIRFAX FINANCIAL: S&P Assigns 'BB+' Subordinated Debt Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its preliminary 'BBB-' senior unsecured debt, 'BB+' subordinated unsecured debt, and 'BB' preferred shares ratings on Fairfax Financial Holdings Ltd.'s US$2 billion universal shelf, which was filed on Sept. 18, 2009. Fairfax exhausted its prior Aug. 31, 2009, US$1 billion shelf to fund the pending acquisition of the outstanding common shares of Odyssey Re that it currently does not own. Standard & Poor's is unaware of any new strategic expansion initiatives that would require an immediate draw upon the new shelf. The ratings reflect Fairfax's strong business and financial profile. 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 in the global reinsurance market. Fairfax reported consolidated pretax operating income of US$373 million in the first half of 2009, a satisfactory combined loss and expense ratio of 98.4%, and total shareholders' equity of $5.6 billion. Ratings List Fairfax Financial Holdings Ltd. Counterparty Credit Rating BBB-/Stable/-- Preliminary Ratings Assigned Fairfax Financial Holdings Ltd.'s universal shelf Preliminary senior unsecured debt rating BBB- Preliminary subordinated debt rating BB+ Preliminary preferred stock rating BB FALCON RIDGE: Mulls Restatement of Financials Amid Auditor's Woes ----------------------------------------------------------------- Falcon Ridge Development, Inc., said early this month it has been informed that its current independent auditor, Moore & Associates, Chartered Accountants and Advisors had its Public Company Accounting Oversight Board registration revoked on August 27, 2009. This revocation was for violations of PCAOB rules and quality controls. Falcon Ridge management is in the process of evaluating the consequences of this action and determining what if any, corrective action is necessary including interviewing new audit firms. It is uncertain at this time if this will necessitate restatement of prior financials. Falcon Ridge has yet to file its quarterly report on Form 10-Q for the period ended June 30, 2009. In August, the Company said its accountants have not been able make certain final reconciliations to the financial statements. As of March 31, 2009, the Company had total assets of $1,240,423 against total current liabilities of $4,499,012 and long-term notes payable, net of current portion, of $77,123, resulting in stockholders' deficit of $3,335,712. In its quarterly report on Form 10-Q for the period ended March 30, 2009 -- filed in July 2009 -- the Company noted it has experienced significant operating losses during fiscal years ended September 30, 2008 and 2007, of $4,572,620 and $1,290,190 respectively. For the six months ended March 31, 2009, the Company lost an additional $2,381,707 and had an accumulated deficit of $9,731,341 at that date. The Company incurred a negative cash flow from operating activities of $289,435 for the year ended September 30, 2008, and a negative cash flow from operating activities of $9,788 for the six months ended March 31, 2009. Implementation of its business plan is dependent upon its ability to raise additional capital. The Company is in default on its mortgage to Metro Loan Corp in principal amount of $1,150,000 secured by the Spanish Trails development. In the event the lender initiates foreclosure proceedings and the Company is unable to resolve the situation in its favor, the Company's major revenue producing asset will be lost. Management will then have to locate and finance a profitable replacement business activity. The Company is in default on its note to Freedom Financial in its principal amount of $200,000. These matters raise substantial doubt about the Company's ability to continue as a going concern. Management is searching for additional business opportunities to generate revenue sufficient to enable to Company to achieve profitable operations. There is no guarantee that management will be successful in its endeavors. Falcon Ridge Development, Inc., is engaged in the real estate industry and acquires tracts of raw land and develops them into communities, including, lots for sale to homebuilders and homes for sale to the public. These operations are predominantly located in the City of Rio Rancho, New Mexico and Belen, New Mexico. Since inception, the Falcon Ridge has developed one property known as Sierra Norte. FONTAINEBLEAU LV: M&M Lienholders Want to File Lawsuit ------------------------------------------------------ Holders of mechanic's and materialmen's liens holding in excess of $111,000,000 -- the M&M Lienholders -- ask the Court to enter an order: (a) modifying the automatic stay pursuant to Section 362(d) to permit them to file an action in Nevada state court solely to determine the validity, extent, and priority of all lien claims recorded against the "Tier A" casino hotel resort -- the Project -- but not to foreclose; and (b) providing that the provisions of Rule 4001(a)(3) of the Federal Rules of Bankruptcy Procedure be waived. Under Rule 4001(a)(3), a Court's order that lifts an automatic stay doesn't go into effect until 10 days after the date of the entry of the order. The substantial prejudice to the M&M Lienholders and other lien claimants if the stay is not modified compared to the minimal or non-existent prejudice to Debtors if the stay is modified favors modifying the automatic stay, says Philip. J. Landau, Esq., at Shraiberg, Ferrara & Landau P.A., Boca Raton, Florida. Mr. Landau tells the Court that for almost 90 days, the Debtors have failed to locate a buyer or funding for the Project. The Term Lenders have succeeded in priming the liens of the M&M Lienholders and other lien claimants by having the use of cash collateral be deemed postpetition financing, thereby converting the prepetition debt into postpetition liens which prime those of the lienholders. In addition to the amount of the priming liens of the Term Lenders and the amounts owned to holders of mechanics' and materialmen's liens, approximately $1,711,700,000 is owed to the Term Lenders, he says. According to Mr. Landau, with each interim cash collateral order, Debtors' minimal interest in the outcome of the Chapter 11 cases decreases while the Term Lenders obtain ever larger liens which prime the interests of the M&M Lienholders and other lien claimants. Thus, with each interim cash collateral order, the value of the liens of the M&M Lienholders and other lien claimants is further eroded. Mr. Landau adds that the affirmative action is exactly the relief the Debtors and Term Lenders have forced upon mechanics' lien claimants via the deadlines set forth in the various interim cash collateral orders. Because the M&M Lienholders are not seeking to foreclose on the Project or obtain payment of their claims without further order of the Bankruptcy Court, the Debtors can continue their efforts to find capital as the lien litigation proceeds. Moreover, the issues in the pending litigation involve only Nevada law, and thus the special expertise of Bankruptcy Court is unnecessary to resolve the substantive issues, Mr. Landau explains. Lienholder Colasanti Specialty Services, Inc., informs the Court that to the extent that the Motion seeks modification of the automatic stay for the purpose of permitting the Nevada state court to determine the extent, validity, and priority of all liens against the Project under Nevada law, Colasanti would agree with the Motion and further expand the relief requested to include the lien claims of all lien claimants, specifically including its claim of lien. About Fontainebleau Las Vegas Fontainebleau Las Vegas Holdings, LLC -- http://www.fontainebleau.com/-- is constructing a luxury resort, Fontainebleu Las Vegas, on the northern end of the Las Vegas Strip. Fontainebleau Las Vegas Holdings, LLC, Fontainebleau Las Vegas, LLC, Fontainebleau Las Vegas Capital Corp. filed for Chapter 11 protection on June 9, 2009 (Bankr. S.D. Fla. Lead Case No. 09-21481). Judge A. Jay Cristol presides over the Debtors' cases. Scott L Baena, Esq., at Bilzin Sumberg Baena Price & Axelrod LLP, represents the Debtors in their restructuring efforts. The Debtors' Financial Advisor are Moelis & Company LLC and Citadel Derivatives Group LLC. The Debtors' Special Litigation Counsel is David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman LLP and the Debtors' Special Counsel is Jack J. Kessler, Esq., and Alan Rubin, Esq., at Buchanan Ingersoll & Rooney PC. The Debtors' Claims Agent is Kurtzman Carson Consulting LLC. Attorneys at Genovese Joblove & Battista, P.A., and Fox Rothschild, LLP, represent the Official Committee of Unsecured Creditors. As of June 9, 2009, Fontainebleau Las Vegas LLC listed more than $1 billion in debt and a similar amount in assets, while each of Fontainebleau Las Vegas Capital Corp. and Fontainebleau Las Vegas Holdings, LLC, listed less than $50,000 in assets and more than $1 billion in debts. Bankruptcy Creditors' Service, Inc., publishes Fontainebleau Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Fontainebleau Las Vegas Holdings, LLC, and its debtor- affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FORD MOTOR: To Expand in China With Third Plant ----------------------------------------------- Keith Naughton and Vipin V. Nair at Bloomberg News report that Ford Motor Co. is boosting its bet on China with a new factory and models as it tries to catch General Motors Co. It plans to produce high-end sedans and sport-utility vehicles at the plant, which will be built in Chongqing, southern China. The high-end sedans are expected to compete against GM's Buick models, while the sport-utility vehicle will capitalize on demand for that category in China said Brian Johnson, a Chicago-based Barclays Capital analyst. Ford ranks 12th in China with 2.8% of sales, Bloomberg said, citing auto researcher J.D. Power & Associates. GM, which emerged from a U.S. government-sponsored bankruptcy July 10, outsells Ford by 3-to-1 in China, building twice as many vehicles. About Ford Motor Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles in 200 markets across six continents. With about 260,000 employees and about 100 plants worldwide, the company's core and affiliated automotive brands include Ford, Jaguar, Land Rover, Lincoln, Mercury, Volvo, Aston Martin, and Mazda. The company provides financial services through Ford Motor Credit Company. The Company has operations in Japan in the Asia Pacific region. In Europe, the Company maintains a presence in Sweden, and the United Kingdom. The Company also distributes its brands in various Latin-American regions, including Argentina and Brazil. * * * As reported by the Troubled Company Reporter on April 15, 2009, Standard & Poor's Ratings Services said it raised its ratings on Ford Motor Co. and related entities, including the corporate credit rating, to 'CCC+' from 'SD-'. The ratings on Ford Motor Credit Co. are unchanged, at 'CCC+', and the ratings on FCE Bank PLC, Ford Credit's European bank, are also unchanged, at 'B-', maintaining the one-notch rating differential between FCE and its parent Ford Credit. S&P said that the outlook on all entities is negative. Moody's Investors Service in December 2008 lowered the Corporate Family Rating and Probability of Default Rating of Ford Motor Company to Caa3 from Caa1 and lowered the company's Speculative Grade Liquidity rating to SGL-4 from SGL-3. The outlook is negative. The downgrade reflects the increased risk that Ford will have to undertake some form of balance sheet restructuring in order to achieve the same UAW concessions that General Motors and Chrysler are likely to achieve as a result of the recently- approved government bailout loans. Such a balance sheet restructuring would likely entail a loss for bond holders and would be viewed by Moody's as a distressed exchange and consequently treated as a default for analytic purposes. FORUM HEALTH: Reaches Agreement With Secured Lenders ---------------------------------------------------- Larry Ringler at Tribune Chronicle reports that Forum Health spokesperson Vince Bevacqua said that the Company has resolved its secured lenders' objections and will move toward a plan to exit Chapter 11 bankruptcy. No new deadline has been set for the filing of a reorganization plan but Forum Health will work with secured lenders on a plan, Tribune Chronicle states, citing Mr. Bevacqua. According to Tribune Chronicle, specific terms of how the issues with lenders were resolved weren't released, but one condition calls for Forum Health to hire an interim CEO with specific health care and hospital management experience. Citing Forum Health, the report states that the interim leader would be in place by the end of September to "continue to build on the good progress made to date". Forum Health said in a statement that finding a permanent CEO with health care experience will occur after the Company has filed its reorganization plan with the bankruptcy court. Citing Mr. Bevacqua, Tribune Chronicle says that former Forum Health CEO Walter Pishkur started his new role as a consultant Monday because "he has a level of expertise the system doesn't want to waste". The report quoted Tom Connelly -- president of almost 450 Registered Nurses who belong to the American Federation of State, County and Municipal Employees/United Nurses of America Local 2026 at Trumbull Memorial -- as saying, "We do not agree he should be kept [as a consultant]. We tried to tell them in November that he wasn't the right man for the job. Now we'll be subjected to someone new who's not from around here." According to the report, Mr. Bevacqua said that Mr. Pishkur's role as consultant is intended to be temporary. Forum Health, Tribune Chronicle relates, said that these chief operating officers will remain: -- Bob Wolleben at Trumbull Memorial Hospital in Warren, -- Michael Seelman at Northside Medical Center in Youngstown, and -- Marilyn Titus at Hillside in Howland will remain in place. The lenders are no longer seeking to force the sale or closure of Northside, as well as ask the Court to appoint a trustee to run the system, Tribune Chronicle says, citing Mr. Bevacqua. Mr. Bevacqua said that a court hearing set for October 21 has been canceled, according to Tribune Chronicle. Based in Warren, Ohio, Forum Health -- http://www.forumhealth.org/ -- offers health care services. The primary service area consists of the northeast Ohio counties of Mahoning, Trumbull and Columbiana; and northeast Ohio counties of Ashtabula, Geauga and Portage and the Pennsylvania counties of Mercer and Lawrence. Forum Health and its affiliates filed for Chapter 11 protection on March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795). Paul W. Linehan, Esq., and Shawn M Riley, Esq., at McDonald Hopkins LLC, serve as lead counsel to the Debtors. The Debtors have also tapped Michael A. Gallo, Esq. at Nadler Nadler & Burdman Co., LPA as co- counsel; Kurtzman Carson Consultants LLC as claims, noticing and balloting agent; and Huron Consulting Services LLC as financial advisors. Alston & Bird LLP represents the official committee of unsecured creditors formed in the Chapter 11 cases. At the time of its filing, Forum Health estimated that it had assets and debts both ranging from $100 million to $500 million. GENERAL GROWTH: 55 Units' Schedules Of Assets And Liabilities ------------------------------------------------------------- Fifty-five debtor affiliates of General Growth Properties, Inc., disclose assets ranging from $156,716 to $1,045,188,547 and liabilities ranging from $5,469 to $2,599,624,222: Debtor Assets Liabilities ------ ------ ----------- Fashion Show Mall LLC $1,045,188,547 $648,762,424 See http://bankrupt.com/misc/09-12026SAL.pdf See http://bankrupt.com/misc/09-12026SOFA.pdf Grand Canal Shops II, LLC 693,882,070 398,065,735 See http://bankrupt.com/misc/GrandCanalSAL.pdf See http://bankrupt.com/misc/GrandCanalSofA.pdf North Star Mall, LLC 476,884,150 233,493,044 See http://bankrupt.com/misc/09-12207SAL.pdf See http://bankrupt.com/misc/09-12207SOFA.pdf Willowbrook Mall, LLC 433,766,010 159,652,307 See http://bankrupt.com/misc/09-12321SAL.pdf See http://bankrupt.com/misc/09-12321SOFA.pdf Woodbridge Center Property, LLC 426,530,385 208,743,124 See http://bankrupt.com/misc/WoodbridgeCenterSAL.pdf See http://bankrupt.com/misc/WoodbridgeCenterSOFA.pdf Lakeside Mall Property, LLC 365,120,678 181,139,474 See http://bankrupt.com/misc/LakesideMallSAL.pdf See http://bankrupt.com/misc/LakesideMallSofA.pdf Ridgedale Center, LLC 268,318,438 178,977,153 See http://bankrupt.com/misc/09-12237SAL.pdf See http://bankrupt.com/misc/09-12237SOFA.pdf Mayfair Mall, LLC 219,408,749 1,514,237,891 See http://bankrupt.com/misc/MayfairMallSAL.pdf See http://bankrupt.com/misc/MayfairMallSOFA.pdf Eastridge Shopping Center L.L.C. 217,585,960 171,882,955 See http://bankrupt.com/misc/EastridgeShoppingSAL.pdf See http://bankrupt.com/misc/EastridgeShoppingSOFA.pdf U.K.-American Properties, Inc. 157,840,311 127,442,047 See http://bankrupt.com/misc/UKAmericanSAL.pdf See http://bankrupt.com/misc/UKAmericanSofA.pdf Boulevard Associates 134,828,904 108,422,299 See http://bankrupt.com/misc/BoulevardAssociatesSAL.pdf See http://bankrupt.com/misc/BoulevardAssociatesSOFA.pdf Hocker Oxmoor, LLC 129,095,149 $57,475,198 See http://bankrupt.com/misc/HockerOxmoorSAL.pdf See http://bankrupt.com/misc/HockerOxmoorSofA.pdf Oakwood Shopping Center Limited 125,639,172 $95,474,425 See http://bankrupt.com/misc/OakwoodShoppingSAL.pdf See http://bankrupt.com/misc/OakwoodShoppingSofA.pdf Baltimore Center Associates Limited Partnership 117,566,991 81,098,995 See http://bankrupt.com/misc/BaltimoreCenterAssociatesSAL.pdf See http://bankrupt.com/misc/BaltimoreCenterAssociatesSOFA.pdf Southland Center, LLC 101,013,433 109,220,246 See http://bankrupt.com/misc/09-12015SAL.pdf See http://bankrupt.com/misc/09-12015SOFA.pdf Oglethorpe Mall L.L.C. 91,963,281 141,902,881 See http://bankrupt.com/misc/OglethorpeMallSAL.pdf See http://bankrupt.com/misc/OglethorpeMALLSOFA.pdf Southland Mall, L.P. 92,619,108 82,194,819 See http://bankrupt.com/misc/SouthlandMallLPSAL.pdf See http://bankrupt.com/misc/SouthlandMallLPSofA.pdf GGP-Pecanland, L.P. 78,956,332 58,511,630 See http://bankrupt.com/misc/GGPPecanlandLPSAL.pdf See http://bankrupt.com/misc/GGPPecanlandLPSofA.pdf Landmark Mall L.L.C. 78,282,971 222,688 See http://bankrupt.com/misc/LandmarkMallSAL.pdf See http://bankrupt.com/misc/LandmarkMallSofA.pdf Baltimore Center Garage Limited Partnership 60,194,205 11,392 See http://bankrupt.com/misc/BaltimoreCenterSAL.pdf See http://bankrupt.com/misc/BaltimoreCenterSofA.pdf Ho Retail Properties I 36,359,533 38,034,324 Limited Partnership See http://bankrupt.com/misc/09-11997SAL.pdf See http://bankrupt.com/misc/HoRetailSofA.pdf The Burlington Town Center LLC 51,351,505 31,789,247 See http://bankrupt.com/misc/TheBurlingtonTownSAL.pdf See http://bankrupt.com/misc/TheBurlingtonTownSofA.pdf West Kendall Holdings, LLC 44,338,904 1,126,731 See http://bankrupt.com/misc/WestKendallSAL.pdf See http://bankrupt.com/misc/WestKendallSofA.pdf Northgate Mall L.L.C. 40,335,087 45,393,274 See http://bankrupt.com/misc/NorthgateMallSAL.pdf See http://bankrupt.com/misc/NorthgateMallSofA.pdf Howard Hughes Properties, Inc. 37,959,522 8,469,022 See http://bankrupt.com/misc/09-12170SAL.pdf See http://bankrupt.com/misc/09-12170SOFA.pdf Parkview Office Building Limited Partnership 23,644,812 77,204 See http://bankrupt.com/misc/ParkviewOfficeSAL.pdf See http://bankrupt.com/misc/ParkviewOfficeSofA.pdf Two Arizona Center, LLC 22,473,368 6,192 See http://bankrupt.com/misc/09-12295SAL.pdf See http://bankrupt.com/misc/09-12295SOFA.pdf 1201-1281 Town Center Drive, LLC 21,129,886 17,606 See http://bankrupt.com/misc/1201-1281TownCenterSAL.pdf See http://bankrupt.com/misc/1201-1281TownCenterSofA.pdf 30 CCC Business Trust 17,916,667 2,151,274 See http://bankrupt.com/misc/30CCCSAL.pdf See http://bankrupt.com/misc/30CCCSofA.pdf Rouse-Arizona Retail Center 16,782,658 153,682 Limited Partnership See http://bankrupt.com/misc/09-12012SAL.pdf See http://bankrupt.com/misc/09-12012SOFA.pdf Parkside Limited Partnership 15,671,514 36,768 See http://bankrupt.com/misc/ParksideLimitedSAL.pdf See http://bankrupt.com/misc/ParksideLimitedSofA.pdf 10000 West Charleston 15,337,641 21,848,546 Boulevard, LLC See http://bankrupt.com/misc/09-12040SAL.pdf See http://bankrupt.com/misc/09-12040SOFA.pdf Town Center East Business Trust 15,118,818 32,087 See http://bankrupt.com/misc/TownCenterSAL.pdf See http://bankrupt.com/misc/TownCenterSofA.pdf Park Square Limited Partnership 14,511,030 9,600 See http://bankrupt.com/misc/ParkSquareSAL.pdf See http://bankrupt.com/misc/ParkSquareSofA.pdf 10 CCC Business Trust 11,782,020 78,553 See http://bankrupt.com/misc/10CCCSAL.pdf See http://bankrupt.com/misc/10CCCSofA.pdf Howard Hughes Canyon 11,681,341 41,916 Pointe Q4, LLC See http://bankrupt.com/misc/09-12168SAL.pdf See http://bankrupt.com/misc/09-12168SOFA.pdf 1635 Village Centre 9,445,472 5,469 Circle, LLC See http://bankrupt.com/misc/09-12049SAL.pdf See http://bankrupt.com/misc/09-12049SOFA.pdf La Place Shopping, L.P. 9,236,537 197,167 See http://bankrupt.com/misc/09-11974SAL.pdf See http://bankrupt.com/misc/09-11974SOFA.pdf 1645 Village Center 8,862,689 56,507 Circle, LLC See http://bankrupt.com/misc/09-12050SAL.pdf See http://bankrupt.com/misc/09-12050SOFA.pdf 1551 Hillshire Drive, LLC 8,690,790 182,900 See http://bankrupt.com/misc/1551HillshireSAL.pdf See http://bankrupt.com/misc/1551HillshireSofA.pdf Arizona Center Parking, LLC 7,412,175 2,323,702 See http://bankrupt.com/misc/09-12055SAL.pdf See http://bankrupt.com/misc/09-12055SOFA.pdf 9901-9921 Covington Cross, LLC 7,240,744 21,847,346 See http://bankrupt.com/misc/09-12051SAL.pdf See http://bankrupt.com/misc/09-12051SOFA.pdf 10000 Covington Cross, LLC 4,557,914 30,702 See http://bankrupt.com/misc/10000CovingtonSAL.pdf See http://bankrupt.com/misc/10000CovingtonSofA.pdf Pecanland Anchor Acquisition, LLC 2,572,137 0 See http://bankrupt.com/misc/PecanlandAnchorSAL.pdf See http://bankrupt.com/misc/PecanlandAnchorSofA.pdf The Rouse Company Operating Partnership 2,750,450 12,026,175 See http://bankrupt.com/misc/TheRouseCoOperatingSAL.pdf See http://bankrupt.com/misc/TheRouseCoOperatingSofA.pdf Running Brook Business Trust 1,406,243 486,588 See http://bankrupt.com/misc/RunningBrookSAL.pdf See http://bankrupt.com/misc/RunningBrookSofA.pdf Benson Park Business Trust 896,988 0 See http://bankrupt.com/misc/BensonParkSAL.pdf See http://bankrupt.com/misc/BensonParkSofA.pdf HRD Parking, Inc. 128,119 1,159 See http://bankrupt.com/misc/HRDParkingSAL.pdf See http://bankrupt.com/misc/HRDParkingSofA.pdf Fashion Place Anchor Acquisition, LLC 791,790 0 See http://bankrupt.com/misc/FashionPlaceSAL.pdf See http://bankrupt.com/misc/FashionPlaceSofA.pdf GGP Holding II, LLC 453,629 0 See http://bankrupt.com/misc/GGPHoldingIISAL.pdf See http://bankrupt.com/misc/GGPHoldingIISofA.pdf The Village of Cross Keys, LLC 220,610 11,706 See http://bankrupt.com/misc/VillageCrossKeysSofA.pdf See http://bankrupt.com/misc/09-12306SAL.pdf The Rouse Company LP 175,844 2,599,624,222 See http://bankrupt.com/misc/TheRouseCompanySAL.pdf See http://bankrupt.com/misc/TheRouseCompanySofA.pdf White Marsh Phase II Associates 156,716 0 See http://bankrupt.com/misc/WhiteMarshPhaseIISAL.pdf See http://bankrupt.com/misc/WhiteMarshPhaseIISofA.pdf Rouse LLC 0 897,842,052 See http://bankrupt.com/misc/RouseLLCSAL.pdf See http://bankrupt.com/misc/RouseLLCSofA.pdf Gateway Overlook II Business Trust 0 55,132,390 See http://bankrupt.com/misc/GatewayOverlookSAL.pdf See http://bankrupt.com/misc/GatewayOverlookSofA.pdf About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: 45 Units' Schedules Of Assets And Liabilities ------------------------------------------------------------- Forty-five debtors disclose $0 assets and $0 liabilities: * GGP/Homart Services, Inc. See http://bankrupt.com/misc/GGPHomartSAL.pdf See http://bankrupt.com/misc/GGPHomartSofA.pdf * Caledonian Holding Company, Inc. See http://bankrupt.com/misc/CaledonianHoldingSAL.pdf See http://bankrupt.com/misc/CaledonianHoldingSofA.pdf * Forty Columbia Corporate Center, LLC See http://bankrupt.com/misc/FortyColumbiaSAL.pdf See http://bankrupt.com/misc/FortyColumbiaSofA.pdf * Fifty Columbia Corporate Center, LLC See http://bankrupt.com/misc/FiftyColumbiaSAL.pdf See http://bankrupt.com/misc/FiftyColumbiaSofA.pdf * Chattanooga Mall, Inc. See http://bankrupt.com/misc/ChattanoogaMallSAL.pdf See http://bankrupt.com/misc/ChattanoogaMallSofA.pdf * GGP Savannah L.L.C. See http://bankrupt.com/misc/GGPSavannahSAL.pdf See http://bankrupt.com/misc/GGPSavannahSofA.pdf * Boulevard Mall, Inc. See http://bankrupt.com/misc/BoulevardMallIncSAL.pdf See http://bankrupt.com/misc/BoulevardMallIncSofA.pdf * Boulevard Mall II LLC See http://bankrupt.com/misc/BoulevardMallIISAL.pdf See http://bankrupt.com/misc/BoulevardMallIISofA.pdf * Southland Mall, Inc. See http://bankrupt.com/misc/SouthlandMallSAL.pdf See http://bankrupt.com/misc/SouthlandMallSofA.pdf * GGP-Pecanland II, L.P. See http://bankrupt.com/misc/GGPPecanlandSAL.pdf See http://bankrupt.com/misc/GGPPecanlandSofA.pdf * Boulevard Mall I LLC See http://bankrupt.com/misc/BoulevardMallISAL.pdf See http://bankrupt.com/misc/BoulevardMallISofA.pdf * Sixty Columbia Corporate Center, LLC See http://bankrupt.com/misc/SixtyColumbiaSAL.pdf See http://bankrupt.com/misc/SixtyColumbiaSofA.pdf * GGP Holding Services, Inc. See http://bankrupt.com/misc/GGPHoldingServicesSAL.pdf See http://bankrupt.com/misc/GGPHoldingServicesSofA.pdf * Burlington Town Center II LLC See http://bankrupt.com/misc/BurlingtonTownSAL.pdf See http://bankrupt.com/misc/BurlingtonTownSofA.pdf * PC Lancaster Trust See http://bankrupt.com/misc/PCLancasterTrustSAL.pdf See http://bankrupt.com/misc/PCLancasterTrustSofA.pdf * Parcity Trust See http://bankrupt.com/misc/ParcityTrustSAL.pdf See http://bankrupt.com/misc/ParcityTrustSofA.pdf * Baltimore Center, LLC See http://bankrupt.com/misc/BaltimoreCenterSAL.pdf See http://bankrupt.com/misc/BaltimoreCenterSofA.pdf * Parcit-IIP Lancaster Venture See http://bankrupt.com/misc/ParcitIIPSAL.pdf See http://bankrupt.com/misc/Parcit-IIPSofA.pdf * GGP-Canal Shoppes, L.L.C. See http://bankrupt.com/misc/GGPCanalShoppesSAL.pdf See http://bankrupt.com/misc/GGPCanalShoppesSofA.pdf * Willowbrook II, LLC See http://bankrupt.com/misc/WillowbrookIISAL.pdf See http://bankrupt.com/misc/WillowbrookIISofA.pdf * TRC Willow, LLC See http://bankrupt.com/misc/TRCWillowSAL.pdf See http://bankrupt.com/misc/TRCWillowSofA.pdf * GGP-Pecanland, Inc. See http://bankrupt.com/misc/GGP-PecanlandIncSAL.pdf See http://bankrupt.com/misc/GGP-PecanlandIncSofA.pdf * 1251 Center Crossing, LLC See http://bankrupt.com/misc/1251CenterSAL.pdf See http://bankrupt.com/misc/1251CenterSofA.pdf * Three Willow Company, LLC See http://bankrupt.com/misc/ThreeWillowSAL.pdf See http://bankrupt.com/misc/ThreeWillowSofA.pdf * Franklin Park Mall, LLC See http://bankrupt.com/misc/FranklinParkSAL.pdf See http://bankrupt.com/misc/FranklinParkSofA.pdf * Rouse-Arizona Center, LLC See http://bankrupt.com/misc/09-12256SAL.pdf See http://bankrupt.com/misc/09-12256SOFA.pdf * GGP Ivanhoe II, Inc. See http://bankrupt.com/misc/09-12125SAL.pdf See http://bankrupt.com/misc/09-12125SOFA.pdf * NSMJV, LLC See http://bankrupt.com/misc/09-12210SAL.pdf See http://bankrupt.com/misc/09-12210SOFA.pdf * Prince Kuhio Plaza, Inc. See http://bankrupt.com/misc/09-12232SAL.pdf See http://bankrupt.com/misc/09-12232SOFA.pdf * GGP-La Place, Inc. See http://bankrupt.com/misc/09-12141SAL.pdf See http://bankrupt.com/misc/09-12141SOFA.pdf * Bakersfield Mall, Inc. See http://bankrupt.com/misc/09-12061SAL.pdf See http://bankrupt.com/misc/BakersfieldMallIncSofA.pdf * DK Burlington Town Center LLC See http://bankrupt.com/misc/DKBurlingtonSAL.pdf See http://bankrupt.com/misc/DKBurlingtonSofA.pdf * GGP-Burlington L.L.C. See http://bankrupt.com/misc/GGPBurlingtonSAL.pdf See http://bankrupt.com/misc/GGPBurlingtonSofA.pdf * Hocker Oxmoor Partners, LLC See http://bankrupt.com/misc/HockerPartnersSAL.pdf See http://bankrupt.com/misc/HockerPartnersSofA.pdf * Hickory Ridge Village Center, Inc. See http://bankrupt.com/misc/HickoryRidgeSAL.pdf See http://bankrupt.com/misc/HickoryRidgeSofA.pdf * HRD Remainder, Inc. See http://bankrupt.com/misc/HRDRemainderSAL.pdf See http://bankrupt.com/misc/HRDRemainderSofA.pdf * Rouse-Oakwood Shopping Center, LLC See http://bankrupt.com/misc/RouseOakwoodSAL.pdf See http://bankrupt.com/misc/RouseOakwoodSofA.pdf * The Rouse Company at Owings Mills, LLC See http://bankrupt.com/misc/RouseCompanyOwingsSAL.pdf See http://bankrupt.com/misc/RouseCompanyOwingsSofA.pdf * The Rouse Company of Michigan, LLC See http://bankrupt.com/misc/09-12247SAL.pdf See http://bankrupt.com/misc/09-12247SOFA.pdf * Willow SPE, LLC See http://bankrupt.com/misc/09-12319SAL.pdf See http://bankrupt.com/misc/09-12319SOFA.pdf * Rouse Southland, LLC See http://bankrupt.com/misc/09-12255SAL.pdf See http://bankrupt.com/misc/09-12255SOFA.pdf * Southland Center Holding, LLC See http://bankrupt.com/misc/09-12275SAL.pdf See http://bankrupt.com/misc/09-12275SOFA.pdf * The Rouse Company BT, LLC See http://bankrupt.com/misc/09-12036SAL.pdf See http://bankrupt.com/misc/09-12036SOFA.pdf * Weeping Willow RNA, LLC See http://bankrupt.com/misc/09-12314SAL.pdf See http://bankrupt.com/misc/09-12314SOFA.pdf * The Rouse Company of Minnesota, LLC See http://bankrupt.com/misc/09-12248SAL.pdf See http://bankrupt.com/misc/09-12248SOFA.pdf About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly ] 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GEORGETOWN GOLF CLUB: Closes Golf Course After Ch 11 Bankr. Filing ------------------------------------------------------------------ Sarah Menesale at the Georgetown Record reports that Georgetown Golf Club, Inc., has closed its golf course, function hall, and restaurant on Andover Street, after filing for Chapter 11 bankruptcy. According to the Georgetown Record, deposits of couples with weddings booked in the place weren't returned, but area hotels and country clubs have offered their services for those affected. Georgetown Record relates that golfers are being asked to gather any items they have at the course, and individuals who have rented out the function halls are being told to find a new place for their event. Georgetown Record quoted selectman Phil Trapani as saying, "As a landmark in Georgetown and a major contributor to our tax base, this could affect our town budget. I read that the club owes $29,000 in unpaid electric bills, and $17,000 in unpaid property taxes with another due date coming up November 1." According to the North Shore Golf Blog, Kara M. Zaleskas at Duane Morris LLP, Esq., who represents Georgetown Golf's principal owner Peter Wojtkun, said that the club faces substantial claims, the largest, allegedly $6 million, most likely coming from its mortgage holder Sovereign Bank. Georgetown, Massachusetts-based Georgetown Golf Club, Inc., and its affiliates filed for Chapter 11 bankruptcy protection on September 11, 2009 (Bankr. D. Mass. Case No. 09-18710). Kara Zaleskas, Esq., and Paul D. Moore, Esq., at Duane Morris LLP and assist Georgetown Golf Club in its restructuring efforts. Georgetown Golf Club listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. GERRYLAND INVESTMENTS: Case Summary & 3 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Gerryland Investments, Inc. 5316 La Mirada Way Stockton, CA 95212 Bankruptcy Case No.: 09-40289 Chapter 11 Petition Date: September 21, 2009 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Michael S. McManus Debtor's Counsel: Mitchell L. Abdallah, Esq. 980 9th St 16th Fl Sacramento, CA 95814 Tel: (916) 446-1974 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 $1,571,764, and total debts of $2,382,147. A full-text copy of the Debtor's petition, including a list of its 3 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/caeb09-40289.pdf The petition was signed by Gerry P. Espinoza, president of the Company. GTS 900: Put Into Ch 11 Bankruptcy to Hasten Project Completion --------------------------------------------------------------- Daniel Miller at Los Angeles Business Journal reports that one of GTS 900 F LLC's members, Sonny Astani, has put his Concerto condo project in L.A. into Chapter 11 bankruptcy to hasten the completion of the $300 million development. According to LA Business Journal, Mr. Astani said he can't wait until October when the Federal Deposit Insurance Corp. is supposed to disclose Corus Bank's buyer, to have the liens released so buyers can complete their sales. The report quoted Mr. Astani as saying, "I decided to not wait any longer and risk losing my buyers. I've taken my destiny in my own hands and will go to a local judge and explain what's happened." LA Business Journal relates that the project's construction lender, Corus Bank of Chicago, was shut down on September 11 by the FDIC. According to the report, Corus Bank has yet to fund $33 million of the $190 million loan. The report says that the liens Corus Bank has on each unit are frozen. Mr. Astani, LA Business Journal states, wants the bankruptcy court to allow sales to proceed despite the liens, and proceeds from the sales would be used to pay off the construction loan and contractors. Mr. Astani said that he decided to hold a one-day sale event, which resulted in $31 million in sales due to the funding shortfall, LA Business Journal relates. GTS 900 F LLC is a business that owns a residential building known as Concerto in Los Angeles. According to a Web site for the Concerto building, developed by Astani Living, all 77 loft residences have been sold. The Company filed for bankruptcy protection, listing up to $500 million in assets and debt (Bankr. C.D. Calif. Case No. 09-35127). HAIGHTS CROSS: Cancels Registration of 11-3/4% and 12-1/2% Notes ---------------------------------------------------------------- Haights Cross Communications, Inc., filed with the Securities and Exchange Commission a notice to terminate registration of its 11-3/4% Senior Notes due 2011 and 12-1/2% Senior Discount Notes due 2011. Haights Cross said there are approximately 16 holders of record of 11-3/4% Senior Notes due 2011; and there are approximately 22 holders of record of 12-1/2% Senior Discount Notes due 2011. Haights Cross said that on September 3, 2009, it entered into a plan support agreement with holders of 100% of its senior secured term loan and holders of more than 80% of its 11.75% Senior Notes pursuant to which the Company will pursue, among other things, a restructuring of the Company's Credit Agreement, 11.75% Senior Notes and HCC's 12.5% Senior Discount Notes. The planned restructuring is intended to substantially reduce the Company's outstanding indebtedness and improve cash flows, including cash flows available for investing in the Company's products and other growth opportunities. As this transaction is planned to be solely a restructuring of the Company's funded debt, no changes in the Company's operating businesses, Triumph Learning and Recorded Books, are planned in the restructuring. As such, the Plan Support Agreement contemplates that the Company's obligations to its trade creditors and employees will be unimpaired and paid in full. Under the terms of the Plan Support Agreement, the Company intends to implement its debt restructuring through a prepackaged or pre- negotiated Chapter 11 filing. The lenders and noteholders party to the Plan Support Agreement have agreed to support the restructuring. The Company had entered into a number of forbearance agreements pursuant to which the Lenders agreed to forbear exercising any rights and remedies under the Credit Agreement primarily relating to certain financial covenant and reporting defaults. Under the most recent forbearance agreement, as extended on September 3, 2009, the Lenders have agreed to forbear exercising any rights and remedies relating to certain specified forbearance items with respect to the Credit Agreement until the occurrence of the Termination Date under and as defined in the Plan Support Agreement, subject to the right of earlier termination in certain other limited circumstances. A copy of the Plan Support Agreement is available for free at: http://researcharchives.com/t/s?4497 Founded in 1997 and based in White Plains, NY, Haights Cross Communications is a premier educational and library publisher dedicated to creating the finest books, audio products, periodicals, software and online services, serving the following markets: K-12 supplemental education, public and school libraries, and consumers. Haights Cross companies include: Triumph Learning, Buckle Down Publishing and Options Publishing, and Recorded Books. For more information, visit www.haightscross.com. Triumph Learning is HCC' s test-preparation and intervention business and is comprised of its Coach, Buckle Down, and Options brands. Recorded Books is a leading publisher of unabridged audiobooks and other audio media for libraries, schools, and consumers, with operations in the U.S., U.K. and Australia. Haights had total assets of $232,388,000 against total debts of $432,741,000 as of June 30, 2009. HARRAH'S ENTERTAINMENT: Has Go Signal to Buy Thistledown Racetrack ------------------------------------------------------------------ The United States Bankruptcy Court for the District of Delaware has approved an agreement for the sale of Thistledown Racetrack from Magna Entertainment Corp. to Harrah's Operating Company, Inc., Harrah's Entertainment Inc.'s wholly owned subsidiary. Closing of the sale is subject to satisfaction of certain conditions and receipt of all required regulatory approvals. As reported by the Troubled Company Reporter on September 17, 2009, according to Randall Chase at The Associated Press, Judge Mary Walrath approved the Thistledown sale to Harrah's for a combined total of almost $170 million. As reported by the TCR on September 16, 2009, Harrah's emerged as the winning bidder for Thistledown. Harrah's agreed to pay $42 million in cash at closing, with the final price to be determined after certain adjustments including changes in the track's working capital. The AP said Harrah's Entertainment offered to make contingent payments of $47.5 million, hinged upon successful resolution of various legal challenges to Ohio's plan to install slot machines at the state's seven horse tracks. 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. About Harrah's Entertainment Las Vegas, Nevada-based Harrah's Entertainment, Inc. -- http://www.harrahs.com/-- operates nearly 40 casinos across the United States, primarily under the Harrah's(R), Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the London Clubs International family of casinos and the World Series of Poker(R). Private equity firms Apollo Global Management and TPG Capital LP acquired Harrah's in January for $31 billion. As of June 30, 2009, the Company had $30.7 billion in total assets and total current liabilities of $1.71 billion, long-term debt of $19.3 billion, deferred credits and other of $718.2 million, deferred income taxes of $5.74 billion, and preferred stock of $2.46 billion. As of March 31, 2009, the Company's consolidated condensed balance sheets showed total assets of $31.9 billion, total liabilities of $31.1 billion and preferred stock of $2.3 million, resulting to stockholders' deficit of $1.5 million. * * * The Troubled Company Reporter said June 15, 2009, that Standard & Poor's Ratings Services raised its corporate credit ratings on Harrah's Entertainment and Harrah's Operating to 'CCC+' from 'CCC', reflecting S&P's assessment that the recent capital raise, combined with an amendment to certain terms of HOC's senior secured credit facilities, has alleviated S&P's concerns that given S&P's expectation for operating performance this year, HOC would not be able to remain in compliance with its senior secured leverage ratio covenant. In addition, S&P raised the issue-level rating on HOC's senior secured credit facilities to 'B' (two notches higher than the 'CCC+' corporate credit rating) from 'B-'. The recovery rating on these loans remains at '1', indicating S&P's expectation of very high (90% to 100%) recovery for lenders in the event of a payment default. HARRAH'S OPERATING: S&P Assigns 'B-' Rating on $750 Mil. Notes -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' issue-level rating to Las Vegas-based casino operator Harrah's Operating Co. Inc.'s proposed $750 million incremental first-lien senior secured term loan. In addition, S&P assigned the loan a recovery rating of '2', indicating S&P's expectation of substantial (70% to 90%) recovery for lenders in the event of a payment default. Harrah's Operating Co. Inc. is a wholly owned subsidiary of Harrah's Entertainment Inc. Proceeds from the term loan will be used to refinance or retire existing debt, including cash outflows associated with cash tender offers HET has announced in conjunction with the proposed term loan. Under the terms of the tender offers, up to $175 million will be used to tender for HOC's existing bonds due in 2010 and 2011 at a price ranging from 95.50% to 99.75% of principal. While Harrah's financial profile is under pressure given declining cash flows and weak credit measures, S&P believes that the slight discount to par incorporated in the tender offers is largely a reflection of market conditions. S&P maintains its 'CCC+' corporate credit rating on Harrah's and are concerned about the risk of a restructuring over the intermediate term; however, S&P also believes that Harrah's liquidity profile is sufficient to meet these bonds at par upon maturity. The incremental term loan offering is not contingent upon the completion of the tender offer. At the same time, S&P placed its previously existing 'B' issue- level rating on HOC's first-lien senior secured debt on CreditWatch with negative implications. Following the close of the proposed incremental term loan, S&P plans to revise its recovery rating on this debt to '2' from '1', given the greater amount of first-lien senior secured debt outstanding in the capital structure. S&P would then concurrently lower its issue- level rating on this debt to 'B-' (one notch higher than the 'CCC+' corporate credit rating) from 'B', in accordance with S&P's notching criteria for a '2' recovery rating. The corporate credit rating on HET is 'CCC+' and the rating outlook is developing. The rating reflects the company's weak credit metrics and limited liquidity. In addition, it reflects S&P's expectation for continued negative trends in net revenues and EBITDA over the next few quarters, which could challenge Harrah's ability to service its debt obligations given extremely thin EBITDA coverage of interest. Ratings List Harrah's Entertainment Inc. Harrah's Operating Co. Inc. Corporate Credit Rating CCC+/Developing/-- New Issue Harrah's Operating Co. Inc. $750M first-lien sr secd term loan B- Recovery Rating 2 CreditWatch Action Harrah's Operating Co. Inc. To From -- ---- Secured First Lien B/Watch Neg B Recovery Rating* 1 1 * Standard & Poor's does not place its recovery ratings on CreditWatch; however, this does not preclude S&P's recovery assessment from potentially changing in the future. HARRIS INTERACTIVE: Receives Nasdaq Non-Compliance Notice --------------------------------------------------------- Harris Interactive Inc. on September 15, 2009, received a letter from The Nasdaq Stock Market notifying the Company that for 30 consecutive trading days preceding the date of the Notice, the bid price of the Company's common stock had closed below the $1.00 per share minimum required for continued listing on The Nasdaq Global Market pursuant to Nasdaq Marketplace Rule 5450(a)(1). The Notice also stated that, pursuant to Nasdaq Marketplace Rule 5810(c)(3)(A), the Company has been provided 180 calendar days, or until March 15, 2010, to regain compliance with the Minimum Bid Price Rule. To do so, the bid price of the Company's common stock must close at or above $1.00 per share for a minimum of ten consecutive trading days prior to that date. If compliance with the Minimum Bid Price Rule cannot be demonstrated by March 15, 2010, Nasdaq will provide written notification to the Company that the Company's common stock is subject to delisting. At that time, the Company may either appeal Nasdaq's delisting determination to a Nasdaq Listing Qualifications Panel or apply to transfer its securities to The Nasdaq Capital Market, provided that the Company meets the initial listing criteria, with the exception of bid price, as set forth in Nasdaq Marketplace Rule 5505. If the Company were to elect to apply for such transfer and if it meets the other initial listing criteria and its application is approved, the Company will be notified that it has been granted an additional 180 calendar day period in which to regain compliance with the Minimum Bid Price Rule while on The Nasdaq Capital Market. If the Company's application is not approved, Nasdaq will provide written notification that the Company's securities will be delisted. At that time, the Company may appeal the delisting determination to a Nasdaq Panel. The Company intends to actively monitor the bid price for its common stock between now and March 15, 2010, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Rule. Annual Stockholders Meeting The 2009 Annual Meeting of Stockholders of Harris Interactive will be held October 27, 2009, at 161 Sixth Avenue (at Spring Street), Sixth Floor, in New York, New York at 5:30 p.m. (local time), for these purposes: 1. To elect two Class I directors to the Board of Directors to hold office for a three-year term; 2. To ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2010; 3. To approve an amendment to the Company's 2007 Employee Stock Purchase Plan to increase the number of shares of common stock reserved for issuance under that plan by 1,000,000 shares; and 4. To act upon such other business as may properly come before the meeting or any adjournment thereof. A full-text copy of the proxy statement is available at no charge at http://ResearchArchives.com/t/s?455f About Harris Interactive Based in Rochester, New York, Harris Interactive (NASDAQ:HPOL) -- http://www.harrisinteractive.com/-- provides custom market research. Harris Interactive serves clients globally through our North American, European and Asian offices and a network of independent market research firms. HAVENS WINE CELLAR: Great American to Liquidate Winery ------------------------------------------------------ Great American Group(R), an auction, liquidation, and asset valuation firm, announced Sept. 23 that it has been appointed to conduct an orderly disposition of inventory and other specific assets of Havens Wine Cellars in Napa, Calif. Lester M. Friedman, Chief Executive Officer of Great American Group's Advisory & Valuation Services division, made the announcement, adding that the winery recently ceased all of its ongoing operations. Friedman, who also founded and manages Great American's Wine Advisory Group, noted that the disposition of Havens inventory will be conducted by a team of experts to achieve the highest recovery on all assets. Great American Group will be responsible for liquidating the winery's case and bulk wine and barrels and racks, as well as its intellectual property (IP). The winery's IP items range from trademarks and permits to contracts and licenses. "Absolutely all of the winery's inventory must be sold," said Joseph Rivkin, Great American's liquidation expert overseeing the project. He noted that the winery's inventory has a current book value of approximately $7 million and grape contracts, trademarks and other items valued at several hundred thousand dollars. "The liquidation sales will offer substantial discounts on all inventory for other wineries, as well as for wholesale and retail outlets," Rivkin noted. He added that the imported wine inventory of Billington Imports, which has been managing Havens Wine Cellars since it acquired the winery in 2006, also is being sold as part of the disposition of the Havens inventory. The sales are presently underway and expected to last several weeks. Sold to Billington Imports in 2006 by winery founder Michael Havens, Havens Wine Cellars was notable for its Napa and Carneros Merlots and proprietary blends. The latter included Havens Black & Blue, a blend of Cabernet Sauvignon and Syrah, and Havens Bourriquot, a blend of Cabernet Franc and Merlot. The wines were distributed throughout the United States and also exported. Last year, Great American Group launched a Wine Advisory Group, with offices in Napa and Woodland Hills, Calif., to help banks and asset-based lenders better understand the costing and financial methods of the wine business. Allen Balik, Senior Vice President of the Wine Advisory Group, is assisting Rivkin with the day-to- day disposition operations. Great American Group (OTCBB: GAMR) (OTCBB: GAMRW) provides a full range of asset management, disposition and financial services through three divisions: Retail Liquidations, Auctions and Appraisal & Valuations, with offices in Atlanta, Boston, Chicago, London, Los Angeles, New York and San Francisco. HAYES LEMMERZ: To Conduct Auction for Powertrain Biz on Oct. 22 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized a sale process for Hayes Lemmerz International, Inc., and its affiliates' Powertrain business despite objection by the official committee of unsecured creditors in the case. The Committee objects to the proposed sale of all of the Debtors' assets related to their powertrain components manufacturing operations in Nuevo Laredo, Mexico. Hayes Lemmerz International - Laredo, Inc., including the equity interests in its non-debtor subsidiary, Industrias Fronterizas HLI, S.A. de C.V., own and operate the powertrains manufacturing business in Mexico. The principal assets of HLI Laredo include facilities, personal property, contracts, and the equity interests of Industrias. Industrias is the Mexican company which holds the "maquiladoras", manufacturing facilities operating in Mexico under special customs treatment. The Debtors have decided to divest themselves of the Powertrain Business as part of their restructuring efforts to focus on their core wheel business. The Debtors have already filed a Chapter 11 plan which will be presented to the Court for confirmation on Oct. 15. Prepetition, Hayes already negotiated with Harvey Holdings, LLC, for a sale of the Powertrain Business. However, Harvey was not able to complete the transaction because it wasn't able to secure funding. Hayes has sought approval from the Bankruptcy Court to conduct an auction where Harvey will be the lead bidder. The parties have reached a deal under which, absent higher and better bids, Harvey would acquire the business for the sum of $1.00 and the amount of cash in all of Industrias' bank accounts at the Closing of the transaction, and the assumption of certain liabilities of HLI Laredo. There will also be future consideration based on achieving certain revenues on specific programs. The Creditors Committee believes it is appropriate to wait until the Chapter 11 Plan goes effective before the Debtors effect a sale of HLI Laredo. In the event that the effective date of the Plan does not occur and the Debtors determine to proceed with an alternative path in the Chapter 11 cases, the assets that the Debtors now propose to sell may be sold for greater value. It is thus unclear why the sale of HLI Laredo must be held at this point in the Chapter 11 cases, the Committee states. In its order, the Court approved an auction to be held October 21, if additional bids are received by October 19. The Court will convene another hearing, this time to approve the sale to the highest bidder, on October 22. Sale objections are due October 15. Terms of Plan The Bankruptcy Court is scheduled to convene a hearing on October 15, 2009, to consider confirmation of Hayes' Chapter 11 plan. The Plan has support from secured lenders and the Official Committee of Unsecured Creditors. Under the Plan, the Debtors' prepetition secured lenders that funded the operations of the Debtors through a $200 million of debtor-in-possession financing will receive majority ownership of the reorganized Company upon emergence from Chapter 11. The remaining equity of the Debtors will be distributed to the Debtors' other prepetition secured lenders and noteholders. The noteholders and the Pension Benefit Guaranty Corp. will receive $5 million and two tranches of warrants that will permit them to purchase up to 10% of the new common stock. Class Class Description Recovery Under Plan ----- -------------------- ------------------- 1 Secured Tax Claims Unimpaired. 100% 2 Other Secured Claims Unimpaired. 100% 3 Other Priority Claims Unimpaired. 100% 4 Intercompany Claims Unimpaired. N/A 5 Subsidiary Interests Unimpaired. N/A 6 Prepetition Secured Claims Impaired. 1.1% 7 Noteholder Claims Impaired. 5% 8 PBGC Termination Liability Claim Impaired. 5% 9 Other Unsecured Claims Impaired. .03%-.06% 10 Subordinated Securities Claims Impaired. 0% 11 Interests in Hayes Impaired. 0% A copy of the Revised Disclosure Statement is available for free at http://bankrupt.com/misc/Hayes_Revised_DS_Blacklined.pdf About Hayes Lemmerz Originally founded in 1908, Hayes Lemmerz International, Inc. (NasdaqGM: HAYZ) is a worldwide producer of aluminum and steel wheels for passenger cars and light trucks and of steel wheels for commercial trucks and trailers. The Company is also a supplier of automotive powertrain components. The Company has global operations with 23 facilities, including business, sales offices and manufacturing facilities, located in 12 countries around the world. The Company sells products to every major North American, Asian and European manufacturer of passenger cars and light trucks and to commercial highway vehicle customers throughout the world. The Company and certain affiliates filed for bankruptcy on May 11, 2009 (Bankr. D. Del. Case No. 09-11655) after reaching agreements with lenders holding a majority of the Company's secured debt. The Company's principal bankruptcy attorneys are Skadden, Arps, Slate, Meagher & Flom, LLP. Lazard Freres & Co., LLC, serves as the Company's financial advisors. AlixPartners, LLP, serves as the Company's restructuring advisors. The Garden City Group, Inc., serves as the Debtors' claims and notice agent. As of January 31, 2009, the Debtors had total assets of $1,336,600,000 and total debts of $1,405,200,000. This is the Company's second trip to the bankruptcy court, dubbed a Chapter 22, which was precipitated by an unprecedented slowdown in industry demand and a tightening of credit markets. HEALTHSOUTH CORP: To Issue Settlement Securities by September 30 ---------------------------------------------------------------- Pursuant to the terms of the settlement in the federal consolidated class action captioned In re HealthSouth Corp. Securities Litigation, Master Consolidation File No. CV-03-BE- 1500-S, HealthSouth Corporation agreed to issue an aggregate of 5,023,732 shares of its common stock, par value $0.01 per share and 8,151,265 warrants to purchase its common stock as part of the consideration for the settlement and release of claims against the Company. Under the terms of the settlement agreement, the Settlement Securities represented consideration valued at $215,000,000. As of September 15, 2009, the final court order approving the Settlement is no longer subject to appeal. The Company anticipates issuing the Settlement Securities by September 30, 2009. The Company will not receive any cash proceeds in connection with the issuance of any of the Settlement Securities. The terms and conditions of the issuance of the Settlement Securities in connection with the Settlement were approved, after a hearing upon the fairness of such terms and conditions at which all persons to whom it was proposed to issue the Settlement Securities in the class action had the right to appear, by the United States District Court for the Northern District of Alabama. Accordingly, the Settlement Securities are being issued in reliance on the exemption from registration under Section 3(a)(10) of the Securities Act of 1933, as amended. Each Settlement Warrant confers upon its holder the right, which may be exercised on any business day until 5:00 p.m., January 17, 2017, to purchase from the Company one share of its common stock upon payment of the exercise price of $41.40 per share. The complete description of the terms of the Settlement Warrants, including the exercise thereof, will be set forth in the Warrant Agreement to be executed between the Company and the warrant agent. The common stock issuable upon exercise of the Settlement Warrants is not subject to an exemption from registration under the Securities Act. Therefore, pursuant to the Settlement, the Company will register under the Securities Act the sale of the shares of its common stock underlying the Settlement Warrants. Additionally, the Company shall use its best efforts to list the Settlement Warrants on the New York Stock Exchange for trading. About HealthSouth Corp. Based in Birmingham, Alabama, HealthSouth Corporation -- http://www.healthsouth.com/-- is the nation's largest provider of inpatient rehabilitative healthcare services. Operating in 26 states across the country and in Puerto Rico, HealthSouth serves patients through its network of inpatient rehabilitation hospitals, long-term acute care hospitals, outpatient rehabilitation satellites, and home health agencies. HealthSouth had $1.88 billion in total assets; and $2.55 billion in total liabilities, and $387.4 million in convertible perpetual preferred stock; resulting in $1.05 billion in stockholders' deficit at June 30, 2009. The Company's balance sheet at June 30 also showed strained liquidity, with $628.2 million in total current assets, including $49.8 million in cash and cash equivalents, on $706.1 million in total current liabilities. Healthsouth carries a 'B2' long term corporate family rating from Moody's and a 'B' long term foreign issuer credit rating from Standard & Poor's. HIGHLAND STREET: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Highland Street Group, LLC 2580 South Highland Drive Las Vegas, NV 89109 Bankruptcy Case No.: 09-27639 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Mike K. Nakagawa Debtor's Counsel: James D. Greene, Esq. Rice Silbey Reuther & Sullivan 3960 Howard Hughes Pkwy, Suite 700 Las Vegas, NV 89109 Tel: (702) 732-9099 Fax: (702) 732-7110 Email: jgreene@rsrslaw.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/nvb09-27639.pdf The petition was signed by David M. Frank. HYDROGENICS CORP: Mails Offers for Debentures of Algonquin Power ---------------------------------------------------------------- Hydrogenics Corporation has mailed to holders of units and convertible debentures of Algonquin Power Income Fund Offers to Purchase and Take-over Bid Circulars dated September 21, 2009, in connection with its offers to acquire all the outstanding units and convertible debentures of Algonquin Power. The Offers are part of the non-dilutive financing transaction to be implemented pursuant to a support agreement among Hydrogenics, the trustees of Algonquin Power and a newly created subsidiary of Hydrogenics. Hydrogenics is offering to purchase: -- all of the outstanding 6.65% convertible unsecured subordinated debentures of Algonquin Power Income Fund due July 31, 2011; -- all of the outstanding 6.20% convertible unsecured subordinated debentures of Algonquin Power Income Fund due November 30, 2016. Under the Offers: (i) each holder of APIF Series 1 Debentures who validly deposits APIF Series 1 Debentures and does not withdraw APIF Series 1 Debentures under the Offer therefor is entitled to receive, at the election of such holder, either: (a) C$1,050.00 principal amount of New Series 1A Debentures per C$1,000.00 principal amount of APIF Series 1 Debentures (together with accrued and unpaid interest up to the day preceding the Effective Date paid in cash); or (b) 311.52 common shares of a new class of common shares of Hydrogenics per C$1,000.00 principal amount of APIF Series 1 Debentures (together with accrued and unpaid interest up to the day preceding Effective Date paid in cash), subject to the Series 1 Election Share Limit; and (ii) each holder of APIF Series 2 Debentures who validly deposits APIF Series 2 Debentures and does not withdraw APIF Series 2 Debentures under the Offer therefor is entitled to receive C$1,000.00 principal amount of New Series 2A Debentures per C$1,000.00 principal amount of APIF Series 2 Debentures (together with accrued and unpaid interest up to the day preceding the Effective Date paid in cash). If the amount elected for Offeror Shares under the Series 1 Election exceeds the Series 1 Election Share Limit, the Offeror Shares will be allocated to tendering holders pro rata based on the principal amount of APIF Series 1 Debentures tendered by such holders with the balance in New Series 1A Debentures. The Offers will expire at 12:01 a.m. (local time at the place of deposit) on October 27, 2009, unless extended or withdrawn, and the Transaction will close at that time. As part of the Transaction, shareholders of Hydrogenics will have their common shares redeemed for common shares in the capital of New Hydrogenics. Additionally, substantially all of the assets and liabilities of Hydrogenics will be transferred to New Hydrogenics, New Hydrogenics will be renamed Hydrogenics Corporation and New Hydrogenics will assume Hydrogenics' current listings on the Toronto Stock Exchange and Nasdaq Global Market. The Transaction will result in a cash payment of C$10.8 million to New Hydrogenics for certain tax attributes but will not otherwise result in a change to the Hydrogenics' business or shareholder base. Hydrogenics has designated and appointed CT Corporation System in New York as its agent. A full-text copy of the Offers to Purchase and Circular is available at no charge at http://ResearchArchives.com/t/s?4560 A full-text copy of the Trustees' Circular recommending Acceptance of Hydrogenics' offers is available at no charge at http://ResearchArchives.com/t/s?4561 A full-text copy of Hydrogenics' letter to Algonquin Debentureholders is available at no charge at: http://ResearchArchives.com/t/s?4562 A full-text copy of the Notice to Non-Electing Debentureholders is available at no charge at http://ResearchArchives.com/t/s?4563 A full-text copy of the Letter of Transmittal in Respect of Series 1 Debentures is available at no charge at: http://ResearchArchives.com/t/s?4564 A full-text copy of the Letter of Transmittal in Respect of Series 2 Debentures is available at no charge at: http://ResearchArchives.com/t/s?4565 About Hydrogenics Based in Mississauga, Ontario, Hydrogenics Corporation (TSX: HYG; Nasdaq: HYGS) -- http://www.hydrogenics.com/-- develops and provides hydrogen generation and fuel cell products and services, serving the growing industrial and clean energy markets. Hydrogenics has operations in North America and Europe. Going Concern Opinion The Company has noted it sustained losses and negative cash flows from operations since its inception. "We expect that this will continue throughout 2009. If we do not raise additional capital before 2010, we do not expect our operations to generate sufficient cash flow to fund our obligations as they come due," the Company said in a regulatory filing with the U.S. Securities and Exchange Commission. The Company said additional funding may be in the form of debt or equity or a hybrid instrument depending on the needs of the investor. "Given the prevailing global economic and credit market conditions, we may not be able to raise additional cash resources through these traditional sources of financing. Although we are also pursuing non-traditional sources of financing, including having entered into an agreement with the trustees of Algonquin Power Income Fund which is anticipated to generate approximately C$10.8 million of gross proceeds, the global credit market crisis has also adversely affected the ability of potential parties to pursue such transactions. We do not believe the ability to access capital markets or these adverse conditions are likely to improve significantly in the near future. Accordingly, we may have to pursue a combination of operating and related initiatives, such as further restructurings and/or asset sales," the Company said. "There can be no assurances we will achieve profitability or positive cash flows or be able to obtain additional funding or that the transaction with the trustees of Algonquin Power Income Fund will be completed or, if obtained, it will be sufficient, or whether any other initiatives will be successful, such that we may continue as a going concern. There are material uncertainties related to certain adverse conditions and events that cast significant doubt on the validity of these assumptions." As reported by the Troubled Company Reporter on July 10, 2009, Hydrogenics said in a filing with the Securities and Exchange Commission that its ability to continue as a going concern is dependent on the successful execution of the Company's business plan. The Company's ability to continue as a going concern is dependent on the successful execution of its business plan which involves: (i) securing additional financing to fund its operations; (ii) advancing product designs for efficiency, durability, cost reduction and entry into complimentary markets; (iii) increasing market penetration and sales; (iv) actively managing its liquidity; and (v) retaining and engaging staff. At present, the success of these initiatives cannot be assured due to the material uncertainties attributed to the Company's ability to obtain financing and meet its revenue targets. IMAX CORP: Gilder and Tremblant Disclose Equity Stake ----------------------------------------------------- Gilder, Gagnon, Howe & Co. LLC discloses it may be deemed to beneficially own 3,381,174 shares or roughly 5.5% of Imax Corp.'s common stock. The shares include 3,007,746 shares held in customer accounts over which partners or employees of Gilder have discretionary authority to dispose of or direct the disposition of the shares, 271,034 shares held in accounts owned by the partners of Gilder and their families, and 102,394 shares held in the account of the profit- sharing plan of Gilder. Gilder is a Broker or Dealer registered under Section 15 of the Securities Exchange Act of 1934 (15 U.S.C. 78o). Tremblant Capital Group discloses it may be deemed to beneficially own 3,744,749 shares or roughly 6.78% of Imax Corp.'s common stock. About IMAX Corporation IMAX Corporation is one of the world's leading entertainment technology companies, specializing in immersive motion picture technologies. The worldwide IMAX network is among the most important and successful theatrical distribution platforms for major event Hollywood films around the globe, with IMAX theatres delivering the world's best cinematic presentations using proprietary IMAX, IMAX(R) 3D, and IMAX DMR(R) technology. IMAX DMR is the Company's groundbreaking digital re-mastering technology that allows it to digitally transform virtually any conventional motion picture into the unparalleled image and sound quality of The IMAX ExperienceO. The IMAX brand is recognized throughout the world for extraordinary and immersive entertainment experiences for consumers. As of June 30, 2009, there were 394 IMAX theatres (273 commercial, 121 institutional) operating in 44 countries. As of June 30, 2009, the Company had $270.4 million in total assets and $288.5 million in total liabilities, resulting in $18.1 million in stockholders' deficit. As reported by the Troubled Company Reporter on July 6, 2009, Standard & Poor's Rating Services revised its rating outlook on IMAX to positive from stable. S&P affirmed the existing ratings on the company, including the 'CCC+' corporate credit rating. INTERNATIONAL METALS: Taps NachmanHaysBrownstein as Fin'l Advisor ----------------------------------------------------------------- NachmanHaysBrownstein, Inc. (NHB) has been engaged as Financial Advisor to International Metals & Chemicals Group and MetalsAmerica, Inc. (collectively, IMCG) in connection with the companies' bankruptcy proceedings in the U.S. Bankruptcy Court for the Eastern District of Pennsylvania. IMCG is one of the leading producers of copper anodes for electroplating, as well as supplier of pure tin anodes. MetalsAmerica, Inc., is the companies' producing factory in Shelby, North Carolina, and also is the brand name of the copper and tin anodes. IMCG filed Ch. 11 in the United States Bankruptcy Court for the Eastern District of Pennsylvania on July 7, 2009. NHB's role has included advising the Debtors in all aspects of the marketing, sale and disposition of assets throughout the bankruptcy process. In a sale process run by NHB, the companies' assets were sold on August 25, 2009, pursuant to section 363 of the Bankruptcy Code. The engagement was led by NHB Principal Howard Brod Brownstein, CTP. NHB is the country's premier mid-market turnaround and crisis management firm, having been included among the "Outstanding Turnaround Firms" in Turnarounds & Workouts for the past fourteen consecutive years. NHB has its headquarters near Philadelphia and has offices in New York, Boston, Dallas, Los Angeles and Wilmington. The IMCG engagement is led by Howard Brod Brownstein, CTP, a Principal of NHB in its Narberth, PA home office. Other recent NHB bankruptcy engagements include Financial Advisor to the Official Committee of Unsecured Creditors In re American Community Newspapers, et al. (Delaware); Financial Advisor to the Official Committee of Unsecured Creditors In re Nexpak Corporation, et al. (Delaware); Financial Advisor to the Official Committee of Unsecured Creditors In re We Recycle, Inc. (New York); Financial Advisor to the Official Committee of Unsecured Creditors In re PPI Holdings, Inc., et al. (Delaware); and Financial Advisor to the Official Committee of Unsecured Creditors In re Interlake Material Handling, Inc. et. al (Delaware). Jenkintown, Pennsylvania-based International Metals & Chemicals Group filed for Chapter 11 bankruptcy protection on July 7, 2009 (Bankr. E.D. Pa. Case No. 09-14981). Steven D. Usdin, Esq., at Cohen Seglias Pallas Greenhall & Furman, PC, assists the Company in its restructuring efforts. The Company listed up to $50,000 in assets and up to $50,000 in liabilities. INVERNESS MEDICAL: Moody's Assigns 'B2' Rating on $100 Mil. Notes ----------------------------------------------------------------- Moody's Investors Service assigned B2 to the proposed $100 million senior unsecured notes due 2016 of Inverness Medical Innovations, Inc. Concurrently, Moody's affirmed the company's B1 Corporate Family and Probability of Default ratings. The outlook for the ratings is stable. The proceeds from the proposed notes will be used to complete the acquisition of Free & Clear, Inc., which offers programs which address health risks such as tobacco use, poor nutrition, physical inactivity and stress. The acquisition values the company at about 2.8 times revenue inclusive of performance-based payments of about $30 million, and represents a significant premium based on current cash flow generation. The company recently completed the acquisition of Concateno plc, Europe's largest provider of drug and alcohol testing programs for about $235 million (about 10.7 times EBITDA). The ratings benefit from Inverness Medical's strong competitive position within the point-of-care diagnostic tools market, credit metrics in line with the B1 Corporate Family Rating as well as solid cash flow generation. The company's diverse product offering, supported by a track record of technological innovation, positions the company well to serve hospitals and other healthcare providers. Although questions remain as to the extent of possible synergies with the diagnostics business, the company's recent expansion into health and wellness programs through several acquisitions provides diversification benefits. The company's health management business also benefits from a diverse customer base which includes private and government sponsored health plans, and large employers. Other acquisitions (ACON and the recent Concateno transaction) provide geographical diversification benefits. The ratings remain constrained by Inverness Medical's relatively high leverage in the context of an acquisitive growth strategy, ongoing integration risk associated with material acquisitions and technological risk inherent in the highly competitive medical diagnostics industry. Although clearly diversifying, the strategic rationale for Inverness Medical's relatively recent expansion in health management remains unproven and presents the potential for significant incremental investment requirements and execution risks. Ongoing reimbursement pressures on healthcare providers present additional headwinds. Moody's took these rating actions: * Affirmed the B1 Corporate Family Rating; * Affirmed the B1 Probability of Default Rating; * Assigned B2 (LGD5, 73%) to the proposed $100 million addition to the senior unsecured notes due 2016; * Affirmed the B2 (LGD5, 73%) rated existing $150 million senior unsecured notes due 2016; * Affirmed the Ba2 (LGD2, 23%) rated $150 million first lien revolver due 2013; * Affirmed the Ba2 (LGD2, 23%) rated $956 million first lien term loan due 2014; * Affirmed the B2 (LGD4, 58%) rated $250 million second lien term loan due 2015; * Affirmed the B3 (LGD5, 88%) rated $400 million senior subordinated notes due 2016; * Affirmed the (P)Ba2 rated senior secured shelf; * Affirmed the (P)B2 rated senior unsecured shelf; * Affirmed the (P)B3 rated senior subordinated shelf:; * Affirmed the (P)Caa1 rated preferred shelf; and * Affirmed the SGL-2 Speculative Grade Liquidity rating. The outlook for the ratings is stable. The last rating action on Inverness was taken on August 4, 2009 when the company's B1 Corporate Family Rating was affirmed in connection with the issuance of $150 million senior unsecured notes due 2016. Inverness Medical Innovations, headquartered in Waltham, Massachusetts, operates in health management, professional and consumer diagnostics, as well as vitamins and nutritional supplements. The health management business includes disease management, maternity management, and wellness. Through its professional and consumer diagnostics businesses, Inverness Medical develops, manufactures and markets advanced consumer and professional medical diagnostic products. Diagnostic products focus on infectious disease, cardiology, oncology, drugs of abuse and women's health. Reported revenues for the twelve months ended June 30, 2009, were about $1.8 billion. INVERNESS MEDICAL: S&P Assigns 'B-' Rating on $100 Mil. Notes ------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' issue-level rating to Waltham, Massachusetts-based Inverness Medical Innovations Inc.'s $100 million senior unsecured notes due Feb. 1, 2016. The offering is a tack-on to the company's existing $150 million 7.875% senior unsecured notes. In addition, S&P assigned the notes a recovery rating of '6', indicating S&P's expectation of negligible (0%-10%) recovery for noteholders in the event of a payment default. Proceeds from the notes offering will be used to fund the roughly $100 million acquisition of Free & Clear Inc., a leading Web- and phone-based provider of services to help employers and health plans improve the overall health of its employees and covered lives. Our corporate credit rating on Inverness is 'B+', reflecting the company's appetite for growth through acquisitions, the uncertain prospects of its aggressive move into the health management business, and it high leverage. The company's expanding offerings of professional rapid diagnostic products and management's willingness to use significant equity capital financing in its larger acquisitions partially offset those concerns. Inverness recorded a solid second-quarter 2009 performance, despite industry headwinds, such as lessened demand for health management services due to employers' focus on cost cutting. The acquisition of Free & Clear follows the recent $170 million acquisition of U.K.-based Concateno plc, a provider of drugs of abuse testing. Both acquisitions expand Inverness' product and service offerings. Ratings List Inverness Medical Innovations Inc. Corporate credit rating B+/ Positive/-- New Rating Inverness Medical Innovations Inc. $100M sr unsecd nts due 2016 B- Recovery Rating 6 JACOBS FINANCIAL: May 31 Balance Sheet Upside-Down by $13.5MM ------------------------------------------------------------- Jacobs Financial Group, Inc.'s balance sheet at May 31, 2009, showed total assets of $6,998,138 and total liabilities of $20,594,166, resulting in a stockholder's deficit of $13,596,028. For fiscal year ended May 31, 2009, the Company posted a net loss of $1,448,376 compared with a net loss of $1,861,625 for the same period in 2008. On Sept. 14, 2009, Malin, Bergquist & Company, LLP, in Pittsburgh, Pennsylvania, expressed substantial doubt about Jacobs Financial Group's ability to continue as a going concern after auditing the Company's financial statements for the fiscal years ended May 31, 2009, and 2008. The auditor noted the company's significant net working capital deficit and operating losses. The Company related that losses are expected to continue until First Surety Corporation fka West Virginia Fire & Casualty Company, an acquired insurance company licensed to engage in business in West Virginia, Ohio and Indiana, develops substantial business. A full-text copy of the Company's Form 10-K is available for free at http://ResearchArchives.com/t/s?454e Headquartered in Charleston, West Viginia, Jacobs Financial Group, Inc. (OTC BB: JFGI) -- www.jacobs-financial.com/ -- through its subsidiaries, provides investment advising, investment management, surety business, security brokerage, and related services. Subsidiaries include Jacobs & Co., which provides investment advisory services; FS Investments, a holding company organized to develop surety business through the formation and acquisition of companies engaged in the issuance of surety bonds and FSI's wholly owned subsidiary Triangle Surety Agency, which places surety bonds with insurance companies. Subsidiary Crystal Mountain Water holds mineral property in Arkansas. JOHN STOKES: Case Dismissal Denied, Converted to Ch. 7 Liquidation ------------------------------------------------------------------ Nancy Kimball at The Daily Inter Lake reports that the Hon. Ralph B. Kirscher at the U.S. Bankruptcy Court for the District of Montana has denied John Stokes' bid to withdraw his Chapter 11 bankruptcy filing and has granted the trustee's motion to convert the bankruptcy to Chapter 7. As reported by the TCR on May 5, 2009, Neal Jensen, assistant trustee with the Office of the U.S. Trustee Program, claimed that Mr. Stokes didn't include numerous assets and debts in his bankruptcy filing. Mr. Stokes was ordered last year to pay about $3.8 million in a defamation lawsuit for making malicious false statements about two neighboring businessmen on his radio show. According to the government, Mr. Stokes didn't include that liability in his bankruptcy case, along with back taxes he owes. Mr. Stokes undervalued or didn't list many of his assets, including the radio station. Mr. Stokes had until May 6 to reply to the trustee's motion. The Daily Inter Lake states that Mr. Stokes said on September 3 that he is awaiting the outcome of separate lawsuits he filed against Gardner RV and Auction owners Todd and Davar Gardner and against his former attorney Greg Paskell. The report quoted him as saying, "Once I get those judgments I won't be bankrupt. The $3.8 million 'slander judgment the Gardners won against Stokes' won't stand . . . . They've still got to go through the (Federal Communications Commission, which he said owns the station's license) E It'll take a year for that process. They've got to show it's in the public good to close the station E It takes seven or eight years to close down an FCC station." According to The Daily Inter Lake, Judge Kirscher found the case law indicating "no merit in Debtor's contention that this Court lacks jurisdiction to convert the case to Chapter 7 without FCC approval. The Debtor created the estate when he filed his Chapter 11 petition, and the estate includes the FCC radio license E the (U.S. Trustee) is aware of the requirement for any trustee appointed to proceed accordingly in the FCC, and Stokes' objections can be raised and decided in that forum." The Daily Inter Lake relates that the U.S. Trustee Office has appointed Dick Samson to take control of the assets and make decisions in the best interests of the creditors and designed to preserve the value of Mr. Stokes' estate. Mr. Samson could enter an agreement for Mr. Stokes to keep running the station, or he could lock it up and sell the license and other assets, The Daily Inter Lake states, citing Kalispell City Attorney Charles Harball. "He [Mr. Stokes] got caught up in a lot of different stories and the bankruptcy court didn't find him very credible. Judge Kirscher did a good job of pointing out inconsistencies," the report quoted Mr. Harball as saying. John Stokes owns a Kalispell radio station. He filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the District of Montana. Mr. Stokes' bankruptcy filing includes his two unregistered corporations, Z-600 Inc. and Skyline Broadcasting. KIRK CORP: Court Denies Confirmation of Plan; Oct. 6 Hearing Set ---------------------------------------------------------------- Anna Marie Kukec at Daily Herald reports that the U.S. Bankruptcy Court for the Northern District of Illinois has denied confirmation of Kirk Homes' reorganization plan, which intended to continue building and paying off debt over a number of years. According to Daily Herald, the court found that the Plan wasn't feasible. Daily Herald relates that Kirk CEO John Carroll met privately with his workers for almost three hours on Tuesday after returning from court. Kirk spokesperson Susan Stoga said that the Company has been huddling "to determine its best course of action," the report states. Daily Herald says that Kirk Homes has vowed not to close just yet, and no liquidation order has been issued. A hearing was set for October 6, according to the report. "They could still file another amended reorganization plan," Daily Herald quoted Ms. Stoga as saying. Kirk Homes, an industry leader in sustainable development initiatives and preservation of open space, is currently building communities in Bolingbrook, Hoffman Estates, Lakemoor, and Woodstock. Kirk Corporation is based in Streamwood, Illinois. Kirk voluntarily filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the Northern District of Illinois. KNIGHT-CELOTEX: $7.3 Mil. Bid for Danville & Lisbon Falls Plants ---------------------------------------------------------------- On Sept. 11, 2009, Barry A. Chatz, the Chapter 7 Trustee overseeing the liquidation of Knight-Celotex, LLC and Knight Industries I LLC, entered into an Asset Purchase Agreement with MFC Acquisition, Inc., and on that same day, David M. Baker, the court-appointed receiver for various non-debtor affiliates, entered into agreements with MFC to sell the company's Danville and Lisbon Falls plants. As set forth in detail in the Purchase Agreements, MFC has agreed to purchase substantially all of the personal and real property of the Sellers located at the Lisbon Falls and Danville Plants for the aggregate purchase price of $7,300,000, subject to higher and better offers through an auction process being conducted by the Trustee and the Receiver. On Sept. 14, 2009, the Trustee filed a motion pursuant to sections 105(a), 363 and 365 of the Bankruptcy Code, and Rules 2002, 6004 and 6006 of the Federal Rules of Bankruptcy Procedure: (I) (A) for approval of bidding procedures with respect to the sale of substantially all of the assets of the Debtors; (B) granting certain bid protections to the Purchaser; (C) approving the form and manner of notices concerning the sale; (D) approving a protocol among the Bankruptcy Court and the District Court concerning the auction and sale; and (E) setting sale hearing dates in the Bankruptcy Court and the District Court; and (II) (A) approving the sale of the Purchased Assets to the Purchaser or a Successful Bidder submitting a higher or otherwise better bid; (B) authorizing the assumption and assignment of certain executory contracts and unexpired leases; (C) authorizing the assumption of certain liabilities; and (D) authorizing the termination or rejection of certain executory contracts. On that same day, the Receiver filed a motion seeking substantially similar relief in the District Court with respect to its sale of the real property of the non-Debtor affiliates. On Sept. 17, 2009, the Bankruptcy Court entered a Bidding Procedures Order approving bidding procedures for the sale of the Debtors' assets through an auction process to the highest and best bidder(s). On Sept. 17, 2009, the District Court entered a substantially similar order with respect to the Receiver. Oct. 2 Bid Deadline Pursuant to the Bidding Procedures, any Qualified Bidder that wishes to submit a bid for the Purchased Assets, or other assets of the Debtors and their non-Debtor affiliates subject to the Bidding Procedures, must submit a Qualified Bid by the bid deadline of Oct. 2, 2009 at 12:00 p.m. (prevailing Central time). Oct. 5 Auction Qualified Bidders who submit a timely Qualified Bid will be invited to participate at an auction, which will be conducted on Oct. 5, 2009, at 9:00 a.m. (prevailing Central time) Any party: (i) interested in obtaining copies of the Sale Motion, the Purchase Agreements, the Bidding Procedures, the Bidding Procedures Order, or any other documents associated with the sale of the assets of the Debtors and their affiliates; or (ii) wishing to inquire as to the submission of a bid for some or all of such assets, may contact: Counsel to the Trustee: Richard S. Lauter, Esq. Thomas R. Fawkes, Esq. FREEBORN & PETERS LLP 311 South Wacker Drive, Suite 3000 Chicago, IL 60606 - or - Counsel to the Receiver: Christopher J. Horvay, Esq. Mark E. Leipold, Esq. GOULD & RATNER LLP 222 North LaSalle Street, Suite 800 Chicago, IL 60601 Knight-Celotex, LLC, and Knight Industries I LLC filed voluntary chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 09-11200 and 09- 12219) on April 6, 2009. On June 11, 2009, the Debtors' cases were converted to cases under Chapter 7 of the Bankruptcy Code, and Barry A. Chatz at Arnstein & Lehr LLP in Chicago was appointed as the Chapter 7 trustee of the Debtors' estates. On May 29, 2009, Bank of America, N.A., filed an amended complaint (N.D. Ill. Case No. 09-CV-2019) seeking foreclosure against real property owned by certain non-Debtor affiliates. On June 22, 2009, David M. Baker was appointed as the receiver of these non- Debtor affiliates. The Debtors and certain of their affiliates are engaged in the business of manufacturing and selling fiberboard, and operate manufacturing facilities located in Lisbon Falls, Maine; Danville, Virginia; Sunbury, Pennsylvania; and Merrero, Louisiana. The land and buildings are owned by the non-Debtor affiliates that are the subject of the Receivership, and all personal property in the Plants is the property of the Debtors' estates. LAKEWATCH LLC: Case Summary & 14 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Lakewatch, LLC 50 First Watch Drive, Moneta, VA 24121 P.O. Box 759 Hardy, VA 24101 Case No.: 09-72402 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Western District of Virginia (Roanoke) Judge: Chief Judge Ross W. Krumm Debtor's Counsel: George A. McLean Jr., Esq. PO Box 1264 Roanoke, VA 24006 Tel: (540) 982-8430 Email: cindy@gml.roacoxmail.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Edward C. Park III, the company's manager. Debtor's List of 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Franklin County YMCA $160,000 Valley Excavating LLC Excavation $104,905 County of Bedford $78,238 Rebecca C. Jones, Treasurer ($0 secured) Blue Ridge Mountain Cabinets Cabinetry $55,000 HSMM Professional $21,368 Services Collier County Tax Collector $20,238 County Court House ($0 secured) Earth Environmental Consulting $14,594 Consultants Stuart Law Firm PLLC Legal Fees $8,506 Thai San LLC $8,004 Falcon Design Services Rendered $4,900 Collier County Tax Collector Personal Property $1 County Court House taxes County of Franklin Personal Property $1 c/o Lynda Messenger, Treasurer taxes Virginia Department of Taxes $1 Taxation OCC/Bankruptcy Internal Revenue Services Taxes $1 LENNY DYKSTRA: Trustee Conducts Probe on Property Dispositions -------------------------------------------------------------- According to Bill Rochelle at Bloomberg, the Chapter 11 trustee for Lenny Dykstra is conducting an investigation into the disposition of personal property both before and after the Chapter 11 filing in July. Mr. Dykstra's World Series ring, which was pawned before filing, is scheduled for auction next month by the pawn broker, the trustee's court filing says. Other property that was pawned after bankruptcy is also being marketed for sale. Mr. Dykstra has lost control of his Chapter 11 bankruptcy, with the management of his financial affairs being handed over to the trustee. The appointment of the trustee automatically ended Mr. Dykstra's exclusive right to propose a plan. The trustee was appointed after creditors alleged Mr. Dykstra improperly disposed of property. 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 effort. The Debtor listed up to $50,000 in assets and $10,000,001 to $50,000,000 in debts. LONG ISLAND COPYING: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Long Island Copying & Printing Corp. 999 Gould Street New Hyde, NY 11040 Bankruptcy Case No.: 09-48184 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Elizabeth S. Stong Debtor's Counsel: Eric J. Snyder, Esq. Siller Wilk LLP 675 Third Avenue, 9th Floor New York, NY 10017 Tel: (212) 421-2233 Fax: (212) 752-6380 Email: esnyder@sillerwilk.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Thomas John, president of the Company. LOUISIANA-PACIFIC CORP: Stock Issuance Won't Affect S&P's Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services said that its rating and outlook on Louisiana-Pacific Corp. (BB/Negative/--) are unchanged by LP's announcement that it plans to issue 18 million shares of its common stock. The oriented strandboard and wood product manufacturer plans to use the proceeds from the equity offering to retire up to 35% of its $375 million senior secured notes due 2017 and for general corporate purposes. S&P considers the equity offering and sizable debt reduction to be positive for credit quality and in keeping with management's commitment to maintain a moderate capital structure. The ratings also depend on LP maintaining ample liquidity to protect creditors against the negative effects of earnings and cash flow volatility, and, if the transactions are successful, the company will have about the same amount of cash as adjusted debt. Nevertheless, S&P believes that LP is likely to continue to generate modestly negative EBITDA for the next several quarters as market conditions remain poor, although S&P believes housing markets may have reached a bottom. With prospects for continuing operating losses, free cash flow, in S&P's view, will also likely continue to be modestly negative. As a result, S&P expects credit measures to remain very weak for the ratings until the housing recovery takes hold. S&P is unlikely to revise the outlook to stable until S&P feels more confident that housing markets have bottomed, that a recovery will begin in 2010, and the company begins to generate positive EBITDA. The completion of these transactions will also have no impact on S&P's issue-level and recovery ratings on LP's senior secured notes ('BBB-'; '1' recovery rating) or senior unsecured notes ('BB'; '3' recovery rating). MAGNA ENTERTAINMENT: Dismissal of Suit vs. Stronach Denied ---------------------------------------------------------- Judge Mary Walrath at a hearing on September 22 declined to dismiss a lawsuit filed by the Official Committee of Unsecured Creditors of Magna Entertainment Corp. against parent MI Developments Inc. and chairman and founder Frank Stronach. The unsecured creditors alleged that MID and Mr. Stronach used bogus loans to try to prevent his favorite horse-racing tracks from being sold to repay bondholders of Magna Entertainment. "Acting to advance MI Chairman Frank Stronach's personal desire to retain his prized racetracks, but recognizing that a direct equity investment would rank behind MEC's unsecured debt, and likely be wiped out in bankruptcy (while incurring the ire of MI investors opposed to owning racetracks), the MID Defendants labeled the capital infusions into MEC as secured "loans" that no arm's length lender would have made," the Creditors Committee said in a court document. As a result, the Creditors Committee has sued to seek the recharacterization or equitable subordination of Stronach affiliated companies' $375 million in purported secured claims. If the claims are not demoted, MID would be paid ahead before unsecured creditors. Fashioning the investment as "debt" provided Mr. Stronach a "head's I win, tails you lose" hedge -- if MEC thrived, the loans could be repaid and Mr. Stronach could retain control though his original equity, but if the company went into bankruptcy, Mr. Stronach could leapfrog over unsecured creditors and retain the desired racetrack assets though a credit bid, the Creditors Committee's lawyer, Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, said in a court filing. MID claims, in its Motion to Dismiss, that the central "scheme" underlying the unsecured creditors' case is "implausible". It noted, among other things that, had the scheme existed, Mr. Stronach would not have made a personal $20 million dollar equity investment in MEC in 2007 for its debt elimination plan. If Mr. Stronach suspected that MEC would file for bankruptcy, he would not have made a $20 million equity investment, which is now worthless. MID noted that if it was the grand scheme of Mr. Stronach to maintain control of MEC's racetracks and other assets, MID would not have withdrawn its stalking horse bid for the racetracks following a mere objection by the Creditors Committee. According to Steven Church at Bloomberg News, Judge Walrath ruled at the Sept. 22 hearing that she felt obligated to allow the lawsuit to go to trial because there was evidence supporting the unsecured creditors' position. She warned them that they would face a higher legal standard should the case actually come to trial. "I do acknowledge that this is a very close case," Judge Walrath said in court. 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. MARC ECKO ENTERPRISES: May Sell Brand Name to Iconix ---------------------------------------------------- Designer Marc Ecko is in talks to sell a controlling interest in his trademark to Iconix to pay off debts, The New York Post reports. Under the deal, Iconix would immediately pay half of the more than $100 million Marc Ecko owes to Li & Fung -- a global trading company that helps manufacture Marc Ecko's clothes. Additionally, Iconix has discussed taking the remainder of the debt onto its own balance sheet, the report said. The transaction could be announced within the next two weeks, according to NY Post. A potential stumbling block, however, is Mr. Ecko, who is Mark Ecko Enterprise's chairman and chief creative officer and Seth Gerszberg, the Company's CEO, have not reached an agreement. According to NY Post, Ecko, after defaulting on a term loan of more than $70 million from a syndicate led by CIT Group, made the bank syndicate "comfortable" by selling off a handful of brands and licenses this summer, including the Avirex brand. About Iconix Brand Iconix Brand Group, Inc. is a brand management company engaged in licensing, marketing and providing trend direction for a portfolio of owned consumer brands. The Company owns 17 brands, Candie's, Bongo, Badgley Mischka, Joe Boxer, Rampage, Mudd, London Fog, Mossimo, Ocean Pacific/OP, Danskin, Rocawear, Cannon, Royal Velvet, Fieldcrest, Charisma, Starter and Waverly, which it licenses directly to "direct-to-retail" retailers, wholesalers and suppliers for use across a wide range of product categories, including apparel, footwear, sportswear, fashion accessories, home products and decor, and beauty and fragrance. In addition, Scion LLC, a joint venture, in which the Company has a 50% investment, owns the Artful Dodger brand. The Company's brands are sold across a range of distribution channels, from the mass tier to the luxury market. In October 2008, it acquired Waverly brand. About Marc Ecko Enterprises Privately held Marc Ecko Enterprises -- http://www.eckounltd.com/ -- was founded in 1993 by Marc Ecko, Seth Gerszberg, and Marci Tapper. Evolving from just six t-shirts and a can of spray paint, Marc Ecko Enterprises has become a full-scale global fashion and lifestyle company. Current Marc Ecko Enterprise brands include: *ecko unltd., Marc Ecko Cut & Sew, eckored, G-Unit, Zoo York, Complex Media Network, Marc Ecko Entertainment, *eckoTV, and ShopEcko.com. MARK IV: Wins Approval of Reorganization Plan --------------------------------------------- Mark IV announced September 23 that less than five months after the Company entered Chapter 11, the Bankruptcy Court for the Southern District of New York has confirmed the Company's plan of reorganization. The Court's approval of the plan, which had been accepted by an overwhelming majority of Mark IV's creditors, clears the way for Mark IV to emerge from Chapter 11 in October. Under the plan, as confirmed by the Court, Mark IV will reduce debt obligations on its balance sheet from approximately $1.2 billion to approximately $400 million. The Company's senior secured lenders will receive an 88% equity stake (before any allocation to management) in the reorganized company and pro rata participation in the Restructured Debt Term Loan Agreement. The remaining 12% would be shared by the Company's unsecured creditors, including senior secured lenders. Current equity in Mark IV will be cancelled and no distribution will be provided to current equity holders under the Plan. The Company also announced that Jim Orchard and Mark Barberio will be co-chief executive officers of Mark IV. Mr. Orchard served as the Company's interim chief executive officer during the restructuring. Mr. Barberio, who also continues as Mark IV's chief financial officer, joined the company in 1985. "The Court cleared the path for Mark IV to emerge from Chapter 11 quickly with a strong, stable platform from which to operate, invest and grow our business. This is a tremendous accomplishment," said Co-Chief Executive Officer of Mark IV, Jim Orchard, in a Sept. 23 statement. The Company is working diligently to satisfy the various conditions to closing and is in discussions with its lenders to finalize exit financing commitments. Based on market feedback, Mark IV is confident it is on track to complete this last step in the balance sheet restructuring process. "We are in a significantly stronger financial position today than we have been in the last 9 years," said Co-Chief Executive Officer and Chief Financial Officer Mr. Barberio said. "Now with a more rational capital structure, we look forward to not only providing the innovation, products and services our customers worldwide have come to expect from Mark IV, but also a future in which we can re- invest in our global businesses and continue to grow." The Company also noted that during the Company's brief Chapter 11 filing, customers across all of its businesses continued to receive superior customer service with no interruption of supply. More importantly, unlike many other companies in the automotive sector, Mark IV was able to achieve all of its restructuring goals without the need for special assistance from its customers. "The significant progress we have made during our very brief restructuring is the result of the hard work and dedication of our employees, to whom we owe a heartfelt thanks for a job well done. Our customers and suppliers have also stood with us through this difficult time, and for their loyalty, we are extremely grateful," Messrs. Orchard and Barberio concluded. About Mark IV Headquartered in Amherst, New York, Mark IV Industries, Inc., -- http://www.mark-iv.com/-- is a privately held leading global diversified manufacturer of highly engineered systems and components for vehicles, transportation infrastructure and equipment. The company's systems and components are designed to promote a cleaner and safer environment and include power transmission, air admission and cooling, advanced radio frequency, and information display technologies. The company has a geographically diverse innovation, marketing and manufacturing footprint, and employs 4,200 people across 18 manufacturing and 20 distribution/technical centers in 16 countries. Mark IV filed voluntary petitions for reorganization on April 30, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-12795). Attorneys at Skadden, Arps, Slate, Meagher & Flom LLP, served as the Debtors' counsel. Personnel at Zolfo Cooper served as restructuring advisors. Houlihan Lokey served as Investment bankers and financial advisors and Sitrick and Company was tapped as public relations advisor. Steven M. Fuhrman, Esq., at Simpson Thacher & Bartlett LLP, represented JPMorgan Chase Bank, N.A., the First Lien Agent and the DIP Agent. Scott L. Hazan, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., represented the Creditors' Committee. The Debtors disclosed $100 million to $500 million in assets and more than $1 billion in debts when they filed for bankruptcy. MARSHALL SHIELDS: Case Summary & 11 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Marshall Shields 11858 Caminito Sanudo San Diego, CA 92120 Bankruptcy Case No.: 09-14224 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: James W. Meyers Debtor's Counsel: Thomas C. Nelson, Esq. 550 West C Street, Suite 1850 San Diego, CA 92101 Tel: (619) 236-1245 Email: tom@tcnlaw.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. Shields' petition, including a list of his 11 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/casb09-14224.pdf The petition was signed by Mr. Shields. MENASHA, WISCONSIN: Suit Filed re $24MM Steam Plant Bond Default ---------------------------------------------------------------- Bridget Freeland at Courthouse News Service reports that Menasha, Wisc., claimed it had a business plan for a steam utility plant, but the city "had no plan and never intended to make good on its promises," and cheated bondholders of $24 million, an insurer and bank say in a federal class action. Local press reports say it's the first municipal bond default in Wisconsin history. Lafayette Life Insurance, American Bank and others claims that Menasha Utilities proposed turning an old power plant into a steam plant for local paper mills, but allowed construction funds to be wasted and failed to secure revenue as promised. "These notes are past due and in default," the complaint states. The class, which includes Mercy Ridge Inc. and numerous investors, retirement funds, unions, church groups and nonprofit organizations, say they bought "bond anticipated notes" from Menasha in 2005 and 2006 for the plant makeover. They claim the 2005 bond notes were sold under the pretense that the project would cost $12.5 million and would be supported by Menasha's paper mills, "which are vital to Menasha's survival," and were the "largest employers and taxpayers" in the city at the time. The investors say Menasha promised to form a redemption fund to assure that the bonds would be repaid with interest. Menasha claimed to have four customers for the Steam Utility plant, which would place it at maximum output, according to the complaint. The 2005 bondholders were told they would have "first pledge" on repayment and that the city would leverage taxes from other utilities to pay on the bonds if it did not see the expected profits, the complaint states. But the class claims that Menasha spent the first $12.5 million quickly on unnecessary work, and later issued $11 million in general obligation notes, which it unlawfully repaid first. The class claims that by March of 2006 Menasha had "issued almost $40 million in securities obligations," and had not even completed the steam distribution system to its largest customer, SCA Tissue. Investors say Menasha failed to mention in its 2006 business plan that it had been in litigation with PCI Management over the mismanagement of construction funds. Menasha offered to settle a $7.6 million counterclaim for a mere $860,000, the complaint states. The class claims that Menasha never put money into the redemption fund, as promised, and spent $1 million elsewhere and to pay interest on the general obligation notes. Menasha also misrepresented its agreement with customers, the class claims. The plaintiffs say they were not aware that the companies were not exclusively tied to the contracts and were allowed use other steam sources. The class claims it was told that Menasha Steam Utility customers would be required to purchase coal, when in fact they did not pay for any materials. The class says it was "virtually impossible for the Steam Utility to operate at cost, let alone a profit." Menasha promised not to sell, lease or close the plant, though it shut the plant down in July this year, the complaint states. The class adds that Menasha claimed that no additional environmental permits would be needed, but the EPA and Wisconsin Department of Natural Resources cited the city for not getting authorization for the "technical upgrades." Menasha has paid less than $2 million toward the $24 million default, according to press reports. Wisconsin media have called it the first municipal default in Wisconsin history, which has caused the city's credit rating to drop significantly. The class seeks compensatory damages for federal securities fraud and state violations, breach of contract and fiduciary duties, common law fraud, negligent misrepresentation, unjust enrichment and business theft. A copy of the Complaint in The Lafayette Life Insurance Company, et al. v. City of Menasha, Wisconsin, et al., Case No. 09-cv-64 (N.D. Ind.), is available at: http://www.courthousenews.com/2009/09/23/Menasha.pdf The Plaintiffs are represented by: Michael A. Wukmer, Esq. Michael T. McNally, Esq. Jacob R. Cox, Esq. ICE MILLER LLP One American Square, Suite 2900 Indianapolis, IN 46282-0200 Telephone: (317) 236-2100 Fax: (317) 236-2219 MERCER INT'L: Harbinger Discloses 5.5% Equity Stake --------------------------------------------------- Harbinger Capital Partners Master Fund I, Ltd., Harbinger Capital Partners LLC, Harbinger Holdings, LLC, and Philip Falcone disclose holding 1,995,100 shares or roughly 5.5% of the common stock of Mercer International Inc. as of September 9, 2009. Mr. Falcone said the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Company and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. As reported by the Troubled Company Reporter on September 14, 2009, Mercer International amended its exchange offer for any and all of its outstanding 8.5% Convertible Senior Subordinated Notes due October 2010 previously commenced on July 13, 2009, and extended on August 11 and 25, 2009, to increase the total consideration being offered to holders of the Old Notes. Mercer is now offering to exchange each $1,000 principal amount of Old Notes for: -- $1,000 in principal amount of new 8.5% Convertible Senior Subordinated Notes due October 2011; -- a premium of 17 shares of Mercer common stock; -- a premium of 15 warrants to purchase one share of Common Stock per warrant; and -- accrued and unpaid interest on the Old Notes to, but excluding, the settlement date of the Amended Exchange Offer. Under the Amended Exchange Offer, Holders will receive New Notes in the same principal amount as the Old Notes. The New Notes will have substantially all of the same terms as the Old Notes, including as to interest and conversion, but the maturity date shall be one year later. Holders of Old Notes which are validly tendered and accepted pursuant to the Amended Exchange Offer will receive, in addition to the New Notes and the Interest, additional consideration in the form of 17 shares of Common Stock and 15 Warrants per $1,000 of Old Notes. The Warrants will be exercisable at an exercise price of $4.25 per share of Common Stock and will expire on October 15, 2011. Currently, roughly $67.3 million principal amount of the Old Notes are outstanding. The Exchange Offer is exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 3(a)(9) thereof and will expire at 5:00 p.m. New York City time on September 23, 2009, unless extended or earlier terminated. Tendered Old Notes may be withdrawn prior to, but not after the Expiration Time. In July 2009, Standard & Poor's Ratings Services lowered its corporate credit rating and issue-level rating on Mercer International. S&P lowered the corporate credit rating to 'CC' from 'B-' and lowered the rating on the senior unsecured debt to 'CC' from 'B-'. The rating outlook is negative. The rating downgrade followed Mercer's exchange offer announcement. "The rating downgrade reflects S&P's view that the exchange is tantamount to a default given Mercer's highly leveraged financial profile," said Standard & Poor's credit analyst Andy Sookram. Mercer International Inc. (Nasdaq: MERC, TSX: MRI.U) -- http://www.mercerint.com/-- is a global pulp manufacturing company. MERRILL LYNCH: SEC to Pursue Charges Against BofA Over Bonuses -------------------------------------------------------------- After its settlement with Bank of America Corp. was denied by the district court, the U.S. Securities and Exchange Commission is now saying it will "will vigorously pursue" charges against BoA over bonuses at Merrill Lynch, The Associated Press reports. The SEC said in a statement that it "will take steps to prove our case in court". According to The AP, BofA allegedly failed to disclose to shareholders that it had authorized Merrill Lynch to pay up to $5.8 billion in bonuses. The report says that the SEC has been considering its options since U.S. District Judge Jed Rakoff called the proposed settlement with BofA a breach of "justice and morality" and ordered the case to trial. "We firmly believe that the settlement we submitted to the court was reasonable, appropriate and in the public interest," the SEC said in a statement. The SEC told the federal court in Manhattan on Monday that it would proceed to trial in the case, the report states. The AP relates that the SEC said that if supported by the record of evidence that develops in the trial, it could seek to charge individual executives. "We will use the additional discovery available in the litigation to further pursue the facts and determine whether to seek the court's permission to bring additional charges in this case," the report quoted the SEC as saying. BofA agreed on Monday to pay the government $425 million to end an arrangement under which public funds might have been used to shoulder losses on $118 billion of risky assets that the company acquired in buying Merrill Lynch, though the option wasn't used. According to the AP, the government had argued that the BofA benefited from the promise of protection. About Merrill Lynch Based in Charlotte, North Carolina, Bank of America -- http://www.bankofamerica.com/-- is one of the world's largest financial institutions, serving individual consumers, small and middle market businesses and large corporations with a full range of banking, investing, asset management and other financial and risk-management products and services. The Company serves more than 59 million consumer and small business relationships with more than 6,100 retail banking offices, nearly 18,700 ATMs and online banking with nearly 29 million active users. Following the acquisition of Merrill Lynch on January 1, 2009, Bank of America is among the world's leading wealth management companies and is a global leader in corporate and investment banking and trading across a broad range of asset classes serving corporations, governments, institutions and individuals around the world. Bank of America offers support to more than 4 million small business owners. The Company serves clients in more than 150 countries. Bank of America Corporation stock is a component of the Dow Jones Industrial Average and is listed on the New York Stock Exchange. The bank needed the government's financial help in completing its acquisition of Merrill Lynch. Merrill Lynch & Co. Inc. -- http://www.ml.com/-- is a wealth management, capital markets and advisory companies with offices in 40 countries and territories. As an investment bank, it is a leading global trader and underwriter of securities and derivatives across a broad range of asset classes and serves as a strategic advisor to corporations, governments, institutions and individuals worldwide. Merrill Lynch owns approximately half of BlackRock, one of the world's largest publicly traded investment management companies with more than $1 trillion in assets under management. Merrill Lynch's operations are organized into two business segments: Global Markets and Investment Banking (GMI) and Global Wealth Management (GWM). As reported by the Troubled Company Reporter on March 27, 2009, Moody's Investors Service lowered the senior debt rating of Bank of America Corporation to A2 from A1, the senior subordinated debt rating to A3 from A2, and the junior subordinated debt rating to Baa3 from A2. The preferred stock rating was downgraded to B3 from Baa1. The holding company's short-term rating was affirmed at Prime-1. METROMEDIA STEAKHOUSES: Wants Plan Exclusivity Until Nov. 2 ----------------------------------------------------------- According to Bill Rochelle at Bloomberg News, although Metromedia Steakhouses Co. is scheduled to confirm a Chapter 11 plan on Sept. 29 that has support from the Official Committee of Unsecured Creditors, the Debtor is asking the bankruptcy court for an extension of the exclusive right to propose a plan until Nov. 2. The exclusivity hearing would take place Oct. 21. The Plan was born from settlement of a lawsuit begun in February by the official creditors' committee against John Kluge, who controls the company. As reported by the TCR, the Plan is the product of a settlement stemming from a suit brought in February by the Creditors Committee against John Kluge, who controls the Company. Unsecured creditors, under the Plan, would share an $850,000 payment and a $3.65 million promissory note, and the payments are expected to amount to about half of the allowed claims. The creditors could forgo payment and accept an equity stake in the new company. Metromedia Steakhouses plans to change its name to Homestyle Dining LLC after emerging from bankruptcy About Metromedia Steakhouses Plano, Texas-based Metromedia Steakhouses Company, L.P. owned, operated and franchised family-focused restaurants operating under the Ponderosa Steakhouse and Bonanza Steakhouse brands under the Metromedia Restaurant Group. Metromedia Steakhouse and three affiliates filed Chapter 11 petitions on Oct. 22, 2008 (Bankr. D. Del. Lead Case No. 08-12490). Judge Mary Walrath handles the case. Bruce Grohsgal, Esq., and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl Young & Jones LLP, represent the Debtors in their chapter 11 cases. In its bankruptcy petition, Metromedia estimated assets of $1 million to $10 million and debts of $100 million to $500 million. Based in Plano, Tex., S & A Restaurant Corp. -- http://www.steakandale.com,http://www.steakandalerestaurants.com, http://www.bennigans.com/-- and other affiliated entities operate the Bennigan's Grill & Tavern, and the Steak & Ale restaurant chains under the Metromedia Restaurant Group. S & A Restaurant and 38 of its affiliates filed Chapter 7 petition under the U.S. Bankruptcy Code on July 29, 2008 (Bankr. E.D. Tex. Case No. 08-41898). J. Michael Sutherland, Esq. at Carrington Coleman Sloman & Blumenthal, represents the Debtors in their restructuring efforts. When the Debtors filed for bankruptcy, they listed estimated assets of between $100,000,000 and $500,000,000 and estimated debts of between $10,000,000 and $50,000,000. The Metromedia Restaurant Group, a unit of closely held conglomerate Metromedia Company, was one of the world's leading multi-concept table-service restaurant groups, with more than 800 Bennigan's(R), Bennigan's SPORT(TM), Steak and Ale(R), Ponderosa Steakhouse(R) and Bonanza(TM) Steakhouse restaurants in the United States and abroad. MGM MIRAGE: Fitch Assigns 'CCC/RR4' Rating on $475 Mil. Notes ------------------------------------------------------------- Fitch Ratings has assigned a 'CCC/RR4' rating to MGM MIRAGE's $475 million 11.375% unsecured notes due 2018. The notes were priced at a 97.396% discount to yield 11.875%. The net proceeds will be used to reduce credit facility borrowings, and also for general corporate purposes. The offering attempts to chip away at the company's most significant credit hurdle: the maturity of its $5.8 billion credit facility in 2011, which had $4.1 billion outstanding as of June 30, 2009. After poor market demand for a proposed exchange offer that aimed to push some 2010 maturities out to 2016, MGM responded by issuing the unsecured private placement bonds. With the company's credit facility currently priced at 6%, cash interest costs would increase by roughly $25 million if all the proceeds paid down the credit facility. MGM has roughly $250 million in available cash (net of estimated cage cash) and $1.5 billion available on its revolving credit facility as of the end of second quarter 2009 (2Q'09). So the company may have enough liquidity to take it through its 2010 maturities of $1.08 billion, but not the credit facility and $530 million of other debt due in 2011. With the double-digit cost of new debt replacing the mid-to-high single digit cost of debt coming due, MGM's free cash flow spread continues to deteriorate. As a result, the sustainability of the current capital structure remains questionable, which is reflected in MGM's 'CCC' Issuer Default Rating. As of June 30, 2009, the company's last 12 months wholly owned adjusted property EBITDA after corporate expense was $1.43 billion. However, it is likely to be materially lower than that going forward because of the sale of Treasure Island, which closed in 1Q'09, and the cannibalization impact of the CityCenter opening later this year. LTM cash distributions from unconsolidated affiliates were nearly $60 million and will continue to be pressured, as Borgata's distributions remain limited, and the initial $494 million of CityCenter distributions are required to be paid to Dubai World before MGM. LTM gross interest expense was roughly $930 million, but following recent financings, its forward annual interest expense is now roughly $1 billion. The company is currently spending around $200 million in maintenance capex, but Fitch believes that level is unsustainable. The longer the company maintains that level of maintenance capex, asset quality will be affected, which will further impair the credit. The amended credit facility limits capex to $250 million in 2009 and $400 million in 2010. MGM's probability of default remains sensitive to the state of the capital markets and the ultimate impact of CityCenter on Las Vegas and MGM's wholly owned properties. The company can issue additional equity, as it was able to tap the equity markets for $1.1 billion earlier this year when default prospects were grimmer, and the stock price is currently well above the $7 per share price from the May 2009 issuance. MGM maintains roughly $1 billion of secured debt capacity, which can be used as collateral for an additional secured debt issuance, which would command a more attractive rate than an unsecured issuance. Asset sales remain an option, but the bid-ask spread on prices remain too wide to benefit the credit, and bank lenders need to approve any asset sale. A debt exchange remains a possibility, as it could be an attractive option if other alternatives can not be executed at acceptable terms, which also underpins the company's 'CCC' IDR since it could be viewed as a default. With the next major maturity not until September 2010, the company is likely to be opportunistic with respect to its financing alternatives. Fitch continues to rate MGM: -- Senior secured notes due 2013, 2014, and 2017 at 'B+/RR1' (91%-100% recovery band); -- Senior credit facility at 'B-/RR3' (51%-70%, but at the low- end); -- Senior unsecured notes at 'CCC/RR4' (31%-50%); -- Senior subordinated notes at 'C/RR6' (0%-10%). MIGENIX INC: Posts C$740,000 Net Loss in Quarter Ended July 31 -------------------------------------------------------------- MIGENIX Inc. posted a net loss of C$740,251 for three months ended July 31, 2009, compared with a net loss of C$2,644,624 for the same period in 2008. The Company's balance sheet at July 31, 2009, showed total assets of C$2,377,752, total liabilities of C$860,298 and stockholders' equity of C$1,517,454. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted that its current financial resources are expected to be sufficient for operations into the first quarter of calendar 2010. The Company is currently concentrating its efforts on: (i) investigating opportunities for the OmigardTM product candidate; (ii) obtaining additional funds through licensing and non-dilutive financing arrangements; and (iii) continuing to reduce expenses, however, the outcome of these matters cannot be predicted at this time. A full-text copy of the Company's consolidated financial statements is available for free at: http://ResearchArchives.com/t/s?454d Headquartered in Vancouver, British Columbia, Canada, MIGENIX Inc. (TSX: MGI; OTC: MGIFF) -- http://www.migenix.com/-- is a biopharmaceutical company engaged in the research, development and commercialization of drugs for the treatment of infectious diseases to advance therapy, improve health and enrich lives. MILESTONE SCIENTIFIC: To Pay New CEO $300,000 a Year ---------------------------------------------------- Leonard Osser was appointed as Milestone Scientific Inc.'s Chief Executive Officer on September 1, 2009. Mr. Osser had been Milestone's Interim Chief Executive Officer since March 2009. Mr. Osser previously served as Milestone's Chief Executive Officer from 1991 to 2007. Pursuant to his appointment as CEO, Mr. Osser entered into an Employment Agreement with Milestone, effective September 1, 2009. The term of the Agreement is for a five-year period ending on August 31, 2014. Under the Agreement, Mr. Osser will receive a base compensation of $300,000 per year. In addition, Mr. Osser may earn annual bonuses up to an aggregate of $400,000, payable one half in cash and one half in common stock, contingent upon Milestone achieving predetermined goals and targets as defined in the Agreement. In addition, if in any year of the term of the Agreement Mr. Osser earns a bonus, he will also be granted five-year stock options to purchase twice the number of shares earned. Each such option is to be exercisable at a price per share equal to the fair market value of a share on the date of grant (110% of the fair market value if Mr. Osser is a 10% or greater stockholder on the date of grant). The options shall vest and become exercisable to the extent of one-third of the shares covered at the end of each of the first three years following the date of grant, but shall only be exercisable while Mr. Osser is employed by Milestone or within 30 days after the termination of the Agreement. Going Concern The Company has incurred operating losses and negative cash flows from operating activities since its inception, including a net loss of $1,218,183 and $1,089,002 for the six months ended June 30, 2009 and 2008, respectively. At June 30, 2009, the Company had cash and cash equivalents of $498,576 and negative working capital of $574,386. The working capital is negative by the inclusion in current liabilities as of June 30, 2009, of the $1,300,000 line of credit, due on June 30, 2010. The Company secured a revolving line of credit in the aggregate amount of $1.3 million from a stockholder which line was fully borrowed at December 31, 2008. All borrowings and interest thereon must be repaid by June 30, 2010, and after the expiration date of the line, may be repaid by Milestone in cash or, or at its option, in shares of common stock. This borrowing is classified as a current liability as of June 30, 2009. Additionally, the Company borrowed $450,000 in 2008 from the same shareholder, with a due date of January 2009. This additional borrowing was refinanced at December 31, 2008, and the due date was extended to June 30, 2012. The Company, at June 30, 2009, expects to have sufficient cash reserves to meet all of its anticipated obligations through December 31, 2009. Additionally, the Company is actively pursuing the generation of positive cash flows from operating activities through an increase in revenue based upon management's assessment of present contracts and current negotiations and reductions in operating expenses. If the Company is unable to generate positive cash flows from its operating activities, it will need to raise additional capital. There is no assurance that the Company will be able to achieve positive operating cash flows or that additional capital can be raised on terms and conditions satisfactory to the Company, if at all. If additional capital is required and it cannot be raised, then the Company would be forced to curtail its development activities, reduce marketing expenses for existing dental products or adopt other cost saving measures, any of which might negatively affect the Company's operating results. The Company's recurring losses and negative operating cash flows raises substantial doubt about its ability to continue as a going concern. At June 30, 2009, the Company had $3,715,290 in total assets and $2,733,666 in total current liabilities and $437,445 in total long-term liabilities. Milestone Scientific Inc. is engaged in pioneering proprietary, highly innovative technological systems and solutions for the medical and dental markets. From its inception, the Company has focused its energy and resources on redefining the global standard of care for injection techniques by making the experience more comfortable for the patient and by reducing the anxiety and stress of giving injections for the healthcare provider. NEBRASKA BOOK: S&P Changes Outlook to Positive; Keeps 'B-' Rating ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it revised its outlook on Lincoln, Nebraska-based Nebraska Book Co., and its parent, NBC Acquisition Corp., to positive from negative. The 'B-' corporate credit rating is affirmed. At the same time, S&P assigned a 'B' rating to the company's $200 million senior secured notes with a recovery rating of '2', indicating S&P's expectation for substantial (70%-90%) recovery in the event of payment default. In addition, S&P raised the issue-level rating on the company's asset-based revolving credit facility to 'B+' from 'B', and revised the recovery rating on this issue to '1', indicating S&P's expectation for very high (90%-100%) recovery in the event of payment default, from '2'. The upgrade reflects S&P's estimation that the refinancing enhances the company's liquidity profile and removes its near term concerns regarding covenant cushion. "The ratings on Nebraska Book Co. Inc. and parent NBC Acquisition Corp. reflect the company's relatively small size, lack of business diversification, and high leverage that results in thin cash flow protection," said Standard & Poor's credit analyst David M. Kuntz. Operations continue to demonstrate modest gains through margin improvement, and S&P anticipate further stability over the near term with some potential for positive drift. Sales declined 3.4% for the quarter ended June 30, 2009, with a decline in same-store sales of 6.2%in the Bookstore Division. Textbook Division revenues were hurt by a 7.8% decline in units, partially offset by a 2.0% increase in price. Although S&P expects continued weakness at all divisions over the near term because of lower discretionary item purchases and shifts to used textbooks, the company should realize benefits from on-going acquisition activity. Operating margins have increased slightly to 14.9% at June 30, 2009, compared with 14.7% for the prior period in 2008, and S&P expects margins may increase modestly over the near term as the company continues to realize benefits from product mix shifts and expense reduction activities. However, these gains likely will be tempered by operational deleveraging. Nebraska Book maintains a leading position among used college textbook wholesalers. The company remains acquisitive, purchasing eight bookstores during the quarter. However, its lack of scale and business diversification leaves it vulnerable to changes in the market environment, including increased competition from online and student-to-student transactions. S&P remains concerned that competition from these sources will continue to grow over the longer term, although S&P does not expect any material impact over the near term. NEENAH FOUNDRY: Inks Consulting Deal with John Andrews ------------------------------------------------------ Neenah Enterprises, Inc., on September 14, 2009, entered into a consulting and release agreement with John Andrews, Corporate Vice President of Manufacturing of NEI, regarding the principal terms of Mr. Andrews' retirement, his agreement to stay on in his current capacity as a full-time employee until April 30, 2010, to facilitate an orderly transition of his responsibilities, and an arrangement pursuant to which Mr. Andrews will provide consulting services to NEI following his retirement. The consulting and release agreement provides for a 12-month consulting period following his retirement, during which Mr. Andrews will be paid a base consulting fee, subject to adjustment, of $11,126 per month for his services. The consulting and release agreement also contains provisions prohibiting Mr. Andrews from performing comparable services for a competitor of NEI during the term of the agreement and for a period of one year following the termination of the agreement. Mr. Andrews is 64 and has been employed by NEI for more than 20 years. About Neenah Enterprises & Neenah Foundry Headquartered in Neenah, Wisconsin, Neenah Enterprises, Inc. -- http://www.nfco.com/-- is the indirect parent holding company of Neenah Foundry Company. Neenah Foundry Company and its subsidiaries manufacture and market a wide range of iron castings and steel forgings for the heavy municipal market and selected segments of the industrial markets. Neenah is one of the largest independent foundry companies in the United States, with substantial market share in the municipal and various industrial markets for gray and ductile iron castings and forged steel products. Neenah Enterprises and Neenah Foundry reported a net loss for the third quarter of fiscal 2009 was $13.3 million, a decrease of $15.7 million compared to net income of $2.4 million for the third quarter of fiscal 2008. Net loss includes restructuring costs and asset writedowns of $5.1 million in the aggregate associated with the closures of the Company's facilities in Kendallville, Indiana, and El Monte, California. Net sales for the quarter ended June 30, 2009, were $72.4 million, which were $81.9 million or 53.1% lower than the quarter ended June 30, 2008. The decrease was primarily the result of a 53.4% decrease in volume, as measured in tons sold. The Company had $299.6 million in total assets and $418.9 million in total liabilities, resulting in $119.2 million in stockholders' deficit. * * * On July 1, 2009, the Company entered into an agreement with Tontine Capital Partners, L.P., holder of all of Neenah's 12-1/2% Senior Subordinated Notes due 2013, to allow the Company to defer the entire semi-annual interest payment (representing a deferral of an interest payment of roughly $4.7 million and interest on the previously deferred interest payment of $200,000) due on July 1, 2009. The Company had elected to defer the payment of interest at an annual rate of 7-1/2% due on the 12-1/2% Notes with respect to the January 1, 2009 interest payment date (representing a deferral of an interest payment of roughly $2.8 million), as is permitted under the terms of the outstanding 12-1/2% Notes. Following the payment of interest on Neenah's 9-1/2% Senior Secured Notes due 2017 on July 1, 2009, the Company's unused availability under its 2006 Credit Facility remained below the $15.0 million threshold applicable to its "springing" financial covenant for three business days during the fourth quarter of fiscal 2009. As a result, the Company will be required to measure the minimum fixed charge coverage ratio set forth in its 2006 Credit Facility when its financial results for the 2009 fiscal year are completed. Based on performance through June 30, 2009, the Company expects that it will need to obtain additional financing or an amendment or waiver under the 2006 Credit Agreement to avoid a covenant default. The Company has engaged a third party as its financial advisor to assist the Company in enhancing its liquidity position. As reported by the Troubled Company Reporter on July 16, 2009, Moody's Investors Service revised Neenah Foundry's Probability of Default to Caa3/LD from Caa3. All other ratings, including the Corporate Family Rating of Ca and negative outlook, remain unchanged. NEUMANN HOMES: Hearing on Plan Disclosure Moved to Sept. 24 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois has rescheduled the hearing to consider the adequacy of the Disclosure Statement explaining the Joint Plan of Liquidation filed by Neumann Homes Inc. and its debtor affiliates to September 24, 2009, at 10:30 a.m., Central time. According to the Debtors' counsel, Stephen D. Williamson, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois, the Disclosure Statement Hearing will be held before Bankruptcy Judge William V. Altenberger at Courtroom 744 at the Everett McKinley Dirksen Courthouse, at 219 South Dearborn Street, in Chicago, Illinois. The Disclosure Statement Hearing was originally scheduled for September 23, 2009. In a recent notice of hearing agenda, the Debtors' counsel related that the Debtors intend to commence the Disclosure Statement Hearing for the purpose of advising the Court on the background of their cases and recent developments affecting the Disclosure Statement and Plan; and then seek that the Disclosure Statement Hearing be continued to October 1, 2009 to give them more time to address recent developments and objections that have been filed. The deadline for parties-in-interest to file objections to the Disclosure Statement was September 21, 2009. As of that date, nine parties have expressed their opposition or limited objection to the Disclosure Statement. Among the objecting parties is IndyMac Ventures LLC. IndyMac Ventures has asked the Court to delay the Disclosure Statement Hearing and the consideration of the proposed procedures on the solicitation of acceptances for the Plan. IndyMac Ventures says it seeks a two-month adjournment of the Disclosure Statement Hearing so that it could pursue a mediation that will resolve its concerns that have not been addressed by the Debtors under the proposed Plan. For one, IndyMac Ventures opposes the Debtors' proposal to transfer back to IndyMac Ventures all of its collateral upon confirmation of the plan, provided IndyMac Ventures agrees with the terms of the transfer satisfactory to the Debtors. The Plan, IndyMac Ventures notes, also seems to suggest that the IndyMac collateral would be forfeited to the Debtors if it does not agree with the terms. "The Debtors should be required to make clear in their disclosure statement what specific terms they believe are reasonably satisfactory to them in this regard," says IndyMac Venture's attorney, Jonathan Friedland, Esq., at Levenfeld Pearlstein LLC, in Chicago, Illinois. Mr. Friedland points out that the Plan also seems to propose that the amount of IndyMac Ventures' secured claim will be deemed to be equal to the value of the property with the deficiency claim being treated as a general unsecured claim. Valuation, Mr. Friedland insists, must be determined before IndyMac Ventures can decide whether to vote to approve or reject the plan. A specific process, he adds, should be established if a valuation determination is to be made at the confirmation hearing. In any event, if the question of collateral valuation is not going to be made until the confirmation hearing, the amount of IndyMac Ventures' unsecured deficiency claim will not be known until after IndyMac Ventures must vote, Mr. Friedland argues. "This is less than ideal and is avoidable." IndyMac Ventures also complains of the Debtors' proposal to surcharge its collateral. IndyMac Ventures thus asks the Debtors to provide more details on their Disclosure Statement on the treatment that the Plan proposes for holders of the special service area bonds, and provide their creditors a copy of their settlement agreement with their former chief executive, Kenneth Neumann, and other concerned parties. Other creditors also filed responses with respect to the Disclosure Statement. They include Action Plumbing Company Inc., Avenue Incorporated, Ruane Construction Inc., Wells Fargo Bank N.A., Berkley Surety Group Inc. and the villages of Gilberts, Wonder Lake and Antioch. In a joint statement, APC, Avenue Incorporated and Ruane, which together hold an approximately $5 million claim, complain the Disclosure Statement contains almost no facts or information that would help an investor make informed judgment about the Plan. They relate that the Disclosure Statement document contains numerous disclosures of provisions about the mechanics and terms of the Plan, but provides less than a single page to a summary of claims process, bar date and claims. "The Debtors are required to disclose information of a kind, and in sufficient detail, as far as reasonably practicable in light of the nature and history of the debtor and the condition of the debtor's books and records. The Disclosure Statement fails to do so," APC, Avenue Incorporated and Ruane maintain. Wells Fargo contends that the Plan does not provide how the transfer of a real estate in Gilberts, known as The Conservancy Project, to IndyMac Bank will affect the existing and future special service area taxes on the real estate. Wells Fargo argues that any transfer of the real estate must be subject to those taxes and that the Debtors should disclose the terms governing any transfer of the real estate under the Plan. Wonder Lake and Antioch call for the amendment of the Disclosure Statement to reflect that the Plan does not impair or affect their rights. Meanwhile, Berkley Surety and Gilberts clarify that they do not oppose the Disclosure Statement. Berkley Surety, however, reserves its objections to the Debtors' use of cash collateral, assumption and rejection of contracts, and the transfer of ownership of subdivisions or properties for which it issued surety bonds. Gilberts also reserves its right to object to the Plan and to treatment of IndyMac Bank's and Guaranty Bank's collateral. About Neumann Homes Headquartered in Warrenville, Illinois, Neumann Homes Inc. -- http://www.neumannhomes.com/-- develops and builds residential real estate throughout the Midwest and West US. The company is active in the Chicago area, southeastern Wisconsin, Colorado, and Michigan. The Company has built more than 11,000 homes in some 150 residential communities. The Company offers formal business training to employees through classes, seminars, and computer- based training. The Company filed for Chapter 11 protection on November 1, 2007 (Bankr. N.D. Ill. Case No. 07-20412). George Panagakis, Esq., at Skadded, Arps, Slate, Meagher & Flom L.L.P., was selected by the Debtors to represent them in these cases. The Official Committee of Unsecured Creditors has selected Paul, Hastings, Janofsky & Walker LLP, as its counsel in these bankruptcy proceeding. When the Debtors filed for protection from its creditors, they listed assets and debts of more than $100 million. (Neumann Bankruptcy News; Bankruptcy Creditors' Services Inc. http://bankrupt.com/newsstand/or 215/945-7000) NEW FRONTIER: 4 Colorado Dairies Went Bankrupt After Bank Closed ---------------------------------------------------------------- Experts say that at least six Colorado dairies have filed for bankruptcy protection this year, and Colorado Farm Bureau member Bob Winter says that several more farms are planning to do the same, Miles Moffeit at The Denver Post reports. According to The Denver Post, four of the businesses that filed for bankruptcy were borrowers of New Frontier Bank, which collapsed in April. The report says that these businesses are: -- Diamond D Dairy of Longmont, -- Johnson Dairy of Eaton, -- Podtburg & Sons Dairy of Greeley, and -- TV Dairy of Fort Lupton. Bankrupt companies Nichols Dairy of Canon City and Daisy Lane Dairy of Cope relied on other banks, The Denver Post states. The Denver Post notes that the public won't know for weeks or months the outcome of the Federal Deposit Insurance Corp.'s August national auction of $455 million in New Frontier loans. The report says that another online auction combining New Frontier's remaining notes with those of other lenders is set for September 29. The Denver Post quoted state Agriculture Commissioner John Stulp as saying, "The process is starting -- but some of the details we'll never know because they end up in private transactions." About New Frontier New Frontier Bank was a bank based in Greeley Colorado. As of March 24, 2009, New Frontier had total assets of $2.0 billion and total deposits of about $1.5 billion. New Frontier Bank was closed April 10, 2009, by the State Bank Commissioner, by Order of the Banking Board of the Colorado Division of Banking, which then appointed the Federal Deposit Insurance Corporation as receiver. A Deposit Insurance National Bank of Greeley was created by the FDIC and opened for 30 days to allow depositors at New Frontier time to open accounts at other insured institutions. At the time of closing, there were approximately $150 million in insured deposits and $4 million in deposits that potentially exceeded the insurance limits. Uninsured deposits were not transferred to the DINB. NEXPAK CORP: Plan Confirmation Hearing Scheduled for Nov. 5 ----------------------------------------------------------- NexPak Corp. will seek approval from the U.S. Bankruptcy Court for the District of Delaware of the disclosure statement explaining its liquidating Chapter 11 plan at a hearing on September 30. A confirmation hearing is tentatively set for Nov. 5. According to Bill Rochelle at Bloomberg, as the consequence of a settlement with the secured lenders, $100,000 was carved out from the lenders' collateral to pay expenses of the Chapter 11 case, with anything left over for distribution to the holders of $7.5 million in unsecured claims. The plan calls for the lenders' liens to remain on unsold assets, which chiefly include a non- bankrupt affiliate in the Netherlands that's operating with a positive cash flow. The banks also agreed to waive their deficiency claims. The lenders consented to the continued use of cash to pay bills until the plan can be wrapped up. About Nexpak Headquartered in Duluth, Georgia, Nexpak Corporation -- http://www.nexpak.com/-- manufactures and supplies packaging for DVD, CD, video, audio, and professional media formats. The Company and its debtor-affiliates filed for Chapter 11 protection on April 10, 2009 (Bankr. D. Del. Lead Case No. 09-11244). William A. Hazeltine, Esq., at Sullivan Hazeltine Allinson LLC represents the Debtors in their restructuring efforts. The Debtors assets range from $10 million to $50 million and its debts from $100 million to $500 million. This is the second filing by NexPak. NexPak carried out a so-called prepackaged bankruptcy reorganization in December 2004 where Highland Capital Management LP and affiliates ended up as controlling shareholders by exchanging debt for equity. The business consistently missed financial projections since emerging from the reorganization. NOBLE GROUP: Moody's Reviews 'Ba1' Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service has placed on review for possible upgrade the Ba1 corporate family and bond ratings of Noble Group Ltd. The rating action follows the announcement that Noble expects to place a 14.96%-stake to China Investment Corporation and also recognizes Noble's improving credit profile. "The equity placement of about US$642 million will help strengthen Noble's capital base as it continues to expand its operations. This compares to total equity of US$2.4bn as of end-June 2009 and improves its leverage on a pro-forma basis," says Elizabeth Allen, a Moody's VP/Senior Credit Officer. "The transaction should also foster further co-investment opportunities between Noble and CIC," adds Allen, also Moody's lead analyst for the company. Moody's understands that Noble plans to use the proceeds for general working capital needs, which will allow further room for the company to pursue its asset-medium and pipeline strategy. The rating action also takes into consideration Noble's steady margin generation amid the severe market volatility since 2008, and its ability to manage its scale through the recent economic cycle while maintaining satisfactory credit and liquidity profiles. The rating review will focus on assessing Noble's 1) financial leverage and liquidity positions over industry cycles; 2) sustainability of the group's profitability; 3) investment appetite; and 4) on-going risk management practices. Moody's last rating action with regard to Noble occurred on 25 November, 2008, when the company's rating was affirmed with a stable outlook. Noble's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, including the company's i) business risk and competitive position compared with its peers; ii) capital structure and financial risk; iii) projected performance 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 Noble's core industry; Noble's ratings are believed to be comparable to those of other issuers of similar credit risk. Headquartered in Hong Kong and listed on the Singapore Stock Exchange, Noble Group Ltd is mainly engaged in the sourcing and distribution of a wide range of commodity products in agriculture, energy and metals as well as the logistics management business. It has over 70 offices in 42 countries including Argentina, Brazil, Canada, Italy, Portugal, Spain, Switzerland, Turkey, and the United States. NTK HOLDINGS: Moody's Downgrades Corporate Family Rating to 'Ca' ---------------------------------------------------------------- Moody's Investors Service downgraded NTK Holdings, Inc.'s Corporate Family Rating to Ca from Caa3 and the Probability of Default Rating to C from Caa3. The outlook is negative. The downgrade follows the recent announcement by Nortek that it has begun a solicitation of votes from its creditors for its prepackaged plan of reorganization from holders of the notes issued by both NTK Holdings, Inc., and Nortek, Inc. Additionally, Nortek indicated that it intends to implement the prepackaged plan through the commencement of Chapter 11 cases by the Company and its domestic subsidiaries upon the conclusion of the solicitation, which is on or about October 16, 2009. Moody's notes that the company has already entered into agreement with at least two- thirds of the outstanding principal amount of the 8-1/2% Senior Subordinated Notes due 2014, as well as a substantial portion of the outstanding amount of the 10-3/4% Senior Discount Notes due 2014 and 10% Senior Secured Notes due 2013. These ratings/assessments were affected by this action: NTK Holdings, Inc. * Corporate Family Rating downgraded to Ca from Caa3; * Probability of Default Rating downgraded to C from Caa3; and, * $396.1 million Senior Discount Notes due 2014 downgraded to C (LGD5, 89%) from Ca (LGD5, 89%). Nortek, Inc. * $743.5 million Senior Secured Notes due 2013 downgraded to Caa2 (LGD2, 24%) from Caa1 (LGD2, 24%); and, * $625.0 million Senior Subordinated Notes due 2014 affirmed at Ca (LGD4, 65%). The last rating action was on August 26, 2009, at which time Moody's lowered NTK Holdings, Inc.'s Corporate Family Rating to Caa3. NTK Holdings, Inc., headquartered in Providence, Rhode Island, is a diversified manufacturer of branded, residential and commercial ventilation, HVAC, and home technology convenience and security products. Its products include range hoods and other ventilation products, heating and air conditioning systems, indoor air quality systems, and home technology products. Revenues for the last twelve month through July 4, 2009, totaled approximately $2.0 billion. P&L PLUMBING: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: P&L Plumbing 300 Columbus Circle, Suite J Edison, NJ 08837 Bankruptcy Case No.: 09-34198 Chapter 11 Petition Date: September 14, 2009 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Kathryn C. Ferguson Debtor's Counsel: Thomas K. Hynes, Esq. PO Box 1039 525 Palmer Avenue Maywood, NJ 07607 Tel: (201) 843-4344 Email: tk@thynes.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 Philip V. Del Negro, managing member of the Company. PDCC DEVELOPMENT: Pursuing $300,000 in DIP Loan for Main Course --------------------------------------------------------------- PDCC Development LLC, dba Palm Desert Country Club, is pursuing $300,000 in debtor-in-possession loan to be used for overseeding and the eventual reopening of the main course in November, K Kaufmann at The Desert Sun reports, citing PDCC co-owner Randy Case. Citing Mr. Case, The Desert Sun relates that the bankruptcy court could approve the loan later this week. According to The Desert Sun, PDCC closed its main 18-hole course on September 7, after a nine-hole course was closed in June. The Desert Sun states that Mr. Case admitted that if the loan doesn't come through, it could be PDCC's last shot, although he remained optimistic. Inspectors had toured the main course last week and found only minor problems, The Desert Sun says, citing Assistant City Manager Justin McCarthy. City officials said earlier this month that they would monitor PDCC for compliance with Palm Desert's health and safety codes. Palm Desert, California-based PDCC Development LLC, dba Palm Desert Country Club, filed for Chapter 11 bankruptcy protection on June 19, 2009 (Bankr. C.D. Calif. Case No. 09-23674). The Desert Sun says that Palm Desert Country Club listed more than $6.4 million in assets and more than $18.6 million in liabilities. PERPETUA HOLDINGS: Lets Go of Burr Oak Cemetery ----------------------------------------------- Maudlyne Ihejirkia at Chicago Sun-Times reports that Perpetua Holdings has ceded control of Burr Oak Cemetery in an agreement with Attorney General Lisa Madigan's office. According to the report, U.S. Bankruptcy Judge Pamela S. Hollis has approved the deal. Perpetua Holdings had regained control of Burr Oak after it filed for Chapter 11 protection. Under the new agreement, court- appointed receiver Roman Szabelski will be retained as a consultant and an independent chief operating officer will be brought in, Sun-Times states. The report says that Burr Oak remains closed. Perpetua Holdings of Illinois, Inc., together with affiliates Perpetua-Burr Oak Holdings of Illinois, L.L.C., and Perpetua, Inc. Filed for Chapter 11 on Sept. 14, 2009 (Bankr. N.D. Ill. Case No.: 09-34022). Attorneys at Shaw Gussis Fishman Glantz Wolfson & Tow represents the Debtors in their Chapter 11 effort. PILGRIM'S PRIDE: Trucking, Electricity Aren't 'Goods' ----------------------------------------------------- As to the issue of goods that are delivered 20 days prior to bankruptcy that are administrative claims under 11 U.S.C. Sec. 503(b)(9), Judge D. Michael Lynn said in a memorandum of opinion that: * Freight services provided by trucking companies constitute "services." * Electricity provided by electricity providers constitute "services." It is impossible for the consumer to return electricity after it has passed the meter point. * Gas delivered by gas providers constitutes "goods." * Sewage and garbage removal constitute "services," not goods. * Water supplied by providers to the Debtors constitute goods pursuant to Section 2-107 of the Uniform Commercial Code which provides that "a contract for the sale of minerals or the like, including oil and gas . . . is a contract for the sale of goods." Judge Lynn sustained, among other things, the Debtors' objections to the priority status of the 20-day claims of the trucking companies and electricity providers. The Gas Providers and the City of Nacogdoches are entitled to administrative claims under Section 503(b)(9) of the Bankruptcy Code to the extent of the value of gas and water delivered to the Debtors within 20 days prior to commencement of Debtors' chapter 11 cases, and to that extent the Debtors' objection to the claims are overruled, Judge Lynn ordered. A copy of Judge's ruling is available for free at: http://bankrupt.com/misc/Pilgrims_20-DayGoods_Ruling.pdf About Pilgrim's Pride Headquartered in Pittsburgh, Texas, Pilgrim's Pride Corporation (Pink Sheets: PGPDQ) -- http://www.pilgrimspride.com/-- employs roughly 41,000 people and operates chicken processing plants and prepared-foods facilities in 14 states, Puerto Rico and Mexico. The Company's primary distribution is through retailers and foodservice distributors. Pilgrim's Pride Corp. and six other affiliates filed Chapter 11 petitions on December 1, 2008 (Bankr. N.D. Tex. Lead Case No. 08-45664). The Debtors' operations in Mexico and certain operations in the United States were not included in the filing and continue to operate as usual outside of the Chapter 11 process. Pilgrim's Pride has engaged Stephen A. Youngman, Esq., Martin A. Sosland, Esq., and Gary T. Holzer, Esq., at Weil, Gotshal & Manges LLP, as bankruptcy counsel. The Debtors have also tapped Baker & McKenzie LLP as special counsel. Lazard Freres & Co., LLC, is the company's investment bankers and William K. Snyder of CRG Partners Group LLC as chief restructuring officer. The Company's claims and noticing agent is Kurtzman Carson Consulting LLC. A nine-member committee of unsecured creditors has been appointed in the case. As of December 27, 2008, the Company had $3,215,103,000 in total assets, $612,682,000 in total current liabilities, $225,991,000 in total long-term debt and other liabilities, and $2,253,391,000 in liabilities subject to compromise. Bankruptcy Creditors' Service, Inc., publishes Pilgrim's Pride Bankruptcy News. The newsletter tracks the Chapter 11 proceeding of Pilgrim's Pride Corp. and its various affiliates. PINNACLE SITE CONTRACTORS: Voluntary Chapter 11 Case Summary ------------------------------------------------------------ Debtor: Pinnacle Site Contractors, LLC 33 Cohasset Avenue Bourne, MA 02532 Bankruptcy Case No.: 09-18973 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: William C. Hillman Debtor's Counsel: Nina M. Parker, Esq. Parker & Associates 10 Converse Place Winchester, MA 01890 Tel: (781) 729-0005 Fax: (781) 729-0187 Email: nparker@ninaparker.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Donald E. Perry, manager of the Company. PNG VENTURES: Needs $8.4 Million to Fund Chapter 11 Plan -------------------------------------------------------- PNG Ventures Inc. and its debtor-affiliates delivered to the U.S. Bankruptcy Court for the District of Delaware a disclosure statement explaining the terms of their proposed Chapter 11 plan of reorganization. The Debtors said that, in addition to cash they will have on hand from normal business operations, they require about $8.4 million of cash to fund the Plan. Based on preliminary discussions prior to the bankruptcy filing with interested parties, the Debtors believe they will be able to enter a post Petition Date plan funding agreement with all necessary parties including Castlerigg PNG Investments LLC that will contain certain conditions to funding amounts needed to effectuate the Plan including, without limitation, due diligence analysis of the Plan and the Debtors' operation satisfactory to Castlerigg and a return to Castlerigg for the funding of a minimum of: * a restructured loan in the principal amount of $5.5 million, to be held on a pari-passu basis with the Medley NSSTL, except as otherwise noted herein and in the Plan, the form and substance of which, including all collateral documents relating thereto, shall be in a form acceptable to Castlerigg; and * approximately 5,300,000 shares of New PNG Common Stock, which equates to approximately 26.50% of the entire balance of outstanding shares of New PNG Common Stock on the effective date. According to the disclosure statement, the Plan contemplates: * settlement of the majority of the Company's senior credit facility for approximately 66% of the common stock of the newly reorganized Company, with the balance being settled for a combination of cash and a new four-year term loan; * settlement of the Company's trade debt and unsecured debt for approximately 28% of allowable claim amounts and 7.5% of the common stock of the newly reorganized Company; and * securing financing of approximately $8.4 million to fund the Plan, for a combination of a new four-year term loan and approximately 26.5% of the new common stock of the newly reorganized Company. Under the proposed plan, among other things, holders of Medley secured claims are expected to recover 14.8% of allowed secured claims and receive 66% of new PNG common stock. General unsecured creditors will recover the lesser of 28% or pro rata share of Class 5 fund plus pro rata share of 7.5% of Class new PNG common stock. Existing equity would be eliminated, including all options, warrants and other derivative instruments that are linked to the Company's existing equity. A full-text copy of the disclosure statement is available for free at http://ResearchArchives.com/t/s?4557 A full-text copy of the Chapter 11 plan of reorganization is available for free at http://ResearchArchives.com/t/s?4558 About PNG Ventures, Inc. Through its Applied LNG Technologies and other subsidiaries, the Company engages in the production, distribution, and sale of liquefied natural gas to customers consisting of public utilities, industrial end-users and other fleet customers within the transportation, manufacturing, distribution, and municipal markets, primarily in California, Arizona, and Nevada. The Company also offers turnkey fuel solutions, including delivery, equipment storage, fuel dispensing equipment, and fuel loading facilities. PNG Ventures and its affiliates filed for Chapter 11 on September 10, 2009 (Bankr. D. Del. Case No. 09-13162). Attorneys at Fox Rothschild LLP represent the Debtors in their restructuring effort. Logan & Co. serves as claims and notice agent. As of June 30, 2009, PNG had total assets of $41,416,000 against total debts of $47,519,000. PNG VENTURES: U.S. Trustee Sets Meeting of Creditors for October 8 ------------------------------------------------------------------ Roberta A. DeAngelis, Acting U.S. Trustee for Region 3, will convene a meeting of creditors in PNG Ventures, Inc. and debtor- affiliates' Chapter 11 cases on Oct. 8, 2009, at 11:00 a.m. The meeting will be held at J. Caleb Boggs Federal Building, Room 2112, 844 King Street, Wilmington, Delaware. 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. About PNG Ventures, Inc. Through its Applied LNG Technologies and other subsidiaries, the Company engages in the production, distribution, and sale of liquefied natural gas to customers consisting of public utilities, industrial end-users and other fleet customers within the transportation, manufacturing, distribution, and municipal markets, primarily in California, Arizona, and Nevada. The Company also offers turnkey fuel solutions, including delivery, equipment storage, fuel dispensing equipment, and fuel loading facilities. PNG Ventures and its affiliates filed for Chapter 11 on September 10, 2009 (Bankr. D. Del. Case No. 09-13162). Attorneys at Fox Rothschild LLP represent the Debtors in their restructuring effort. Logan & Co. serves as claims and notice agent. As of June 30, 2009, PNG had total assets of $41,416,000 against total debts of $47,519,000. PNG VENTURES: Wants to Hire Fox Rothschild as Bankruptcy Counsel ---------------------------------------------------------------- PNG Ventures, Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for authority to employ Fox Rothschild LLP as counsel. Fox Rothschild will, among other things: a) provide legal advice with respect to the Debtors' powers and duties as debtors-in-possession in the continued operation of its businesses, management of its property and administration of its estate; b) take necessary action to protect and preserve the Debtors' estate, including the prosecution of actions on behalf of the Debtors and the defense of actions commenced against the Debtors; and c) prepare, present and respond to, on behalf of the Debtors, necessary applications, answers, orders, reports and other legal papers in connection with the administration of its estate. Hal L. Baume, Esq., a partner at Fox Rothschild, tells the Court that prior to the petition date, the firm received a $285,072 in connection with consultations with the Debtors with respect to their financial difficulties, attempts for an out-of-court restructuring, preparation of bankruptcy documents, and its proposed postpetition representation of the Debtors. The principal attorneys and paralegal designated to represent the Debtors and their hourly rates are: Mr. Baume, Esq. $550 Martha B. Chovanes, Esq. $385 Joseph R. Zapata, Jr., Esq. $390 L. Jason Cornell, Esq. $360 Robin Solomon, paralegal $235 Mr. Baume assures the Court that Fox Rothschild is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Baume can be reached at: Fox Rothschild LLP 997 Lenox Drive, Building 3 Lawrenceville, NJ 08648 Tel: (609) 895-3302 Fax: (609) 896-1469 About PNG Ventures, Inc. Through its Applied LNG Technologies and other subsidiaries, the Company engages in the production, distribution, and sale of liquefied natural gas to customers consisting of public utilities, industrial end-users and other fleet customers within the transportation, manufacturing, distribution, and municipal markets, primarily in California, Arizona, and Nevada. The Company also offers turnkey fuel solutions, including delivery, equipment storage, fuel dispensing equipment, and fuel loading facilities. PNG Ventures and its affiliates filed for Chapter 11 on September 10, 2009 (Bankr. D. Del. Case No. 09-13162). Attorneys at Fox Rothschild LLP represent the Debtors in their restructuring effort. Logan & Co. serves as claims and notice agent. As of June 30, 2009, PNG had total assets of $41,416,000 against total debts of $47,519,000. QSGI INC: Eric Nelson Steps Down as Chief Financial Officer ----------------------------------------------------------- QSGI Inc. on September 11, 2009, received notification that Eric Nelson had tendered his resignation as Chief Financial Officer of the Company effective immediately, due to personal reasons. Palm Beach, Florida-based QSGI, Inc., and its affiliates provide technology services and maintenance geared towards both uses of enterprise class hardware as well as the uses of business - competing hardware. The Debtors filed for Chapter 11 on July 2, 2009 (Bankr. S.D. Fla. Lead Case No. 09-23658). Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara, Landau P.A., represents the Debtors in their restructuring efforts. The Debtors listed between $10 million and $50 million each in assets and debts. QUIGLEY CO: Pfizer Faces $5 Billion in Claims at Trial ------------------------------------------------------ U.S. Bankruptcy Judge Stuart Bernstein began hearings on September 23 on Quigley Co.'s proposed Chapter 11 plan, which provides for a $450 million contribution from former parent Pfizer Inc., in exchange a release from asbestos liabilities. Quigley was acquired by Pfizer in 1968 and sold small amounts of products containing asbestos until the early 1970s. In September 2004, Pfizer and Quigley took steps that were intended to resolve all pending and future claims against the Company and Quigley in which the claimants allege personal injury from exposure to Quigley products containing asbestos, silica or mixed dust. Quigley filed for bankruptcy in 2004 and has a Chapter 11 plan and a settlement with Chrysler. Quigley has filed a plan, which was accepted by the required majorities of creditors, creates trusts to take over asbestos liability and in the process shield New-York-based Pfizer from claims. Under the proposed Chapter 11 plan, Pfizer is paying about $450 million into a trust to satisfy claims about products for which it allegedly has derivative liability. According to Bloomberg's Tiffany Kary, the "channeling injunction" of the Bankruptcy Code would direct all future claims into the trust, covering death or personal injury claims related to Insulag, Panelag and Damit, products for the steel industry that contained asbestos and were made from the time of World War II to the 1970s. Certain of the asbestos claimants have questioned the deal. An ad hoc group of so-called asbestos victims, representing 30,000 individuals, said Pfizer's liability could exceed $5 billion, and has questioned whether it can use the bankruptcy code to shield itself. Pfizer said in court documents that the $5 billion number is "meritless." "I will take evidence regarding the range of liabilities that Pfizer may be released from and I'll factor that into the determination of whether it's fair and equitable," Judge Bernstein said at the Sept. 23 trial. The trial is scheduled to run at least seven days and conclude October 16. About Quigley Company Quigley Company, Inc., a division of Pfizer Inc., sold asbestos- containing insulation products until the early 1970s. Quigley filed for protection under chapter 11 on Sept. 3, 2004 (Bankr. S.D.N.Y. Case No. 04-15739) in order to implement a proposed global resolution of all pending and future asbestos-related personal injury liabilities. Asbestos victims and Pfizer have negotiated a settlement which calls for Pfizer to pay $430 million to 80% of existing plaintiffs. It will also place an additional $535 million into an asbestos settlement trust that will compensate future plaintiffs as well as the remaining 20% of current plaintiffs with claims against Pfizer and Quigley. The compensation deal is worth $965 million all up. Of that $535 million, $405 million is in a 40-year note from Pfizer, while $100 million will come from insurance policies. Lawrence V. Gelber, Esq., and Michael L. Cook, Esq., at Schulte Roth & Zabel LLP, represent the Debtor in its restructuring efforts. Elihu Inselbuchm Esq., at Caplin & Drysdale, Chartered, represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed $155,187,000 in total assets and $141,933,000 in total debts. RAPID LINK: Hires GHP Horwath as Independent Accountants -------------------------------------------------------- Effective September 15, 2009, Rapid Link, Incorporated, has engaged GHP Horwath, P.C., as its independent registered public accounting firm. During Rapid Link's two most recent fiscal years and any subsequent interim period prior to the engagement of GHP Horwath, P.C., neither Rapid Link nor anyone on Rapid Link's behalf consulted with GHP Horwath, P.C., regarding either (i) the application of accounting principles to a specified transaction, either contemplated or proposed, or the type of audit opinion that might be rendered on Rapid Link's financial statements or (ii) any matter that was either the subject of a "disagreement" or a "reportable event." On August 13, 2009, KBA Group, LLP resigned as the Company's independent registered public accounting firm. About Rapid Link Rapid Link, Incorporated, and its subsidiaries have served as facilities-based, communication companies providing various forms of voice and data services to customers around the world. Rapid Link provides a multitude of communication services targeted to small and medium sized businesses, as well as individual consumers. These services include the transmission of voice and data traffic over public and private networks. The Company also sells foreign and domestic termination of voice traffic into the wholesale market. RAPID LINK: Net Loss Widens to $2.5 Million for July 31 Quarter --------------------------------------------------------------- Rapid Link, Incorporated, posted wider net loss of $2,539,362 for the three months ended July 31, 2009, from a net loss of $662,934 for the same quarter in 2008. Rapid Link's net loss for the nine months ended July 31, 2009, swelled to $4,353,223 from a net los of $473,558 for the same period in 2008. Rapid Link booked revenues of $3,319,691 for the three months ended July 31, 2009, from $4,483,714 for the same quarter in 2008. For the nine months ended July 31, 2009, the Company booked revenues of $12,529,181 from $11,947,543 for the same period the past year. At July 31, 2009, Rapid Link had $9,788,627 in total assets and $17,508,548 in total liabilities, resulting in $7,719,921 in stockholders' deficit. Rapid Link's July 31, 2009 balance sheet showed strained liquidity with $992,361 in total current assets against $6,486,677 in total current liabilities. "Funding of our working capital deficit, current and future operating losses, and expansion will require continuing capital investment, which may not be available to us. We do not have sufficient capital for the upcoming twelve months without additional debt or equity capital being raised. Although to date we have been able to arrange the debt facilities and equity financing, . . . there can be no assurance that sufficient debt or equity financing will continue to be available in the future or that it will be available on terms acceptable to us," the Company said. "Based on a negative operating cash flow during fiscal year 2008, and generally a history of negative operating cash flows, our fiscal 2008 audit report includes an explanatory paragraph indicating doubt about our ability to continue as a going concern," the Company said. 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?455b About Rapid Link Rapid Link, Incorporated, and its subsidiaries have served as facilities-based, communication companies providing various forms of voice and data services to customers around the world. Rapid Link provides a multitude of communication services targeted to small and medium sized businesses, as well as individual consumers. These services include the transmission of voice and data traffic over public and private networks. The Company also sells foreign and domestic termination of voice traffic into the wholesale market. RITZ CAMERA: Chapter 11 Plan to Be Filed by End of October ---------------------------------------------------------- Ritz Camera Centers Inc., which has sold its key assets, sought a third extension of its exclusive period to file a Chapter 11 plan. According to Bill Rochelle at Bloomberg, Ritz said that it's working with the creditors' committee and expects to file a plan by the end of October. It wants its exclusivity pushed back by 35 days to Oct. 26. The Bankruptcy Court approved on July 23, 2009, CEO David Ritz's purchase of the assets of Ritz Camera Centers from the bankruptcy estate. The sale closed on July 24. Mr. Ritz's $33.1 million going concern offer outbid offers by liquidators. About Ritz Camera Headquartered in Beltsville, Maryland, Ritz Camera Centers, Inc. - - http://www.ritzcamera.com/-- sells digital cameras and accessories, and electronic products. The Company filed for Chapter 11 protection on February 22, 2009 (Bankr. D. Del. Case No. 09-10617). Irving E. Walker, Esq., Gary H. Leibowitz, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Baltimore, are bankruptcy counsel to the Debtor. Norman L. Pernick, Esq., and Karen M. Mckinley, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, serve as local counsel. Thomas & Libowitz, P.A., is Debtor's special corporate counsel and conflicts counsel. Marc S. Seinsweig, at FTI Consulting, Inc, acts as the Debtor's chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and noticing agent. Attorneys at Cooley Godward Kronish LLP represent the official committee of unsecured creditors as lead counsel. The Committee selected Bifferato LLC as Delaware counsel. In its schedules, the Debtor listed total assets of $277 million and total debts of $172.1 million. ROBERT WILSON BARNES: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Joint Debtors: Robert Wilson Barnes Colleen Marie Barnes 1 Yorkswell Lane Greenville, SC 29607-4962 Bankruptcy Case No.: 09-07014 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court District of South Carolina (Spartanburg) Judge: Helen E. Burris Debtors' Counsel: Robert H. Cooper, Esq. 3523 Pelham Road, Suite B Greenville, SC 29615 Tel: (864) 271-9911 Email: bknotice@thecooperlawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtors did not file a list of their 20 largest unsecured creditors when they filed their petition. The petition was signed by the Joint Debtors. ROGER DALE PHILLIPS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Joint Debtors: Roger Dale Phillips, II Rebecca Lynn Phillips 4043 Courtside Way Tampa, FL 33618 Bankruptcy Case No.: 09-21317 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtors' Counsel: Buddy D. Ford, Esq. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 Email: Buddy@tampaesq.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 $3,695,755, and total debts of $5,561,835. 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/flmb09-21317.pdf The petition was signed by the Joint Debtors. RRI ENERGY: Moody's Affirms Speculative Grade Liquidity Rating -------------------------------------------------------------- Moody's Investors Service affirmed the speculative grade liquidity rating for RRI Energy (B1 CFR/stable outlook) at SGL-1, following the company's recently launched tender offer. Moody's said that the September 21st tender offer, for up to $250 million of several senior secured securities of RRI Energy, is a modest credit positive and is neutral to RRI's liquidity profile. "The decision to utilize a portion of the large cash balance to tender for several of the secured notes is viewed as a modest credit positive" said Jim Hempstead, Senior Vice President. "And Moody's incorporate a view that an additional $400 million of cash will be utilized for the maturity of the Orion 12% senior unsecured notes due in May 2010. These debt reduction actions are viewed positively for the credit profile." RRI's cash balance was approximately $1.5 billion as of June 30, 2009. In addition, for the twelve months ended June 2009, RRI produced approximately $479 million in cash flow from operations and incurred approximately $400 million for capital expenditures, resulting in roughly $80 million of free cash flow. RRI has $750 million of credit facilities, a $500 million senior secured revolver expiring in 2012 and a $250 million letter of credit facility expiring in 2014. As of June 30, 2009, approximately $40 million of LC's were posted from the revolver, leaving roughly $460 million available. The $250 million letter of credit facility is fully utilized. The senior secured revolver has a maximum consolidated secured leverage ratio of 4.0x adjusted EBITDA, and RRI remains comfortably within compliance. RRI's B1 CFR rating is benefited by the diversity of its approximately 14 GW's merchant fleet, from both a geographic and dispatch perspective, but are somewhat constrained by the operating performance and efficiency of the assets, as evidenced by the low fleet capacity factors. The ratings are further constrained by the company's exposure to steadily increasing environmental regulations, exposure to volatile commodity prices and the potential for carbon dioxide emission regulations. The last rating action on RRI occurred on June 3, 2009, when the ratings were downgraded by one notch due to declining financial metrics. Headquartered in Houston, Texas, RRI is an independent power producer that owns a portfolio of approximately 14,000 MW's of electric generating assets. SANDBRECK: Chapter 11 Case Summary & Unsecured Creditor ------------------------------------------------------- Debtor: SandBreck, L.P., a Limited Partnership 10 Faraday Irvine, CA 92618 Bankruptcy Case No.: 09-20070 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Scott C. Clarkson, Esq. 3424 Carson St, Suite 350 Torrance, CA 90503 Tel: (310) 542-0111 Fax: (310) 214-7254 Email: sclarkson@lawcgm.com Estimated Assets: $50,001 to $100,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified CB Richard Ellis with a listing agent debt claim for $51,846 as its largest unsecured creditor. A full-text copy of the Debtor's petition, including a list of its largest unsecured creditor, is available for free at: http://bankrupt.com/misc/cacb09-20070.pdf The petition was signed by John D. Gantes. SARATOGA RESOURCES: Beefs Up Plan Before Disclosure Hearing ----------------------------------------------------------- Saratoga Resources Inc. -- which is already offering 100 cents on the dollar to all creditors but mostly with debt -- beefed up its offer to its second-lien lender and general unsecured creditors in a revised plan and disclosure statement. Wayzata Investment Partners LLC, the second-lien lender on a $97.5 million credit, is now being offered an interest-only note for the first two years at 10% interest per annum, if it accepts the Plan. In addition, it would receive 5% of the stock, if it votes in favor of the Plan. In the original plan, Wayzata, if it votes on the plan, would only begin receiving interest starting seven months after the plan is implemented. The revised plan retains the provisions providing that Wayzata would receive (i) starting at the 25th month until the 60th month after the effective date of the Plan, monthly principal payments plus 10% interest per annum, and (ii), a balloon payment of amounts still due five years after the plan takes effect If Wayzata rejects the Plan, it would receive no stock, although the payments on the note would be the same. Previously, the Plan called for quarterly interest payments for the next five years, and then a balloon payment of all amounts due after the five years expire. Each general unsecured creditor, under the revised plan, will receive (i) 90% of its claim on the effective date of the Plan and the remaining 10% within 90% of the Effective Date plus interest, (ii) or 100% of its claim on the later of the Effective Date and the date the claim becomes an allowed claim. Under the original plan, each general unsecured creditor will receive (i) 80% of its claim on the effective date of the Plan and the remaining 20% within 90% of the Effective date plus 6% interest per annum, (ii) or 98% of its claim on the later of the Effective Date and the date the claim becomes an allowed claim. Like in the original plan, first lien lender Macquarie Bank Ltd., owed $12.6 million, would have its claims reinstated in the reorganized company with "the same validity, priority, and extent" that existed when Saratoga filed for bankruptcy. Holders of existing equity interests will receive identical interests in Reorganized Saratoga. Holders of warrants will retain their interests on the Effective Date. The hearing to consider approval of the disclosure statement is set for Oct. 6. Copies of the Amended Plan and Disclosure Statement are available for free at: http://bankrupt.com/misc/Saratoga_AmendedDS.pdf http://bankrupt.com/misc/Saratoga_AmendedPlan.pdf About Saratoga Resources Saratoga Resources Inc. (OTCBB: SROEQ) is an independent exploration and production company with offices in Houston and Covington. Saratoga engages in the acquisition and development of oil and gas producing properties that allow the Company to grow through low-risk development and risk-managed exploration. Saratoga operates 14 fields in Louisiana and Texas with 106 active producing wells. Current net production is approximately 3,000 barrels of oil equivalent per day -- BOEPD -- with 70% oil versus gas. Principal holdings cover 37,756 gross (34,246 net) acres, mostly held-by-production, located in the state waters offshore Louisiana. Saratoga Resources, Inc., and certain operating subsidiaries filed on March 31, 2009, voluntary Chapter 11 petitions in the U.S. Bankruptcy Court for the Western District of Louisiana in Lafayette, Louisiana. Saratoga is being advised by its legal counsel, Adams & Reese LLP; its investment banker, Pritchard Capital Partners LLC; and its financial advisor, Ambrose Consulting LLC. The case is In Re Harvest Oil and Gas, LLC (Bankr. W.D. La. Lead Case No. 09-50397). Robin B. Cheatham, Esq., at Adams & Reese LLP, represents the Debtors in their restructuring efforts. The Debtors listed between $100 million and $500 million each in assets and debts. SEMGROUP LP: Asks U.S. Court to OK Cross-Border Protocol -------------------------------------------------------- SemCanada Crude Company, SemCams ULC, SemCanada Energy Company, A.E. Sharp Ltd., CEG Energy Options, Inc., 3191278 Nova Scotia Company and 1380331 Alberta ULC previously asked the Honorable Madame Justice Romaine in the Court of Queen's Bench of Alberta, in the Judicial District of Calgary, Canada, to approve and implement a cross-border protocol. Madame Justice Romaine entered an order approving the Cross- Border Protocol on May 22, 2009, citing that the Cross-Border Protocol will become effective upon its approval by the United States Bankruptcy Court for the District of Delaware. By this motion, the Debtors ask Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the Southern District of New York to approve the Cross-Border Protocol. The salient terms of the Cross-Border Protocol are: * The Bankruptcy Court and the Canadian Court may communicate with one another with respect to any procedural matter relating to the CCAA Proceedings and the Chapter 11 Cases, including jurisdictional matters; * The Bankruptcy Court and the Canadian Court may coordinate activities in the CCAA Proceedings and the Chapter 11 cases in that, if appropriate, the subject matter of any particular action, suit, request, application or other proceeding is determined in a single court; * The Bankruptcy Court and the Canadian Court may conduct joint hearings with respect to any cross-border matter or the interpretation or implementation of the Cross-Border Protocol where both the Bankruptcy Court and the Canadian Court consider a joint hearing to be necessary. Those joint hearings are subject to procedural guidelines as set forth in the Cross-Border Protocol. * Any estate representatives, including trustees or examiners appointed in the Debtors' Chapter 11 Cases will be subject to the sole and exclusive jurisdiction of the Court. Similarly, any estate representatives, including the monitor, appointed in the Canadian Proceedings will be subject to the sole and exclusive jurisdiction of the Canadian Court. * The Chapter 11 Debtors, their creditors and other parties- in-interest in their Chapter 11 cases will have the right to appear and be heard in the Canadian Proceedings. The Canadian Court will have jurisdiction over the Debtors and their representatives with respect to the matters they will appear before the Canadian Court. Moreover, the Bankruptcy Court will have jurisdiction over the Canadian Debtors with respect to matters they will appear before the Bankruptcy Court. * Notice of any motion, application, or other pleading filed in the Chapter 11 Cases or the Canadian Proceedings relating to matters addressed by the Cross-Border Protocol will be provided to certain parties identified in the Cross-Border Protocol. * The Bankruptcy Court will recognize the validity of stay proceedings before the Canadian Court. Similarly, the Canadian Court will recognize the validity of stay proceedings before the Bankruptcy Court. * Disputes arising from the application of the Cross-Border Protocol will be resolved pursuant to the Cross-Border Protocol. A full-text copy of the Cross-Border Protocol is available for free at: http://bankrupt.com/misc/semgroup_cross-borderprotocol.pdf Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, notes that a cross-border protocol is needed to ensure that (i) the Canadian Proceedings and the Debtors' Chapter 11 cases are coordinated to avoid inconsistent or conflicting activities; (ii) all parties are provided sufficient notice of key issues in both the Canadian Proceedings and the Debtors' Chapter 11 cases; (iii) the substantive rights of all parties are protected; and the jurisdictional integrity of each of the Bankruptcy Court and the Canadian Court is preserved At the Debtors' behest, the Court shortened notice with respect to the Cross-Border Protocol Motion and scheduled hearing on the Cross-Border Protocol Motion for September 24, 2009, and with an objection deadline on September 22. About SemGroup L.P. SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-11525). John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. is the Debtors' claims agent. The Debtors' financial advisors are The Blackstone Group L.P. and A.P. Services LLC. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represent the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. The CCAA stay expires on November 21, 2008. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. In their petition, they showed more than $1,000,000,000 in estimated total assets and more than $1,000,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by SemGroup L.P. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-700) SEMGROUP LP: Proposes to Amend Deals With McCoy Petroleum --------------------------------------------------------- SemGroup LP and its affiliates seek the Court's authority to amend certain prepetition agreements they entered into with McCoy Petroleum Corporation. McCoy Petroleum and Debtor SemGas Gathering, L.L.C., entered into a purchase and sale agreement, whereby McCoy Petroleum assigned its rights under a purchase and sale agreement among McCoy Petroleum, Henry Holding, LP, and BCCK Engineering, to purchase all of the membership interests in Debtor SemKan L.L.C., provided that SemGas agreed to grant McCoy Petroleum and Discovery Capital, L.L.C., an option to purchase 49% of the interests in SemKan. In connection with the PSA, SemGas acquired all of the membership interests in SemKan and granted McCoy Petroleum and Discovery the option to purchase 49% of the membership interests in SemKan pursuant to an option agreement. SemKan and McCoy Petroleum also entered into a dedication agreement, whereby McCoy Petroleum agreed to dedicate all of the natural gas produced from certain wells to SemKan's operating plant and pipeline system. SemKan and McCoy Petroleum are parties to a gas purchase and conditioning agreement, whereby SemKan will purchase all of the natural gas produced from McCoy Petroleum's wells. SemGas Gathering and McCoy Petroleum also entered into a gas purchase agreement, whereby SemGas Gathering will purchase all of the natural gas from McCoy Petroleum's wells. Since SemKan's operating plant and pipeline system is idle and production from McCoy Petroleum's wells is dedicated to only SemKan's operating plant and pipeline system. Against this backdrop, the parties determined to amend the Agreements. Under an amended Option Agreement, McCoy Petroleum will be granted an option to purchase 49% of the total outstanding membership interests in SemGas Gathering. The term of the Option Agreement is extended to four years to secure the amendments to the Gas Purchase Agreements and the Dedication Agreement. Pursuant to an amended Dedication Agreement, the term of the Dedication Agreement is eight years and McCoy Petroleum no longer has the ability to terminate the Amended Gas Purchase Agreement upon 30 days notice. McCoy Petroleum agreed to dedicate all of the natural gas produced from certain wells to both SemKan's operating plant and pipeline system and SemGas Gathering's operating plant and pipeline system. McCoy Petroleum also agreed to dedicate additional wells under the Amended Dedication Agreement. The Amended Dedication Agreement will terminate if the Court does not approve the Amended Option Agreement. Moreover, under the Amended Gas Purchase and Conditioning agreement, the term of the agreement is extended to eight years and McCoy Petroleum no longer has the ability to terminate the Amended Gas Purchase Agreement upon 30 days notice. The Amended Gas Purchase Agreement will terminate if the Court does not approve the Amended Option Agreement. Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, points out that the amendments provide SemGas Gathering and SemKan the ability to continue to earn revenue in connection with natural gas produced by McCoy's wells for eight more years without the risk of McCoy terminating the Amended Gas Purchase Agreement. About SemGroup L.P. SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-11525). John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. is the Debtors' claims agent. The Debtors' financial advisors are The Blackstone Group L.P. and A.P. Services LLC. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represent the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. The CCAA stay expires on November 21, 2008. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. In their petition, they showed more than $1,000,000,000 in estimated total assets and more than $1,000,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by SemGroup L.P. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-700) SEMGROUP LP: Proposes Settlement With NuStar Pipeline ----------------------------------------------------- SemGroup LP and its affiliates ask the Court to approve a settlement agreement among Debtors SemFuel, L.P., and SemMaterials, L.P., on the one hand, and NuStar Pipeline Operating Partnership, L.P., formerly known as Kaneb Pipe Line Operating Partnership, L.P.; NuStar Logistics L.P.; and NuStar Marketing LLC, on the other hand. As part of the Settlement Agreement, the Debtors seek Court authority (i) pursuant to Sections 363(b)(1) and 105 of the Bankruptcy Code, to sell a new tank to Nustar Marketing free and clear of liens and (ii) pursuant to Section 363, (x) to enter into an assignment and assumption agreement executed between SemFuel and NuStar Marketing; and (y) to assign a system storage agreement and sublease agreement to NuStar Marketing. Under a Tank Lease Agreement, SemFuel leases a 125,000 barrel capacity tank from NuStar Pipeline. Under a Pipeline Throughput Agreement, SemFuel leased space on the NuStar Pipeline interest state pipeline system. Pursuant to a System Storage Agreement, SemFuel acquired storage in the NuStar Pipeline interstate pipeline system and NuStar Pipeline will lease a 200,000 barrel storage tank to be constructed by SemFuel. Under a Sublease Agreement, SemFuel subleased certain real property in El Dorado, Kansas where the New Tank is located. The NuStar Entities assert these claims against the relevant Debtors: -- NuStar Marketing's reclamation demand for $307,638 against SemMaterials; -- NuStar Energy L.P.'s prepetition general unsecured claims for $141,764 against SemFuel and NuStar Marketing's prepetition general unsecured claims against SemFuel for $1,881,936; -- NuStar Pipeline's Claim No. 5330 against SemFuel for $6,403,100 in rejection damages; and -- NuStar Marketing's twenty day claim for $402,836 against SemMaterials. Under the System Storage Agreement, SemFuel sought for reimbursement of $250,000 of construction costs relating to the New Tank. NuStar Pipeline disputes SemFuel's entitlement to the Construction Claim. To resolve the disputes and claims under the NuStar Agreements, the parties entered into the Settlement Agreement, which provides that: * NuStar Marketing will purchase from SemFuel all its right and interest under the New Tank and all related documents, including warranties related to the manufacture and installation of the New Tank for $2.9 million, free and clear of all liens. SemFuel is given 60 days from the Court approval of the Stipulation to sell or remove the inventory held in the NuStar Entities' interstate pipeline system. * The Debtors will assume and assign the Assigned Agreements to NuStar Marketing and will have no cure obligations with respect to the Assigned Agreements. * The parties further agree that the amount of NuStar Marketing's Twenty Day Claim is $307,638. The NuStar Entities will release certain claims against the Debtors relating to the NuStar Agreements, the New Tank, the Reclamation Claim, the Construction Claim, the Payment Claims and the Rejection Claim. The Debtors insist that approval of the Settlement Agreement would eliminate the attendant risk of litigation. Similarly, the Debtors maintain that SemFuel no longer has a use for the New Tank and the $2.9 million purchase price of the New Tank is the highest and best offer for the New Tank. The Debtors further ask the Court to shorten notice with respect to the Settlement Motion and to schedule a hearing on the Settlement Motion for September 24, 2009, with an objection deadline on September 23. About SemGroup L.P. SemGroup, L.P., -- http://www.semgrouplp.com/-- is a midstream service company that provides diversified services for end users and consumers of crude oil, natural gas, natural gas liquids and refined products. Services include purchasing, selling, processing, transporting, terminalling and storing energy. SemGroup serves customers in the United States, Canada, Mexico and Wales. SemGroup L.P. and its debtor-affiliates filed for Chapter 11 protection on July 22, 2008 (Bankr. D. Del. Lead Case No. 08-11525). John H. Knight, Esq., L. Katherine Good, Esq. and Mark D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller, Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil, Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A. Mayer, Esq., at Weil Gotshal & Manges LLP, represent the Debtors in their restructuring efforts. Kurtzman Carson Consultants L.L.C. is the Debtors' claims agent. The Debtors' financial advisors are The Blackstone Group L.P. and A.P. Services LLC. Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter Anderson & Corroon LLP, represent the Debtors' prepetition lenders. SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude Company, sought protection under the Companies' Creditors Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc., is the appointed monitor of SemCanada Crude Company and its affiliates' reorganization proceedings before the Canadian Companies' Creditors Arrangement Act. The CCAA stay expires on November 21, 2008. SemGroup L.P.'s consolidated, unaudited financial conditions as of June 30, 2007, showed $5,429,038,000 in total assets and $5,033,214,000 in total debts. In their petition, they showed more than $1,000,000,000 in estimated total assets and more than $1,000,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes SemGroup Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by SemGroup L.P. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-700) SHUMATE INC: U.S. Trustee Sets Meeting of Creditors for October 29 ------------------------------------------------------------------ The U.S. Trustee for Region 18 will convene a meeting of creditors in Shumate, Inc., and debtor-affiliates' Chapter 11 cases on Oct. 29, 2009, at 10:30 a.m. The meeting will be held at Richland Federal Building, 825 Jadwin Avenue, Richland, 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. Kennewick, Washington-based Shumate, Inc., and its affiliates filed for Chapter 11 on Sept. 9, 2009 (Bankr. E.D. Wash. Case Nos. 09-05078 to 09-05081). Barry W. Davidson, Esq., at Davidson Backman Medeiros PLLC represents the Debtors in their restructuring efforts. In its petition, the Debtors listed assets and debts both ranging from $10,000,001 to $50,000,000. SIKDER EMPIRE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Sikder Empire, Inc. dba Orange Empire Car Wash 2051 Redlands Blvd. Redlands, CA 92373 Bankruptcy Case No.: 09-32203 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Central District of California (Riverside) Debtor's Counsel: Bradley E. Brook, Esq. Law Offices of Bradley E Brook 523 W 6th St, Suite215 Los Angeles, CA 90014 Tel: (213) 630-2887 Fax: (213) 630-2886 Email: bbrook@bbrooklaw.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/cacb09-32203.pdf The petition was signed by Dipu Haque, president of the Company. STANT CORP: To Exit Chapter 11 Bankruptcy Protection in October --------------------------------------------------------------- Stant Corp. says it continues to make substantial progress in its effort to emerge from its July 2009 Chapter 11 filing. The September 15 Delaware court hearing approved the Stant asset purchase by the stalking horse bidder, HIG affiliate, Vapor Acquisition Corporation. This latest court action means Stant will emerge from the Chapter 11 process earlier than planned. The next steps for Stant will be to complete the sale in October and immediately return to normal operations of the business. From the initial July 27, 2009 filing date, Stant's time in the Chapter 11 process will be less than 75 days. Stant CEO Marlon Bailey said, "This is great news for Stant's family of customers, suppliers, and employees. The emerging company will be well positioned to support current customers and new projects. We appreciate all of the support our customers, employees, and suppliers have shown through this short Chapter 11 reorganization period. We also thank the many professional people and the Delaware Court for the support provided during Chapter 11. Stant will emerge from Chapter 11 with a capital structure that supports organic growth opportunities and position Stant to be a financially healthy and stable organization. All of us at Stant look forward to continuing to serve customers well and growing our business." About H.I.G. Capital H.I.G. Capital -- http://www.higcapital.com-- is a leading global private equity investment firm with more than $7.5 billion of equity capital under management. Based in Miami, and with offices in Atlanta, Boston, and San Francisco in the U.S., as well as affiliate offices in London, Hamburg, and Paris in Europe, H.I.G. specializes in providing capital to small and medium-sized companies with attractive growth potential. Since its founding, H.I.G. invested in and managed more than 200 companies worldwide. The firm's current portfolio includes companies with combined revenues in excess of $7 billion. About Stant Corporation Stant Corp. is headquartered in Connersville, Indiana, and has facilities in Pine Bluff, Arkansas, Mexico, China, and the Czech Republic. Founded in 1898, Stant has earned its reputation for quality and innovation in the automotive industry. Stant is recognized as the world's leading supplier of automotive and industrial fuel, oil and radiator caps, fuel vapor control valves and thermostats for both the original equipment markets and the automotive aftermarket. Stant Corp. and five affiliated companies filed for Chapter 11 bankruptcy protection on July 27, 2009 (Bankr. D. Del 09-12647). In its petition, Stant Corp. listed $50 million to $100 million in debts against $50 million to $100 million in assets. Sandra G.M. Selzer, Esq., and Scott D. Cousins, Esq., at Greenberg Traurig, LLP, in Wilmington, Delaware, serve as the Debtors' counsel. STREAM GLOBAL: Moody's Assigns Corporate Family Rating at 'B1' -------------------------------------------------------------- Moody's Investors Service assigned first-time ratings to Stream Global Services, Inc. (Corporate Family Rating of B1; Probability of Default Rating of B1; senior secured notes rating of B1; and speculative grade liquidity rating of SGL-2) with a stable outlook. Stream is a global provider of customer relationship management and other business process outsourcing services. The ratings were assigned in connection with Stream's proposed acquisition of BPO provider eTelecare Global Solutions, Inc. in a stock-for-stock exchange. Following transaction closing, existing Stream and eTelecare shareholders will own roughly 57.5% and 42.5%, respectively of the combined company. Private equity sponsors of Stream (Ares Management) and eTelecare (Providence Equity Partners and Ayala Corporation) are rolling over their total equity investment of $330 million made in cash into common equity in the combined company. Net cash proceeds from the proposed $200 million senior secured notes plus balance sheet cash will be used to refinance existing debt at both companies and for general corporate purposes. The assigned ratings are subject to review of final documentation and no material change in the terms and conditions of the transaction as advised to Moody's. These first-time ratings/assessments were assigned: * Corporate Family Rating -- B1 * Probability of Default Rating -- B1 * $200 Million Senior Secured Notes due 2014 -- B1 (LGD-4, 56%) * Speculative Grade Liquidity Rating -- SGL-2 Stream's B1 Corporate Family Rating is constrained by its significant customer concentration and the potential variability in operating performance that could result from only a few customer losses or rapid changes in call volumes, especially given that the bulk of Stream's customers are in the highly volatile technology hardware and telecommunications industries. The B1 rating also takes into consideration the highly competitive nature of the CRM market. Though the combination with eTelecare will create one of the leading CRM players with coverage across multiple service offerings and geographic regions, Stream will increasingly compete against larger players with greater resources and capabilities that could price their service offerings more aggressively to win new business. Additional factors that constrain the rating at B1 include high labor costs and employee turnover associated with the CRM business, Stream's history of net losses and low return on assets, as well as the sizable goodwill and intangible assets on the balance sheet (roughly 100% of stockholders' equity) post transaction closing. At the same time, the B1 rating considers Stream's long-standing and deep client relationships. Moody's believe this helps to partially mitigate its large exposure to a small customer base. The rating also reflects Stream's enhanced scale, improved geographic diversity and multi-lingual capabilities, expanded portfolio and complementary service offerings as well as $21 million of identified cost synergies following the eTelecare purchase. Stream's proven and experienced management team is a credit positive that is also factored in the rating. Finally, the rating recognizes the secular outsourcing trend in the CRM space that is expected to provide good growth potential longer term. Pro forma for the transaction, gross debt (Moody's adjusted to include capitalized operating leases) is roughly $397 million resulting in financial leverage, as measured by debt to EBITDA (Moody's adjusted to include synergies), of approximately 3.6x for the LTM period, which is comparable to its B1 rated industry peers. Given that Stream is expected to be modestly free cash flow (FCF) positive over the near-term, Moody's do not expect substantial debt repayment over the next 12 - 18 months, barring a public equity offering. The stable rating outlook incorporates the potential for some improvement in financial leverage and interest coverage metrics as cost synergies are realized and EBITDA expands, as well as expectations for continued steady customer relationships and improved operating margin stability resulting from enhanced scale following the combination. Though management expects the combined enterprise to approach $1 billion in revenues by year end 2010, Moody's believe the company could be challenged to reach this target given the expected increase in competition and likely pricing pressures. The SGL-2 speculative grade liquidity rating recognizes Stream's good liquidity provided by its $100 million unrated secured revolving credit facility (secured to domestic and certain foreign A/R plus cash) maturing October 2013, expected to be undrawn at closing. It also reflects Moody's expectation of modest FCF generation, post-closing cash balance under $100 million and the fact that Stream's asset base is largely encumbered by the new revolver and notes. Stream Global Services, Inc., headquartered in Wellesley, Massachusetts, is a global provider of CRM and other BPO services to companies in the technology, telecommunications, software, networking and media industries. On August 14, 2009, Stream announced that it had entered into a definitive agreement to purchase eTelecare Global Solutions, Inc. in a stock-for-stock exchange. Pro forma for the acquisition, combined revenues for the twelve months ended June 30, 2009, were $806 million. STREAM GLOBAL: S&P Assigns Corporate Credit Rating at 'B+' ---------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B+' corporate credit rating to Wellesley, Massachusetts-based business process outsourcer Stream Global Services. The outlook is positive. Additionally, S&P assigned a 'B+' issue-level rating and '4' recovery rating to the company's proposed $200 million senior secured notes due 2014. The '4' recovery rating indicates expectations for average (30% to 50%) recovery in the event of payment default. The company also has a $100 million asset-backed revolver, which S&P does not rate. The company has announced its intent to merge with eTelecare Global Solutions, a peer in the BPO sector in an all-stock transaction. Proceeds of the notes will be used to repay approximately $74 million in Stream debt and $125 million of eTelecare debt. "The ratings on the combined company reflect integration risk, concentration of customers, and significant pricing pressure in the customer relationship management sector of the BPO market where both companies compete," explained Standard & Poor's credit analyst Jennifer Pepper. The recurring nature of revenues in CRM and leverage that is moderate for the rating partially offset those factors. SYNOVICS PHARMACEUTICALS: Swings to $2MM Net Loss for July 31 Qtr ----------------------------------------------------------------- Synovics Pharmaceuticals, Inc., swung to a net loss of $2,020,887 for the three months ended July 31, 2009, from net income of $489,670 for the same quarter a year ago. The Company posted wider net loss of $5,714,559 for the nine months ended July 31, 2009, from a net loss of $4,676,159 for the same period in 2008. Synovics recorded net revenues of $1,578,332 for the three months ended July 31, 2009, from $7,715,370 for the same quarter a year ago. The Company booked net revenues of $11,224,041 for the nine months ended July 31, 2009, from $18,092,122 for the same period in 2008. At July 31, 2009, Synovics had $18,767,220 in total assets and $19,540,253 in total liabilities, resulting in $773,033 in stockholders' deficit. The Company's July 31 balance sheet showed $4,676,398 in total current assets against $17,547,703 in total current liabilities. The Company had accumulated deficit of $85,032,876 at July 31, 2009. Synovics also has incurred accumulated operating losses of $85,032,876 through July 31, 2009, which have been funded through the issuance of stock and debt. The losses incurred to date, the uncertainty regarding the ability to raise additional capital and Synovics' inability to generate operating profits and positive cash flows from operations indicate that Synovics may not be able to continue as a going concern for a reasonable period of time. Synovics said as a result of the Drug Enforcement Administration related proceedings, it has ceased almost all of its manufacture and sale of ephedrine and guaifenesin products which have historically comprised approximately 50% of Synovics's sales over the past three years. This has resulted in a significant reduction in revenue which in turn has caused Synovics to scale back its operations, cut its workforce by approximately 50% since the beginning of 2009, become delinquent in the payment of the Company's payroll tax obligations of approximately $477,000 and attempt to reach arrangements with its creditors in an effort to continue as a going concern. Synovics is attempting to reverse the downward trend in the reduction of revenue by refocusing its sales efforts on higher volume, higher margin customers, launching new generic RX products, executing upon its so-called "front-end" strategy, expanding sales to is existing customer base and bringing the DEA proceedings to a conclusion. The impact of the loss of revenue from the ephedrine and guifaenisin products has had a material adverse impact on the business, prospects, financial condition and results of operation of Synovics and no assurance can be given that even if Synovics has increased sales from higher volume, higher margin customers, launches new products, executes upon its "front-end" strategy, expands sales to its existing customer base and satisfactorily concludes the DEA proceedings that it will be able to continue as a going concern. 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?455c Miller Ellin & Company, LLP, in New York, in a letter dated January 29, 2009, to Synovics, expressed substantial doubt about the company's ability to continue as a going concern after auditing the consolidated balance sheets of Synovics Pharmaceuticals as of October 31, 2008 and 2007 and the related consolidated statements of operations, stockholders' equity and cash flows for the years ended October 31, 2008, 2007, and 2006. About Synovics Pharmaceuticals Based in Ft. Lauderdale, Florida, Synovics Pharmaceuticals Inc. (OTC BB: SYVC) -- http://www.bionutrics.com/-- through its subsidiaries, engages in the development, manufacture, and commercialization of generic over-the-counter (OTC) pharmaceutical products and generic prescription drug products. The company's OTC product categories include analgesics, cough, cold, antihistamines, asthma relief, and laxatives. It also offers private label solid dosage Rx products, including Estratest, a product used by post-menopausal women. Synovics Pharmaceuticals packages and distributes its private label, or store brand OTC products to chain drug stores, wholesalers, and distributors in the United States. It has a strategic partnership with Maneesh Pharmaceuticals Pvt. Ltd. The company was founded in 1983. It was formerly known as Bionutrics Inc. TAMPA ENCLAVE: Meeting of Creditors Scheduled for October 19 ------------------------------------------------------------ The U.S. Trustee for Region 2 will convene a meeting of creditors in Tampa Enclave 52 LLC's Chapter 11 case on Oct. 19, 2009, at 3:00 p.m. The meeting will be held at the Office of the U.S. Trustee, 80 Broad Street, Fourth Floor, New York City. 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. Boca Raton, Florida-based Tampa Enclave 52 LLC dba The Promenade at Tampa Palms operates a real estate business. The Company filed for Chapter 11 on Sept. 9, 2009 (Bankr. S.D.N.Y. Case No. 09- 15441). Kevin J. Nash, Esq., at Goldberg Weprin Finkel Goldstein LLP, represent 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. TCS SYSTEMS INC: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: TCS Systems, Inc. 3611 Jackson Pointe Drive Louisville, TN 37777 Bankruptcy Case No.: 09-35230 Chapter 11 Petition Date: September 22, 2009 Court: United States Bankruptcy Court Eastern District of Tennessee (Knoxville) Judge: Richard Stair, Jr. Debtor's Counsel: Thomas Lynn Tarpy, Esq. Hagood, Tarpy & Cox PLLC Suite 2100, Riverview Tower 900 South Gay Street Knoxville, TN 37902-1537 Tel: (865) 525-7313 Email: ltarpy@htandc.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 $2,050,000, and total debts of $1,704,600. A list of the Company's 6 largest unsecured creditors is available for free at: http://bankrupt.com/misc/tneb09-35230.pdf The petition was signed by Michael F. Thomas, president of the Company. TEXANS CUSO: Has Until October 5 to File Schedules and Statement ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas extended until Oct. 5, 2009, Texans CUSO Insurance Group LLC's time to file its schedules of assets and liabilities and statement of financial affairs. Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a nonprofit credit union and a subsidiary of Texans Credit Union. The Company and its affiliates filed for Chapter 11 bankruptcy protection on September 5, 2009 (Bankr. N.D. Texas Case No. 09- 35981). Scott Mark DeWolf, Esq., at Rochelle McCullough L.L.P. assists the Debtors in their restructuring efforts. Texans CUSO listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. TEXANS CUSO: U.S. Trustee Sets Meeting of Creditors for October 8 ----------------------------------------------------------------- The U.S. Trustee for Region 6 will convene a meeting of creditors in Texans CUSO Insurance Group LLC's Chapter 11 case on Oct. 8, 2009, at 10:30 a.m. The meeting will be held at the Office of the U.S. Trustee, 1100 Commerce St., Room 976, Dallas, Texas. 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. Texans CUSO Insurance Group LLC, fka Curley Insurance Group, is a nonprofit credit union and a subsidiary of Texans Credit Union. The Company and its affiliates filed for Chapter 11 bankruptcy protection on September 5, 2009 (Bankr. N.D. Texas Case No. 09- 35981). Scott Mark DeWolf, Esq., at Rochelle McCullough L.L.P. assists the Debtors in their restructuring efforts. Texans CUSO listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. THORNBURG MORTGAGE: U.S. Trustee Wants Ch. 11 Trustee to Take Over ------------------------------------------------------------------ The U.S. Trustee for the District of Maryland has sought the bankruptcy court's approval to appoint a Chapter 11 bankruptcy trustee or examiner for Thornburg Mortgage Inc. According to reports, the Official Committee of Unsecured Creditors received a tip about the possible misappropriation of assets by Thornburg Mortgage's top two officers that could result in criminal charges. Bill Rochelle at Bloomberg reports that the U.S. Trustee says the Company's top two executives, Chief Executive Officer Larry A. Goldstone and Chief Financial Officer Clarence G. Simmons III, formed a new company to carry on Thornburg's business plan. The two allegedly used Thornburg company employees to work on their new venture. There was belated disclosure that a Thornburg special counsel was simultaneously performing legal services for the new Goldstone and Simmons company. Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA) -- http://www.thornburgmortgage.com/-- is a single-family residential mortgage lender focused principally on prime and super-prime borrowers seeking jumbo and super-jumbo adjustable rate mortgages. It originates, acquires, and retains investments in adjustable and variable rate mortgage assets. Its ARM assets comprise of purchased ARM assets and ARM loans, including traditional ARM assets and hybrid ARM assets. Thornburg Mortgage, Inc., and its four affiliates filed for Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787). Judge Duncan W. Keir is handling the case. David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, has been tapped as counsel. Orrick, Herrington & Sutcliffe LLP is employed as special counsel. Jim Murray, and David Hilty, at Houlihan Lokey Howard & Zukin Capital, Inc., have been tapped as investment banker and financial advisor. Protiviti Inc. has also been engaged for financial advisory services. KPMG LLP is the tax consultant. Epiq Systems, Inc., is claims and noticing agent. In its bankruptcy petition, Thornburg listed total assets of $24,400,000,000 and total debts of $24,700,000,000, as of January 31, 2009. TRANSMERIDIAN EXPLORATION: Plan Consummation Delayed ---------------------------------------------------- Transmeridian Exploration Inc. said in a filing with the Bankruptcy Court that it didn't consummate its Chapter 11 plan within 30 days of confirmation. The Company said the new target for implementing the Plan is Sept. 30, although there may be another postponement. The Plan calls for the sale of the Company's principal assets -- Caspi Neft, an oil and gas property in the South Alibek Field in the Republic of Kazakhstan covered by License 1557 and the related exploration and production, contracts -- to UFEX Advisors Corp, a Kazakhstan company affiliated with an individual named Erlan Sagadiev who was retained to provide consulting and management services for the operations in Kazakhstan. UFEX won an auction for Caspi Neft with its offer to purchase the assets for US$60 million in cash, and $35 million in two-year notes, and reimbursement of $500,000 in expenses. The New Notes provides for a 90 day "put" option during which the holders of the New Notes may elect to put the Notes back to UFEX in exchange for a cash payment of 50% of the face amount of the Notes. Prime Way Holdings, Ltd., was the second best bidder among three participants at the auction. Transmeridian said that because of complications associated with the issuance of New Notes, the parties were required to extend the closing date. The Plan provides that, in exchange for their $300 million in claims, the secured noteholders are to receive the cash and notes consideration from the sale, less the $700,000 in DIP financing provided by Mr. Sagadiev. In satisfaction of their deficiency claims -- then expected to exceed $200 million -- the noteholders will receive 20% of the cash left in the Company after the sale. Unsecured creditors, whose claims may total as much as $14.5 million, are to have the other 80% of available cash. Gary Neus, a former director of the Debtors, was named liquidating trustee. The liquidating trustee will dispose of assets not sold to UFEX. The noteholders and the general unsecured creditors overwhelmingly voted in favor of the Plan. Had the general unsecured claimants voted to reject the Plan, they would be receiving a distribution of available cash in the estate to be shared pro rata with noteholders on account of their deficiency claims. Copies of the Plan and the Disclosure Statement, as amended, are available for free at: http://bankrupt.com/misc/TransAm_AmendedPlan.pdf http://bankrupt.com/misc/TransAm_Amended_DS.pdf A document providing for modifications to the Plan following the auction is available for free at: http://bankrupt.com/misc/TransAm_PlanModifications.pdf About Transmeridian Exploration Headquartered in Houston, Texas, Transmeridian Exploration Incorporated is an independent energy company engaged in the business of acquiring, developing and producing oil and natural gas. Its activities are primarily focused on the Caspian Sea region of the former Soviet Union. The License and oil and gas production in Kazakhstan is handled through the Debtors' wholly owned subsidiary, JSC Caspi Neft TME, a joint stock company organized under the laws of Kazakhstan. The Company and two affiliates filed for Chapter 11 protection on March 30, 2009 (Bankr. S.D. Tex. Lead Case No. 09-31859). Judge Marvin Isgur presides over the case. John Wesley Wauson, Esq., and Matthew Brian Probus, Esq., at Wauson & Probus, serve as the Debtors' bankruptcy counsel. As of September 30, 2008, the Debtor had total assets of $377,902,000 and total debts of $451,678,000. TRI STAR: Proposes Half Ownership to 3 of Financial Consultants --------------------------------------------------------------- Metal Bulletin reports that Tri Star Aluminum Co. LP's reorganization plan offers 10 cents on the dollar for unsecured creditors and half ownership to three of the financial consultants involved. Tri Star Aluminum Co. LP is based in Tennessee. The Company filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Middle District of Tennessee. The Company listed less than 10,000,000 in assets and less than 10,000,000 in debts. TRIDENT RESOURCES: Proposes Richards Layton as Delaware Counsel --------------------------------------------------------------- Trident Resources Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for authority to employ Richards, Layton & Finger, P.A., as Delaware counsel. RL&F will, among other things: -- advise the Debtors of their rights, powers, duties as debtors-in-possession; -- take all necessary action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; and -- prepare on behalf of the Debtors all necessary motions, applications, answers, orders, reports and papers in connection with the administration of the Debtors' estates. RL&F and Akin Gump Strauss Hauer & Feld LLP, the Debtors' proposed counsel, discussed a division of responsibilities regarding the representation and will make every effort to avoid duplication of services. Paul N. Heath, a director of RL&F, tells the Court that prior to the petition date, RL&F received $250,000 in connection with and in contemplation of the Debtors' Chapter 11 filing. After application of fees and expenses, RL&F holds $190,000 in its retainer account. Mr. Heath assures the Court that RL&F is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Heath can be reached at: Richards, Layton & Finger, P.A. 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 About Trident Resources Corp Calgary, ALberta-based Trident Resources Corp. operates a natural gas exploration and development company. The Company and its affiliates filed for Chapter 11 on Sept. 8, 2009 (Bankr. D. Del. Case Nos. 09-13150 to 09-13154). In their petition, the Debtors listed $10,000,001 to $50,000,000 in assets and $500,000,001 to $1,000,000,000 in debts. TRIDENT RESOURCES: Section 341(a) Meeting Scheduled for October 15 ------------------------------------------------------------------ Roberta A. DeAngelis, Acting U.S. Trustee for Region 3, will convene a meeting of creditors in Trident Resources Corp. and its debtor-affiliates' Chapter 11 cases on Oct. 15, 2009, at 3:00 p.m. The meeting will be held at J. Caleb Boggs Federal Building, 2nd Floor, Room 2112, Wilmington, Delaware. 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. Calgary, ALberta-based Trident Resources Corp. operates a natural gas exploration and development company. The Company and its affiliates filed for Chapter 11 on Sept. 8, 2009 (Bankr. D. Del. Case Nos. 09-13150 to 09-13154). Chun I. Jang, Esq., Mark D. Collins, Esq., Paul Noble Heath, Esq., and Travis A. McRoberts, Esq., at Richards, Layton & Finger, P.A., represent the Debtors in their restructuring efforts. In their petition, the Debtors listed $10,000,001 to $50,000,000 in assets and $500,000,001 to $1,000,000,000 in debts. TRIDENT RESOURCES: Wants to Hire Akin Gump as Bankruptcy Counsel ---------------------------------------------------------------- Trident Resources Corp. and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for authority to employ Akin Gump Strauss Hauer & Feld LLP as counsel. Akin Gump will, among other things: -- advise the Debtors with respect to their powers and duties as debtor-in-possession in the continued operation of their business and the management of their properties; -- advise the Debtors and take all necessary actions at the Debtors' direction with respect to protecting and preserving the Debtors' estates including the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors' estates; and -- draft all necessary motions, applications, answers, orders, reports, and other papers in connection with the administration of the Debtors' estates on behalf of the Debtors. Akin Gump and Richards, Layton & Finger, P.A., the Debtors' proposed Delaware counsel, discussed a division of responsibilities regarding the representation and will make every effort to avoid duplication of services. Akin Gump will also work closely with other professionals employed by the Debtors: (i) Fraser Milner Casgrain LLP, Canadian counsel to the Canadian Debtors in the Canadian proceedings; (ii) Rothschild Inc., an investment banker and financial advisor; and (iii) The Garden City Group, Inc. as claims, noticing and balloting agent. The hourly rates of Akin Gump personnel are: Partners $450 to $1,100 Senior Counsel and Counsel $250 to $810 Associates $175 to $580 Paraprofessionals $75 to $250 The primary personnel designated in the cases and their hourly rates are: Ira S. Dizengoff, partner $875 Scott L. Alberino, partner $625 Ryan C. Jacobs, counsel $530 Mr. Dizengoff assures the Court that is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Dizengoff can be reached at: Akin Gump Strauss Hauer & Feld LLP One Bryant Park New York, NY 10036 Tel: (1) 212-872-1096 Fax: (1) 212-872-1002 About Trident Resources Corp Calgary, ALberta-based Trident Resources Corp. operates a natural gas exploration and development company. The Company and its affiliates filed for Chapter 11 on Sept. 8, 2009 (Bankr. D. Del. Case Nos. 09-13150 to 09-13154). In their petition, the Debtors listed $10,000,001 to $50,000,000 in assets and $500,000,001 to $1,000,000,000 in debts. TRONOX INC: J. Shenwick's Letter re SNWA Water Usage Rights ----------------------------------------------------------- In a letter delivered to the Court, September 16, 2009, James H. Shenwick, Esq., at Shenwick & Associates, in New York, bankruptcy counsel to Industrial Properties Development, Inc., wants to obtain from Tronox Inc. and its affiliates an execution of these documents: (a) Boulder Canyon Project Assignment and Transfer of a Portion of the Entitlement to the Delivery of Colorado River Water (Partial Assignment and Transfer No. 3: Contract 14-06-300-2083); and (b) U.S. Dept. of the Interior Bureau of Reclamation Amendment to Contract with Basic Water Company for Delivery of Colorado River Water for Use in Nevada (Amendment No. 3: Contract 14-06-300-2083). IPD is the broker/dealer for Kapex, LLC, which acquired 3,250 acres of land formerly owned by Kerr-McGee Chemical Corporation and its successors-in-interest in the Apex Industrial Park Area, Clark County, Nevada pursuant to a Purchase and Sale Agreement by and between US Avestor, LLC and Kapex. Kapex also acquired rights for the usage of 400 acre-feet/year of Lake Mead reservoir water rights via an Assignment from US Avestor, LLC to Kapex. Kerr-McGee was a successor-in-interest to the American Potash & Chemical Corporation, a Basic Group signatory to the U.S. Dept. of the Interior Bureau of Reclamation Boulder Canyon Project Contract for Delivery of Water to Basic Management, Inc. (Contract No. 14-06-300-2083). On behalf of Kapex, Industrial Properties is developing the Mountain View Industrial Park, which has the potential to bring thousands of jobs to both the City of North Las Vegas and Clark County, Nevada. Kapex is partnering with the Southern Nevada Water Authority to devise a method for the City of North Las Vegas to provide water to the Apex Area. For that purpose, Kapex needs to convey its Water Usage Rights to SNWA. In order to convey the Water Usage Rights to SNWA, SNWA requires that the Contract be amended to list SNWA as the recipient of the Water Usage Rights pursuant to the Contract. The Bureau of Reclamation is requiring the Basic Group Contract signatories to consent to the conveyance of the Water Usage Rights to SNWA. The Basic Group Contract signatories do not have any ownership interest in the Water Usage Rights, and all of the Basic Group Contract signatories have executed the SNWA Water Usage Rights Conveyance Documents. Mr. Shenwick tells the Court that his client has been working on the transaction since the summer of 2008 and had a deadline of May 25, 2009, which it failed to meet due to Tronox Inc.'s Chapter 11 filing. In order to complete the transaction, Mr. Shenwick says they need the Debtor to execute the SNWA Water Usage Rights Conveyance Documents. The Debtor's consent to Kapex's conveyance of the Water Usage Rights to SNWA should not be affected by the Debtor's estate, Mr. Shenwick relates. About Tronox Inc. Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets: TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer of titanium dioxide pigment, with an annual production capacity of 535,000 tonnes. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The Company's four pigment plants, which are located in the United States, Australia and the Netherlands, supply high-performance products to approximately 1,100 customers in 100 countries. In addition, Tronox produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride, elemental boron and lithium manganese oxide. Tronox has $1.6 billion in total assets, including $646.9 million in current assets, as at September 30, 2008. The Company has $881.6 million in current debts and $355.9 million in total noncurrent debts. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D. N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders have been appointed in the cases. The Creditors Committee has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until September 30, 2008, Tronox Inc. was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox Inc. has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Tronox Inc. and its 14 affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRONOX INC: Letter to Court re Retiree Benefits ----------------------------------------------- Tronox Incorporated delivered to the Court, on September 11, 2009, a letter to address and respond to concerns raised by certain current and former employees regarding modifications to the company's retiree medical and life insurance benefits. Tronox related that effective April 1, 2009, the company modified the Retiree Benefits it provides to Retirees under Tronox's Retiree Health and Protection Plan. There are three key points concerning these modifications: (a) Tronox's right to modify or terminate Retiree Benefits is expressly preserved in the operative documents regarding the Retiree Benefits, including the Employee Benefits Agreement between Tronox and Kerr-McGee Corporation from which Tronox's obligation to provide Retiree Benefits arises. (b) Tronox made the decision to modify the Retiree Benefits well before the commencement of its Chapter 11 case, and began to notify current and former employees of the planned modifications almost two years before the modifications went into effect. (c) Under the terms of the EBA, April 1, 2009 was the earliest date on which Tronox could implement modifications to the Retiree Benefits. Thus, while the modifications went into effect during Tronox's Case, the modifications would have gone into effect even if the Case had not commenced. The Debtors' Chapter 11 cases have not impacted Retiree Benefits. According to the letter, Tronox's decision to modify the Retiree Benefits was made after great deliberation and Tronox regrets any hardship that these modifications may have caused for its Retirees. These modifications, however, were necessary to preserve the financial strength and stability of the company, the letter states. Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York, says Tronox is in the process of evaluating the company's obligations to its Retirees and the impact, if any, of Tronox's chapter 11 case on those obligations. At this time, Mr. Henes relates, no conclusions have been drawn and no decisions have been made with respect to the treatment of those obligations in the Tronox's Case. Tronox will keep the Court and the company's stakeholders informed as the evaluation continues, Mr. Henes adds. About Tronox Inc. Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets: TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer of titanium dioxide pigment, with an annual production capacity of 535,000 tonnes. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The Company's four pigment plants, which are located in the United States, Australia and the Netherlands, supply high-performance products to approximately 1,100 customers in 100 countries. In addition, Tronox produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride, elemental boron and lithium manganese oxide. Tronox has $1.6 billion in total assets, including $646.9 million in current assets, as at September 30, 2008. The Company has $881.6 million in current debts and $355.9 million in total noncurrent debts. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D. N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders have been appointed in the cases. The Creditors Committee has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until September 30, 2008, Tronox Inc. was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox Inc. has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Tronox Inc. and its 14 affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRONOX INC: Stipulation on Continue Use of Caterpillar Equipment ---------------------------------------------------------------- Before the Petition Date, Debtor Tronox Pigments (Savannah) Inc. entered into lease agreements with Caterpillar Financial Services Corporation for heavy equipment owned by CFSC: Lease Number Equipment Model ------------ --------------- 476868 ("Lease 1") 924G Wheel Loader (S/N DDA03724) 497748 ("Lease 2") 324DL Excavator (S/N JJG00702) 535238 ("Lease 3") 972H Wheel Loader (S/N A7D00650) 536783 ("Lease 4") 972H Wheel Loader (S/N A7D00740) 540687 ("Lease 5") 730 Truck (S/N B1M01648) 730 Truck (S/N B1M01649) 541239 ("Lease 6") D6NLGP Track-type Tractor (S/N DJY00850) 542646 ("Lease 7") D7RII Track-type Tractor (S/N AEC02142) CFSC and the Debtor agree that the prepetition arrears due under the Leases total $18,299. The Debtor has sought and obtained Court permission to reject Lease 1, Lease 2, Lease 4, part of Lease 5 and Lease 7 effective August 10, 2009. The Debtor has used and desires to continue to use the Equipment covered under Lease 3, part of Lease 5 and Lease 6 on a postpetition basis, subject to its right to assume or reject pursuant to Section 365 of the Bankruptcy Code The Debtor is current in its postpetition obligations under the Leases through July of 2009 with the exception of postpetition personal property taxes which have not been paid. Accordingly, CFSC and Debtor entered into a stipulation agreeing, among other things, that Debtor will cooperate in all respects with CFSC to return the Equipment leased under the Rejected Leases. CFSC is granted an allowed administrative claim in the amount of $11,961 representing the pro rata unpaid rent due under the Rejected Leases for the period the July 2009 invoice. CFSC is granted an allowed administrative claim totaling $8,376 representing unpaid personal property taxes accruing under the Leases from the Petition Date through August 10, 2009. The Debtor will make regular monthly payments to CFSC in the amount of $12,718 comprised of $12,161 for rental and $556 for monthly allocation of personal property taxes on or before a due date unless and until as any of the Retained Leases are assumed or rejected at which time the parties will memorialize any adjustment to the amount of the Use Payments. CFSC is granted an allowed unsecured claim in the amount of the Prepetition Arrears without the need to file a proof of claim. About Tronox Inc. Headquartered in Oklahoma City, Tronox Incorporated (Pink Sheets: TRXAQ, TRXBQ) is the world's fourth-largest producer and marketer of titanium dioxide pigment, with an annual production capacity of 535,000 tonnes. Titanium dioxide pigment is an inorganic white pigment used in paint, coatings, plastics, paper and many other everyday products. The Company's four pigment plants, which are located in the United States, Australia and the Netherlands, supply high-performance products to approximately 1,100 customers in 100 countries. In addition, Tronox produces electrolytic products, including sodium chlorate, electrolytic manganese dioxide, boron trichloride, elemental boron and lithium manganese oxide. Tronox has $1.6 billion in total assets, including $646.9 million in current assets, as at September 30, 2008. The Company has $881.6 million in current debts and $355.9 million in total noncurrent debts. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D. N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders have been appointed in the cases. The Creditors Committee has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until September 30, 2008, Tronox Inc. was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox Inc. has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. Bankruptcy Creditors' Service, Inc., publishes Tronox Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Tronox Inc. and its 14 affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRUMP ENTERTAINMENT: Examiner Named; Rival Plans' Hearing Delayed ----------------------------------------------------------------- Bankruptcy Judge Judith Wizmur has approved the appointment of Michael St. Patrick Baxter as examiner in Trump Entertainment Resorts Inc.'s Chapter 11 cases. The bondholders sought an examiner to investigate the Company's decision to endorse a Chapter 11 plan backed by shareholder Donald Trump. The bondholders urged a probe as to whether the board acted in good faith as unsecured creditors will be wiped out under Donald Trump's plan while he would retain control of the Company. The Company had said unsecured creditors and the second lien lenders won't receive distributions as the value of the business operations is less than the amount of Beal Bank's $486 million first lien claim. Donald Trump will be retaining interest in the reorganized company as a result of a deal with Beal for a $100 million cash infusion in the reorganized company. Nevertheless, Judge Wizmur agreed to appoint an examiner and terminate the Company's exclusive right to file a Chapter 11 plan. The Noteholders have filed a plan to reorganize Trump Entertainment that rivals the Donald-Trump backed plan filed by management. Each side has asked the Bankruptcy Court to reject the other's plan and to send only its proposal to creditors for a vote. Judge Wizmur has adjourned hearings on the competing plans scheduled for September 22 to October 7, 2009 at 10:00 a.m. Objections to the separate disclosure statements and proposals to begin solicitation of votes filed by the Noteholders and the Company are due September 24. Competing Plans As reported by the TCR on August 6, 2009, Trump Entertainment Resorts Inc. filed a Chapter 11 plan built around the proposed sale of the company to shareholder Donald Trump. Under the agreement reached with the Company, Donald J. Trump and BNAC, Inc., an affiliate of Beal Bank Nevada, will invest $100 million cash in the newly private company and become its owners. Beal Bank and Beal Bank Nevada agreed to amend and restate a prepetition credit agreement with the partnership subsidiary of the Company in order to restructure approximately $486 million in debt. Under the amendment, the debt will be assumed by the reorganized company post-emergence and the maturity period for the repayment is extended until December 2020 from the existing maturity of 2012. Under the Plan, only Beal Bank will have recovery, and lower ranked creditors would receive nothing. According to the disclosure statement explaining the Plan, Beal Bank will recover 94% of its claims. The Ad Hoc Committee of Holders of the 8.5% Senior Secured Notes Due 2015 say that they have a "superior plan". The Noteholders noted that, in stark contrast to the Insider Plan, their plan would deliver far more value to all constituencies. The salient terms of the Noteholder Plan are: -- A capital contribution of $175 million in new equity capital in the form of a rights offering backstopped by certain holders of the Senior Secured Notes. -- The Noteholder Plan further contemplates the sale of the Trump Marina Hotel Casino to Coastal Marina, LLC for $75 million, net of certain deposits and the dismissal of the litigation commenced by the Debtors against, among others, Richard T. Fields and Coastal Development, LLC -- Beal Bank would receive a cash pay down equal to the proceeds from the Marina Sale, plus $75 million from the proceeds of a rights offering. In addition, Beal Bank would receive new debt at an interest rate to be determined by the Court sufficient to provide Beal Bank with the present value of Beal's allowed secured claim. -- Holders of the Senior Secured Notes, together with eligible holders of general unsecured claims, will be entitled to receive their pro rata share of (a) 5% of the common stock of the reorganized Debtors, and (b) subscription rights to acquire 95% of the New Common Stock. In addition, holders of general unsecured claims that are not eligible to receive subscription rights would be entitled to receive their pro rata share of a fixed pool of cash. Copies of the Insider Plan and the explanatory Disclosure Statement are available for free at: http://bankrupt.com/misc/Trump_Chapter11Plan.pdf http://bankrupt.com/misc/Trump_DiscStatement.pdf Copies of the Noteholder Plan and explanatory Disclosure Statement are available for free at: http://bankrupt.com/misc/Trump_Noteholders_DS.pdf http://bankrupt.com/misc/Trump_Noteholders_Plan.pdf About Trump Entertainment Based in Atlantic City, New Jersey, Trump Entertainment Resorts Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and operates three casino hotel properties in Atlantic City, New Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza Hotel and Casino, and Trump Marina Hotel Casino. The Company conducts gaming activities and provides customers with casino resort and entertainment. Donald Trump is a shareholder of the Company and, as its non- executive Chairman, is not involved in the daily operations of the Company. The Company is separate and distinct from Mr. Trump's privately held real estate and other holdings. Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D. N.J., Lead Case No. 09-13654). The Company has tapped Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel, and Weil Gotshal & Manges as co-counsel. Ernst & Young LLP is the Company's auditor and accountant and Lazard Freres & Co. LLC is the financial advisor. Garden City Group is the claims agent. The Company disclosed assets of $2,055,555,000 and debts of $1,737,726,000 as of December 31, 2008. Trump Hotels & Casino Resorts, Inc., filed for Chapter 11 protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898 through 04-46925). Trump Hotels' obtained the Court's confirmation of its Chapter 11 plan on April 5, 2005, and in May 2005, it exited from bankruptcy under the name Trump Entertainment Resorts Inc. TRUMP ENTERTAINMENT: Franklin Mutual Discloses 4.4% Equity Stake ---------------------------------------------------------------- Franklin Mutual Advisers, LLC, disclosed holding 1,381,967 shares or roughly 4.4% of the Common Stock, par value $0.001 per share, of Trump Entertainment Resorts, Inc., as of August 31, 2009. The securities are beneficially owned by one or more open-end investment companies or other managed accounts which, pursuant to investment management contracts, are managed by Franklin Mutual Advisers, an indirect wholly owned subsidiary of Franklin Resources, Inc. The investment management contracts grant to FMA all investment and voting power over the securities owned by the investment management clients. Therefore, FMA may be deemed to be, for purposes of Rule 13d-3 under the Act, the beneficial owner of the Securities. Charles B. Johnson and Rupert H. Johnson, Jr., own in excess of 10% of the outstanding common stock of FRI and are the principal stockholders of FRI. However, because FMA exercises voting and investment powers on behalf of its investment management clients independently of FRI, the Principal Shareholders, and their respective affiliates, beneficial ownership of the securities being reported by FMA is being attributed only to FMA. FMA disclaims any pecuniary interest in any of the Securities. About Trump Entertainment Based in Atlantic City, New Jersey, Trump Entertainment Resorts Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and operates three casino hotel properties in Atlantic City, New Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza Hotel and Casino, and Trump Marina Hotel Casino. The Company conducts gaming activities and provides customers with casino resort and entertainment. Donald Trump is a shareholder of the Company and, as its non- executive Chairman, is not involved in the daily operations of the Company. The Company is separate and distinct from Mr. Trump's privately held real estate and other holdings. Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other affiliates filed for Chapter 11 on February 17, 2009 (Bankr. D. N.J., Lead Case No. 09-13654). The Company has tapped Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel, and Weil Gotshal & Manges as co-counsel. Ernst & Young LLP is the Company's auditor and accountant and Lazard Freres & Co. LLC is the financial advisor. The Company disclosed assets of $2,055,555,000 and debts of $1,737,726,000 as of December 31, 2008. Trump Hotels & Casino Resorts, Inc., filed for Chapter 11 protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898 through 04-46925). Trump Hotels' obtained the Court's confirmation of its Chapter 11 plan on April 5, 2005, and in May 2005, it exited from bankruptcy under the name Trump Entertainment Resorts Inc. UNIFI INC: Management Holds Investor Roadshows This Week -------------------------------------------------------- William L. Jasper, President and Chief Executive Officer and Ronald L. Smith, Vice President and Chief Financial Officer of Unifi, Inc., will hold investor briefings at roughly 9:00 a.m. on Thursday, September 24, 2009, in San Francisco, California, and at roughly 9:00 a.m. on Friday, September 25, 2009, in Los Angeles, California. The management team began the roadshow on September 22, 2009, in New York. Management says weak consumer spending resulted in significant buildup of inventories at retail, product manufacturers and fabric producers, and resulted in lower levels of demand in every end use segment and at every level of the supply chain. It says the Company's ongoing focus is to: -- invest in the development and commercialization of Premier Value Added yarns. Unifi's PVA portfolio represents 11% of U.S. sales and 13% of consolidated sales in fiscal 2009; -- drive continuous improvement within the Company's traditional businesses; and -- leverage growth platforms in Brazil and China. Unifi says the Chinese textile filament represents 66% of global market in 2008. Management notes Unifi has a covenant-light stable capital structure. It has no on-going maintenance covenants under its $179 million of 11.5% 2014 Senior Secured Notes. Its amended revolving credit agreement, which matures May 15, 2011, has a $100 million availability plus $50 million spring feature. A full-text copy of the slide package is available at no charge at http://ResearchArchives.com/t/s?455a About Unifi Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and http://www.repreve.com/-- is a diversified producer and processor of multi-filament polyester and nylon textured yarns and related raw materials. The Company adds value to the supply chain and enhances consumer demand for its products through the development and introduction of branded yarns that provide unique performance, comfort and aesthetic advantages. Key Unifi brands include, but are not limited to: AIO(R) - all-in-one performance yarns, SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R), MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily found in home furnishings, apparel, legwear, and sewing thread, as well as industrial, automotive, military, and medical applications. At June 28, 2009, the Company had $476,932,000 in total assets; total current liabilities of $48,840,000, long-term debt and other liabilities of $182,707,000, deferred income taxes of $416,000; and shareholders' equity of $244,969,000. Unifi Inc. continues to carry Moody's Investor Service's Caa2 senior secured debt rating which was placed in December 2007. UNITED SITE: S&P Downgrades Corporate Credit Rating to 'CC' ----------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Westborough, Massachusetts-based United Site Services Inc. to 'CC' from 'CCC+'. In addition, S&P revised the recovery rating on the company's second-lien term loan to '5', indicating S&P's expectation of modest (10%-30%) recovery in the event of a payment default, from '4'. S&P left the recovery rating on the first-lien revolving credit facility unchanged at '1', indicating S&P's expectation of very high (90%-100%) recovery in the event of a payment default. In conjunction with the downgrade of the corporate credit rating and revision to the recovery ratings, S&P lowered the ratings on the company's first- lien revolving credit facility and second-lien term loan to 'CCC' and 'C', respectively. "The downgrade and negative outlook reflect United Site Services' significant earnings deterioration through the first six months of 2009, along with the potential that the company may have difficulty meeting upcoming interest and principal obligations due to expected weak cash flows that could constrain liquidity," said Standard & Poor's credit analyst James Siahaan. Weakness in residential-, commercial-, and government-related construction spending, along with lower demand in the company's special event services segments, has hurt operating performance. The ratings on United Site Services, which rents and services portable restrooms, reflect a number of weaknesses, including a high degree of vulnerability to the cyclicality of residential and commercial construction; a modest revenue base (a little over $200 million) and narrow product offering; and limited geographic diversity of revenues, as over half of the company's sales are derived from California. This vulnerable business risk profile is only slightly tempered by the company's leading U.S. market position and cost-efficient business model. U.S. ACQUISITION: Court Dismisses SIST Chapter 11 Bankruptcy Case ----------------------------------------------------------------- Mikel Lauber at wsaw.com reports that the court has dismissed Samanta Roy Institute of Science and Technology's Chapter 11 bankruptcy case. Court documents say that SIST and its subsidiaries have almost $22 million in liabilities, including almost $14 million in unsecured debt. According to wsaw.com, many SIST creditors sought to lift the automatic stay so they could move forward with foreclosure proceedings. wsaw.com relates that the court, due to a lack of progress by SIST in reducing debt, issued on September 15 an Order to Show Cause, demanding that SIST show why the case should not be dismissed. SIST failed to provide any evidence, court documents say. Among reasons listed to warrant dismissal are: -- SIST's failure to file any tax returns since 2004, -- the Company's continued loss of finances, -- the Debtor's inattention to actions it should or could be taking to market its assets, -- gross mismanagement of funds, and -- lack of candor. wsaw.com relates that several SIST properties had gone into foreclosure before the Company filed for bankruptcy and those foreclosures, as well as Shawano Mayor Lorna Marquardt's defamation lawsuit against the Company, are now able to move forward. Shawano, Wisconsin-based U.S. Acquisitions & Oil, Inc., and its affiliates operate gasoline service stations. They filed for Chapter 11 bankruptcy protection on March 16, 2009 (Bankr. D. Del. Case No. 09-10875). Eric J. Monzo, Esq., at Cohen Seglias Pallas Greenhall Furman PC, assisted the Debtors in their restructuring effort. U.S. Acquisitions listed $10 million to $50 million in assets and $1 million to $10 million in liabilities. Debtor- affiliates that filed Chapter 11 petitions include: -- Dr. R.C. Samanta Roy Institute of Science & Techno; -- Midwest Oil of Wisconsin, LLC; -- Midwest Oil of Minnesota, LLC; -- Midwest Oil of Shawano, LLC; -- Midwest Properties of Shawano, LLC; and -- Midwest Hotels & Motels of Shawano, LLC UTGR INC: Court Questions Proposed Compensation Plan ---------------------------------------------------- Paul Grimaldi at The Providence Journal reports that the bankruptcy court has questioned UTGR Inc.'s lawyer about a proposed compensation plan that would give the top eight executives about $3 million in annual pay and bonuses. As reported by the TCR on September 23, 2009, UTGR is seeking approval of incentive bonuses for the top eight officers that may cost as much as $1.26 million if cash flow targets are met for 2009. The chief executive officer, senior vice president, and chief financial officer are to be eligible for bonuses that could double their base salaries of $450,000, $270,000 and $227,000, respectively. According to The Providence Journal, paying executives bonuses in the midst of the bankruptcy case concerned the court, which ticked off a list of questions that the Debtor's lawyers must answer by September 29. UTGR Inc. is the operator of the Twin River racetrack-casino in Lincoln, Rhode Island. UTGR filed for Chapter 11 on June 23 (Bankr. D. Rhode Island Case No. 09-12418). The Debtors selected Jager Smith P.C. as counsel, and Winograd, Shine & Zacks P.C. as their co-counsel. It also hired Zolfo Cooper LLC as bankruptcy consultants and special financial advisors. In its bankruptcy petition, the Company estimated assets of less than $500 million and debt exceeding $500 million. VERENIUM CORP: Files Financials to Reflect Accounting Changes ------------------------------------------------------------- Verenium Corporation filed with the Securities and Exchange Commission a Current Report on Form 8-K to reflect certain required accounting adjustments and reclassifications with respect to the financial information contained in the Company's Annual Report on Form 10-K and Form 10-K/A for the year ended December 31, 2008, filed on March 16, 2009 and April 30, 2009. Verenium said neither the Report nor the Exhibits reflect any events occurring after March 16, 2009, or modify or update the disclosures in the 2008 Form 10-K that may have been affected by subsequent events. In May 2008 the Financial Accounting Standards Board issued Staff Position Accounting Principles Board Opinions No. APB 14-1, "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)", which clarifies the accounting for convertible debt instruments that may be settled in cash (including partial cash settlement) upon conversion. APB 14-1 requires issuers to account separately for the liability and equity components of certain convertible debt instruments in a manner that reflects the issuer's nonconvertible debt (unsecured debt) borrowing rate when interest cost is recognized. APB 14-1 requires bifurcation of a component of the debt, classification of that component in equity and the accretion of the resulting discount on the debt to be recognized as part of interest expense in the issuers' consolidated statement of operations. APB 14-1 is effective for the Company as of January 1, 2009, and early adoption was not permitted. However, once adopted, APB 14-1 requires retrospective application to the terms of instruments as they existed for all periods presented. The adoption of APB 14-1 affects the accounting for the Company's 8% Senior Convertible Notes issued in February 2008. The retrospective application of APB 14-1 affects only the year 2008. A full-text copy of Selected Financial Data (adjusted to reflect the retrospective application of APB 14-1) is available at no charge at http://ResearchArchives.com/t/s?4555 A full-text copy of Management's Discussion and Analysis of Financial Condition and Results of Operations (adjusted to reflect the retrospective application of APB 14-1) is available at no charge at http://ResearchArchives.com/t/s?4555 A full-text copy of Verenium's Financial Statements and Supplementary Data (adjusted to reflect the retrospective application of APB 14-1) is available at no charge at: http://ResearchArchives.com/t/s?4556 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. VISTEON CORP: Seeks Exclusivity Extension; to File Plan Soon ------------------------------------------------------------ Visteon Corp. and its units ask the Bankruptcy Court to extend their exclusive period to file a Chapter 11 plan and to solicit acceptances of that plan through February 22, 2010 and April 23, 2010, respectively. Visteon says it has continued to execute on its operational restructuring initiatives predating the commencement of the Chapter 11 cases, including the sale of non-core assets, rejection of contracts and reduction of legacy liabilities. For instance, they have moved to terminate post-employment health and insurance benefits which, if approved, would reduce liabilities by $310,000,000. Based on these restructuring actions, the Debtors have presented their refined business plan to key constituents including the term loan lenders, the Official Committee of Unsecured Creditors, and Ford Motor Company. The Debtors have presented a plan term sheet to their term loan lenders and initiated plan formulation discussions. Recently, the parties' professionals met for an in-person working session on the plan term sheet. The Debtors expect to deliver the paln of reorganization in the near term. About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of $4,561,000,000 and debts of $5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) VISTEON CORP: Terms of Revised Key Employee Incentive Plan ---------------------------------------------------------- The Debtors remind the Court that they filed a motion, on June 29, 2009, seeking authority to implement an incentive program designed to motivate certain key employees to achieve superlative results by offering them an opportunity -- which they currently do not have -- to earn compensation approaching competitive market levels. Counterparties, however, argued that the proposed incentive plan was "too rich," that the proposed metrics should be different, or that the incentive program was a "pay to stay" plan. The Debtors thus deferred presenting their Incentive Program Motion to discuss the noted concerns with their major stakeholders and to seek consensus. Those discussions, the Debtors aver, have been extensive, lengthy, and largely successful. Accordingly, the Debtors relay that they are withdrawing their Original Incentive Program Plan and are currently submitting for the Court's approval a substantially revised incentive program plan. The Debtors aver that the revised Incentive Plan has the complete support of the ad hoc committee of term lenders and the Official Committee of Unsecured Creditors. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, relates that the Amended Incentive Program consists of two components -- (i) a key employee incentive plan for the Debtors' 12 board-elected officers, and (ii) a long-term incentive plan covering 83 management employees. The LTIP is a continuation of the Debtors' prepetition incentive program, whereas the KEIP is a newly proposed plan: A. The Key Employee Incentive Plan To both reduce the overall cost of the KEIP and identify those employees who will directly impact the achievement of the KEIP metrics, the Debtors narrowed the number of employees eligible for awards under the KEIP to a total of 12, each of whom is a board-elected officer. The Debtors have also substantially reduced the incentive opportunity for those employees from the originally proposed KEIP. Under the originally proposed KEIP, target awards ranged from 60% to 250% of a participant's base salary, with a target aggregate payout of $19.8 million and a maximum aggregate payout of approximately $30.1 million. Under the Amended KEIP, target awards range from 50% to 125% of a participant's base salary, with a target aggregate payout of approximately $5.4 million and a maximum aggregate payout of approximately $8.1 million. No payment will be made to any employee on account of the Financial Performance Metric before March 2010, and no payment will be made on account of the Milestone Metric before the effective date of the Debtors' plan of reorganization. Awards under the KEIP are based on the achievement of two equally weighted metrics: (1) The Debtors' emergence from bankruptcy; and (2) The achievement of adjusted EBITDA of $112.6 million for the period from July 1 to December 31, 2009. The Milestone Metric and Financial Performance Metric are tailored to incentivize and reward progress toward a successful emergence from Chapter 11 and achievement of financial performance measures linked to the implementation of the Debtors' long-term business plan. Ms. Jones notes that the KEIP is targeted to ensure that the eligible employees maintain focus on directing the Debtors towards emergence from Chapter 11 and on enhancing the Debtors' financial results. B. The Long Term Incentive Plan Under the Amended Incentive Plan, approximately 83 employees are eligible to receive LTIP awards. No participant in the KEIP is eligible to receive any payment under the LTIP. Under the currently-administered LTIP, the Debtors make annual awards based on the achievement of certain performance metrics established by the Debtors' board of directors across three- year performance cycles. The Debtors are seeking to pay approximately $1.8 million for the achievement of the 2007 and 2008 metrics and up to approximately $1.5 million if they achieve a 21.9% reduction in administrative and engineering costs and obtain $1.0 billion in new business wins and gross re-wins in 2009. Non-insider payments on account of achievement of the 2007 and 2008 performance metrics under the LTIP will not be made until the effective date of a Chapter 11 plan in the Debtors' cases. Payments on account of the 2009 performance metrics under the LTIP would not be made until March 2010. If the incentive goals are all satisfied, the revised Incentive Program's cost at target would only be $8.7 million, with a potential maximum cost of only $11.4 million, Ms. Jones tells the Court. About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of $4,561,000,000 and debts of $5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) VISTEON CORP: Proposes $38MM Capital to Foreign Affiliates ---------------------------------------------------------- Visteon Corp. and its affiliates seek the Court's authority to provide capital of approximately with an aggregate value of approximately $38 million to their foreign affiliates in Argentina and Poland. The Debtors tell the Court that prior to the Petition Date, they would often ensure the liquidity of certain of their foreign affiliates to make sure those affiliates had adequate funding to continue operations, maintain minimum liquidity levels, and avoid potential insolvency triggers. Those measures, according to the Debtors, included making equity investments in the Foreign Affiliates and converting intercompany debts into equity. The Debtors relate that they continue to closely monitor the financial condition of their Foreign Affiliates since the Petition Date and have determined that two Foreign Affiliates -- Visteon S.A. (Argentina) and Visteon Poland S.A. (Poland) are in need of capital contributions for those entities to continue to provide services to Visteon's global customers. Visteon Argentina Visteon S.A. (Argentina) is a foreign affiliate of the Debtors organized under the laws of Argentina that provides climate and interiors products to Ford Motor Company. The Debtors note that Visteon Argentina's operations are crucial to their relationship with Ford Motor Company and Volkswagen in Argentina and Brazil. According to the Debtors, due to accumulated losses through 2008 which are greater than Visteon Argentina's corporate capital, applicable Argentina law may require Visteon Argentina to initiate an mandatory insolvency proceeding. The Debtors aver that any proceeding would likely be costly and could result in the loss of Visteon International Holdings, Inc.'s equity interest in Visteon Argentina. The Debtors tell the Court that Visteon Argentina currently owes approximately $32 million to VIHI in connection with a $27 million intercompany loan. About $5 million in accrued interest is currently outstanding under the VIHI Loan. The Debtors have determined that Visteon Argentina will have sufficient capital to continue its operations if VIHI recharacterizes the $27 million principal amount of the debt into equity in Visteon Argentina and forgives the $5 million in accrued interest that remains outstanding. Under that scenario, Visteon, as a global enterprise, will be able to continue to meet the needs of Ford and Volkswagen and will avoid the need to commence an insolvency proceeding under Argentina law, the Debtors point out. Visteon Poland Visteon Poland S.A. is a foreign affiliate of the Debtors organized under the laws of Poland that provides interiors products to Volkswagen. In Visteon Corp. capitalized Visteon Poland by converting into equity a $30 million intercompany loan from VIHI to Visteon Poland. Visteon Poland recently finalized its financial statements for 2008 and has determined that it needs additional capital to bolster its balance sheets. The Debtors note that failure to access that capital for Visteon Poland could damage Visteon's relationship with Volkswagen and result in a mandatory insolvency proceeding under local law, which would likely have a damaging effect on Visteon's Chapter 11 estates and could result in personal liability of Visteon Poland's directors and officers. To remedy this situation, Visteon Poland has determined to equitize the $6 million in accrued interest that remains outstanding under the $30 million intercompany loan that was equitized in 2008. The Debtors assert that the proposed capitalization will preserve the value of VIHI's equity in their Foreign Affiliates. The Debtors maintain that without the capitalization, it is unlikely that VIHI would be able to recover the entirety of the outstanding intercompany debt. About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of $4,561,000,000 and debts of $5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) VISTEON CORP: Has Settlement With Le Carbone Lorraine, Et Al ------------------------------------------------------------ Visteon Corp. and its affiliates ask the Court to approve their settlement with Le Carbone Lorraine, S.A., Carbone Lorraine North America, Corp., and Carbone of America Industries, Corp., in an antitrust litigation concerning carbon brushes styled as Emerson Electric Co. v. Le Carbone Lorraine, S.A. The Debtors further seek the Court's authority to file the Carbone Settlement under seal. On November 4, 2002, the U.S. Department of Justice filed information against The Morgan Crucible Company plc and its United States affiliate, Morganite, Inc., in the U.S. District Court for the Eastern District of Pennsylvania, alleging illegal behavior in furtherance of a global conspiracy to suppress and eliminate competition by fixing the prices of Electrical Carbon Products. Both companies pled guilty to the charges and paid fines of $1 million to $10 million. Subsequently, on December 3, 2003, the European Commission adopted a decision and assessed fines, totaling EUR101,440,000, against Carbone and its co-conspirators for their participation in the international Electric Carbon Products price-fixing conspiracy. On July 16, 2004, Morgan Crucible and its Canadian affiliate, Morganite Canada Corporation, pled guilty and paid fines of C$550,000 and C$450,000 for their roles in implementing the Electrical Carbon Products price-fixing conspiracy in Canada. After the announcement of the Electric Carbon Products price- fixing investigations in the United States, the European Union, and Canada, a number of private antitrust class actions were filed in courts throughout the United States against Carbone and its co-conspirators. Between August 11, 2004, and February 25, 2005, the class plaintiffs entered into settlement agreements with each of the co-conspirators. Carbone offered $6 million to the class to settle the litigation. Visteon Corp. was a member of the settlement class. On August 19, 2005, Visteon Corp. and 13 other similarly situated companies, believing that they might be able to obtain a greater recovery than as a member of the class by filing a separate lawsuit, requested exclusion from the settlement class. On September 23, 2005, Visteon and the other plaintiffs filed a complaint against Carbone and other co-conspirator defendants in the U.S. District Court for the Eastern District of Michigan. In June 2009, after concluding fact discovery and entering the expert discovery phase, the Plaintiffs and Carbone engaged in formal mediation. After intense arm's-length negotiations under the supervision of a mediator, Visteon and Carbone reached agreement on the terms of a resolution. Thereafter, Visteon and Carbone negotiated the details and documentation to memorialize their settlement. Visteon entered into a settlement agreement and release with Carbone on September 1, 2009. Among others, the Carbone Settlement provides that Visteon: (a) will dismiss its Action against Carbone with prejudice and without costs; and (b) will release and discharge Carbone from all non-Foreign Claims arising from the Electrical Carbon Products price- fixing conspiracy for purchases from 1988 through 2001. In return, Visteon will receive net proceeds of approximately $1.4 million as settlement amount. The Debtors note that as one of the approximately 200 potential class members, Visteon's share of the class settlement would have been very small. The Debtors tell the Court that their recovery from the Carbone Settlement is significantly more than what it would have received from the class settlement. About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of $4,561,000,000 and debts of $5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) W R GRACE: Confirmation Hearings to Continue on Oct. 13 & 14 ------------------------------------------------------------ W.R. Grace & Co. and its debtor affiliates stated in a regulatory filing with the U.S. Securities and Exchange Commission that hearings for the confirmation of their First Amended Joint Plan of Reorganization are scheduled to continue on October 13 and 14, 2009. Following completion of evidentiary testimony, the Plan proponents and objectors will submit post-trial briefs in November 2009. Due to the schedule of the U.S. Bankruptcy Court for the District of Delaware, Grace expects that closing arguments will not take place until early January 2010. As a result, Grace does not expect to receive a confirmation opinion from Judge Judith K. Fitzgerald until 2010, Grace Assistant Secretary Michael W. Conron said. The Phase II Plan Confirmation Hearing commenced on September 8, 2009 and lasted until September 17. The Phase I Hearings were held from June 22 to 23. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W R GRACE: Submits Modifications to First Amended Joint Plan ------------------------------------------------------------ For purposes of the phase II of hearings on its plan, W.R. Grace & Co., Inc., together with the the Official Committee of Equity Security Holders, the Official Committee of Asbestos Personal Injury Claimants and the Future Asbestos PI Claims representative, submitted to the Court a first set of modifications to the First Amended Joint Plan of Reorganization. The specific Plan Document Modifications are either technical in nature -- including, among other things, correcting typographical or similar errors -- or are intended to address specific objections that were filed by parties objecting to the confirmation of the Joint Plan. If approved, the Plan Document Modifications will be adopted and incorporated into the Plan and Plan-related documents, David M. Bernick, Esq., at Kirkland & Ellis LLP, in New York, related. According to Mr. Bernick, the Plan Document Modifications seek to modify certain Plan documents relating to: (1) The addition of a new definition "BNSF" to eliminate certain objections lodged by BNSF Railway Company. (2) The changes to the definition of "Settled Asbestos Insurance Company" to (a) permit additional time to conclude Asbestos Insurance Settlement Agreements with Asbestos Insurance Entities; and (b) clarify that the Confirmation Order will provide that the agreements meet the appropriate standards. (3) Section 7.2.2(d)(ii) of the Plan is amended to clarify that the precise terms of the transfer of Asbestos Insurance Rights to the Asbestos PI Trust are governed by the Asbestos Insurance Transfer Agreement. (3) Section 7.7(tt) is amended to ensure completeness of this section by including references to all of the types of arrangements with Asbestos Insurance Entities. (4) Section 8.2.2(e) is added to the reservations from the Asbestos PI Channeling Injunction to clarify that the injunction is not intended to affect the right of BNSF Railway Company to assert claims under insurance policies that were issued to BNSF as the sole named insured. A definition of "BNSF" is also being added to eliminate certain objections lodged by BNSF. (5) Section 8.4. 1. 1(v) is amended to clarify that the only manner in which channeled Asbestos PI Claims are resolved is in compliance with the Asbestos PI Trust Agreement and the Asbestos PI TDP. (6) Section 8.4.1.3 is added as a reservation from the Asbestos Insurance Entity Injunction for the benefit Of BNSF, and clarifies that the injunction does not affect the right of BNSF Railway Company to assert claims under insurance policies that were issued to BNSF as the sole named insured. In addition, it clarifies that BNSF is not precluded from asserting claims against Asbestos Insurance Entities that are not Settled Asbestos Insurance Companies. (7) Section 8.4.1.4 is added as a reservation from the Asbestos Insurance Entity Injunction to clarify that the injunction does not preclude insurers from asserting claims for contribution against other insurers that are not Asbestos Protected Parties, thereby eliminating objections lodged by various insurers. (8) Section 8.5.1 is being amended to remove certain language which created an ambiguity as to the scope of the Successor Claims Injunction, and in order to assure that the injunction is consistent with the terms of the Court's orders approving the Fresenius Settlement and the Sealed Air Settlement. (9) Sections 8.8.7, 8.8.8, and 11.9 relating to releases and exculpation have been amended to address the objections of the U.S. Trustee regarding the scope of those Sections, thereby resolving all of the U.S. Trustee's objections to the Plan. The schedule of Settled Asbestos Insurers Entitled to 524(g) Protection is also amended (i) to delete certain agreements previously incorrectly listed, (ii) to correct certain typographical errors, (iii) to address various objections by insurers, and (iv) to include Settled Asbestos Insurance Companies with which the Debtors have concluded Asbestos Insurance Settlement Agreements since the Petition Date. Furthermore, the schedules relating to Insurance Transfer Agreement is amended: -- to provide that Asbestos Insurance Rights under certain Asbestos Insurance Settlement Agreements -- as to which all payments were made prior to the Petition Date -- will not be transferred to the Asbestos PI Trust; -- to update the Representations and Warranties; and -- to correct a reference to the related exhibit. A new schedule relating to the Insurance Transfer Agreement has been added, listing certain Asbestos Insurance Settlement Agreements that are not subject to transfer, and conforming changes that have been made. In addition, a change to the Schedules were made pursuant to a stipulation with, and in order to eliminate objections lodged by, General Insurance Company of America. The Property Damage Case Management Order and related exhibits are amended primarily to: * provide for the treatment of 16 claims filed by the State of California, Department of General Services, which were previously not addressed; * make certain clarifications regarding certain Canadian Claims that were made and reflect corrections on the number of Claims. "The Plan Document Modifications do not alter in any respect the treatment accorded to claims or equity interests of any party that has not consented to or requested [the] modifications. [Accordingly], the Plan Proponents submit that no additional solicitation is required as a result of the requested Modifications," Mr. Bernick notes, citing In re Cellular Info. Sys., Inc., 171 B.R. 926, 929 n.6 (Bankr. S.D.N.Y. 1994). A full-text copy of the First Set of Modifications to the Plan is available at no charge at: http://bankrupt.com/misc/WRGrace_PlanModifications.pdf Libby Claimants Object The claimants injured by exposure to asbestos from the Debtors' operations in Lincoln County, Montana, argue that although described as "technical modifications," the Plan Modifications "seek to modify a material element of the Plan by providing -- contrary to the Court's directive --- that the Plan Proponents may hand out Section 524(g) injunctions without first obtaining Court approval." By the Plan Modifications, the Plan Proponents seek to modify an essential component of the Plan by allowing the Plan Proponents and Asbestos Insurance Entities to consummate settlements that qualify and provide for protection by the Section 524(g) Asbestos PT Channeling Injunction without the Court's approval, Adam G. Landis, Esq., at Landis Rath & Cobb LLP, in Wilmington, Delaware, specifies. Mr. Landis points out the Plan Proponents propose to do exactly what the Court said they would not be permitted to do -- add insurance policies as exhibits without Court approval. The Plan Modifications also expand the time period for the Plan Proponents and Asbestos Insurance Entities to reach Asbestos Insurance Settlement Agreements to and including 11 days after the Court enters the order confirming the Plan, the Libby Claimants complain. More importantly, the Plan Modifications remove the requirement that the Court approve injunctions pursuant to Section 524(g) of the Bankruptcy Code, Mr. Landis says, citing In re Combustion Engineering, 391 F.3d 190, 235-38 (3d Cir. 2004). Assuming that the Asbestos Insurance Entity could otherwise qualify for a Section 524(g) Injunction, it "is only appropriate if the [C]ourt determines that the Injunction is fair and equitable," Mr. Landis tells Judge Fitzgerald. In addition, unless the names of the Settled Asbestos Insurance Companies and the terms on which their insurance coverage has been settled are disclosed and brought for the Court's approval, Asbestos PT Claimants, including the Libby Claimants, will be denied due process of law by reason of having inadequate notice of and opportunity to object to a material element of the Plan. Against this backdrop, the Libby Claimants contend that the Plan Modifications must be denied. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W R GRACE: PD FCR Alexander Sanders Supports Plan Confirmation -------------------------------------------------------------- Alexander M. Sanders, the legal representative for the Future Asbestos-related Property Damage Claimants or Holders of Demands declared its support or the confirmation of the First Amended Plan of Reorganization. Mr. Sanders noted that since September 2008, he had been actively involved in a thorough examination of, among other things, the Property Damage claims that have been asserted against the Debtors and certain key settlements with third parties including Sealed Air Corporation and Fresenius Medical Care Holdings, Inc. Mr. Sanders added that he was involved in all discovery regarding matters relating to the confirmation of the Plan, which were with the view of negotiating the entry of a channeling injunction under Section 524(g) of the Bankruptcy Code, which treated the Holders of Future PD claims against Grace fairly and equitably. Mr. Sanders opined that the Asbestos PD Channeling Injunction provides significant benefits provided to the Asbestos PD Trust. He added that the Plan treats (i) Future Holders of Traditional PD Claims or Demands and (ii) Future holders of U.S. ZAI claims -- or property damage claims relating to the removal of Zonolite Attic Insulation from their homes -- fairly and equitably by providing mechanisms by which all valid, current and future claims will be treated and paid on substantially similar terms. "I am also of the opinion . . . that holders of Future PD Claims or Demands are reasonably assured of receiving the payments contemplated by the Plan." A full-text copy of Mr. Sanders' opinion is available at for free at http://bankrupt.com/misc/WRGrace_SandersPlanSupport.pdf About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. As reported by the Troubled Company Reporter on March 11, 2009, the Bankruptcy Court approved the disclosure statement explaining the First Amended Chapter 11 Joint Plan of Reorganization filed by W.R. Grace and its debtor affiliates, the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, and authorized Grace to begin soliciting plan votes. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W/C IMPORTS: U.S. Trustee Sets Meeting of Creditors for October 20 ------------------------------------------------------------------ The U.S. Trustee for Region 16 will convene a meeting of creditors in W/C Imports Inc.'s Chapter 11 case on Oct. 20, 2009, at 1:00 p.m. The meeting will be held at 411 W Fourth St., Room 1-159, Santa Ana, 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. Anaheim, California-based W/C Imports Inc. aka W-C Designs operates a wholesale home furnishing business. The Company filed for Chapter 11 on Sept. 10, 2009 (Bankr. C.D. Calif. Case No. 09-19622). Garrick A. Hollander, Esq., and Marc J. Winthrop, Esq., at Winthrop Couchot represent the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. WILLIAM MCCONNELL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Joint Debtors: William C. McConnell Jo Elyn J. McConnell 1500 Park Avenue Canon City, CO 81212 Bankruptcy Case No.: 09-29687 Chapter 11 Petition Date: September 21, 2009 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: Michael E. Romero Debtors' Counsel: Lee M. Kutner, Esq. 303 E. 17th Ave., Suite 500 Denver, CO 80203 Tel: (303) 832-2400 Email: lmk@kutnerlaw.com Estimated Assets: $100,001 to $500,000 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/cob09-29687.pdf The petition was signed by the Joint Debtors. WILLIS GROUP: Moody's Puts Low-B Ratings on Sr. Unsec., Sub. Debts ------------------------------------------------------------------ Moody's Investors Service has affirmed the Baa3 rating on the guaranteed senior notes of Willis North America Inc. and has revised the company's rating outlook to stable from negative. Moody's has also assigned provisional ratings to the universal shelf registration of Willis Group Holdings Limited along with a Baa3 rating to the 10-year guaranteed senior notes being offered by Willis North America off the shelf. Substantially all net proceeds of the note offering will be used to repay debt that is scheduled to mature within the next 12 months. The rating outlook for all the Willis entities is stable, reflecting improvement in the firm's financial flexibility over the past year along with its stated plan to reduce debt further, said Moody's. "The stable rating outlook is predicated on Moody's view that Willis will continue to apply free cash flow toward debt repayment," said Bruce Ballentine, Moody's lead analyst for Willis. Willis took on substantial debt to help fund the acquisition of Hilb Rogal & Hobbs Company in October 2008, pushing the group's debt-to-EBITDA ratio from about 2.5x at year-end 2007 to well over 4x at year-end 2008, per Moody's calculations. "We understand that Willis will refrain from share repurchase activity while reducing its financial leverage toward pre-acquisition levels," said Mr. Ballentine. Willis's ratings are based on its strong market presence in global insurance brokerage along with its record of healthy organic growth and favorable profit margins, noted the rating agency. These strengths have been offset by the increased financial leverage associated with the HRH acquisition as well as the headwinds of a soft property & casualty insurance market and weak global economy. Willis has responded to these challenges by carefully controlling costs and generating new business in relatively attractive areas such as reinsurance, marine and several international markets. Moody's cited these factors that could lead to an upgrade of Willis's ratings: (i) continued strong operating margins above 20%; (ii) EBIT coverage of interest, adjusted for pension and lease obligations, in the mid-single-digits or higher (times); (iii) adjusted free-cash-flow-to-debt ratio in the low teens or higher (percent); and (iv) adjusted debt-to-EBITDA ratio below 2.8x. The rating agency added that these factors could lead to a downgrade of Willis's ratings: (i) deterioration in operating margins to less than 15%; (ii) adjusted EBIT coverage of interest below 3.0x; or (iii) adjusted debt-to-EBITDA ratio remaining above 3.5x. Willis has announced plans to change its place of incorporation from Bermuda to Ireland, subject to shareholder and other approvals. Moody's expects that the redomestication will not change the substance of the debt guarantees nor the ranking of debt within the Willis family. Moody's has affirmed this rating and changed the outlook to stable from negative: * Willis North America Inc. -- guaranteed senior unsecured debt at Baa3. Moody's has assigned these ratings with a stable outlook: * Willis Group Holdings Limited -- provisional senior unsecured debt at (P)Ba1, provisional subordinated debt at (P)Ba2, provisional preferred stock at (P)Ba3; * Trinity Acquisition plc -- provisional guaranteed senior unsecured debt at (P)Baa3, provisional guaranteed subordinated debt at (P)Ba1; * Willis North America Inc. -- provisional guaranteed senior unsecured debt at (P)Baa3, provisional guaranteed subordinated debt at (P)Ba1. The last rating action on Willis followed the completion of the HRH acquisition on October 1, 2008, when Moody's downgraded the ratings by one notch (guaranteed senior notes of Willis North America Inc. to Baa3 from Baa2) and assigned a negative outlook. Willis is a global insurance broker, developing and delivering professional insurance, reinsurance, risk management, financial and human resource consulting and actuarial services to corporations, public entities and institutions around the world. The company reported total revenues of $1.7 billion and net income of $280 million for the first half of 2009. Total equity was approximately $2.2 billion as of June 30, 2009. WILLOW CREEK: Court Dismisses $25 Million Antitrust Lawsuit ----------------------------------------------------------- The Hon. C. Darnell Jones II of the U.S. District Court for the Eastern District of Pennsylvania dismissed antitrust claims brought by Willow Creek Fuels Inc. in a $25 million lawsuit accusing a former supplier of breaking distribution contracts, merging with a Willow Creek rival, then targeting the company's clients, according to Law360. Based in Fleetwood, Pennsylvania, Willow Creek Fuels Inc. -- http://www.willowcreekfuels.com/-- sells liquid fuels including fuel oil, diesel fuel, gasoline, kerosene and propane. Family run Willow Creek traces its history to 1933 when Elvin Adams, its current President's uncle, started selling coal in Temple, PA. The Company now occupies a modern state of the art 16,000 square foot facility with sixteen highly trained people. The Company and four of its affiliates filed for Chapter 11 protection on February 19, 2009 (Bankr. E.D. Penn. Lead Case No. 08-20337). Doron A. Henkin, Esq., at Marvin & Henkin, represents the Debtors' in their restructuring efforts. In their petition, the Debtors listed both assets and debts between $1 million and $10 million. WOODSTOCK REALTY: Case Summary & 12 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Woodstock Realty LLC 1007 Trakk Lane Woodstock, IL 60098 Bankruptcy Case No.: 09-74062 Chapter 11 Petition Date: September 22, 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 $4,500,000, and total debts of $5,518,824. 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/ilnb09-74062.pdf The petition was signed by John Jacobs, member of the Company. YARUSHALMI & ASSOCIATES: Accounting Action Sent to State Court -------------------------------------------------------------- WestLaw reports that an accounting action between a debtor and his former law partner, which the debtor removed to federal court based on his bankruptcy filing more than one year after the bankruptcy petition was filed, after a state trial judge upheld the majority of a referee's findings in favor of the debtor's former partner and remanded for resolution of contested fee claims before this same referee, would be remanded back to state court on equitable grounds. The proceeding was a state law proceeding that not only could arise, but had arisen outside bankruptcy years prior to the petition date, over which the court had only "related to" jurisdiction. Furthermore, the referee, having conducted hearings and examined records over a period of more than two years, had far greater familiarity with the issues, and allowing the accounting action to proceed in state court would not interfere with the bankruptcy proceedings. Finally, the debtor's belated decision to remove, one year after the petition date, exhibited distinct signs of forum shopping. Shiboleth v. Yerushalmi, Case No. 09-cv-1016, --- B.R. ----, 2009 WL 792718 (S.D.N.Y.) (Sand, J.). The underlying dispute originated in the New York Supreme Court over ten years ago when Amnon Shiboleth, Esq., and Joseph Yerushalmi, Esq., were partners in the law firm known as Yerushalmi, Shiboleth, Yisraeli & Roberts from 1987 to 1995. Yerushalmi & Associates LLP, a Great Neck, N.Y., law firm, and Joseph Yerushalmi, Esq., filed chapter 11 petitions (Bankr. E.D.N.Y. Case Nos. 07-72817 and 07-72816) on July 25, 2007, are represented by Douglas J. Pick, Esq., at Pick & Zabicki LLP in Manhattan, and estimated assets and debts between $1 million and $100 million. The law firm's Chapter 11 case was converted to a Chapter 7 liquidation proceeding in Oct. 2007. YELLOWSTONE CLUB: Trustee Sends Blixseth Firm to Chapter 11 ----------------------------------------------------------- Marc S. Kirschner, on behalf of a trust that took over the remaining assets and claims of Yellowstone Mountain Club following its sale to CrossHarbor Capital Partners, LLC, has sent BLX Group Inc. to bankruptcy. In an involuntary Chapter 11 petition it signed together with two other creditors and filed Sept. 21, Mr. Kirschner, the trustee of the Yellowstone Club Liquidating Trust, said the trust is owed $190,000,000 on account of a promissory note. Yellowstone Club emerged from bankruptcy after obtaining confirmation of a plan backed by CrossHarbor Capital Partners and existing members of the club. CrossHarbor won an auction for Yellowstone with its offer to acquire ownership of the reorganized club for $35 million in cash and provide a note worth $80 million to creditors. BLX Group, formerly known as Blixseth Group, Inc., was the primary shareholder of Yellowstone Club before its collapse. BLX was owned by the Blixseths. Tim Blixseth relinquished control of Yellowstone Club to his ex-wife Edra in a divorce settlement that was finalized in August 2008. According to a document filed in the Chapter 11 case of Yellowstone Mountain Club, Credit Suisse made loans to Yellowstone aggregating $375 million that ended up in the pockets of the Blixseths. In the Chapter 11 case, the committee of unsecured creditors of Yellowstone Mountain Club sued BLX Group to recover transfers made by YMC. According to the suit, after obtaining loans from Credit Suisse, proceeds from the loans were withdrawn by the Blixseths for transactions unrelated to YMC. In respect of the funds disbursed, BGI executed an unsecured demand note dated as of September 30, 2005, in favor of YMC in the amount of $208,831,158. BGI executed another unsecured demand note in favor of Yellowstone Development, LLC in the amount of $55,798,797. BGI executed a third unsecured demand note in favor of YMC in the amount of $7,800,000. BGI has allegedly made $40 million of interest and principal reduction payments to YMC in respect of the first note. The liquidating trust, following the effective date of YMC's plan, obtained ownership of assets not sold to CrossHarbor, including YMC's interest in promissory notes of $275 million from BGI. The trustee has been tasked to dispose of those assets with the proceeds to be distributed to creditors of YMC. Judge Ralph B. Kirscher, which handled YMC's Chapter 11 case, is assigned to the involuntary case of BLX Group. About Yellowstone Club Located near Big Sky, Montana, Yellowstone Club -- http://www.theyellowstoneclub.com/-- is a private golf and ski community with more than 350 members, including Bill Gates and Dan Quayle. The Company was founded in 1999. Yellowstone Mountain Club LLC and its affiliates filed for Chapter 11 on Nov. 10, 2008 (Bankr. D. Montana, Case No. 08-61570). The Company's owner affiliate Edra D. Blixseth, filed for Chapter 11 on March 27, 2009 (Case No. 09-60452). In June 2009, the Bankruptcy Court entered an order confirming Yellowstone's Chapter 11 Plan. Pursuant to the Plan, CrossHarbor Capital Partners, LLC, acquired equity ownership in the reorganized Club for $115 million. Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green PLLC, represented the Debtors. The Debtors hired FTI Consulting Inc. and Ronald Greenspan as CRO. The official committee of unsecured creditors were represented by Parsons, Behle and Latimer, as counsel, and James H. Cossitt, Esq., at local counsel. Credit Suisse, the prepetition first lien lender, was represented by Skadden, Arps, Slate, Meagher & Flom. About BLX Group BLX Group Inc. formerly Blixseth Group Inc. is an Oregon Company owned by Edra Blixseth. BLX Group previously owned Yellow Mountain Club LLC, the entity that owns the Yellowstone Club, a private golf and ski community with more than 350 members. BGI's assets include a 230.5-acres property located in Rancho Mirage, California known as Porcupine Creek. The property, which is subdivided into 15 parcels, contains a "multi-million dollar residential compound and a Tom Weiskopf championship golf course." Marc S. Kirschner, as liquidating trustee of Yellowstone Mountain Club, together with two other creditors, filed an involuntary Chapter 11 petition for BLX Group on Sept. 21, 2009 (Bankr. D. Montana Case No. 09-61893). Charles W. Hingle, Esq., at Holland & Hart LLP, represents the Petitioners. Mr. Kirschner asserts that he is owed $190,000,000 on account of a promissory note. * 6 Colorado Dairies Went Bankrupt, More to Come, Experts Say ------------------------------------------------------------- Experts say that at least six Colorado dairies have filed for bankruptcy protection this year, and Colorado Farm Bureau member Bob Winter says that several more farms are planning to do the same, Miles Moffeit at The Denver Post reports. According to The Denver Post, four of the businesses that filed for bankruptcy were borrowers of New Frontier Bank, which collapsed in April. The report says that these businesses are: -- Diamond D Dairy of Longmont, -- Johnson Dairy of Eaton, -- Podtburg & Sons Dairy of Greeley, and -- TV Dairy of Fort Lupton. Bankrupt companies Nichols Dairy of Canon City and Daisy Lane Dairy of Cope relied on other banks, The Denver Post states. The Denver Post notes that the public won't know for weeks or months the outcome of the Federal Deposit Insurance Corp.'s August national auction of $455 million in New Frontier loans. The report says that another online auction combining New Frontier's remaining notes with those of other lenders is set for September 29. The Denver Post quoted state Agriculture Commissioner John Stulp as saying, "The process is starting -- but some of the details we'll never know because they end up in private transactions." * Default Rate to Drop From 13.2% to 4.1%, Says Moody's ------------------------------------------------------- Moody's Investors Service said Sept. 21 that the corporate default rate will fall back to 4.3% by August 2010 from a peak of 12.6% at the end of this year. "We are predicting a peak, not a plateau," said Moody's Director of Corporate Default Research Ken Emery, "and while that peak will exceed what we observed in the last two credit cycles, we expect it will be a peak of relatively short duration." "What we have seen in recent credit cycles -- notably the 1990 and 2000 recessions -- is that following the month in which the default rate reaches its height, the descent happens relatively quickly," explained Moody's Senior Vice President Albert Metz. "Rates return to levels closer to the historical norm within six to twelve months." For example, in the 1990 cycle, when monthly rates peaked in January of 1991, the 12-month default rate declined to 5.9% six months later. Default counts have fallen in recent months since peaking at 44 defaulters in March. The average default count was 17 per month in July and August compared to 29 per month from January to June. To date for the month of September, Moody's has counted just 5 defaults globally, though that number may of course be revised. "This would suggest that the worst may be behind us," said Moody's Metz. He adds that defaults so far this month put September on pace for the current North American forecast. Moody's oft-cited default rate measures the percentage of speculative-grade rated (i.e. Ba1-rated or lower) financial and non-financial corporate debt issuers globally that have defaulted over a given time horizon. Its annual default rate is a rolling 12-month indicator. A 12.6% default rate in December of this year therefore would indicate what percentage of rated issuers defaulted between December 2008 and December 2009. Its August 2010 projection seeks to measure the number that will default between August 2009 and August 2010. Moody's default rate model incorporates macroeconomic factors including unemployment rates and projections for high-yield bond spreads. The model uses Moody's Economy.com's forecast for a peak US unemployment rate Moody's default rate forecasts also incorporate issuer level information including rating levels, rating transition trends, and outlooks. The full report, "Past The Peak: How Rapidly Default Rates Decline," is available at http://www.moodys.com/ * Retailers to Hire Fewer Workers During Holiday Season ------------------------------------------------------- U.S. retailers plan to hire fewer temporary workers during the holiday season as consumers continue to reduce spending, Inyoung Hwang at Bloomberg News reported, citing a survey by Hay Group, a human-resources consulting firm. Hay said that 40% of retailers said they will hire 5% to 25% fewer seasonal workers compared with last year, based on a poll of 25 companies including American Eagle Outfitters Inc. and Target Corp. The Hay survey shows that 36 percent of the retailers expect holiday sales to be unchanged and 34% predict a decline of as much as 25%. The slump in consumer spending has prompted retailers to act preemptively and reduce costs ahead of time, said Howard Tubin, an analyst at RBC Capital Markets. * U.S. Bank Shares to Drop; Lenders Must Raise More Capital ----------------------------------------------------------- CLSA Ltd. analyst Mike Mayo said that U.S. bank shares will drop because loans made for commercial real estate will sour and lenders will need to raise more capital to cover credit losses, Patrick Rial at Bloomberg News reports. According to Bloomberg, Mr. Mayo said that regional banks will perform the worst among U.S. lenders as they have the biggest exposure to loans for commercial real estate, and the global economic slowdown may still cause another corporate failure in the vein of Enron Corp. or WorldCom Inc. "I would expect to see something along those lines before the cycle is done. If you increase risk for two decades it takes time to reduce that risk. Don't think you can do that overnight," the report quoted Mr. Mayo as saying. * Duff & Phelps Has Tool to Manage Going-Concern Risks ------------------------------------------------------ Financial advisory and investment banking firm Duff & Phelps Corporation on Sept. 23 announced the development of its first predictive tool to help companies achieve a clear and quantifiable understanding of their risk of receiving a "going-concern opinion". The tool objectively analyzes a defined set of risk factors and provides companies with a risk score. This risk analysis score enhances Duff & Phelps' current independent financial advisory services to companies facing going-concern issues. The result is a unique end-to-end solution that helps companies identify, quantify and assess their risk; develop and execute action plans to address and mitigate the fundamental issues underlying going-concern risks; and advise on communication strategies for investors and stakeholders. Auditors issue GCOs when they have determined that there is substantial doubt about a company's ability to meet its obligations and continue as a going-concern for at least the next 12 months. The market downturn coupled with increased financial leverage has expanded the number of companies that may be at risk of receiving a going-concern opinion. Raising the issue to an even greater degree of prominence for many executives, the Financial Accounting Standards Board has proposed to issue an accounting standards update on going-concern to clarify in the accounting literature that management has the primary responsibility for assessing the company's ability to continue as a going-concern. "In today's economic environment, even previously healthy companies may have going-concern issues," said Michael Athanason, managing director and leader of the firm's Corporate Finance Consulting segment. "Since going-concern opinions impact the willingness of investors, business partners, creditors and customers to do business with a company, it is crucial that management and the board take a proactive approach to identify and address conditions or events that raise going-concern doubt before it is too late." Determining whether a company will continue as a going-concern has been a challenge since the evaluation process relies on a mix of objective analysis of events and conditions, consideration of quantitative factors and substantial subjectivity. According to recent research conducted by Duff & Phelps, 50% of medium-to-large sized U.S. public companies that received a GCO in 2007 were still operating as a going-concern 18 months later. Conversely, 63% of such companies that filed for bankruptcy in 2008 did not receive a GCO prior to filing. "We identified a need for companies to accurately quantify and characterize their going-concern risk," indicated Michael Kelly, a managing director at Duff & Phelps. "Our proprietary risk scoring is based on quantitative and statistical analysis of all U.S. public companies with more than $25 million in revenue that have received going-concern opinions in the past five years." Due to the current uncertain economic environment and the inherent subjectivity of the going-concern evaluation process, Duff & Phelps' research also reveals a need for companies to heed a broader range of warning signs than just declining operating performance. Other key risk factors include high leverage ratios, customer defections, working capital issues, current or forecasted problems complying with debt covenants, principal payment coming due, short-term liquidity issues and difficulty obtaining trade credit. Duff & Phelps' proprietary risk analysis, action plan development, testing, valuation of strategic alternatives and asset divestiture form a powerful combination to help companies identify, evaluate and execute on measures to mitigate going- concern risk. About Duff & Phelps As a leading global independent provider of financial advisory and investment banking services, Duff & Phelps (NYSE: DUF) -- http://www.duffandphelps.com/-- delivers advice to clients principally in the areas of valuation, transactions, financial restructuring, dispute and taxation. Its world class capabilities and resources, combined with an agile and responsive delivery, distinguish clients' experience in working with the firm. With more than 1,200 employees serving clients worldwide through offices in North America, Europe and Asia, Duff & Phelps is committed to fulfilling its mission to protect, recover and maximize value for its clients. Investment banking services in North America are provided by Duff & Phelps Securities, LLC. Investment banking services in Europe are provided by Duff & Phelps Securities Ltd. Duff & Phelps Securities Ltd. is authorized and regulated by the Financial Services Authority. Investment Banking services in France are provided by Duff & Phelps SAS. * Chapter 11 Cases With Assets and Liabilities Below $1,000,000 --------------------------------------------------------------- In Re Borklund Properties, Inc. Bankr. N.D. Ala. Case No. 09-05323 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/alnb09-05323p.pdf See http://bankrupt.com/misc/alnb09-05323c.pdf In Re William Lawrence Borklund and Norma Borklund Bankr. N.D. Ala. Case No. 09-05324 Chapter 11 Petition filed September 8, 2009 In Re Douglas W. Davis Alexis G. Crump Bankr. C.D. Calif. Case No. 09-21737 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re John Christopher Stone aka Chris Stone Realty Bankr. C.D. Calif. Case No. 09-13647 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re Star Express Inc. Bankr. E.D. Calif. Case No. 09-92850 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re Quinn Alyn Sall Lisa Kierstan Sall Bankr. N.D. Calif. Case No. 09-57603 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re 2 REAL Pizza, LLC dba Domino's Pizza Bankr. M.D. Fla. Case No. 09-20176 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/flmb09-20176.pdf In Re R.E.A.L. Pizza, Inc. dba Domino's Pizza Bankr. M.D. Fla. Case No. 09-20140 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/flmb09-20140.pdf In Re Ronald Lee Blazier Susan Jorgensen Blazier Bankr. M.D. Fla. Case No. 09-07532 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/flmb09-07532p.pdf See http://bankrupt.com/misc/flmb09-07532c.pdf In Re Fort Walton Open MRI, LLC dba Airis Open MRI of Marianna Bankr. N.D. Fla. Case No. 09-50602 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/flnb09-50602.pdf In Re Victor Raymond Bronkhorst Wendy Ann Bronkhorst Bankr. N.D. Fla. Case No. 09-31875 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re Sheridan Apartments, LLC Bankr. S.D. Fla. Case No. 09-28965 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re Dennis Robert DeMara Bankr. N.D. Ind. Case No. 09-14118 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/innb09-14118.pdf In Re Electrical Dynamics, Inc. Bankr. E.D. La. Case No. 09-12893 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/laeb09-12893.pdf In Re Church of the Disciples Bankr. D. Md. Case No. 09-26826 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/mdb09-26826.pdf In Re Hearth-n-Home, Inc. Bankr. E.D. Mich. Case No. 09-34785 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/mieb09-34785p.pdf See http://bankrupt.com/misc/mieb09-34785c.pdf In Re Khansa Inc. dba Floor Masters Bankr. E.D. Mich. Case No. 09-67875 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/mieb09-67875.pdf In Re Tae Sun Hong Bankr. E.D. Mich. Case No. 09-67919 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/mieb09-67919.pdf In Re Gary L. Reagan asf Reagan Properties, LLC asf Reagan Greenbuilt asf Sustainable Interior Products Katherine M. Reagan Bankr. D. Minn. Case No. 09-45990 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/mnb09-45990.pdf In Re MATRYOSHKA, INC. Bankr. D. Nev. Case No. 09-26787 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/nvb09-26787.pdf In Re Raymond Sand & Gravel, LLC Bankr. D. N.H. Case No. 09-13469 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/nhb09-13469.pdf In Re Deodath Ramcharan Bankr. E.D.N.Y. Case No. 09-76724 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re Ralph B. Korkor Bankr. M.D. Pa. Case No. 09-06927 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/pamb09-06927.pdf In Re Tammy L. Straughn Bankr. W.D. Pa. Case No. 09-26613 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/pawb09-26613.pdf In Re Maxxima Uniforms, Inc. Bankr. D. P.R. Case No. 09-07556 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/prb09-07556.pdf In Re El Telar Inc. Bankr. D. P.R. Case No. 09-07553 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/prb09-07553.pdf In Re El Telar Franchise Corp. Bankr. D. P.R. Case No. 09-07554 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/prb09-07554.pdf In Re R. G. & C. Automotive Inc. aka Gene Brown's AABCO Transmissions Bankr. W.D. Tex. Case No. 09-53466 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/txwb09-53466.pdf In Re R.L. & Sons LLC aka Gene Brown's AABCO Transmissions Bankr. W.D. Tex. Case No. 09-53467 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/txwb09-53467.pdf In Re James Larry Williford fdba Lone Star Fact Finders Bankr. W.D. Tex. Case No. 09-12529 Chapter 11 Petition filed September 8, 2009 See http://bankrupt.com/misc/txwb09-12529.pdf In Re Orville Linwood Sams Sandra Ann Sams Bankr. S.D. W.Va. Case No. 09-50289 Chapter 11 Petition filed September 8, 2009 Filed as Pro Se In Re Best of New Orleans, Inc. dba The French Market Cafe, Inc. Bankr. S.D. Ala. Case No. 09-14180 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/alsb09-14180.pdf In Re Masters Golf Cottages, LLC Bankr. D. Ariz. Case No. 09-22133 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/azb09-22133.pdf In Re Joseph Patrick Collins Blythe Ellen Collins Bankr. C.D. Calif. Case No. 09-34252 Chapter 11 Petition filed September 9, 2009 Filed as Pro Se In Re Parisa Rahmanian Bankr. S.D. Calif. Case No. 09-13548 Chapter 11 Petition filed September 9, 2009 Filed as Pro Se In Re William J Galligan aka William Jay Galligan fdba Legendary Custom Homes dba Palm Bay Cabinet dba Galligan Enterprises aka Bill Galligan fdba Galligan Enterprises dba Palm Bay Kitchen & Bath Bankr. M.D. Fla. Case No. 09-20187 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/flmb09-20187.pdf In Re Brian S. Clary Bankr. D. Nev. Case No. 09-53102 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/nvb09-53102.pdf In Re HEETRONIX Bankr. D. Nev. Case No. 09-53112 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/nvb09-53112.pdf In Re Christ The Rock International, Inc. Bankr. E.D.N.Y. Case No. 09-47788 Chapter 11 Petition filed September 9, 2009 Filed as Pro Se In Re Peter T. Beaudry, II aka Pierre T. Beaudry aka Pierre T. Beaudry, II dba Beaudry Apartments dba Beaudry Enterprises dba Beaudry Landscape Bankr. N.D. N.Y. Case No. 09-32508 Chapter 11 Petition filed September 9, 2009 Filed as Pro Se In Re 166 East 82nd Bistro, Inc. Bankr. S.D.N.Y. Case No. 09-15430 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/nysb09-15430.pdf In Re Johnny's Cheese & Deli, Inc. dba Johnny's Pizza Bankr. S.D. W.Va. Case No. 09-30680 Chapter 11 Petition filed September 9, 2009 See http://bankrupt.com/misc/wvsb09-30680.pdf In Re Maria Caroline Townsend aka Caroline Townsend Bankr. C.D. Calif. Case No. 09-13689 Chapter 11 Petition filed September 10, 2009 Filed as Pro Se In Re Star Express Inc. Bankr. E.D. Calif. Case No. 09-92850 Chapter 11 Petition filed September 10, 2009 Filed as Pro Se In Re Craig Lewis Ataide Bankr. N.D. Calif. Case No. 09-57682 Chapter 11 Petition filed September 10, 2009 Filed as Pro Se In Re Deatrice Simpson aka Deatrice Simpson-Steer aka NDS Fix It, LLC LLC Bankr. D. D.C. Case No. 09-00796 Chapter 11 Petition filed September 10, 2009 See http://bankrupt.com/misc/dcb09-00796.pdf In Re Nutmeg Utility Products, Inc. Bankr. D. Conn. Case No. 09-32514 Chapter 11 Petition filed September 10, 2009 See http://bankrupt.com/misc/ctb09-32514.pdf In Re Next Mortgage Corp Bankr. S.D. Fla. Case No. 09-29088 Chapter 11 Petition filed September 10, 2009 Filed as Pro Se In Re Raquel Woolin Bankr. S.D. Fla. Case No. 09-29132 Chapter 11 Petition filed September 10, 2009 Filed as Pro Se In Re Maurice Eugene Smith, Jr., Jr. Bankr. M.D. Ga. Case No. 09-52905 Chapter 11 Petition filed September 10, 2009 See http://bankrupt.com/misc/gamb09-52905.pdf In Re NEW WORLD TELECOM Bankr. D. P.R. Case No. 09-07593 Chapter 11 Petition filed September 10, 2009 See http://bankrupt.com/misc/prb09-07593.pdf In Re Double JS Corp. Bankr. D. Ariz. Case No. 09-22455 Chapter 11 Petition filed September 11, 2009 Filed as Pro Se In Re James A. Ruddy III Bankr. C.D. Calif. Case No. 09-21914 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/cacb09-21914.pdf In Re Donna Flavetta aka Donna R. Awtrey aka Donna R. Fernandez aka Donna R. Piche Bankr. N.D. Calif. Case No. 09-48542 Chapter 11 Petition filed September 11, 2009 Filed as Pro Se In Re C C S Investments, LLC Bankr. D. Conn. Case No. 09-51814 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/ctb09-51814.pdf In Re Mark Anthony Calandro Julie Ann Calandro aka Julianne Calandro fka Julie Ann Guarino fka Julie Ann Wachtler fka Julie Ann Berg Bankr. M.D. Fla. Case No. 09-20441 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/flmb09-20441.pdf In Re Detroit Breakfast House & Grill, LLC Bankr. E.D. Mich. Case No. 09-68254 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/mieb09-68254.pdf In Re Seldom Blues, LLC Bankr. E.D. Mich. Case No. 09-68239 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/mieb09-68239p.pdf See http://bankrupt.com/misc/mieb09-68239c.pdf In Re American Bindery & Die Cutting, LLC Bankr. D. N.J. Case No. 09-34037 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/njb09-34037.pdf In Re John F. Stymeist Bankr. D. N.J. Case No. 09-33962 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/njb09-33962.pdf In Re Sip Jones Corp. Bankr. D. N.J. Case No. 09-33923 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/njb09-33923.pdf In Re Soup & Smoothie Place Inc. Bankr. S.D.N.Y. Case No. 09-15467 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/nysb09-15467.pdf In Re Bradley B. Blackwood Kimberly L. Blackwood Bankr. W.D. Pa. Case No. 09-71107 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/pawb09-71107.pdf In Re Cavaricci LLC Bankr. W.D. Tex. Case No. 09-53540 Chapter 11 Petition filed September 11, 2009 See http://bankrupt.com/misc/txwb09-53540.pdf In Re Bearly Kidding Incorporated Bankr. D. Ariz. Case No. 09-22606 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/azb09-22606.pdf In Re BK Plumbing and Bath, LLC Bankr. D. Ariz. Case No. 09-22575 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/azb09-22575.pdf In Re Daniel Frederick Hoemke Laura Lynne Hoemke aka Laura Regner-Hoemke Bankr. D. Ariz. Case No. 09-22566 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/azb09-22566.pdf In Re Jean Mary Garrett aka Jean Willis Bankr. N.D. Calif. Case No. 09-48612 Chapter 11 Petition filed September 14, 2009 Filed as Pro Se In Re Dings Wings I, LLC Bankr. C.D. Ill. Case No. 09-82957 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/ilnb09-82957.pdf In Re David A. Launius Bankr. N.D. Ill. Case No. 09-34014 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/ilnb09-34014.pdf In Re Blackwood Estates, LLC Bankr. D. Maine Case No. 09-21434 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/meb09-21434p.pdf See http://bankrupt.com/misc/meb09-21434c.pdf In Re John J. McCarthy Marijane McCarthy Bankr. D. Mass. Case No. 09-18758 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/mab09-18758.pdf In Re Kapp Partners, LLC Bankr. D. Md. Case No. 09-27254 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/mdb09-27254p.pdf See http://bankrupt.com/misc/mdb09-27254c.pdf In Re Kimlor Corporation Kimhyo, LLC Bankr. D. N.J. Case No. 09-34101 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/njb09-34101.pdf In Re Empire Masonry Contracting Corp. Bankr. E.D.N.Y. Case No. 09-76876 Chapter 11 Petition filed September 14, 2009 See http://bankrupt.com/misc/nyeb09-76876.pdf In Re Cocoa Criollo, Inc. Bankr. W.D. Pa. Case No. 09-26748 Chapter 11 Petition filed September 14, 2009 Filed as Pro Se In Re Century Asset Corporation dba Bowmont Joint Venture Bankr. C.D. Calif. Case No. 09-22085 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/cacb09-22085.pdf In Re Mario Msb Feusier Bankr. N.D. Calif. Case No. 09-48645 Chapter 11 Petition filed September 15, 2009 Filed as Pro Se In Re Tarango, Inc. Bankr. D. Colo. Case No. 09-29168 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/cob09-29168p.pdf See http://bankrupt.com/misc/cob09-29168c.pdf In Re WAW Transport, L.L.C. Bankr. M.D. Fla. Case No. 09-20643 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/flmb09-20643.pdf In Re 142 Oasis Apartments LLC Bankr. S.D. Fla. Case No. 09-29455 Chapter 11 Petition filed September 15, 2009 Filed as Pro Se In Re 4113 Regency Palms, LLC Bankr. S.D. Fla. Case No. 09-29471 Chapter 11 Petition filed September 15, 2009 Filed as Pro Se In Re New England Pre School Associates, Inc. dba Kids & Company dba The ABC Store Bankr. D. Mass. Case No. 09-43828 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/mab09-43828p.pdf See http://bankrupt.com/misc/mab09-43828c.pdf In Re Everet T. Silver Bankr. E.D.N.C. Case No. 09-07961 Chapter 11 Petition filed September 15, 2009 Filed as Pro Se In Re Midwest Vein & Laser Center of Lima, Ltd. Bankr. N.D. Ohio Case No. 09-36361 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/ohnb09-36361.pdf In Re Edenfield Stages, Inc. Bankr. W.D. Pa. Case No. 09-26775 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/pawb09-26775.pdf In Re Todd's by the Bridge Bankr. W.D. Pa. Case No. 09-26765 Chapter 11 Petition filed September 15, 2009 See http://bankrupt.com/misc/pawb09-26765p.pdf See http://bankrupt.com/misc/pawb09-26765c.pdf ********* 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 **