/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/091001.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, October 1, 2009, Vol. 13, No. 271 Headlines 3 C RIVERSIDE: U.S. Trustee Sets Meeting of Creditors for Oct. 23 AB & C GROUP: Bankr. Code Doesn't Set ERISA Plan Wind-Up Fees AEON CAPITAL PARTNERS: Case Summary & 21 Largest Unsec. Creditors ALDCO INVESTMENT: Voluntary Chapter 11 Case Summary AMERICA WEST: Posts $668,000 Net Loss in Quarter Ended June 30 AMERICHIP INTERNATIONAL: Cancels Plan to File for Chapter 7 ASARCO LLC: Environmental Deals Appeal Stayed Pending Plan Process ASARCO LLC: Fireman's Fund Wants Aviva Order Appeal Stayed ASARCO LLC: Parent Gets Stay on SCC Reimbursement Appeal ASARCO LLC: Wants AMC Compliance of Order on SCC Judgment ATTRACTIONS HIPPIQUES: Monitor Favors Restructuring Plan BEDROCK INTERNATIONAL: Section 341(a) Meeting Set for October 5 BEDROCK INTERNATIONAL: U.S. Trustee Picks 7-Member Creditors Panel BETHNY LLC: Case Summary & 20 Largest Unsecured Creditors BIOLARGO INC: Posts $3.6MM Net Loss in Six Months Ended June 30 BRUNO'S SUPERMARKET: Court Confirms 4th Amended Liquidation Plan CELESTICA INC: S&P Raises Corporate Credit Rating to 'BB-' CHERYL FALBO: Case Summary & 12 Largest Unsecured Creditors CIT GROUP: Draws Up Prepackaged Bankruptcy Plan CIT GROUP: Deadline to Adopt Restructuring Plan Today CITGO PETROLEUM: Moody's Cuts Corporate Family Rating to 'Ba2' CJS PROPERTIES LLC: Case Summary & 3 Largest Unsecured Creditors CONCORD STEEL: Meeting of Creditors Scheduled for November 9 CONCORD STEEL: Blames Chapter 11 Bankruptcy on Economic Woes CORREA INC: Voluntary Chapter 11 Case Summary CORTEX PHARMA: June 30 Balance Sheet Upside-Down by $212,000 COYOTES HOCKEY: Judge Rejects NHL, Balsillie Bids for Coyotes CHRYSLER LLC: Court Approves Rejection of Contracts CHRYSLER LLC: Dealer Wants Direct Appeal on Stay Ruling CHRYSLER LLC: Jones Day Also Providing Services to New Chrysler CHRYSLER LLC: Vehicle Suit Plaintiffs Allowed to File Class Claim COMSTOCK HOMEBUILDING: Has Forbearance, Releases from M&T Bank COOPER-STANDARD: Committee Member Gets Court Nod to Trade Claims COOPER-STANDARD: Cooper Tire Plea to Bring Case to Canada Denied COOPER-STANDARD: Waiver Under Receivables Deal Expires Jan. 10 COOPER-STANDARD: Wants Cooper Tire Lawsuit Dismissed DEBRA JEAN SILVA: Voluntary Chapter 11 Case Summary DIAGNOSTIC IMAGING: Moody's Withdraws 'B1' Corp. Family Rating ECCO ENERGY: Posts $4.3 Million Net Loss in Quarter Ended June 30 EDGEN MURRAY: Moody's Downgrades Corporate Family Rating to 'B3' ENERGY PARTNERS: Alan Bell Steps Down as Restructuring Officer EUROFRESH INC: Hearing on Confirmation of Plan Set for Oct. 14 EXTENDED STAY: Former Judge to Probe Bank Deals FAIRPOINT COMMUNICATIONS: Moody's Cuts Corporate Rating to 'Caa3' FINLAY ENTERPRISES: Court Appoints Gordon Brothers as Liquidator FIRST BANCORP: Moody's Makes Assessment on Governance & Controls FLEETWOOD ENTERPRISES: Draft of Disclosure Statement in the Works FONTAINEBLEAU LV: Penn National Mulls Buying Casino in Vegas FOUNTAIN POWERBOAT: Seeking Chief Investor, Wants Liberty GANNETT CO: S&P Assigns 'BB' Rating on $200 Mil. Senior Notes GOLDEN NUGGET: S&P Raises Corporate Credit Rating to 'CC' GROUP 1: S&P Changes Outlook to Stable, Affirms 'B+' Rating HANLEY-WOOD LLC: Weak Liquidity Cues Moody's to Junk Corp. Rating HCA INC: Pagliuca Steps Down as Director to Pursue Senate Bid HARRAH'S ENTERTAINMENT: Unit Gets $1-Bil of Incremental Term Loans HARRAH'S ENTERTAINMENT: HOC Commences Discounted Offer for Notes HARRAH'S ENTERTAINMENT: HOC Offers to Swap 1st and 2nd Lien Notes HIRSCH INTERNATIONAL: Posts $2MM Net Loss in Quarter Ended June 30 HOSAIN AZIZIAN: Voluntary Chapter 11 Case Summary HUMBOLDT CREAMERY: FBI to Continue Probe on Alleged Fraud IESI CORPORATION: Moody's Affirms Corporate Family Rating at 'B1' INFOLOGIX INC: Forbearance Pact Extended Until Oct. 12 INTERNATIONAL TEXTILE: Posts $126MM Net Loss in Qtr. Ended June 30 INTROGEN THERAPEUTICS: Vivante to Rename Manufacturing Assets JERGENS BALES: Files for Chapter 11 Bankruptcy Protection JOLT COMPANY: Liabilities Make Capital Infusion Unlikely KEARNEY CONSTRUCTION: Seeks Court Nod to Use Cash Collateral JOHN MANEELY: Moody's Confirms Corporate Family Rating at 'B2' L-3 COMMUNICATIONS: Fitch Lifts Issuer Default Rating From 'BB+' L-3 COMMUNICATIONS: Moody's Upgrades Corp. Family Rating to 'Ba1' LA PLACITA: Judge Bohm Restricts Use of Cash Collateral LEHMAN BROTHERS: Moody's Assumed Bailout in Pre-Collapse Ranking LIGHTNING AB CORP: Case Summary & 7 Largest Unsecured Creditors LIVINGSTON APARTMENTS: Defaults on $$2.76MM Mortgage, Faces Suit MCGRATH HOTELS: Resort Didn't File Deeds for Timeshare Owners MARK IV: Moody's Assigns Corporate Family Rating at 'B2' MARTIN DUANE HARLEY: Case Summary & 4 Largest Unsecured Creditors MEDIACOM COMMUNICATIONS: Redeems 9-1/2% and 7-7/8% Senior Notes MEDIACOM COMMUNICATIONS: Act II Discloses 5% Equity Stake MERRILL LYNCH: BofA CEO Ken Lewis to Retire by Year-End MERUELO MADDUX: Reports Case Update for August 2009 METALS USA: Joe Longo Steps Down as President of Plates & Shapes METRO-GOLDWYN-MAYER: Summit Mulls Expansion Through Acquisitions MICHAEL MACRAE: Case Summary & 6 Largest Unsecured Creditors MICHAEL VICK: Labor Dept. Has Consent Judgment for $400,000 MOMENTIVE PERFORMANCE: Expects to Post Up to $570MM Q3 Net Sales MOMENTIVE PERFORMANCE: JPMorgan-Led Banks Waive Loan Covenant MORGAN ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors MORRIS PUBLISHING: Moody's Withdraws Ratings for Business Reasons MXENERGY HOLDINGS: Moody's Changes Default Rating to 'Ca/LD' NEUROGEN CORPORATION: Posts $7.5MM Net Loss in Qtr. Ended June 30 NOBLE INT'L: To Auction Welding Equipment by Webcast in October NORTEL NETWORKS: To Auction Off GSM/GSM-R Business NORTEL NETWORKS: Hearing on $3-Bil. Tax Claim on October 13 O2 DIESEL: Has Confirmed Reorganization Plan OPEN TEXT: Moody's Upgrades Corporate Family Rating to 'Ba2' PANOLAM INDUSTRIES: Agrees to Plan Terms With Senior Lenders PARTICLE DRILLING: Court Confirms Bankruptcy Plan PILGRIM'S PRIDE: Enters Into Change-In-Control Pact With Jackson PILGRIM'S PRIDE: Enters Into Consulting Agreement With Bo Pilgrim PILGRIM'S PRIDE: Proposes to Sell 100% Interest in Valley Rail PILGRIM'S PRIDE: Proposes to Sell Lake Bob Property for $3.79MM POSITRON CORPORATION: June 30 Balance Sheet Upside-Down by $6.8MM REALOGY CORPORATION: Moody's Changes Default Rating to 'Caa3/LD' REALOGY CORP: S&P Downgrades Corporate Credit Rating to 'SD' ROBERT ALAN SMALL: Voluntary Chapter 11 Case Summary SAMSONITE STORES: Wins Nod for Hilco as Real Estate Consultants SAMSONITE STORES: Identifies Stores to Be Closed SAMSONITE STORES: Projects Net Profit, Lower Sales Starting 2010 SAMSONITE STORES: Meeting of Creditors on October 14 SANG LEE: Voluntary Chapter 11 Case Summary SEASONS PARTNERS: Files for Chapter 11 Bankruptcy Protection SIX FLAGS: 60 Trade Creditors Sell Claims Totaling $787,344 SIX FLAGS: Proposes December 14 Claims Bar Date SIX FLAGS: Wants Jan. 9 Lease Decision Deadline SIX FLAGS: Wants Plan Exclusivity Until January 9 SMURFIT-STONE: Caspian Fails to Win Order for Equity Committee SOLAR THIN: June 30 Balance Sheet Upside-Down by $5.8 Million SOUTHEAST WAFFLES: Court Okays Sale to Waffle House STAR GAS: Fitch Affirms Issuer Default Rating at 'B' STATION CASINOS: Court Authorizes Lazard as Financial Advisor STATION CASINOS: Gets Nod to Hire FTI as Financial Advisor STATION CASINOS: Wins Nod to Tap Squire Sanders for SL Committee SUNWEST MANAGEMENT: Reorganization Plan Angers Lenders TANA SEYBERT: Meeting of Creditors Scheduled for October 27 TANA SEYBERT: U.S. Trustee Appoints Seven-Member Creditors Panel TAYLOR BEAN: 1,737 Tax Bills Paid in Escrow Will Be Late TENET HEALTHCARE: S&P Assigns 'CCC' Rating on $345 Mil. Notes THOMAS RIPLEY: No Stay Relief for Bank of America THOMAS SIEBERT: Case Summary & 17 Largest Unsecured Creditors TRAGO INTERNATIONAL: Case Summary & 19 Largest Unsecured Creditors TRUE TEMPER SPORTS: To File for Chapter 11 With Prepack Plan US AIRWAYS: Awards $3MM+ to Employees for July Performance US AIRWAYS: Promotes Four Mgt. Team Members to VP-Level UTGR INC: Reaches Preliminary Pact With Greyhound Owners Group VECTRIX CORPORATION: Case Summary & 20 Largest Unsecured Creditors W/C IMPORTS: Wants Access to Cash Securing the CIT Group Loan W R GRACE: Ask for Approval of Amended AETNA Settlement Deal W R GRACE: Ask for Approval of Amended Chartis Insurance Pact W R GRACE: Court OKs London Market Insurance Cos. Amended Pact WASHINGTON CROSSING: Defaults on $5.45MM Mortgage, Faces Lawsuit WEAVER MOUNTAIN ESTATES: Case Summary & 9 Largest Unsec. Creditors WEYERHAEUSER COMPANY: Fitch Assigns 'BB+' Rating on Senior Notes WINDSTREAM CORPORATION: Fitch Puts 'BB+' Rating on $400 Mil. Notes WINDSTREAM CORPORATION: Moody's Puts Ba3 Rating on $400 Mil. Notes WINDSTREAM CORP: S&P Assigns 'BB' Rating on $400 Mil. Notes YOUNG BROADCASTING: Has Until Nov. 23 to Solicit Votes for Plan ZYNEX INC: Posts $1.7 Million Net Loss in Six Months Ended June 30 * Automakers Must Be Less Capital Intensive, Chrysler Lawyer Says * Fitch Says Corporate Credit Ratings are Expected to Decline * Frank Endorses FDIC Proposal Pushing Banks to Prepay Premiums * DataX Adds Bankruptcy Information in Credit Reports * NewOak Capital Taps Amy Levenson MD,Chair Comm Real Estate Loans * Chapter 11 Cases With Assets and Liabilities Below $1,000,000 ********* 3 C RIVERSIDE: U.S. Trustee Sets Meeting of Creditors for Oct. 23 ----------------------------------------------------------------- The U.S. Trustee for Region 8 will convene a meeting of creditors in 3 C Riverside Properties, L.L.C.'s Chapter 11 case on Oct. 23, 2009, at 2:30 a.m. The meeting will be held at 200 Jefferson Ave, Room 400, Memphis, Tennessee. 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. Cordova, Tennessee-based 3 C Riverside Properties, L.L.C., filed for Chapter 11 on Sept. 11, 2009 (Bankr. W.D. Tenn. Case No. 09- 30025). Henry C. Shelton III, Esq., at Adams and Reese represents the Debtor in its restructuring efforts. According to the Debtor's schedules, it has assets of at least $25,131,500, and total debts of $6,263,461. AB & C GROUP: Bankr. Code Doesn't Set ERISA Plan Wind-Up Fees ------------------------------------------------------------- WestLaw reports that the propriety of a bank's charges against an ERISA-qualified employee benefit plan previously established by a Chapter 7 debtor-employer, for services that the bank provided in winding up the plan on behalf of the trustee, was governed by ERISA rather by the provisions of the Bankruptcy Code. The bankruptcy court did not have either "arising under" or "arising in" jurisdiction to make such a determination, as required pursuant to a consent order negotiated by the trustee and the bank. In re AB & C Group, Inc., --- B.R. ----, 2009 WL 1939077, 51 Bankr. Ct. Dec. 252 (Bankr. N.D. W.Va.). Robert W. Trumble, the Chapter 7 Trustee overseeing the liquidation of AB & C Group, Inc. (Bankr. N.D. W.Va. Case No. 08- 00482), asked the Honorable Patrick M. Flatley to enter a negotiated order authorizing Branch Banking & Trust to wind up the AB & C Group, Inc. 401(k) & Savings Plan and allowing the Bank to charge its fees and expenses against the assets of plan. The United States Department of Labor objected to the Trustee's motion. The Department doesn't object to the plan's termination, nor to the Bank doing the wind-up. Rather, the Department objected to the Proposed Order to the extent it asked the Bankruptcy Court to pass upon the permissibility, under the provisions of the Employee Retirement Income and Security Act, 29 U.S.C. Secs. 1001 et seq., of the fees and expenses that the Plan will incur in conjunction with its termination. The Department argued that the Bankruptcy Court lacks jurisdiction to do so, and ERISA should control. Judge Flatley agreed that the Bankruptcy Court shouldn't involve itself in the mechanics of how the Plan's assets -- which aren't assets of AB & C Group's estate -- are taxed or distributed. AEON CAPITAL PARTNERS: Case Summary & 21 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Aeon Capital Partners, LLC 2225 SW 19 Ave Miami, FL 33145 Bankruptcy Case No.: 09-30782 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Robert A. Mark Debtor's Counsel: David W. Langley, Esq. 8551 W Sunrise Blvd #303 Fort Lauderdale, FL 33322 Tel: (954) 356-0450 Fax: (954) 356-0451 Email: dave@flalawyer.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 $350,000, and total debts of $2,127,216. A full-text copy of the Debtor's petition, including a list of its 21 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/flsb09-30782.pdf The petition was signed by Albert Bueno, managing member of the Company. ALDCO INVESTMENT: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Aldco Investment #6, LLC 2932 North 14th Street Phoenix, AZ 85014 Bankruptcy Case No.: 09-24200 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Donald W. Powell, Esq. Carmichael & Powell, P.C. 7301 N. 16th St., #103 Phoenix, AZ 85020 Tel: (602) 861-0777 Fax: (602) 870-0296 Email: d.powell@cplawfirm.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 Scott A. Klaschka, managing member of the Company. AMERICA WEST: Posts $668,000 Net Loss in Quarter Ended June 30 -------------------------------------------------------------- America West Resources, Inc., posted a net loss of $667,586 for three months ended June 30, 2009, compared with a net loss of $719,023 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $440,643 compared with a net loss of $1,248,088 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $18,787,916, total liabilities of $18,340,563 and a stockholders' equity of $447,353. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted that it had a working capital deficit of $9,997,258 and an accumulated deficit of $14,696,615 as of June 30, 2009. Furthermore, its wholly-owned subsidiary, Hidden Splendor, emerged from bankruptcy with a Plan of Reorganization in December 2008. The management is attempting to raise additional capital through sales of stock and enhance the operations of Hidden Splendor to achieve cash-positive operations. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d9 America West Resources, Inc. (OTC:AWSR) formerly Reddi Brake Supply Corporation, is engaged in the mining of low-sulfur coal. The Company operates Horizon Mine located in Carbon County, Utah. The Horizon Mine is operated through its wholly owned subsidiary, Hidden Splendor Resources, Inc. Hidden Splendor's sole business is the coal mining operation at the Horizon Mine located approximately 11 miles west of Helper, Utah in Carbon County. This mine produces what is commonly known as steam coal, that is, coal used to heat water to create steam which, in turn, is used to turn turbine engines to produce electricity. While steam coal primarily is sold to power companies for use in coal fired power plants, steam coal also can be used in the production process for concrete and often is sold in the western United States for this purpose. The majority of its coal is sold to utility companies for use in the generation of electricity. AMERICHIP INTERNATIONAL: Cancels Plan to File for Chapter 7 ----------------------------------------------------------- AmeriChip International Inc. said in a Sept. 22 regulatory filing that on July 9, 2009, its board of directors revoked and canceled the authorization granted to an officer to file Chapter 7 bankruptcy on behalf of KSI and AmeriChip. In October 2008, the Company noted it has incurred material recurring losses from operations. At August 31, 2008, the Company had an accumulated deficit of $34,935,799, limited cash, and negative working capital. For the nine months ended August 31, 2008, the Company sustained a net loss of $2,775,832. These factors, among others, indicate that the Company may be unable to continue as a going concern for a reasonable period of time. The Company's continuation as a going concern is contingent upon its ability to obtain additional financing and to generate revenue and cash flow to meet its obligations on a timely basis. Management is currently putting sales strategies in place which will, if successful, mitigate these factors which raise substantial doubt about the Company's ability to continue as a going concern. About AmeriChip International Based in Clinton Township, Mich., AmeriChip International Inc. (OTC BB: ACHI.OB) -- http://www.americhiplacc.com/-- holds a patented technology known as Laser Assisted Chip Control, which can be used to re-engineer the manufacturing process for industrial metal machining applications. According to AmeriChip International, this technology, when implemented by the customer, will eliminate dangerous ribbon-like steel chips that tangle around moving tool parts, automation devices and other components essential to the machine processing of low to medium grade carbon steels and non-ferrous metal parts. AmeriChip had total assets of $6,750,114 against debts of $6,945,282 as of August 31, 2008. ASARCO LLC: Environmental Deals Appeal Stayed Pending Plan Process ------------------------------------------------------------------ Asarco Incorporated and Americas Mining Corporation sought and obtained the District Court's nod to stay their appeal of the Bankruptcy Court's June 5, 2009 order granting the Debtors' request for approval of their settlements of environmental claims. Asarco Inc. and AMC asked for the stay pending the outcome of the confirmation hearings on a plan of reorganization for the Debtors. The Parent contended that the resolution of the appeal is intertwined with the ultimate outcome of the confirmation proceedings. The Bankruptcy Court has recommended to District Judge Andrew Hanen to approve the Plan proposed by Grupo Mexico's units for ASARCO LLC and deny confirmation and deny approval of the plan proposed by management of ASARCO LLC. Judge Hanen is expected to issue his decision on a plan for ASARCO LLC by November. In the interest of judicial economy and by agreement by the judges, District Court Chief Judge Hayden Head has ruled that the appeal will be heard and decided by Judge Andrew Hanen. Asarco Incorporated, meanwhile, filed a brief in further support of its appeal of the Bankruptcy Court's June 5, 2009 order granting the Debtors' request for approval of their settlements of environmental claims. To recall, Judge Schmidt in June granted the Debtors' request to settle certain environmental claims and accordingly, approved five separate settlement agreements that together resolve approximately $3.5 billion of environmental claims filed against the Debtors' bankruptcy estates. The Settlement Agreements are: (1) The Residual Environmental Settlement Agreement, which sets forth a settlement among the United States of America, ASARCO LLC and the states of Washington and Nebraska, with respect to three sites for which the federal and state governments claimed approximately $3 billion in response costs and natural resources damages; (2) The Multi-State Custodial Trust Settlement Agreement, which resolves claims at 18 sites in 11 states and sets forth a settlement of environmental claims among the United States of America, ASARCO LLC, ASARCO Master, Inc., AR Sacaton, LLC, CAPCO, Alta Mining and Development Company, the states of Alabama, Arizona, Arkansas, Colorado, Illinois, Indiana, New Mexico, Ohio, Oklahoma, Utah, and Washington, LePetomane XXV, and St. Paul Travelers. The Multi-State Custodial Trust will receive a settlement payment totaling $70,955,493, which will be treated as an administrative expense priority claim, and will be allowed a $177,486 general unsecured claim; (3) The Montana Custodial Trust Settlement Agreement, which resolves claims at five sites in Montana, and sets forth a settlement of environmental claims among the United States of America, the state of Montana, ASARCO LLC, ASARCO Consulting, Inc., American Smelting and Refining Company, ASARCO Master, Inc., and the Montana Environmental Trust Group, LLC. The Montana Custodial Trust will receive a custodial trust settlement payment totaling $138.3 million, which will be treated as an administrative expense priority claim, and the state of Montana will be allowed a $5 million general unsecured claim; (4) The Texas Custodial Trust Settlement Agreement, which resolves claims at two sites in Texas and sets forth a settlement of environmental claims among the United States of America, ASARCO LLC, American Smelting and Refining Company, and the Texas Commission on Environmental Quality. The Texas Custodial Trust settlement payments totaling $52.08 million will be treated as administrative expense priority claims; and (5) The Miscellaneous Federal and State Environmental Settlement Agreement, which relates to 26 sites in 12 states and sets forth a settlement of environmental among the United States of America, ASARCO LLC, the states of Arizona, Colorado, New Jersey, Oklahoma and Washington, and the New Jersey Department of Environmental Protection. "[T]he Settlement Agreements are well within the range of reasonableness, fair and equitable, and in the best interest of the estate as they resolve genuine and substantial disputes among the parties related to each of the covered sites, avoid risks of adverse judgments, and avoid the significant costs of continued litigation and appeals associated with estimating each of the claims," Judge Schmidt said in his 102-page findings of fact and conclusions of law, a copy of which can be obtained for free at: http://bankrupt.com/misc/ASARCO_Findings_Settlement_060509.pdf Asarco Inc. contends that the Bankruptcy Court erred as a matter of law in restricting the procedural fairness inquiry required under United States v. Cannons Eng'g Corp., 899 F.2d 79 (1st Cir. 1990) to the actual negotiations between the Debtors and the U.S. Environmental Protection Agency. Asarco Inc. adds, among other things, that the Bankruptcy Court clearly erred (i) in finding that the process relating to the negotiation of the Omaha Settlement was procedurally fair, and (ii) by failing to assess whether the Omaha Settlement fairly apportions liability based on ASARCO LLC's comparative fault, as required under Cannons Engineering. 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) ASARCO LLC: Fireman's Fund Wants Aviva Order Appeal Stayed ---------------------------------------------------------- Fireman's Fund Insurance Company asks the U.S. District Court for the Southern District of Texas to stay any further prosecution of its appeal from the order granting the Debtors' request to approve settlement agreement with Aviva Canada Incorporated pending the effective date of a confirmed plan of reorganization in the Debtors' bankruptcy cases. Bankruptcy Judge Richard Schmidt on order dated July 7, 2009, approving the Debtors' settlement agreement with insurance carrier, Aviva Canada Incorporated. Among other things, the settlement provides that Aviva will buy back its insurance rights for $1,150,000, which funds have been paid and deposited by ASARCO LLC into an interest-bearing segregated account. Assuming that either the Debtors' or the Parent's plan is confirmed, FFIC will be required to "take all reasonable actions to dismiss" the Appeal within 30 days after the Effective Date, relates Veronica Martinsen Bates, Esq., at Hermes Sargent Bates, in Dallas, Texas. Therefore, she asserts, confirmation and the occurrence of the Effective Date under either the Debtors' or the Parent's plans will necessarily moot the Appeal. Because FFIC will dismiss the Appeal within 30 days after the Effective Date of any confirmed plan, and in an effort to avoid the unnecessary expenditure of the parties' and the Court's time and resources, FFIC asks the Court to stay the Appeal pending the occurrence of the Effective Date of either the Debtors' or the Parents' confirmed plan of reorganization. The District Court granted the request to stay, and parties to the Appeal are relieved of their obligations to file any briefs and other pleadings and documents pending further District Court order. In another order, District Court Chief Judge Hayden Head ruled that in the interest of judicial economy and by agreement by the judges, the Appeal will be heard and decided by District Court Judge Andrew Hanen. FFIC Submits Brief In its appellant's brief, FFIC argues that the Bankruptcy Court erred in approving the Aviva Motion and the Aviva Settlement Agreement and entering the Aviva Order because the Aviva Settlement Agreement and the Aviva Order violate Section 363 of the Bankruptcy Code. Specifically, the Aviva Settlement Agreement and Aviva Order provide for the "free and clear" sale of the Insurance Policies without also providing FFIC with any adequate protection of its state law rights to assert contribution, indemnity, set off, subrogation, recoupment, and similar rights against Aviva, Ms. Bates contends. She adds that the Aviva Settlement Agreement and Aviva Order prejudice FFIC's rights, as a non-settling insurer, which it seeks to establish in the Texas Coverage Action. Because the Aviva Settlement Agreement and Aviva Order involuntarily deprive FFIC of its Contribution Rights against Aviva without any economic substitute, an unconstitutional taking was effected upon FFIC's property interests in violation of the Fifth Amendment Takings Clause, Ms. Bates points out. To the extent that the Aviva Settlement Agreement purports to unilaterally and permanently prejudice and impair FFIC's rights, without providing for adequate protection, it lacks good faith, Ms. Bates asserts. Therefore, she says, it was not entitled to the requested and required finding of good faith. In the event that the Effective Date does not occur with respect to either ASARCO's or the Parent's Plans, FFIC asks the District Court to vacate the Aviva Order. 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) ASARCO LLC: Parent Gets Stay on SCC Reimbursement Appeal -------------------------------------------------------- In light of the disputes in ASARCO LLC's bankruptcy proceedings relating to its plan confirmation process, Americas Mining Corporation and Asarco Incorporated ask the U.S. District Court for the Southern District of Texas to stay, pending entry of a final confirmation order of a Chapter 11 plan for ASARCO LLC, proceedings related to their appeal to an order by the Bankruptcy Court. AMC and Asarco Inc. have appealed the Bankruptcy order approving the expense reimbursement in connection with the auction and proposed sale of all or a portion of the judgment entered on April 15, 2009, by the U.S. District Court for the Southern District of Texas, Brownsville Division, in favor of ASARCO LLC, in the litigation against Americas Mining Corporation relating to shares of Southern Peru Copper Company, now known as Southern Copper Corporation; and Charles A. Beckham, Jr., Esq., at Haynes and Boone, LLP, in Houston, Texas, contends that the issues raised by the Appeal, including any obligations to pay third-party bidders for the SCC Judgment, could be rendered moot if the District Court ultimately adopts the Bankruptcy Court's recommendation and confirms the Parent's Plan. In short, he explains, it is quite possible that the District Court may never need to resolve the Parent's challenges to the Reimbursement Order and Seal Order. The current briefing schedule calls for the parties to file their briefs while the District Court is considering whether to adopt the Bankruptcy Court's recommendation that the Parent's plan be confirmed, Mr. Beckham relates. Accordingly, to preserve the Court's and the parties' resources, the Parent asks the Court to stay the briefing schedule pending determination of whether to adopt the Bankruptcy Court's findings of fact and conclusions of law. The Debtors, the Official Committee of Unsecured Creditors of ASARCO LLC, the United States of America, Sterlite (USA) Inc., the United Steelworkers of America AFL-CIO-CLC, and the Future Claims Representative do not object to the request. Upon entry of a final Confirmation Order, the Parent tells the Judge Hanen that it will advise the Court of any live issues in need of resolution with respect to the Appeal. * * * District Court Judge Andrew S. Hanen granted the request and ordered that all appellate briefing in the Appeal is stayed pending entry of a Final Confirmation Order. 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) ASARCO LLC: Wants AMC Compliance of Order on SCC Judgment --------------------------------------------------------- On June 2, 2009, the U.S. District Court for the Southern District of Texas entered a memorandum opinion and order granting in part, and denying in part, Americas Mining Corporation's request for stay of execution of judgment pending appeal. The judgment refers to a determination of the District Court that the Parent's transfer of certain ASARCO LLC interests in Southern Copper Company was a fraudulent conveyance, and the District Court's ruling for the return of the SCC shares, plus any related dividends, back to ASARCO by the Parent. The June 2 Order requires AMC to, inter alia, deposit into an escrow account 260,093,694 shares of SCC stock, along with an additional amount of SCC shares equal to two times the monetary portion of the Judgment or $2,764,614,433, and to "immediately take all necessary steps to achieve the registration of the SCC Shares." The June 2 Order contemplates that the parties would complete the requirements therein, including the escrow agreement and share registration, by early July 2009. G. Irvin Terrell, Esq., at Baker Botts, L.L.P., in Houston, Texas, informs the District Court that after entering the June 2 Order, AMC proposed to ASARCO that, in lieu of strict compliance with the Order, the parties enter into a registration rights agreement with respect to the SCC Shares to be placed in escrow. Specifically, AMC expressed concern that immediate registration of the SCC Shares could have an adverse impact on the stock price. In response, ASARCO indicated it was agreeable to enter into an RRA to alleviate AMC and SCC's concern. ASARCO and AMC have subsequently negotiated the terms of the RRA. The parties, however, have not been able to agree on the terms of an RRA. After exchanging drafts, and negotiating the terms, of the agreement with AMC, ASARCO was informed that SCC would have to separately negotiate and ultimately approve the agreement. Because there is no indication that SCC is willing to enter into the RRA exchanged between ASARCO and AMC, ASARCO asks that the Court enforce the June 2 Order, and compel AMC to "immediately take all necessary steps to achieve the registration of the SCC Shares." AMC Responds Because ASARCO's request effectively seeks to compel action by SCC, which is not a party to the adversary proceeding, the request must be denied, AMC tells the Court. AMC contends that at a June 26, 2009 telephonic hearing, AMC's counsel informed the Court that AMC had no ability to unilaterally require SCC to register the SCC Shares or to enter into an RRA because SCC's corporate charter requires approval of a transaction of this nature by disinterested directors, or the directors not controlled by AMC or Grupo Mexico. Brian Antweil, Esq., at Haynes & Boone, LLP, in Houston, Texas, relates that on September 7, 2009, SCC sent AMC a letter announcing its preliminary conclusion that execution, delivery and performance of the RRA by SCC was not in the best interests of SCC or its disinterested shareholders. The SCC Letter indicated that the determination is not final, and that the Audit Committee has resolved to call a special meeting of the Board for the Board to discuss the appropriate next steps, including the merits of establishing a special committee of disinterested directors, to review and evaluate the AMC's request and make a recommendation to the Board. SCC stated that it "is not in a position to provide a definitive response to the AMC Request at this time," but did indicate its intention "to address the AMC Request as promptly as practicable" and "as soon as the Board and/or a Special Committee have reached a determination regarding this matter." AMC, therefore, says that the Court should defer ruling on ASARCO's Motion to Compel until a final determination is made by SCC's Board or a Special Committee. AMC assures the Court that it will update the Court when a determination is made. In the alternative, AMC asks the Court to deny ASARCO's Motion to Compel because AMC has used, and will continue to use, its best efforts to accomplish the execution of the RRA. * * * The Court deferred its ruling on ASARCO's Motion to Compel until October 9, 2009. Judge Hanen also ordered AMC to provide the Court by September 25, 2009, a copy of the SCC Audit Committee minutes that reflect its decision discussed in AMC's response and a copy the report issued by the Board. He also asked AMC to provide the Court with names and employers of the members of the Audit Committee. 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) ATTRACTIONS HIPPIQUES: Monitor Favors Restructuring Plan -------------------------------------------------------- RSM Richter Inc., the Court-designated Monitor for Attractions Hippiques, on Sept. 30 provided creditors with the Attractions Hippiques restructuring plan. RSM recommends that creditors accept the Plan, which has four major objectives: -- Reimburse a portion of the debt to creditors -- Preserve as many jobs as possible -- Maintain horse racing at Sulky Qu‚bec -- Continue simulcast transmission of races for Quebec racing fans. According to the business plan, live racing will resume at the racetrack in Quebec City. Attractions Hippiques, which had already made major cuts to its operating cost structure, plans to make other reductions to its expenses with the goal of making its operations profitable and ensuring its healthy growth, which will benefit the industry. It offers creditors the opportunity to share in the distribution of $1 million. This is decidedly a more advantageous outcome than bankruptcy. The disappointing performance of the Quebec City and Trois- RiviŠres Ludoplexes, as well as the absence of a Ludoplex at a new racetrack that was to be built north of Montreal, undermined Attractions Hippiques' financial situation. Without the anticipated revenues from the Ludoplexes, Attractions Hippiques had no other choice but to make sweeping changes to its business plan in order to ensure its survival. The plan provided to creditors will ensure the continued existence of the company and of this industry. If the plan were rejected, Attractions Hippiques would most likely face bankruptcy, the consequences of which would be the definitive and permanent shutdown of Quebec's horse-racing industry. A creditors' general meeting is scheduled to take place October 22, 2009, in Montreal. For further information: Ian Wetherly President and Chief Operations Officer Attractions Hippiques Telephone: (514) 739-2741, ext. 2221 About Attractions Hippiques Attractions Hippiques -- http://www.attractionshippiques.com/-- offers clients and partners competitive equine entertainment. On June 26, 2008, several Attraction Hippiques entities obtained protection under the Companies' Creditors Arrangement Act (Canada) pursuant to an order from the Superior Court of Quebec. The Debtors are A.H. (MTL) Inc., A.H. (T.R.) Inc., A.H. (AYL) Inc., A.H. (Que) INC., A.H. Royale Inc., Les Immeubles A.H. (St.- Basile) Inc., Les Immuebles A.H. (Aylmer) Inc., Les Immuebles A.H. (Trois-Rivieres) Inc., A.H.Q. (Gestion) Inc. Includes as Mises- en-Cause are Attractions Hippiques (Montreal) S.E.C., Attractions Hippiques (Trois-Rivieres) S.E.C., Attractions Hippiques (Aylmer) S.E.C., Attractions Hippiques (Quebec) S.E.C. RSM Richter Inc. was appointed by the court as monitor to supervise the Debtors' ongoing operations for an undefined period of time. BEDROCK INTERNATIONAL: Section 341(a) Meeting Set for October 5 --------------------------------------------------------------- The U.S. Trustee for Region 20 will convene a meeting of creditors in Bedrock International, LLC's Chapter 11 case on Oct. 5, 2009, at 10:00 a.m. The meeting will be held at 161 Robert J. Dole U.S. Courthouse, 500 State Avenue Room 173, Kansas City, Kansas. 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. Lenexa, Kansas-based Bedrock International, LLC, operates a granite and marble natural retail business. The Debtor filed for Chapter 11 on Sept. 11, 2009 (Bankr. D. Kans. Case No. 09-22988). Jeffrey A. Deines, Esq., and Carl R. Clark, Esq., at Lentz Clark Deines PA 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. BEDROCK INTERNATIONAL: U.S. Trustee Picks 7-Member Creditors Panel ------------------------------------------------------------------ Richard A. Wieland, the U.S. Trustee for Region 20, appointed seven members to the official committee of unsecured creditors in the Chapter 11 cases of Bedrock International, LLC. The Creditors Committee members are: 1. Ramon Rodrigues Fuji S.A. Marmores e Granitos Av. Dep. Raimundo Asfora, 1795 Campina Grande, Paraiba, 58420000 Brazil Tel: 55-83-3336-3500 Fax: 55-83-3336-3501 2. Eleonora Lemos Andrade Industria e Mineracao Ltda Rua Um - Quadra Um - Ant 1 Serra, Espieito Santa - 29 168-020 Brazil Tel: 55-27-2124-1238 Fax: 55-27-2124-1266 3. Merile Stevenson Sunflower Stone Ltd. 3333 Lee Pkwy., Suite 600 Dallas, TX 75219 Tel: (214) 597-5538 Fax: (214) 665-9558 4. Valessa Machado Mineracao Guidoni Ltda Rod. Do Cafe Km 48, Zona Rural Sao Domingos do Norte - ES 29.745-000 Brazil Tel: 55 27 3742 0100 - Direct Line 0134 5. Charles Volga Artisan Manufacturing Corp. 237 Frelinghuysen Ave. Newark, NJ 07114 Tel: (973) 286-0080 Fax: (973) 286-2886 6. Austin Lowrie Levantina 2711 LBJ Freeway, Suite 750 Dallas, TX 75234 Tel: (214) 736-9875 Fax: (214) 736-9895 7. Fausto Uberto Bona Wingstone SPA Via C. Battisti.5 Grumello Del Monte, (BG)-Italy-24064 Tel: +39 035 4420956 +39 035 833665 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also Attnempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. Lenexa, Kansas-based Bedrock International, LLC, operates a granite and marble natural retail business. The Debtor filed for Chapter 11 on Sept. 11, 2009 (Bankr. D. Kans. Case No. 09-22988). Jeffrey A. Deines, Esq., and Carl R. Clark, Esq., at Lentz Clark Deines PA 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. BETHNY LLC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Bethny, LLC dba Balducci's LLC dba Sutton Place Group, LLC P.O. Box 34948 10421 Motor City Drive Bethesda, MD 20817 Bankruptcy Case No.: 09-13353 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Fotini A. Antoniadis, Esq. Edwards Angell Palmer & Dodge, LLP 919 N. Market St., Suite 1500 Wilmington, DE 19801 Tel: (302) 125-7113 Fax: (866) 410-7981 Email: fantoniadis@eapdlaw.com Selinda A. Melnik, Esq. Edwards Angell Palmer & Dodge LLP 919 N. Market Street, 15th Floor Wilmington, DE 19801 Tel: (302) 425-7103 Fax: (302) 777-7263 Email: smelnik@eapdlaw.com Stuart M. Brown, Esq. Edwards Angell Palmer & Dodge LLP 919 N. Market Street, Suite 1500 Wilmington, DE 19801 Tel: (302) 777-7770 Fax: (302) 325-9533 Email: sbrown@eapdlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/deb09-13353.pdf The petition was signed by Barbara Parasco, chief executive officer of the Company. BIOLARGO INC: Posts $3.6MM Net Loss in Six Months Ended June 30 --------------------------------------------------------------- BioLargo, Inc., posted a net loss of $1,894,196 for three months ended June 30, 2009, compared with a net loss of $1,659,207 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $3,602,612 compared with a net loss of $4,075,470 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $9,479,418, total liabilities of $3,344,527 and a stockholders' equity of $6,134,891. The Company said there is substantial doubt about its ability to continue as a going concern. The Company noted that it had a net loss and negative cash flow from operating activities. As of June 30, 2009, the Company had negative working capital of $3,020,231, and accumulated stockholders' deficit of $45,758,644. Also, as of June 30, 2009, it had limited liquid and capital resources. The Company's ability to continue as a going concern is dependent upon its ability to attract new sources of capital and exploit its technology so that it attains a reasonable threshold of operating efficiencies and achieves profitable operations. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45da BioLargo, Inc. (OTC:BLGO) is engaged in pre-licensing and product evaluation with strategic partners to leverage a suite of patented and patent-pending intellectual property, the BioLargo technology. The BioLargo technology, the centerpiece of which is CupriDyne, works by combining minerals and salts with water from any source to generate and deliver molecular iodine on demand, in controlled dosages, in order to balance efficacy of disinfectant performance with concerns about toxicity. In addition to its BioLargo technology, the Company acquired the rights to market an iodine based water disinfection system from Ioteq IP Pty. Ltd., an Australian company, and its United States affiliate Ioteq Inc. during the year ended Dec. 31, 2008. BRUNO'S SUPERMARKET: Court Confirms 4th Amended Liquidation Plan ---------------------------------------------------------------- The Hon. Benjamin Cohen of the U.S. Bankruptcy Court for the Northern District of Alabama confirmed the fourth amended Chapter 11 plan of liquidation filed Bruno's Supermarkets LLC, now known as BFW Liquidation LLC, on Sept. 22, 2009. Judge Cohen ruled that the Debtor's plan complies with the applicable provisions of Section 1129(a)(1) of the Bankruptcy Code. Upon the Plan's effective date, substantially all of the Debtor's assets will have been sold to Southern Family Markets Acquisitions II LLC or other entities. The Plan provides for the liquidation and conversion to cash of the Debtor's remaining Assets and the distribution of the net proceeds realized therefrom by a liquidating trustee, as chosen by the Official Committee of Unsecured Creditors, to Debtor's creditors holding allowed claims in accordance with the priorities established by the Bankruptcy Code. The Plan further provides for the termination of all interests in the Debtor and the dissolution and winding up of the Debtor's affairs. A full-text copy of the Debtor's fourth amended plan is available for free at http://ResearchArchives.com/t/s?45e7 About Bruno's Supermarkets Bruno's Supermarkets LLC -- now known as BFW Liquidation, LLC -- is a privately held company headquartered in Birmingham, Alabama. Bruno's is the parent company of the Bruno's, Food World, and FoodMax grocery store chains, which includes 23 Bruno's, 41 Food World, and 2 FoodMax locations in Alabama and the Florida panhandle. Founded in 1933, Bruno's has operated as an independent company since 2007 after undergoing several transitions and changes in ownership starting in 1995. The current owner is Lone Star Funds, a Dallas-based investor. Bruno's filed for Chapter 11 relief on February 5, 2009 (Bankr. N.D. Ala. Case No. 09-00634). Burr & Forman LLP is the Debtor's lead counsel. Najjar Denaburg, P.C., is the Debtor's conflicts counsel. Greenberg Traurig, LLP, is the official committee of unsecured creditors' counsel. Alvarez & Marsal is the Debtor's restructuring advisor. When Bruno's filed for Chapter 11 protection from its creditors, it listed between $100 million and $500 million each in assets and debts. Bruno's has sold 56 of its stores to C&S Wholesale Grocers Inc., $45.8 million. C&S will operate 31 stores and liquidated the remainder. CELESTICA INC: S&P Raises Corporate Credit Rating to 'BB-' ---------------------------------------------------------- Standard & Poor's Ratings Services said it raised its long-term corporate credit rating on Toronto-based electronic manufacturing services provider Celestica Inc. to 'BB-' from 'B+'. The outlook is stable. At June 30, the company had US$583 million of reported debt outstanding. At the same time, S&P raised its issue-level rating on Celestica's existing senior subordinated notes to 'BB-' (the same as the corporate credit rating on Celestica) from 'B'. The senior subordinated notes comprise US$500 million 7.875% notes due July 2011 and US$250 million 7.625% notes due July 2013. S&P also revised the recovery rating on both obligations to '4' from '5'. A '4' recovery rating indicates that lenders can expect an average (30%-50%) recovery in the event of payment default. S&P raised the issue-level rating on the senior subordinated notes by two notches as a result of the concurrent upgrade on Celestica and the company's announcement yesterday that it would redeem the US$339 million principal amount outstanding of its US$500 million 7.785% senior subordinated notes due 2011 with existing cash on hand, thereby increasing the recovery prospects on the remaining notes. S&P will likely withdraw all ratings on the 7.785% notes upon completion of the redemption, which the company expects to occur within 30-60 days. "The upgrade reflects S&P's view that Celestica's revenue will stabilize in the next two quarters and modestly improve through 2010, which, together with the significant debt reduction the company has undertaken in the past three quarters, should allow it to sustain adjusted debt to EBITDA of less than 3x," said Standard & Poor's credit analyst Madhav Hari. "In the past few years, S&P believes Celestica has meaningfully improved its operating margins to levels closer to that of its peers and, more notably, has protected its margins through the current economic downturn," Mr. Hari added. Standard & Poor's believes that as end-user demand improves (likely by late 2009), Celestica will be well-positioned to improve its cash flows and sustain its improved credit protection measures, absent a change to its financial policies or growth strategy. The ratings on Celestica reflect what S&P views as the highly competitive and consolidating electronic manufacturing services industry; difficult current market conditions characterized by weakened demand as well as a high degree of volatility in the communications and IT infrastructure end markets; the industry's low capacity utilization, which could affect pricing; and limited evidence of Celestica's ability to generate organic revenue growth under its revised (and more profitable) operating model. These factors are partially offset, in Standard & Poor's opinion, by Celestica's Tier I position in the EMS sector; solid long-term relationships with large customers; recent success with new original equipment manufacturer customers; an improved cost structure that positions it favorably for a turnaround; strong liquidity; and relatively conservative credit protection measures. The stable outlook reflects S&P's view that improved operating efficiencies combined with its expectation of modest revenue growth through 2010 should allow Celestica to sustain adjusted debt to EBITDA under 3x and sustain its strong liquidity position, absent a material change to the company's growth strategy or financial policies. Standard & Poor's could consider revising the outlook to negative should the company's prospective adjusted debt leverage weaken to the 3.5x level, likely from difficulties in increasing revenue and sustaining its improved margins owing to industry model shifts or competitive posturing by other large EMS players. Although a revision of outlook to positive is less likely in the near term, the company's demonstrated ability to increase revenues organically while sustaining margins and liquidity could lead us to consider revising the outlook on Celestica to positive in the medium term. CHERYL FALBO: Case Summary & 12 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Cheryl Falbo 1017 N. Blackburn Drive Inverness, IL 60067 Bankruptcy Case No.: 09-36030 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Debtor's Counsel: John J. Lynch, Esq. Law Offices of John J Lynch, P.C. 801 Warrenville Road, Suite 560 Lisle, IL 60532 Tel: (630) 960-4700 Fax: (630) 960-4755 Email: jjlynch@jjlynchlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $1,043,955, and total debts of $1,465,978. A full-text copy of Ms. Falbo's petition, including a list of her 12 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ilnb09-36030.pdf The petition was signed by Ms. Falbo. CIT GROUP: Draws Up Prepackaged Bankruptcy Plan ----------------------------------------------- CIT Group Inc. is planning to start a debt exchange offer that will include a so-called pre-packaged bankruptcy option, Bloomberg News reported, citing a person familiar with the matter. The company plans to begin a voluntary swap "within days," said the person, who declined to be identified because the arrangements are private. At the same time, CIT proposes that debt holders vote on a pre-packaged bankruptcy plan in case the exchange fails, the person said. The terms of CIT Group Inc.'s $3 billion loans in July from bondholders led by Barclays Bank PLC, as administrative agent, require CIT to adopt a restructuring plan by October 1, 2009. CIT Group's prepackaged bankruptcy plan is pressuring bondholders to participate in the proposed debt restructuring, or take their chances in bankruptcy court, Mike Spector, Kate Haywood, and Aparajita Saha-Bubna at The Wall Street Journal report, citing people familiar with the matter. According to The Journal, the sources said that the details of the prepackaged bankruptcy plan will be disclosed to investors along with the debt restructuring plan. They also have the option to vote on the prepackaged bankruptcy, the report says. Citing people familiar with the matter, The Journal states that CIT is preparing an exchange offer to bondholders holding about $31 billion in debt, aimed at getting bondholders to push out their maturities and exchange existing debt for new secured debt and equity in a restructured company, which would give The Company time as it struggles with an inability to tap its traditional markets for funding. The sources said that CIT is soliciting approval from bondholders for the prepackaged bankruptcy, in case the exchange offer fails, The Journal says. The Journal, citing a source, relates that CIT will also seek other new financing to ensure that the Company "has plenty of liquidity" to operate and potentially refinance some secured debt. According to the report, another source said that the new financing could total around $3 billion or $4 billion, and would be put up by these bondholders who provided CIT with $3 billion in rescue financing over the summer: -- Centerbridge Partners; -- Allianz SE's Pacific Investment Management Co.; -- Oaktree Capital Management; and -- Silver Point Capital. A person familiar with the matter said that Bank of America Merrill Lynch would likely be the agent on the loan, The Journal reports. According to The Journal, another source said that CIT wouldn't likely roll out the debt-exchange offer and prepackaged bankruptcy solicitation until late Thursday night. Restructuring Plan CIT Group, on 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 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. About CIT Group CIT Group Inc. -- http://www.cit.com/-- is a bank holding company with more than $60 billion in finance and leasing assets that provides financial products and advisory services to small and middle market businesses. Operating in more than 50 countries across 30 industries, CIT provides an unparalleled combination of relationship, intellectual and financial capital to its customers worldwide. CIT maintains leadership positions in small business and middle market lending, retail finance, aerospace, equipment and rail leasing, and vendor finance. Founded in 1908 and headquartered in New York City, CIT is a member of the Fortune 500. As of June 30, 2009, CIT Group had total assets of $71,019,200,000 against total debts of $64,901,200,000. As reported by the TCR on August 19, 2009, Fitch Ratings has downgraded CIT Group Inc.'s Issuer Default Rating to Restricted Default (RD) from 'C' following completion of the company's bond tender offer, which covered the purchase of 59.81% of the company's $1 billion floating rate senior secured notes. For the same reason, Standard & Poor's Ratings Services lowered its long-term counterparty credit rating on CIT Group Inc. to 'SD' (selective default) from 'CC'. CIT GROUP: Deadline to Adopt Restructuring Plan Today ----------------------------------------------------- The terms of CIT Group Inc.'s $3 billion loans in July from bondholders led by Barclays Bank PLC, as administrative agent, require CIT to adopt a restructuring plan by October 1, 2009. Various reports say that CIT is negotiating a restructuring of the credit facility or a new credit facility in order to stave off bankruptcy. Reuters, citing people familiar with the matter, said CIT is negotiating a new credit facility of up to $10 billion. It said that CIT may forgo the loan though if it successfully renegotiates the terms of some of its existing credit lines, including the $3 billion loan that CIT clinched from bondholders in July and a financing facility from Goldman Sachs. The Wall Street Journal report, citing people familiar with the matter, on the other hand said, CIT Group is preparing a exchange offer that would eliminate 30% to 40% of its more than $30 billion in debt outstanding. According to The Journal, the plan would offer bondholders new debt secured by CIT assets and almost all of the equity in a restructured company. The Journal states that the new debt would mature later than current debt. The Journal says that the plan sets up a potential showdown between bondholders with debt coming due soon and those whose debt doesn't come due for years. The Journal states that people familiar with the matter said that they didn't expect CIT could avoid seeking Chapter 11 bankruptcy protection, given competing bondholder interests. According to Bloomberg News, sources Barclays Capital and Citigroup Inc. have offered financial assistance to CIT Group. Bloomberg, citing people familiar with the situation says CIT is considering an offer of financing from Citigroup and Barclays. CIT, according to Bloomberg, are also seeking to provide about $2 billion in loans. Restructuring Plan CIT Group, 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 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. About CIT Group Inc. 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'. CITGO PETROLEUM: Moody's Cuts Corporate Family Rating to 'Ba2' -------------------------------------------------------------- Moody's Investors Service downgraded CITGO Petroleum Corporation's Corporate Family Rating to Ba2 from Ba1. Moody's also downgraded the company's Senior Secured Term Loan and Term Loan B ratings to Ba1 (LGD 2, 21%) from Baa3 (LGD 2, 25%), its pollution control bonds to Ba1 (LGD 2, 21%) from Baa3 (LGD 3, 31%), and its PDR rating to Ba3 from Ba2. The rating outlook is stable. The downgrades are in response to weaker refining fundamentals, the company's increased capital needs in the medium-term, and Moody's view that its parent, Petroleos de Venezuela, S.A. (rated B1 Global Local Currency Issuer Rating) will continue to pose greater risk for the company's leverage, capital reinvestment and liquidity. CITGO sustained a net loss of $105 million in the first half of 2009, reflecting lower product sales revenues and narrowing light/heavy crude oil differentials, which resulted in significantly reduced refining margins. Results were also affected by expenses related to its social responsibility program, including discounted heating oil sales. While the company's net loss is expected to ease somewhat for the full year, cash flow will be significantly lower in 2009, and earnings and cash flow will remain under pressure in 2010. In addition, capital spending will remain elevated for investments to manufacture ultra low sulfur diesel. Moody's notes that under a potential scenario of negative free cash flow, the company is taking steps to defer some capital and turnaround expenditures and to enhance working capital management and maintain financial flexibility. However, with capital requirements expected to remain elevated into 2011, prospects for leverage reduction are limited. Liquidity concerns about CITGO, including restricted access to its accounts receivable facility and a tight financial leverage covenant, have been alleviated. CITGO renewed its $450 million Accounts Receivable facility and has approximately $500 million of unused capacity under its $1.15 billion secured revolving credit facility, a portion of which backstops certain industrial revenue bonds. As of June 30, 2009, the borrowing covenant of a maximum 55% total debt/capital had eased to approximately 49%, and is expected to remain in compliance through 2009 and into 2010. The revolver expires in November 2010, so renewal of the facility will be key to CITGO's future liquidity position. CITGO's covenant tightness primarily arose as a result of a debt- funded $1 billion intercompany loan made to PDVSA in 2007. PDVSA has agreed to repay approximately $300 million of the loan in 2009, $100 million in early 2010, and via scheduled amortization at market rates of the remaining balance through 2020. The repayment in 2009 and future amortization should enable CITGO to gradually improve its leverage position. However, CITGO's operations have been restructured over the past few years by selling assets and PDVSA has aggressively managed the subsidiary's financial leverage via large dividends, with capital spending limited to minimum levels required for maintenance, safety and mandated environmental expenditures. Consequently, the downgrade also reflects Moody's view that CITGO's ability to reinvest and manage its financial leverage could continue to be adversely affected by the parent's capital strategies and cash needs. Moody's notes that underlying the Ba2 CFR is a reduction in CITGO's baseline credit assessment to 13 (corresponding to Ba3). CITGO, as a wholly-owned subsidiary of PDVSA, is subject to joint default analysis as a government-related issuer. Moody's last rating action affecting CITGO occurred on June 2, 2009, when the ratings were placed on review for downgrade. CITGO Petroleum Corporation is headquartered in Houston, Texas. Petroleos de Venezuela is located in Caracas, Venezuela. CJS PROPERTIES LLC: Case Summary & 3 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: CJS Properties, LLC 7010 N Palm Ave Fresno, CA 93650 Bankruptcy Case No.: 09-19309 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court Eastern District of California (Fresno) Judge: W. Richard Lee Debtor's Counsel: Hagop T. Bedoyan, Esq. 4550 California Ave 2nd Fl Bakersfield, CA 93309 Tel: (661) 395-1000 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 3 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/caeb09-19309.pdf The petition was signed by Don Wolfe, managing member of the Company. CONCORD STEEL: Meeting of Creditors Scheduled for November 9 ------------------------------------------------------------ The U.S. Trustee for Region 9 will convene a meeting of creditors in Concord Steel, Inc.'s Chapter 11 case on Nov. 9, 2009, at 10:00 a.m. The meeting will be held at the Federal Building, 10 East Commerce St., 341 Meeting Room, 3rd Floor, Youngstown, Ohio. 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. Warren, Ohio-based Concord Steel, Inc., dba Sig Acquisition Corp. filed for Chapter 11 on Sept. 14, 2009 (Bankr. Case N. D. Ohio No. 09-43448). Gus Kallergis, Esq., and James Michael Lawniczak, Esq., at Calfee, Halter & Griswold LLP 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. CONCORD STEEL: Blames Chapter 11 Bankruptcy on Economic Woes ------------------------------------------------------------ Concord Steel Inc. said in court documents that it has been adversely affected by a steep drop in purchasing for the global infrastructure, construction, and residential markets due to the global recession. Concord Steel has failed to secure the necessary credit to continue operations, despite attempts to negotiate modifications to its credit agreement to account for the reduction in demand, The Connecticut Post relates, citing parent Stamford Industrial Group, Inc. CEO Albert Weggeman. Mr. Weggeman said in a statement, "As a result, after careful consideration, it was determined that a Chapter 11 filing by Concord was a necessary and prudent step." Concord Steel would file motions with the bankruptcy court seeking the continuation of operations, including requesting court approval to continue providing employee wages and benefits, Connecticut Post reports. Concord Steel, Inc., a wholly owned subsidiary of Stamford Industrial Group (Pink Sheets: SIDG) -- http://www.Stamfordig.com/ -- acquired in October 2006, is an independent manufacturer of steel counter-weights and structural weldments that are incorporated into a variety of industrial equipment, including aerial work platforms, cranes, elevators and material handling equipment. Concord Steel, Inc. filed for Chapter 11 on Sept. 14, 2009 (Bankr. N.D. Ohio Case No. 09-43448). On Sept. 28, 2009, Stamford Industrial followed Concord Steel into Chapter 11 (Bankr. N.D. Ohio Case No. 09-43669). Attorneys at Calfee, Halter & Griswold LLP, represent the Debtors in their restructuring effort. Concord Steel's petition says assets and debts are between $10,000,001 and $50,000,000. CORREA INC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Correa, Inc. dba Casa Mexicana 3917 24th Street San Francisco, CA 94114 Bankruptcy Case No.: 09-32912 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. ------ -------- Mexico Au Park, Inc. 09-32915 Azteca Taqueria, Inc. 09-32917 Mexico Absolute, Inc. 09-32918 Correa Enterprises, Inc. 09-32919 La Tortilla, Inc. 09-32921 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Northern District of California (San Francisco) Judge: Thomas E. Carlson Debtor's Counsel: Michael H. Lewis, Esq. Law Offices of Michael H. Lewis 25 Kearny St. #302 San Francisco, CA 94108 Tel: (415) 296-1460 Email: MH_LEWIS@PACBELL.NET Estimated Assets: $100,001 to $500,000 Estimated Debts: $100,001 to $500,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Victor Hugo Juarez, president of the Company. CORTEX PHARMA: June 30 Balance Sheet Upside-Down by $212,000 ------------------------------------------------------------ Cortex Pharmaceuticals, Inc.'s balance sheet at June 30, 2009, showed total assets of $1,929,936, total liabilities of $2,142,744 and a stockholders' deficit of $212,808. For three months ended June 30, 2009, the Company posted a net loss of $1,946,227 compared with a net loss of $3,946,990 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $5,114,682 compared with a net loss of $8,318,389 for the same period in 2008. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d4 Cortex Pharmaceuticals, Inc. -- http://www.cortexpharm.com/-- (NYSE Amex: COR) located in Irvine, California, is a neuroscience company focused on novel drug therapies for treating psychiatric disorders, neurological diseases and brain-mediated breathing disorders. Going Concern Doubt On April 13, 2009, Haskell & White LLP in Irvine, California, expressed substantial doubt about Cortex Pharmaceuticals' ability to continue as a going concern after auditing the Company's financial statements for the fiscal years ended Dec. 31, 2008 and 2007. The auditor noted that the Company suffered recurring losses, negative cash flows from operations and does not possess sufficient working capital to fund its operations through next fiscal year. COYOTES HOCKEY: Judge Rejects NHL, Balsillie Bids for Coyotes ------------------------------------------------------------- Bankruptcy Judge Redfield Baum rejected competing bids by the Hockey League and BlackBerry billionaire Jim Balsillie for the bankrupt Phoenix Coyotes, Joe Schneider and Steven Church at Bloomberg News reported. According to the report, Mr. Balsillie failed to convince Judge Baum that the NHL's rights could be protected if he bought the team. "The court cannot find or conclude that the interests of the NHL can be adequately protected if the Coyotes are moved to Hamilton." The NHL had argued it has the right to admit only owners who meet its requirements and to control where teams play their home games. The NHL bid -- which is $100 million lower than Balsillie's -- was also rejected because it doesn't treat creditors equally. The NHL has chosen which creditors will be repaid if it's successful in its bid, leaving out current Coyotes owner Jerry Moyes and former coach Wayne Gretzky. Judge Baum said he can't accept an offer that pays virtually all creditors "except the two a buyer views as its opponents." The ruling, however, leaves the door open for the NHL to modify its offer for the Coyotes. According to Bloomberg, the judge denied the NHL's bid, without prejudice, saying "the defect in the NHL's bid could be easily cured." Current owner Jerry Moyes supported 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 countered with a $140 million offer for the Coyotes in hopes that the league 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. 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. CHRYSLER LLC: Court Approves Rejection of Contracts --------------------------------------------------- The Court held that five executory contracts are deemed rejected effective as of August 31, 2009. The Contracts are: -- a technical assistance agreement between Chrysler Corporation and Chrysler de Mexico, S.A. f/k/a Fabricas Automex, S.A.; -- a memorandum of understanding between Chrysler LLC and Nissan Motor Co., Ltd.; -- a vehicle purchase and supply agreement between Chrysler LLC and Nissan Mexicana, S.A. de C.V.; -- a spare parts agreement between Chrysler Motors LLC and Nissan Mexicana, S.A. de C.V.; and -- an agreement between Chrysler LLC and Arnell Group. In a separate order, the Court deemed 17 contracts rejected as of September 24, 2009. The counterparties to the 17 contracts are: * FMC Technologies, Inc.; * Dakkon Integrated System LLC; * Global Automotive Systems LLC; * Trim Trends Canada Ltd.; * Arvinmentor Exhaust LLC; * Inergy Automotive Systems USA LLC; * Goodyear Tire and Rubber Company; * Lydall Thermal Acoustical Group; * JAC Products, Inc.; * Lucas TVS, Ltd.; * Mahle Tennex North America; * Michelin North America, Inc.; * MNP Corporation; * Prince Metal Products Ltd.; * Tower Automotive, Inc.; and * Textron Fastening Systems Automotive. About Chrysler LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Mopar(R) and Global Electric Motors (GEM) brand vehicles and products. With the resources, technology and worldwide distribution network required to compete on a global scale, the alliance builds on Chrysler's culture of innovation -- first established by Walter P. Chrysler in 1925 -- and Fiat's complementary technology -- from a company whose heritage dates back to 1899. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30 sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20 percent equity interest in Chrysler Group. Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Chrysler LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHRYSLER LLC: Dealer Wants Direct Appeal on Stay Ruling ------------------------------------------------------- Crain CDJ, LLC, asks the U.S. Bankruptcy Court for the Southern District of New York, in Manhattan, to certify immediate appeal to the United States Court of Appeals for the Second Circuit from Bankruptcy Judge Arthur Gonzalez's ruling enforcing automatic stay on certain of Chrysler LLC's dealers. Stephen L. Gershner, Esq., at Davidson Law Firm, Ltd., in Little Rock, Arkansas, contends that the Court may certify the case for direct appeal to the Second Circuit Court of Appeals where the judgment, order, or decree from which the appeal is taken involves a question of law not previously resolved by precedent from the Circuit Court of Appeals, and where the issue involves a matter of public importance. He adds that, among other things, a direct appeal should be certified if the judgment involves a question of law requiring resolution of conflicting or unsettled decisions. Judge Arthur Gonzalez approved Old CarCo LLC's request to enforce the automatic stay and the order approving the sale of substantially all of their assets to Fiat S.p.A. The Judge ruled that dealers should withdraw their actions by September 10, 2009, or they will be subject to a sanction of $10,000 per day and payable to the Court until full compliance. The dealers are enjoined from pursuing any future action against New Chrysler with respect to any rejected dealer agreements. Bloomberg's Bill Rochelle recounts that Crain and other dealers whose contracts were not assigned to Fiat S.p.A. owned Chrysler responded to their defeat in Bankruptcy Court by attempting to use state courts or state administrative agencies to enforce state laws protecting auto dealers from having their dealerships terminated. Chrysler responded by returning to Bankruptcy Court, where the judge in August enjoined dealers from attempting to exercise any rights under state law, on the theory that federal law supersedes state law. Crain is now appealing the ruling and wants direct appeal to the federal Court of Appeals, avoiding an intermediate appeal to the District Court. About Chrysler LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Mopar(R) and Global Electric Motors (GEM) brand vehicles and products. With the resources, technology and worldwide distribution network required to compete on a global scale, the alliance builds on Chrysler's culture of innovation -- first established by Walter P. Chrysler in 1925 -- and Fiat's complementary technology -- from a company whose heritage dates back to 1899. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30 sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20 percent equity interest in Chrysler Group. Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Chrysler LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHRYSLER LLC: Jones Day Also Providing Services to New Chrysler --------------------------------------------------------------- Chrysler LLC, now known as Old CarCo LLC, has tapped the services of Jones Day as bankruptcy counsel effective April 30, 2009, when it filed for bankruptcy. Corinne Ball, Esq., at Jones Day, in New York relates that after the closing of the sale of substantially all of the Debtors' assets to Fiat S.p.A. to form a new entity called "New Chrysler," her firm was asked to advise and assist New Chrysler in connection with certain types of matters on a going-forward basis. Specifically, New Chrysler asked that Jones Day perform services with respect to: executive compensation and employee benefits matters, financing matters, dealer matters and board of director matters. Jones Day accepted the request after discussions with the U.S. Trustee and the Official Committee of Unsecured Creditors. Ms. Ball relates that the board of the director matters will be focused on advising the "independent" members of New Chrysler's board of directors. She notes that Jones Day's ongoing representation of the Debtors may require Jones Day to be adverse to New Chrysler with respect to certain matters on behalf the Debtors. However, Ms. Ball tells the Court that New Chrysler has agreed to the retention of Jones Day and expressly consented to Jones Day's ongoing representation of the Debtors, including in matters directly adverse to New Chrysler. The terms of Jones Day's engagement by New Chrysler to perform the New Chrysler Services are set forth in an engagement letter. A copy of which is available for free at: http://bankrupt.com/misc/ChrysJonesDayLet.pdf About Chrysler LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Mopar(R) and Global Electric Motors (GEM) brand vehicles and products. With the resources, technology and worldwide distribution network required to compete on a global scale, the alliance builds on Chrysler's culture of innovation -- first established by Walter P. Chrysler in 1925 -- and Fiat's complementary technology -- from a company whose heritage dates back to 1899. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30 sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20 percent equity interest in Chrysler Group. Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Chrysler LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHRYSLER LLC: Vehicle Suit Plaintiffs Allowed to File Class Claim ----------------------------------------------------------------- In October 2007, Torrance Greene, on behalf of himself and all others similarly situated individuals, commenced a class action lawsuit in the United States District Court for the District of New Jersey against DaimlerChrysler Corp. and Chrysler, LLC, titled Torrance Greene v. Daimler Chrysler Corp., et al., Case No. 2:07- 1740, District of New Jersey. On October 14, 2008, Mr. Greene and the plaintiffs in these cases moved the Judicial Panel on Multidistrict Litigation for an order to transfer and consolidate the actions: (a) Lisa Stuart, Scott Stuart, Patricia Heinen, John Darago and Mike Potter v. DaimlerChrysler Corp., Case No. 1:08- 632, Eastern District of California; (b) Joan Capobianco v. Daimler Chrysler Corp., et al., Case No. 2:08-329, Middle District of Florida; and (c) Don Harris v. DaimlerChrysler Corp., et al., Case No. 1:08-2638, Northern District of Illinois. On February 10, 2009, the JPML determined that the class actions should be consolidated for coordinated pretrial proceedings with the Greene action in the United States District Court for New Jersey. The Chrysler MDL Classes relate to Chrysler vehicles for the model years 1998 through 2004. The MDL Plaintiffs assert property damage claims based upon the same engine design defect common to all class vehicles. They allege that the design defect causes the formation of oil sludge which, in turn, causes engine damage and failure. The JPML determined that the actions shared factual questions arising out of the allegation of a common design defect in the engines in class vehicles and that the actions were "nearly identical in terms of facts alleged." Two actions were subsequently transferred as "tag along" cases, and the actions are collectively referred as the "MDL Classes." The two actions are: (a) Robert Trezza v. Chrysler, LLC, et al., Case No. 2:09- 01149, West Virginia; and (b) Ellen Burke v. Chrysler LLC, et al., Case No. 1:08-11896, District of Massachusetts. In all pleadings, the MDL Classes named Chrysler LLC as defendant. R. Scott Williams, Esq., at Haskell Slaughter Young & Rediker, LLC, in Birmingham, Alabama, contends that the number of class members in the consolidated MDL Classes is in the many thousands because thousands of engines in Class Vehicles have failed. He notes that the cost to repair the failed engines range from $5,000 to $10,000, and that all Class Vehicles have suffered engine damage and reduced useful life as a result of the design defect. The MDL Plaintiffs point out that the filing of a Class proof of claim is appropriate because there are substantially similar factual claims in the consolidated Class cases. Accordingly, the MDL Plaintiffs asked the Court to allow the class representatives in the MDL classes to file class proofs of claim. They also asked the Court to allow appropriate discovery under Rule 9014 of the Federal Rules of Bankruptcy Procedure, and to establish a schedule for determining class action certification issues. In an agreed order signed by Bankruptcy Judge Arthur Gonzalez, the Debtors and the putative class representatives and putative class members have agreed that the proposed class counsel may file, with the Old Carco's claims processing center, c/o Epiq Bankruptcy Solutions, LLC, a class proof of claim on behalf of the MDL Plaintiffs pursuant to the Court's bar date order. The Debtors agree that the Class Proof of Claim may be signed on behalf of the putative class members by Proposed Class Counsel, and the Debtors do not dispute that the Class Proof of Claim, including exhibits, is in proper form as a proof of claim. However, nothing in the agreed order, nor the filing of the Class Proof of Claim, constitutes any waiver, admission or concession by the Debtors, and the Debtors retain and reserve all rights, privileges, defenses, arguments and counterclaims in connection with the request to allow class claim, the Class Proof of Claim and the Putative Class Actions, provided that neither the act of filing the Class Proof of Claim without the Court first having granted the request, nor the passage of time resulting from the stay provided for in the agreed order, will be a defense to or basis for challenging the Class Proof of Claim. The Parties agree to stay all proceedings in connection with the MDL Plaintiffs' request for an order allowing the consolidated MDL Classes to file a class proof of claim. All discovery, briefing, hearings and other procedures in connection with the request and Class Proof of Claim are stayed until the earliest of: (a) the effective date of a Chapter 11 plan proposing to provide any distribution to the class of claims containing the MDL Plaintiffs' Class Proof of Claim; (b) the filing by the Debtors of an objection to the request or the Class Proof of Claim before otherwise being obligated to do so; (c) the date agreed upon by the Debtors and Proposed Class Counsel in a written stipulation filed with the Court; or (d) the date otherwise established by a Court order. Upon the occurrence of the Plan Effective Date, any party with rights under that Plan to object to and resolve the Class Proof of Claim may object to the request and the Class Proof of Claim in accordance with the terms of the Plan. In the event of a Voluntary Objection, subsequent briefing and procedures will occur in accordance with the case management order in the bankruptcy cases or other procedures established by the Court. Upon the filing of a Scheduling Stipulation, an objection to the request or the Class Proof of Claim, and subsequent briefing and procedures, will occur in accordance with that Scheduling Stipulation. Upon the entry of a Court Scheduling Order, an objection to the request or the Class Proof of Claim, and subsequent briefing and procedures, will occur in accordance with that Court Scheduling Order. About Chrysler LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Mopar(R) and Global Electric Motors (GEM) brand vehicles and products. With the resources, technology and worldwide distribution network required to compete on a global scale, the alliance builds on Chrysler's culture of innovation -- first established by Walter P. Chrysler in 1925 -- and Fiat's complementary technology -- from a company whose heritage dates back to 1899. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Dodge Ram. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30 sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20 percent equity interest in Chrysler Group. Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Chrysler LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) COMSTOCK HOMEBUILDING: Has Forbearance, Releases from M&T Bank -------------------------------------------------------------- Comstock Homebuilding Companies, Inc. and certain of its subsidiaries on Sept. 29 announced that it had entered a series of agreements with Manufacturers Traders and Trust Company with respect to two projects located in Virginia. The projects, Belmont Bay located in the Belmont Bay community in Woodbridge, Virginia, and Potomac Square located in the Cascades community in Sterling, Virginia originally had loans secured by the developments of $17.3 million originated in October 2006 and $9.2 million originated in July 2004. As a result of the agreements, the Belmont Loan, with a current balance of $7.0 million will be released in its entirety and the Cascades Loan, with a current balance of $1.1 million, will be extended through January 31, 2011. Under the terms of the agreements, M&T Bank agreed to release the Company from its obligations and guarantees relating to the Belmont Loan and the Company agreed to cooperate with M&T Bank with respect to its foreclosure on the remaining portion of the Belmont Bay Project which includes 19 partially completed condominium units and 84 condominium building lots. The Company also entered into a non-interest bearing subordinated promissory note in connection with the Belmont Loan in the amount of $496,000 with a three year maturity secured by the Cascades Project. Further, under the terms of the agreements, M&T Bank agreed to extend the maturity date of the Cascades Loan by forbearing on enforcing its rights with respect to collection of the debt until January 31, 2011. All unpaid interest incurred prior to the effective date plus a non-refundable $50,000 extension and forbearance fee shall be added to the current principal amount due of $1.1 million and shall be due at the new maturity date The Company also agreed to commence current payment of interest due M&T Bank related to the current principal balance of the Cascades Loan. The Cascades Project contains a total of 191 condominium units with the first phase of the Cascades Project (88 units) being completed by the Company in 2007. "We are pleased to have finalized these important agreements with M&T Bank," said Christopher Clemente, Comstock's Chairman and Chief Executive Officer. "These agreements are a critical part of our strategy to stabilize Comstock Homebuilding. Not only have we eliminated a meaningful amount of debt related to the Belmont Bay project but we have also secured the flexibility and time needed to pursue a modification of the plans for the Cascades Project that converts the planned condominium product on the remaining lots into a more readily marketable townhouse product, which if achievable could position Cascades to positively impact 2010 results. We remain focused on completing the stabilization of Comstock Homebuilding in an amicable fashion and we are excited to be nearing completion of this process which began some 2 years ago." About Comstock Homebuilding Established in 1985, Comstock Homebuilding Companies, Inc. (Nasdaq: CHCI) is a publicly traded, diversified real estate development firm with a focus on a variety of for-sale residential products. The company currently actively markets its products under the Comstock Homes brand in the Washington, D.C. and Raleigh, N.C. metropolitan areas. Comstock Homebuilding Companies, Inc. trades on NASDAQ under the symbol CHCI. For more information on the Company or it projects please visit http://www.comstockhomebuilding.com/ Comstock Homebuilding had total assets of $105,329,000 against total debts of $104,904,000 as of June 30, 2009. COOPER-STANDARD: Committee Member Gets Court Nod to Trade Claims ---------------------------------------------------------------- Pioneer High Yield Fund obtained approval from the Bankruptcy Court to implement information blocking policies or the so-called "screening wall" that would allow its advisor to continue trading in the company's securities against the Debtors. Pioneer, a member of the Official Committee of Unsecured Creditors, made the move to ensure that it would not breach its duties as member of the panel even if its advisor, Pioneer Investment Management Inc., trades in the securities during the Debtors' bankruptcy. Screening wall refers to a procedure established by an institution to isolate its trading from its activities as a member of an official committee of unsecured creditors in a chapter 11 case. A screening wall includes features like the employment of different personnel to perform certain functions, physical separation of the office and file space, procedures for locking committee-related files, and the restriction of access to e-mails and servers. "The use of such procedures in these cases will prevent Pioneer Investment trading personnel from using or misusing non-public information obtained by Pioneer's Committee designee and also will preclude [the designee] from receiving inappropriate information regarding Pioneer Investment's trading in the claims in advance of such trades," said Pioneer's attorney, Karen Skomomcha, Esq., at Ashby & Geddes P.A., in Wilmington, Delaware. According to Ms. Skomomcha, the company may risk the loss of a beneficial investment opportunity if it is barred from trading or investing in the claims during the Debtors' bankruptcy because of its duties to other creditors. "Pioneer may be compelled to resign from the Committee and Pioneer's ability to represent the interests of unsecured creditors will be impaired," Ms. Skomomcha stated. 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) COOPER-STANDARD: Cooper Tire Plea to Bring Case to Canada Denied ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware denied the request of Cooper Tire & Rubber Company for approval to file an action in the insolvency case of Cooper-Standard Automotive Canada Ltd., the Canada-based unit of Cooper-Standard Holdings Inc. CSA Canada, which filed an insolvency proceeding in Canada on August 4, 2009, is owned and controlled by Cooper-Standard Automotive Inc. Cooper Tire made the move to require CSA Canada to segregate about C$50 million in tax refund that it will be receiving from the Canada Revenue Agency as well as the $60 million refund it received from the agency on July 27, 2009, pending court determination as to the ownership of the funds. Cooper Tire asserts ownership of the tax refunds based on a provision of a stock purchase agreement that was executed in connection with the transfer of its stock to Cooper-Standard Holdings Inc. Under the agreement, Cooper Tire is entitled to all refunds of its taxes and interest received by CSA-Holdings or any of its affiliates prior to the disposition. The refunds also allegedly belongs to Cooper Tire regardless of which legal entity or affiliate of Cooper-Standard Automotive receives the refund. Attorney for Cooper Tire, Jeffrey Waxman, Esq., at Morris James LLP, in Wilmington, Delaware, said the immediate segregation of the tax refund would ensure that Cooper Tire's interests would not be irreparably harmed by the dissipation of its property. "In the event that the anticipated tax refund is remitted to CSA Canada, and the anticipated tax refund is subsequently dissipated, Cooper Tire may be left with no adequate remedy at law," Mr. Waxman said. Mr. Waxman pointed out that Cooper- Standard Holdings and its affiliated debtors will not be prejudiced by the filing of the action since the tax refund is not an asset of their estate as it is being sent to CSA Canada. Cooper-Standard Holdings, however, asked the Bankruptcy Court to deny Cooper Tire & Rubber Company's bid to file an action in the insolvency case of their Canadian unit. Attorney for the Debtors, Drew Sloan, Esq., at Richards Layton & Finger P.A., in Wilmington, Delaware, says that Cooper Tire does not have a claim against Cooper-Standard Automotive Canada Ltd., and does not have ownership interest in the tax refunds. Mr. Sloan describes Cooper Tire's move as an attempt to "leapfrog" ahead of every other creditor. "Cooper Tire is seeking to gain an unfair advantage over all of the Debtors' creditors and is seeking a remedy that will significantly harm the Debtors and their estates," Mr. Sloan says, pointing out that funds that would otherwise be available for the operations of CSA Canada and the Debtors, and for distribution to creditors would be frozen for the sole benefit of one unsecured creditor. "Any claim of Cooper Tire should be addressed in the claims resolution process together with all other unsecured claims against the individual Debtors," he further said. 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) COOPER-STANDARD: Waiver Under Receivables Deal Expires Jan. 10 -------------------------------------------------------------- Pursuant to the September 2 final court order approving the debtor-in-possession financing, Cooper-Standard Holdings Inc. and its affiliated debtors filed with the U.S. Bankruptcy Court for the District of Delaware a copy of the Second Amendment to the DIP Credit Agreement and Limited Waiver. The document was executed in connection with Deutsche Bank S.A.- Banco Alemao's agreement to temporarily waive: (1) the requirement under the receivables pledge agreement dated September 2, 2009, between Cooper-Standard Automotive Brasil Sealing Ltda. and the Brazilian collateral agent, for CSA Brasil to notify all of the account debtors of receivables of the pledge created under the agreement; and (2) the requirement under the receivables pledge agreement dated September 2, 2009, between Cooper-Standard Automotive Brasil Fluid Systems Ltda. and the Brazilian collateral agent, for CSA Brasil to notify all of the account debtors of receivables of the pledge created under the agreement. The limited waiver will terminate and be of no further force and effect by January 10, 2010, or after the occurrence of an event of default. A copy of the Second Amendment to Debtor-in- Possession Credit Agreement and Limited Waiver is available for free at: http://bankrupt.com/misc/Cooper2ndAmendmentDIPAgreement.pdf Cooper-Standard Holdings Inc. and its affiliated debtors obtained final approval from the U.S. Bankruptcy Court for the District of Delaware to obtain as much as $200 million in debtor-in- possession financing. The final order dated September 2, 2009, authorized the Debtors to obtain an additional $125 million from a group led by Deutsche Bank Trust Company Americas under the DIP Credit Agreement dated August 5, 2009. The Debtors previously obtained $35 million from the lenders while their Canada-based unit, Cooper-Standard Automotive Canada Ltd., obtained $15 million pursuant to the interim orders issued by the U.S. Bankruptcy Court and the Ontario Superior Court of Justice. The Debtors may also access an additional $25 million standby uncommitted single draw term loan facility from the lenders. 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) COOPER-STANDARD: Wants Cooper Tire Lawsuit Dismissed ---------------------------------------------------- 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. Debtors' Dismissal Request Cooper-Standard Holdings Inc. and Cooper-Standard Automotive Inc. ask the Court to dismiss the complaint filed by Cooper Tire & Rubber Company, saying it was an attempt to circumvent the bankruptcy laws and have the company's unsecured claim for tax refunds elevated over the claims of other creditors. "Cooper Tire's repeated attempts to turn its contract claim into something more, like a trust relationship, have no basis in law. There is no reasonable inference that defendants transferred or intended to transfer any ownership interest, whether actual or in trust, in the tax refunds to Cooper Tire," said Drew Sloan, Esq., at Richards Layton & Finger P.A., in Wilmington, Delaware. "Even accepting all of the allegations in the complaint as true, Cooper Tire possesses nothing more than a simple prepetition unsecured contract claim," Mr. Sloan said in court papers. Cooper Tire lodged the complaint before the U.S. Bankruptcy Court for the District of Delaware to compel CS Holdings to remit about $60 million in tax refunds to the company. The tax refunds were received by Cooper-Standard Automotive Canada Ltd., CS Holdings' unit, from the Canada Revenue Agency. The company also wants to recover $42.5 million in additional Canadian tax refunds yet to be received. Cooper Tire asserts ownership of the tax refunds based on the terms of a 2004 stock purchase agreement that was executed in connection with the transfer of its stock to CS Holdings. Under the agreement, the company is reportedly entitled to all refunds of its taxes and interest received by CS Holdings or any of its units. According to Mr. Sloan, there is no basis to impose a resulting trust or constructive trust as the stock purchase agreement "does not create a trust nor does the past conduct of the parties as alleged in the complaint evidence any sort of trust relationship." Mr. Sloan pointed out that the past conduct of the parties shows that CS Holdings' obligation to remit payments to Cooper Tire in connection with the tax refunds was "purely contractual" in nature. "The defendants cannot possibly be trustees with respect to the tax refunds because neither CSA nor [CS Holdings] possesses the money or was ever legally entitled to it," Mr. Sloan said. He added that Cooper Tire is attempting to subvert the bankruptcy laws by seeking an imposition of a trust and by attempting to prosecute a claim in a pre-bankruptcy contract. The Official Committee of Unsecured Creditors expressed support for the proposed dismissal of the complaint, saying Cooper Tire has no colorable basis to assert trust ownership interest in the tax refunds. "The parties Cooper Tire contends are trustees do not have legal title to the tax refunds in question," the Creditors Committee said. "Where the purported trustees do not own, possess or control the asset in question, a trust can hardly be said to exist," the Creditors Committee said. The panel further said that Cooper Tire does not have an equitable right to CSA-Canada's tax refunds but merely has a contractual claim against the buyer for the amount of those refunds. The Creditors Committee is authorized to participate in the lawsuit against CS Holdings and CSA by virtue of the Court's September 24 order. Cooper Tire Objects In a statement filed in Court, Cooper Tire countered that it has more than adequately stated a claim under the doctrine of implied trusts, supporting the Court's imposition of a resulting or constructive trust over the tax refunds. "As evidenced by the agreement, the parties intended for Cooper Tire to retain beneficial ownership of the refunds and interest despite any legal title that CS Holdings' subsidiaries may have in any tax refunds that they receive," said Cooper Tire's attorney, Jeffrey Waxman, Esq., at Morris James LLP, in Wilmington, Delaware. He pointed out that CS Holdings and CSA have acted as conduit for prior remittances of refunds, collecting and holding them for Cooper Tire's benefit until remitted as required by the agreement. "In such circumstances, the law will impose a resulting trust to effectuate the intent of the parties," Mr. Waxman argued. "Given the defendants' wrongful retention of the refunds and interest and their corresponding unjust enrichment, the Court may impose a constructive trust under Delaware law." Cooper Tire filed a motion for preliminary injunction earlier to compel CS Holdings and CSA to put the funds in an exclusive escrow account until a ruling is issued on the merit of its claims against the companies. The move was opposed by CS Holdings and CSA, which argued that the Court does not have the authority to enjoin them from using the tax refunds pending adjudication of Cooper Tire's claim. "Cooper Tire's legal interest in the tax refunds is limited to its breach of contract claim for money damages. This Court, therefore, lacks authority to issue a preliminary injunction while that claim remains pending because no federal law or statute governs the agreement or otherwise gives rise to Cooper Tire's right to such relief," CS Holdings and CSA said in a court filing. The Court will hold a hearing on October 5, 2009, to consider dismissal of the complaint. 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) DEBRA JEAN SILVA: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Debra Jean Silva 107 Shore Drive North Truro, MA 02652 Bankruptcy Case No.: 09-19222 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: William C. Hillman Debtor's Counsel: Peter M. Daigle, Esq. The Law Office of Peter M. Daigle, P. C. 1550 Falmouth Road, Suite 10 Centerville, MA 02632 Tel: (508) 771-7444 Fax: (508) 771-8286 Email: pmdaigleesq@yahoo.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 Ms. Silva. DIAGNOSTIC IMAGING: Moody's Withdraws 'B1' Corp. Family Rating -------------------------------------------------------------- Moody's Investors Service has withdrawn all of its ratings on Center for Diagnostic Imaging, Inc. The ratings withdrawal follows the repayment in full of amounts outstanding under the company's $75 million (face value) senior secured term loan due 2010 and the termination of its $20 million senior secured revolving credit facility due 2009. On July 31, 2009, the Company entered into a new $70 million credit facility, the proceeds of which were used to refinance the existing debt and for general corporate purposes. This new facility is not rated by Moody's. Ratings withdrawn: * Corporate Family Rating, B1 * Probability of Default Rating, B2 * $20 million senior secured revolving credit facility due December 2009, Ba3, LGD2, 25% * $75 million senior secured term loan due December 2010, Ba3, LGD2, 25% The rating outlook had been stable. The last rating action was on November 20, 2007, when Moody's upgraded CDI's ratings. CDI's ratings were assigned by evaluating factors Moody's believes are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near to intermediate term, and iv) management's track record of tolerance for risk. These attributes were compared against other issuers both within and outside of CDI's core industry and CDI's ratings are believed to be comparable to those other issuers of similar credit risk. Headquartered in Minneapolis, Minnesota, CDI is a leading provider of fixed-site, diagnostic and therapeutic radiology services. The company operates through a network of 50 freestanding outpatient imaging centers across ten states. Its centers provide a full range of imaging services including magnetic resonance imaging, computed tomography, nuclear medicine, diagnostic and therapeutic injection procedures, positron emission tomography, ultrasound, nuclear medicine, mammography, fluoroscopy and conventional radiography. For the twelve months ended December 31, 2008, CDI generated revenues of approximately $134 million. ECCO ENERGY: Posts $4.3 Million Net Loss in Quarter Ended June 30 ----------------------------------------------------------------- ECCO Energy Corp. posted a net loss of $4,384,484 for three months ended June 30, 2009, compared with a net loss of $164,232 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $4,765,248 compared with a net loss of $348,306 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $8,674,291, total liabilities of $4,368,107 and a stockholders' equity of $4,306,184. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d2 Headquartered in Houston, Texas, ECCO Energy Corp. (OTC BB: ECCE) -- http://www.eccoenergy.com/-- engages in the development, exploration, and production of oil and natural gas properties in the United States. The company owns a 69% working interest in the Wilson Lease, which is located in the Nueces County, Texas. Going Concern Doubt On April 14, 2009, GBH CPAs, PC in Houston, Texas expressed substantial doubt about ECCO Energy's ability to continue as a going concern after auditing the Company's financial statements for the fiscal year ended Dec. 31, 2008. The auditor noted that the Company has negative working capital and has suffered recurring losses from operations. EDGEN MURRAY: Moody's Downgrades Corporate Family Rating to 'B3' ---------------------------------------------------------------- Moody's Investors Service downgraded its ratings for Edgen Murray II, L.P., including lowering its corporate family rating to B3 from B2. The company's rating outlook was changed to negative from stable. Edgen Murray is a global distributor of carbon steel and alloy products for use primarily in specialized applications in the energy and niche industrial segments. Moody's rating actions were prompted by a drop in the company's profitability as a result of declining capital and maintenance spending on energy and petrochemical projects, and resulting covenant compliance pressure under its term loan agreements. These ratings were downgraded: * Corporate family rating -- to B3 from B2 * Probability of default rating -- to B3 from B2 * First lien term loan due 2014 -- to Caa1 (LGD4, 59%) from B3 * Second lien term loan due 2015 -- to Caa1 (LGD4, 68%) from B3 Edgen Murray's B3 corporate family rating reflects its high leverage, relatively small size, negligible tangible assets, and declining profitability as energy-related investments slow. Moody's expect project and maintenance spending in the energy industry will remain weak into 2010. Furthermore, high steel inventories and intense competition for new orders are likely to keep Edgen Murray's operating margins low even after oil and gas drilling and capital budgets recover. As the company's sales and earnings decline, debt to EBITDA will begin to rise and may endanger the maximum leverage covenant found in its term loan agreements. In the December 2009 quarter, the term loans' leverage covenant drops to 4.5x from 5.0x. The company's EBITDA may be sufficient to satisfy this test without requiring an amendment. Alternatively, Edgen Murray may be able to meet the leverage covenant through the reduction of debt since the decrease in working capital that accompanies a slowing of sales should generate free cash flow. However, Moody's expect the company will seek and most likely receive approval for an amendment to give it covenant relief for at least several quarters, although an amendment will most likely be accompanied by increased pricing on the term loans. The negative outlook reflects Moody's expectation of weak operating and financial performance into 2010, reduced financial flexibility due to a shrinkage of its ABL borrowing base, and the uncertainty associated with covenant compliance over the medium term. Moody's last rating action for Edgen Murray was on April 11, 2007, when a B2 corporate family rating was assigned. Edgen Murray's ratings have been assigned by evaluating factors that Moody's believes are relevant to the company's risk profile, such as the company's (i) business risk and competitive position compared with others within the industry; (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 Edgen Murray's core industry; Edgen Murray's ratings are believed to be comparable to those of other issuers with similar credit risk. Edgen Murray, headquartered in Baton Rouge, Louisiana, is a distributor of carbon steel and alloy products for use primarily in specialized applications in the energy and niche industrial segments. The company operates on a global basis, with approximately one-third of its sales generated outside of the Americas, and has distribution centers in five countries to facilitate timely deliveries to companies and contractors engaged in the development of new energy infrastructure projects and the maintenance of existing facilities. In 2008, Edgen Murray had sales of $1.3 billion. ENERGY PARTNERS: Alan Bell Steps Down as Restructuring Officer -------------------------------------------------------------- Energy Partners, Ltd., reports that on September 21, 2009, Alan D. Bell announced his resignation as the Company's Chief Restructuring Officer effective September 30. Mr. Bell joined the Company on March 15, 2009. In its meeting on the effective date of the Company's bankruptcy exit plan, the new Board of Directors of the Company appointed Gary Hanna as Chief Executive Officer of the Company as of the Effective Date. By virtue of this appointment, Mr. Bell ceased to be the Company's principal executive officer. Also on September 21, Stephen P. Longon resigned from his position as the Company's Executive Vice President and Chief Operating Officer. Mr. Longon joined the Company in July 2007. By operation of the Plan, on, and as of, the Effective Date, the Company adopted its Second Amended and Restated Certificate of Incorporation and its Second Amended and Restated Bylaws. Amendments to the Restated Certificate include (i) a provision increasing the number of authorized shares of common stock to 75,000,000, and (ii) a provision prohibiting, pursuant to Section 1123(a) of the Bankruptcy Code, the issuance of non-voting equity securities. Amendments to the Bylaws include provisions regarding (i) advanced notice provisions for the Company's stockholder meetings, (ii) the required form for stockholder proposals and (iii) director resignations and removals. Transactions Consummated The Company also reports that it consummated various transactions on the Plan Effective Date: (1) Exit Facility On September 21, 2009, the Company entered into a Credit Agreement with General Electric Capital Corporation, as administrative agent, and the financial institutions party thereto as lenders. The Credit Agreement provides a senior secured credit facility consisting of (a) a one-year, $25 million term loan and (b) a three-year revolving credit facility that may be used for revolving credit loans and letters of credit from time to time up to a maximum principal amount of $125 million, subject to certain limitations. The maximum amount of letters of credit that may be outstanding at any one time is $20 million and the amount available under the revolving credit facility is limited by the borrowing base. The initial borrowing base at closing is $70 million, inclusive of the $25 million term loan. The borrowing base will be redetermined semi-annually based on the proved reserves of the oil and natural gas properties that serve as collateral for this credit facility. Upon any repayment of the term loan, the borrowing base will be reduced by the principal amount of such repayment. The term loan must be repaid in principal installments of $2,083,333.33 each month with any remaining principal balance due on September 21, 2010. The revolving credit facility matures on September 21, 2012. With respect to base rate borrowings, accrued interest must be paid on the last day of each fiscal quarter and, with respect to LIBOR borrowings, accrued interest must be paid on (a) the last day of any applicable interest period and (b) if an interest period is six months in length, on the date that is approximately three months after such interest period begins. The Credit Agreement imposes customary negative covenants on the Company and its subsidiaries and contains customary events of default. In addition, the Company and its consolidated subsidiaries must maintain (a) a current ratio of 1.0 to 1.0, (b) an interest coverage ratio of at least 2.50 to 1.0, (c) a leverage ratio less than or equal to 1.50 to 1.0, and (d) a certain coverage ratio with respect to plugging and abandonment obligations. The Company is also required to maintain a commodities hedging program that is in compliance with the requirements set forth in the Credit Agreement. (2) Noteholder Indenture On September 21, 2009, the Company issued 20% Senior Subordinated Secured PIK Notes due 2014 in an aggregate principal amount of $61,112,000 to certain Purchasers pursuant to (a) an Indenture dated September 21, 2009 among the Company, the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee, and (b) a Purchase Agreement dated September 21, 2009 among the Company, the Guarantors and the purchasers named therein. As a result of an original issue discount required by the Purchasers, the Company received approximately $55 million of net proceeds at closing from the issuance of the Notes. Until the first interest payment date that occurs 91 days after the repayment in full of all First Priority Secured Obligations as defined in the Indenture, and the termination of the Lenders' commitments under the Credit Agreement, interest on the Notes will be payable in-kind semi-annually in arrears on January 1 and July 1 of each year, beginning on January 1, 2010. Thereafter, interest will be payable quarterly in cash in arrears on January 1, April 1, July 1 and October 1 of each year. The Notes mature on September 21, 2014 and all accrued but unpaid interest and the outstanding principal balance of the Notes shall be payable on such date. The Company may redeem all or part of the Notes upon not less than 10 nor more than 60 days' notice to each holder of the Notes to be redeemed, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed plus accrued and unpaid interest to the date of redemption. The Company's obligations evidenced by the Notes are (a) subordinated in right of payment to the Senior Obligations, (b) guaranteed by the Guarantors and (c) (i) prior to the Senior Credit Facility Termination Date, secured by the Collateral or (ii) from and after the Senior Credit Facility Termination Date, secured by the Collateral plus certain additional real property collateral as may be required under the Indenture. The security interests granted to the Trustee, as collateral agent, for the benefit of the holders of the Notes are subordinated to those granted in favor of the Agent for the benefit of the lenders pursuant to a Subordination Agreement among the Company, the Guarantors, the Agent and the Trustee. The Indenture imposes customary negative covenants on the Company and its subsidiaries (which covenants are based on such covenants as contained in the Credit Agreement, except that there are no financial performance covenants contained in the Indenture) and contains customary events of default. (3) Exchange Agreement On the Effective Date, the Company entered into an exchange agreement with Mellon Investor Services LLC, as the exchange agent, in order to effect the exchange of the Company's 9.75% Senior Unsecured Notes due 2014, Senior Floating Notes due 2013 and 8.75% Senior Notes due 2010 and existing common stock of the Company into shares of the Company's new common stock that were issued on the Effective Date. (4) 2009 Long-Term Incentive Plan On the Effective Date, the Board of Directors adopted the Energy Partners, Ltd. 2009 Long Term Incentive Plan. The purpose of the 2009 LTIP is to provide a means to enhance the Company's profitable growth by attracting and retaining employees, directors, and consultants through affording such individuals a means to acquire and maintain stock ownership or awards the value of which is tied to the performance of the Company's common stock. All employees, directors and consultants providing services to the Company or its subsidiaries are potentially eligible to participate in the 2009 LTIP. The Company intends to achieve the 2009 LTIP's purpose by primarily providing grants of (i) incentive stock options qualified as such under U.S. federal income tax laws, (ii) stock options that do not qualify as incentive stock options, (iii) restricted stock awards, (iv) restricted stock units, (v) stock appreciation rights, (vi) bonus stock and awards in lieu of Company obligations, (vii) dividend equivalents in connection with other awards, (viii) deferred shares, (ix) performance units or shares, or (x) any combination of such awards. Agreements Terminated Pursuant to the Plan, on the Effective Date, these material agreements were terminated: (1) Stock Option Plans All outstanding stock option or other equity awards either became fully vested and were deemed exercised or were cancelled and no distribution will be made on account thereof. All existing stock and incentive compensation plans of the Company were deemed cancelled under the Plan. (2) Senior Notes The Company's (i) 8.75% unsecured notes due in 2010, (ii) 9.75% senior unsecured notes due 2014 and (iii) senior floating notes due 2013, and the related two indentures were deemed cancelled as of the Effective Date. Each holder of Senior Notes received, in exchange for its total claim (including principal and interest), its pro rata portion of 95% of the reorganized EPL common stock to be issued pursuant to the Plan, subject to dilution by the issuance of shares of common stock upon the exercise of options, or otherwise, pursuant to the Company's 2009 LTIP. (3) Subsidiary Guarantees All subsidiary guarantees for the Senior Notes provided by certain of the Company's subsidiaries were terminated and discharged as of the Effective Date. (4) Change of Control Severance Agreements Change of Control Severance Agreements between the Company and each of Stephen P. Longon and John H. Peper were terminated and the Company's obligations thereunder were discharged. Issuance of New Common Stock On the Effective Date, each holder of the Company's Senior Notes received, in exchange for its total claim (including principal and interest), its pro rata portion of 95% of the Company's common stock to be issued pursuant to the Plan, subject to dilution by the issuance of shares of common stock upon the exercise of options, or otherwise, pursuant to the Company's 2009 LTIP. On the Effective Date, each holder of the Company's common stock prior to the Effective Date received, in full satisfaction of and in exchange for its common stock interests its pro rata portion of 5% of the common stock that was issued pursuant to the Plan, subject to dilution by the issuance of shares of common stock upon the exercise of options, or otherwise, pursuant to the Company's 2009 LTIP. Current Equity Capitalization As of the Effective Date, the Company's equity capitalization consists solely of (i) 38 million shares of common stock issued to the holders of Senior Notes and (ii) 2 million shares of common stock issued to the holders of equity interests in the Company immediately prior to the Effective Date. The Company has reserved up to 1,237,000 shares, constituting 3% of its common stock on a fully diluted basis, for issuance of (i) restricted shares and (ii) shares for the exercise of options, in each case issued pursuant to the 2009 LTIP. The reorganized EPL common stock will trade on the New York Stock Exchange under the ticker symbol EPL. About Energy Partners Ltd. Based in New Orleans, Louisiana, Energy Partners, Ltd., (Pink Sheets: ERPL.PK) is an independent oil and natural gas exploration and production company. The Company had interests in 24 producing fields, six fields under development and one property on which drilling operations were then being conducted, all of which are located in the Gulf of Mexico Region. Energy Partners, Ltd., and its affiliates filed for Chapter 11 on May 1, 2009 (Bankr. S.D. Tex. Lead Case No. 09-32957). Paul E. Heath, Esq., at Vinson & Elkins LLP, represents the Debtors in their restructuring effort. The Debtors also tapped Parkman Whaling LLC as financial advisor. The Debtors' financial condition as of December 31, 2008, showed total assets of $770,445,000 and total debts of $708,370,000. EUROFRESH INC: Hearing on Confirmation of Plan Set for Oct. 14 -------------------------------------------------------------- Arizona Daily Star reports that a hearing on the confirmation of Eurofresh Inc.'s reorganization plan has been rescheduled on October 14. The TCR reported on September 22, 2009, that the hearing was initially set for September 28. As reported by the TCR on June 19, 2009, Eurofresh Inc. and its debtor-affiliates delivered to the Bankruptcy Court a proposed plan that contemplates the Debtors' continued operation as a going concern. Under the Plan, holders of existing credit facility secured claims, miscellaneous secured claims, and convenience claims are expected to receive 100% recovery. Holders of general unsecured claims and senior noteholder claims are expected to get between 5% and 7% recovery under the plan. The Debtors do not expect any distribution to holders of discount noteholder claims, subordinated debt securities claims and holders of equity interests. According to the explanatory disclosure statement, claimants will receive these distributions under the Plan: i) holders of existing credit facility secured claims -- debt of $50 million secured by a blanket lien on substantially all assets of Eurofresh pursuant to a Credit and Guaranty Agreement dated as of March 25, 2008, signed by Silver Point Finance, LLC, as agent -- will receive a principal reduction payment of $7.5 million of the outstanding obligations under the existing credit documents and a rollover of all remaining obligations under the existing credit documents, to the extent allowed, into a new credit facility; ii) holders of miscellaneous secured claims will, on the effective date, either be reinstated, paid in full in cash or satisfied by the return of collateral; iii) holders of allowed convenience claims will receive the lesser of the allowed general unsecured claims of the holder or $1,000 paid in cash; iv) holders of allowed general unsecured claims will receive cash payments in an amount equal to the holder's pro rata share of the general unsecured claim fund; and v) holders of allowed senior noteholder claims will receive their pro rata share of: a) $10.0 million in face amount of PIK preferred stock; b) one million shares of New Common Stock; and c) certain proceeds of reserved shares under certain circumstances. The Plan will be funded by new money financing and the issuance of new common stock and PIK stock. A total of $12.5 million in new financing will be provided by Johan van den Berg and certain noteholders -- holders of the $170,000,000 of 11-1/2% senior notes due in 2013 issued by Eurofresh prepetition. The $7.5 million of the new money financing will be applied to reduce the principal amount under the Existing Credit Documents and $5 million of which will be used for working capital of Reorganized Eurofresh. Bio Dynamics B.V./S.a.r.L., a Luxembourg company, company, which is an affiliate, and under the direction, of Johan van den Berg, will receive 40% of the stock of reorganized Eurofresh, the Investing Noteholders 40%, 10% to Senior Noteholders and the remaining 10% to be held in reserve. A full-text copy of the Debtors' disclosure statement is available for free at http://ResearchArchives.com/t/s?3df6 A full-text copy of the Debtors' Chapter 11 plan of reorganization is available for free at http://ResearchArchives.com/t/s?3df7 About Eurofresh Inc. Headquartered in Snowflake, Arizona, Eurofresh, Inc. -- http://www.eurofresh.com/-- produces and sells tomatoes. The Company and Eurofresh Produce Ltd., its affiliate, filed for Chapter 11 on April 21, 2009 (Bankr. D. Ariz. Lead Case No. 09-07970). Craig D. Hansen, Esq., at Squire, Sanders & Dempsey L.L.P. represents the Debtors in their restructuring effort. Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed five creditors to serve on the official committee of unsecured creditors in the Debtors' Chapter 11 cases. the Committee retained Stutman, Treister & Glatt P.C. as counsel, and Lewis & Roca L.L.P. as co-counsel. The Eurofresh Inc., in its bankruptcy petition, said it has assets worth $50 million to $100 million and debts of $100 million to $500 million. EXTENDED STAY: Former Judge to Probe Bank Deals ----------------------------------------------- Diana Adams, the U.S. Trustee for Region 2, has appointed Salt Lake City lawyer and former judge Ralph Mabey as examiner to probe claims that Extended Stay Hotels Inc. filed for bankruptcy in a scheme to push out junior debt holders. As reported by the TCR on Sept. 23, Bankruptcy Judge James Peck approved the U.S. Trustee's request for an examiner who will probe Extended Stay's deals with lenders before it filed for bankruptcy. Ms. Adams requested for a probe on the structuring, negotiation and closing of the acquisition of the Debtors in 2007 by an investment consortium led by Lightstone Group LLC Chairman David Lichtenstein. Mr. Lichtenstein acquired the Debtors from Blackstone Group LP in April 2007 through a $7.4 billion secured loan he availed from Wachovia Bank N.A., Bank of America N.A, and Bear Stearns Commercial Mortgage Inc. The $7.4 billion loan consisted of a $3.3 billion "mezzanine" loan and a $4.1 billion mortgage loan. The U.S. Trustee's request came after some groups threw allegations of fraud and dishonesty against Mr. Lichtenstein and the lenders. Those groups, which include Line Trust Corporation Ltd. and Deuce Properties Ltd., accused the lenders of inducing Mr. Lichtenstein to put the Debtors in bankruptcy to push junior loan holders out of the money. In return, the lenders allegedly promised to indemnify Mr. Lichtenstein against $100 million in liabilities and provide another $5 million to fight claims that might be asserted by junior lenders. "We welcome the opportunity for the investigation so the examiner can disabuse people of the notion that there was anything inappropriate about the circumstances surrounding the filing," Extended Stay's lawyer, Jacqueline Marcus, said after the Sept. 22 hearing. About Extended Stay Extended Stay is the largest owner and operator of mid-price extended stay hotels in the United States, holding one of the most geographically diverse portfolios in the lodging sector with properties located across 44 states (including 11 hotels located in New York) and two provinces in Canada. As a result of acquisitions and mergers, Extended Stay's portfolio has expanded to encompass over 680 properties, consisting of hotels directly owned or leased by Extended Stay or one of its affiliates. Extended Stay currently operates five hotel brands: (i) Crossland Economy Studios, (ii) Extended Stay America, (iii) Extended Stay Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe Studios. For the year ending December 31, 2008, Extended Stay's audited financial statements show consolidated assets (including nondebtor affiliates) totaling approximately $7.1 billion and consolidated liabilities totaling approximately $7.6 billion. Consolidated revenues for the 12 months ending December 31, 2008 were approximately $1 billion. Extended Stay Inc. and its affiliates filed for Chapter 11 on June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764). Judge James M. Peck handles the case. Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, in New York, represents the Debtors. Lazard Freres & Co. LLC is the Debtors' financial advisors. Kurtzman Carson Consultants LLC is the claims agent. Bankruptcy Creditors' Service, Inc., publishes Extended Stay Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Extended Stay Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). FAIRPOINT COMMUNICATIONS: Moody's Cuts Corporate Rating to 'Caa3' ----------------------------------------------------------------- Moody's Investors Service downgraded FairPoint Communications, Inc.'s corporate family rating to Caa3 from Caa2, and the probability of default rating to Ca from Caa3 following the company's announcement that it had commenced discussions with its lenders regarding a permanent debt restructuring. As part of those negotiations, the company stated that it has entered into a forbearance agreement with the lenders and also warned in its filings that it may not pay interest or principal under the credit facility due on September 30, 2009. The non-payment of principal or interest beyond the grace period on the credit facility is deemed a limited default by Moody's. If the company does not pay the principal on the due date, or the interest beyond the grace period, the PDR will be repositioned to Ca/LD to reflect conclusion of the limited default that will have then occurred. The "/LD" suffix will be removed after three business days. If the company makes the scheduled payments on the credit facility, the "/LD" designation will not be placed on the PDR. However, the ratings and the negative outlook continue to reflect Moody's belief that further restructuring of the balance sheet is inevitable, as the company's current capital structure is unsustainable based on the probable EBITDA and cash flow that the company will generate from its operations in relation to its debt structure over the forward rating horizon. These summarizes the rating actions taken by Moody's: Downgrades: Issuer: FairPoint Communications, Inc. -- Probability of Default Rating, Downgraded to Ca from Caa3 -- Corporate Family Rating, Downgraded to Caa3 from Caa2 -- Senior Secured Bank Credit Facility, Downgraded to Caa2 from Caa1 -- Senior Unsecured Regular Bond/Debenture, Downgraded to C from Ca Moody's most recent rating action for FairPoint was on July 27, 2009. At that time, Moody's respositioned FairPoint's Probability of Default Rating to Caa3/LD from Caa3 to reflect the limited default that occurred following the effectiveness of the company's tender offer to exchange its 13-1/8% senior unsecured notes due 2018. Fairpoint, headquartered in Charlotte, North Carolina, is the eight largest wireline telecommunications company in the U.S., serving about 1.4 million access lines in primarily rural areas and small- and medium-sized cities. FINLAY ENTERPRISES: Court Appoints Gordon Brothers as Liquidator ---------------------------------------------------------------- The United States Bankruptcy Court for the Southern District of New York on September 25, 2009, entered an order approving the appointment of Gordon Brothers Retail Partners, LLC, as agent for Finlay Enterprises, Inc. and its affiliates and subsidiaries to conduct "store closing" or similar sales of merchandise located at all of the Company's retail store locations and the Company's two distribution centers. The Company, in consultation with the agent for its senior secured lenders and the official committee of unsecured creditors appointed in the Company's Chapter 11 cases, selected Gordon Brothers as having the highest and best bid following the completion of an auction for the Company's business and assets pursuant to bidding procedures previously approved by the Court. The transaction is expected to be completed by February 28, 2010. Gordon Brothers bid 85.75 cents on the dollar for inventory valued at an estimated $116 million for closings sales of 49 Finlay stores. Gordon had a prepetition contract to conduct store closings sales for 55 other stores. As reported by the TCR on August 31, the U.S. Bankruptcy Court for the Southern District of New York authorized Finlay to select a buyer for substantially all of their assets at a September 23 auction where Gordon Brothers would be lead bidder. About Finlay Enterprises Finlay Enterprises, Inc. (OTC Bulletin Board: FNLY) through its wholly owned subsidiary, Finlay Fine Jewelry Corporation, is a retailer of fine jewelry operating luxury stand-alone specialty jewelry stores and licensed fine jewelry departments in department stores throughout the United States and achieved sales of $754.3 million in fiscal 2008. The number of locations at the end of the second quarter ended August 1, 2009, totaled 182, including 67 Bailey Banks & Biddle, 34 Carlyle and four Congress specialty jewelry stores and 77 licensed departments with The Bon Ton. The Company and seven affiliates filed for Chapter 11 on August 5, 2009 (Bankr. S.D.N.Y. Case No. 09-14873). Weil, Gotshal & Manges LLP, serves as bankruptcy counsel. Alvarez & Marsal North America, LLC, is engaged as restructuring advisor in the Chapter 11 case, and the firm's David Coles is appointed as chief restructuring officer. Epiq Bankruptcy Solutions, LLC, serves as claims and notice agent. Judge James Peck presides over the case. In its bankruptcy petition, Finlay Enterprises disclosed assets of $331,824,000 against debts of $385,476,000 as of July 4, 2009. As of the petition date, Finlay owes $38 million outstanding under a first lien credit agreement, $24.7 million under second lien notes, $176.6 million outstanding under third lien notes (in addition to $17.5 million to secured vendors), and $40.6 million under remaining unsecured obligations under the senior notes. FIRST BANCORP: Moody's Makes Assessment on Governance & Controls ---------------------------------------------------------------- As part of the ongoing review for possible downgrade that Moody's Investors Service initiated on July 31, 2009, the rating agency announced that it would be conducting an assessment of First Bancorp's governance and controls. This follows First Bancorp's 8K filing on September 28, 2009, in which the resignation of their Chairman, CEO and President, Luis Beauchamp, was announced following an internal review by the Audit Committee into certain personal transactions that he failed to report to the Corporation in accordance with its policies and procedures. First Bancorp is the unrated bank holding company of FirstBank Puerto Rico (bank financial strength D+, long-term deposits Ba1 on review for possible downgrade), its primary operating subsidiary. In addition to governance and controls, as previously mentioned, the review will focus on the possible further deterioration in FirstBank's loan portfolio. Continued deterioration in the bank's Puerto Rico portfolio would further challenge financial flexibility which is already severely pressured by FirstBank's Florida commercial real estate exposure where losses are at the high end of Moody's expectations. The review was initiated following First BanCorp's second quarter earnings release where it reported a net loss of $78.7 million, driven by a provision for loan losses of $235 million, and announced the suspension of common and preferred dividends. The heightened provision was primarily due to the continued market downturn in South Florida and Puerto Rico. FLEETWOOD ENTERPRISES: Draft of Disclosure Statement in the Works ----------------------------------------------------------------- A rough draft of the disclosure statement explaining the bankruptcy exit plan for Fleetwood Enterprises, Inc., has been prepared, according to the Company's monthly operating report for the period beginning July 27 through August 23, 2009. The monthly operating report was filed with the United States Trustee for the Central District of California, Riverside Division. A copy of the report was delivered to the Securities and Exchange Commission on September 23, 2009. On September 8, 2009, an order was received authorizing Fleetwood to enter into (a) an IT Services Agreement which provides for: (i) the sale of certain IT equipment and software free and clear of liens, claims, interests and encumbrances to En Pointe Technologies, Inc. The agreement also provided for the offer of employment to former Fleetwood employees and an assumption agreement to which the vendor assumes all portions of the RV transition services agreement related to the provision of IT Services in accordance with the IT Services Agreement. On August 14, 2009, Fleetwood received an order authorizing and approving the sale of seven manufactured housing plants to FH Holdings, Inc., free and clear of liens, claims, interests and encumbrances and authorizing and approving assumption and assignment of certain unexpired leases and executory contracts. On August 13, 2009, Fleetwood received an order authorizing and approving the sale of Fleetwood Homes of Indiana, Inc., to Adventure Homes, LLC., free and clear of liens, claims, interests and encumbrances. Fleetwood was authorized in June to sell its recreational vehicle business for $53 million to private-equity investor American Industrial Partners. A full-text copy of the August Monthly Operating Report is available at no charge at http://ResearchArchives.com/t/s?45eb Based in Riverside, California, Fleetwood Enterprises, Inc., together with 19 of affiliates, filed for Chapter 11 protection on March 10, 2009 (Bankr. C.D. Calif. Lead Case No. 09-14254). Craig Millet, Esq., and Solmaz Kraus, Esq., at Gibson, Dunn & Crutcher LLP, represent the Debtors in their restructuring efforts. FTI Consulting Inc. is the financial advisors to the Debtors. The Debtors tapped Greenhill & Co. LLC as its investment banker. FONTAINEBLEAU LV: Penn National Mulls Buying Casino in Vegas ------------------------------------------------------------ Penn National Gaming Inc. Chief Executive Officer Peter Carlino said the company is looking at most U.S. gambling assets that come up for sale and wants to buy a Las Vegas Strip casino, Beth Jinks at Bloomberg reported. Mr. Carlino said that his company is looking also at Fontainebleau Las Vegas, which has an unfinished 63-story casino resort on the Las Vegas Strip. "Clearly we're looking at it, we're looking at lots of properties in Las Vegas," William Clifford, Penn's chief financial officer, said Sept. 30 at a Deutsche Bank AG conference in Scottsdale, Arizona. "Obviously Fontainebleau is actionable right now, so it's clearly higher up on the priority list than other opportunities in Las Vegas." As reported by the TCR on Sept. 30, an ad hoc group of term lenders of Fontainebleau Las Vegas has asked the Bankruptcy Court to convert the Company's bankruptcy case to Chapter 7 liquidation. Michael I. Goldberg, Esq., at Akerman Senterfitt, in Miami, Florida, asserts the case should be converted as no meaningful progress has been made, leaving no likelihood of rehabilitation. The Debtors own an unfinished 63-story casino resort in Las Vegas. However, according to the term lenders group, "With completion of the project not possible, a sale of the project to a third party and liquidation of the remaining assets is the only viable course to realize any meaningful value for creditors." Fontainebleau told the Bankruptcy Court last month that two unidentified parties were looking at the resort. According to Bloomberg News, analysts including Bill Lerner at Union Gaming Group LLC have indicated that Penn and Harrah's Entertainment Inc. owner Apollo Management LP were the likely two. 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) FOUNTAIN POWERBOAT: Seeking Chief Investor, Wants Liberty --------------------------------------------------------- Fountain Powerboat Industries Inc. President and CEO Reggie Fountain said that they have been looking for a chief investor in the Company since it filed for bankruptcy protection and that he is confident about Liberty Investments because of the group's track record in the marine industry, Greg Katski at Washington Daily New reports. Washington Daily relates that a deal is pending between Fountain Powerboat and Liberty Investments that would make the investment group majority shareholders in the Company. According to Washington Daily, Liberty would help finance the reorganization of Fountain Powerboat and help the Company pay off its creditors. Washington Daily states that Mr. Fountain said that under the pending deal, he would be retained as Fountain Powerboat president and CEO. Citing Fountain Powerboat, Washington Daily says that a bank note from Regions Bank, Fountain Powerboat's largest creditor, had been purchased by the Oxford Investment Group for $6.5 million. "We didn't really want the bank to sell the note, but they did," the report quoted Mr. Fountain as saying. Mr. Fountain said that he isn't comfortable with Oxford Investment, which has little experience in the marine industry, taking over Fountain Powerboat's assets, the report states. Washington Daily quoted Mr. Fountain as saying, "Oxford was trying to circumvent the court process of a fair auction that might have put in enough money for me to take care of some unsecured creditors. The court probably won't look in favor of that." Washington Daily relates that an auction of Fountain's assets is set by the U.S. Bankruptcy Court in the Eastern District of North Carolina for Monday. Washington Daily, citing Mr. Fountain, states that if Liberty Investments becomes Fountain Powerboat's majority shareholder, Oxford Investment will be treated as a secure creditor and the Company's bank note will be paid off over time. Fountain Powerboats, Inc., a subsidiary of Fountain Powerboat Industries, Inc., of Washington, North Carolina, has its executive offices and manufacturing facilities along the Pamlico River in Beaufort County, North Carolina. The Company designs, manufactures and sells offshore sport boats, sport fishing boats and express cruisers that target the segment of the recreational power boat market where speed, performance, safety and quality are the main criteria for purchase. These recreational boats are based upon an innovative, award-winning design enabling world class performance while using standard reliable power. There are currently 12 buildings located on 65 acres totaling over 237,000 square feet accommodating 40 to 45 boats in various stages of construction at any one time. The present plant site can also accommodate up to 300,000 square feet of additional manufacturing space. The land and buildings are wholly owned by Fountain Powerboat Industries, Inc., and its subsidiary, Fountain Powerboats. Fountain Powerboat Industries filed for Chapter 11 bankruptcy protection on August 24, 2009 (Bankr. E.D. N.C. Case No. 09- 07132). The Company's affiliates -- Fountain Powerboats, Inc., Fountain Dealers' Factory Superstore, Inc., and Baja by Fountain, Inc., also filed for bankruptcy. John A. Northen, Esq., and Stephanie Osborne-Rodgers, Esq., at Northen Blue, LLP, assist Fountain Powerboat in its restructuring efforts. Fountain Powerboat listed $3 in assets and $19,619,331 in liabilities. GANNETT CO: S&P Assigns 'BB' Rating on $200 Mil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned Gannett Co. Inc.'s proposed $200 million senior notes due 2014 and $200 million senior notes due 2017 an issue-level rating of 'BB' (at the same level as the 'BB' corporate credit rating on the company). S&P also assigned the notes a recovery rating of '3', indicating S&P's expectation for meaningful (50% to 70%) recovery for noteholders in the event of a payment default. Proceeds of the notes will be used to repay revolver and term loan balances. The notes are guaranteed by all of Gannett's subsidiaries that guarantee obligations under the company's credit facilities and, as such, they rank pari passu with the facilities and other guaranteed notes issued by Gannett. In addition, Gannett announced that it expects EBITDA to decline about 25% in the September 2009 quarter. This is a moderated pace of decline compared to the decline in S&P's measure of EBITDA of more than 40% experienced in the first half of 2009. Also, Gannett reported that the company repaid about $200 million in debt in the September 2009 quarter and has repaid more than $500 million in debt balances so far in 2009. The company expects its senior leverage ratio, as calculated under its credit agreements, to be between 3.04x and 3.07x -- at about the same level in the June 2009 quarter. These operating performance measures are in alignment with S&P's expectation for the current 'BB' corporate credit rating. Still, the 'BB' rating reflects the secular shift in revenue away from Gannett's newspaper business, which has been exacerbated by an extended period of cyclical pressure, and the difficulty at this time in estimating how much the pace of decline in newspaper ad revenue might moderate over the intermediate term. In addition, S&P anticipate that leverage will increase. Gannett's focus on using its still-large discretionary cash flow generation for debt repayment to help limit the leverage increase to a relatively moderate level (compared to other U.S.-based newspaper companies) only partially offsets these negative credit factors. S&P has incorporated into the current rating the expectations for a U.S. economic recovery beginning in 2010 and that the decline in newspaper ad revenue would moderate to the low-to-mid-teens percentage area in that year. S&P believes Gannett's broadcasting business will benefit when the economy recovers, as well as from midterm political advertising in 2010. S&P could lower the rating in the event operating conditions do not moderate sufficiently in the second half of 2009, or if prospects for economic growth dim for 2010. In addition, a key credit consideration in coming periods will be S&P's view of Gannett's ability to refinance maturing notes and its credit facility in 2012. S&P's view of refinancing risk for Gannett in 2012 will be closely linked to prospects for a moderating pace of newspaper ad revenue decline in 2010 and in subsequent years. The negative rating outlook reflects continued difficult challenges from recessionary economies in the U.S. and the U.K., creating significant cyclical pressure in the company's newspaper and broadcasting businesses at the same time in 2009. S&P expects the company to face a period of cyclical pressure that will continue to exacerbate the secular shift in revenue away from Gannett's newspaper business. In 2009, S&P currently expect that EBITDA could decline between 30% and 35% (on a pro forma basis after factoring in ShopLocal LLC and CareerBuilder investments in 2008). This and the increase in the unfunded pension and postretirement obligation (partially offset by additional debt repayment resulting from the lower dividend) will increase S&P's measure of lease- and pension-adjusted total debt to EBITDA to the low-4.0x area at the end of 2009 from 3.4x at the end of 2008. S&P views this level as being somewhat weak for the 'BB' rating. Ratings List Gannett Co. Inc. Corporate Credit Rating BB/Negative/-- New Ratings Gannett Co. Inc. $200M sr nts due 2014 BB Recovery Rating 3 $200M sr nts due 2017 BB Recovery Rating 3 GOLDEN NUGGET: S&P Raises Corporate Credit Rating to 'CC' --------------------------------------------------------- Standard & Poor's said it raised its corporate credit rating on Las Vegas-based Golden Nugget Inc. to 'CC' from 'SD' (selective default). The rating outlook is negative. At the same time, S&P affirmed its 'CC' issue level rating on the company's first-lien credit facilities. The recovery rating on these loans remains at '3', indicating S&P's expectation for meaningful (50% to 70%) recovery in the event of a payment default. The issue-level rating on the company's second-lien credit facility remains at 'D'. The recovery rating on the second-lien credit facility remains at '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. "The 'CC' corporate credit rating reflects, in S&P's view, the distressed financial condition of the company and its expectation the company will not be able to continue to meet debt service obligations absent a further restructuring of its debt," said Standard & Poor's credit analyst Melissa Long. S&P notes that the company could violate its total leverage covenant in the next few quarters. Golden Nugget's operating performance remains weak. In the first six months of 2009, revenues and EBITDA declined 17.5% and 30%, respectively. S&P does not expect these declines will moderate in the second half of 2009. Based on recent operating trends, S&P's estimate for operating lease adjusted leverage at Golden Nugget, pro forma for the repurchase of $33.2 million of principal of its second-lien term loan, is about 9.0x, for the last 12 months ended June 30, 2009. S&P notes that its estimate of leverage differs from the bank's calculation for covenant purposes. Under the bank's calculation, required parent contributions are included as EBITDA for covenant purposes. The company's first-lien credit agreement requires Golden Nugget to maintain leverage of no more than 7.75x. S&P has previously cited its expectation that Landry's would support Golden Nugget in 2009 to the extent permitted under its credit agreement ($25 million) and S&P expects that with this support, Golden Nugget will remain in compliance with its total leverage covenant in 2009. S&P remains concerned, however, that the company will not be able to remain in compliance with covenants in 2010, absent a significant improvement in the operating environment and a substantial return on the expansion project, neither of which S&P expects. GROUP 1: S&P Changes Outlook to Stable, Affirms 'B+' Rating ----------------------------------------------------------- Standard & Poor's Ratings Services said it has revised its outlook on Group 1 Automotive Inc. to stable from negative and affirmed the ratings, including the 'B+' corporate credit rating. "The outlook revision reflects S&P's view that Group 1's ability and willingness to stabilize EBITDA margins through aggressive cost initiatives, as well as signs of stabilizing new-vehicle demand, will enable the company's credit profile to become consistent with the current rating during the next year," said Standard & Poor's credit analyst Nancy Messer. "We now believe that there is less than a one-in-three chance that S&P would downgrade the company in the year ahead because S&P expects Group 1's prospective earnings and cash flow performance to be enhanced by its cost reductions," she continued. S&P continues to view Group 1's business risk profile as weak and its financial risk profile as highly leveraged. Group 1 is one of several large consolidators in the highly competitive U.S. auto retailing industry. In S&P's opinion, the company's ability to generate free cash from operations on a fairly consistent basis, in conjunction with minimizing capital investment in dealerships and refraining from making large acquisitions, mitigates its very high leverage that resulted from lower earnings during the recession. Still, the rating reflects S&P's assumption that Group 1 will reduce leverage as the recession recedes, EBITDA improves, and cash becomes available for permanent debt reduction. The resilience of Group 1's business model, with its diverse revenue stream, is seen in the revenue stability and higher margins of the company's parts and services (P&S) operations, which made up about 50% of Group 1's total gross profit for second-quarter 2009. Although Group 1's P&S revenue has weakened during the recession, year-over-year percentage declines have been in only the single digits compared to double-digit declines for new- and used-vehicle sales revenues. Thus, as S&P had expected, the P&S business has provided a revenue and margin cushion for Group 1, while same-store vehicle unit sales have declined year- over-year in virtually every quarter for more than two years, and weak pricing has pressured margins. Business model resilience is also reflected in improved same-store gross profit margin that reached 17.2% for the second quarter of 2009 compared to 15.9% for the second quarter of 2008. This increase was caused by a segment mix shift; the higher-margin P&S business accounted for about 50% of same-store gross profit in the second quarter of this year compared to only 41% in the second quarter of 2008. At the same time, lower-margin, new-vehicle same-store gross profit fell to about 18% of the mix from 25% one year ago. Cost-side initiatives are the second primary factor supporting the outlook revision. Group 1 and all other rated auto retailers are relying on the variable nature of their cost structures to lower costs as their revenue shrinks. The company achieved SG&A savings of $86 million in the first half of 2009 and is on track to achieve its $120 million target for the full year, 25% of which is expected to be permanent, which will benefit profitability when vehicle sales eventually rebound. S&P expects U.S. sales of new light vehicles to drop about 22% in 2009 from 2008, to 10.3 million units, including the effect of the "Cash for Clunkers" program. S&P estimate new-vehicle sales will improve to 10.9 million units in 2010, but this would still be well below the weak levels of 2008. S&P views the financial effect of the General Motors Corp. and Chrysler LLC bankruptcies on Group 1 as relatively benign because of the speed with which the two automakers exited bankruptcy. Neither automaker terminated any of Group 1's dealership agreements in this process. The stable outlook reflects S&P's assumption that the company's improved cost structure and control systems, in combination with a diverse revenue stream and resilient brand mix, will enable the credit profile to become consistent with the rating, even if U.S. light-vehicle sales remain lackluster next year. S&P also assume large acquisitions and capital investment projects will be deferred until lease-adjusted leverage begins to decline. For the 'B+' rating, S&P expects the company's lease-adjusted leverage to move toward 6x within the next two years. S&P also expect the company to report free cash flow during this period as a result of cost controls and significantly lower spending on acquisitions and capital expenditures. S&P could revise the outlook to positive if S&P believed that Group 1 could continue to offset difficult auto sales with its revenue diversity and focus on operating efficiencies, combined with generating positive free cash and reducing debt, through 2009 and into 2010. This could occur if the company's lease-adjusted leverage drops to 6x or less as a result of using free cash flow for permanent debt reduction. Leverage for the 12 months ended June 30, 2009, was 7.2x. S&P could revise the outlook to negative if S&P believed the company would not report free cash flow in the year ahead -- perhaps because of a high level of acquisitions and/or investment in dealer upgrades -- and that adjusted leverage would remain near 7x or higher. For example, S&P could lower the rating if S&P believed the company's reported EBITDA would fall short of S&P's current 2010 assumption of $110 million by 10% or more and debt would remain at current levels, so that adjusted leverage would remain above 7x. This could occur if the U.S. economy remains weak and the company is unable to reduce its cost base to fit the reduced revenue. HANLEY-WOOD LLC: Weak Liquidity Cues Moody's to Junk Corp. Rating ----------------------------------------------------------------- Moody's Investors Service downgraded Hanley-Wood, LLC's Corporate Family Rating and the rating on the senior secured credit facility to Caa1 from B2. The Probability of Default Rating was lowered to Caa1 from B3 and the ratings outlook remains negative. The downgrade to Caa1 and negative outlook reflect Hanley Wood's very high financial leverage and weak liquidity profile, which are expected to deteriorate further over the near term and lead to a capital structure that may be untenable in Moody's view. A significant portion of Hanley Wood's annual earnings are derived from exhibitions held in the first quarter of each year, including its largest trade show "World of Concrete". Space draws on these exhibitions are often contracted up to one year in advance and revenues are largely driven by the commercial building materials sector, which has lagged residential housing in demand contraction. As such, contribution from shows held in the first quarter of 2009 remained relatively flat to 2008. However, Moody's expects Hanley Wood's 2010 revenue and EBITDA to drop sharply as commercial construction exhibitors face earnings pressure from a significant decline in projected non-residential construction put in place in the US. Meanwhile, Hanley Wood's advertising and exhibition revenues derived from the residential housing end market are expected to remain at already weak levels. The anticipated decline in consolidated EBITDA is projected to lead to financial leverage of at least 15 times throughout 2010, up from 7.8 times at June 30, 2009. Cash flow from operations over the near term is not expected to fully cover modest capital expenditure and term loan amortization requirements, leading to additional reliance on the revolver. At June 30, 2009, the outstanding balance on the $65 million revolver was $5.5 million. On September 18, 2009, Hanley Wood executed an amendment to its senior secured credit facility that greatly increased permitted financial leverage levels through 2011. However, the amendment also reduced the revolver commitment to $22.5 million and established a requirement for approval by 62.5% of revolving lenders before Hanley Wood can access the last $7.5 million. Moody's expects the outstanding balance on the revolver to approach $15 million in early 2010, resulting in minimal availability and little room for a shortfall in operating results. Moody's downgraded these ratings: * $22.5 million (formerly $65 million) senior secured revolver due 2013, to Caa1 (LGD3, 49%) from B2 (LGD3, 34%) * $395 million senior secured term loan B due 2014, to Caa1 (LGD3, 49%) from B2 (LGD3, 34%) * Corporate Family Rating, to Caa1 from B2 * Probability of Default Rating, to Caa1 from B3 The previous rating action for Hanley Wood occurred on September 30, 2008, when Moody's changed the ratings outlook to negative from stable. Hanley Wood's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near to intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside Hanley Wood's core industry and Hanley Wood's ratings are believed to be comparable to those of other issuers of similar credit risk. Headquartered in Washington, DC, Hanley Wood is a leading business-to-business media company serving customers in the residential housing and commercial construction end markets. Revenues for the twelve month period ended June 30, 2009, were approximately $170 million. HCA INC: Pagliuca Steps Down as Director to Pursue Senate Bid ------------------------------------------------------------- Stephen G. Pagliuca on September 21, 2009, notified the Board of Directors of HCA Inc. of his intention to resign from the Company's Board of Directors, effective immediately due to his entrance in the Massachusetts U.S. Senate race. About HCA Inc. Headquartered in Nashville, Tennessee, HCA Inc. -- http://www.hcahealthcare.com/-- is the nation's leading provider of healthcare services. As of June 30, 2008, HCA operated 169 hospitals and 107 freestanding surgery centers, including eight hospitals and eight freestanding surgery centers operated through equity method joint ventures. As of June 30, 2009, HCA had $24.2 billion in total assets; total current liabilities of $3.39 billion, long-term debt of $26.3 billion, professional liability risks of $1.11 billion, income taxes and other liabilities of $1.71 billion and equity securities with contingent redemption rights of $155 million. Stockholders' deficit attributable to HCA Inc. is $9.48 billion as of June 30, 2009. As reported by the TCR on August 4, 2009, Moody's Investors Service assigned a Ba3 (LGD3, 32%) rating to HCA Inc.'s proposed offering of $750 million of first lien senior secured notes. Moody's also affirmed the existing ratings of HCA, including the B2 Corporate Family and Probability of Default Ratings. The outlook for the ratings is stable. HARRAH'S ENTERTAINMENT: Unit Gets $1-Bil of Incremental Term Loans ------------------------------------------------------------------ Harrah's Operating Company, Inc., a wholly owned subsidiary of Harrah's Entertainment, Inc., on September 26, 2009, entered into an amendment to its senior secured credit facilities to allow for $1 billion of incremental term loans. Harrah's Operating intends to use the proceeds of the incremental term loans to refinance or retire existing debt and to provide additional liquidity. Banc of America Securities LLC and Citigroup Global Markets Inc. will act as the joint lead arrangers; BAS, CGMI, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and J.P. Morgan Securities Inc. will act as the joint bookrunners; and Goldman Sachs Credit Partners L.P. and Morgan Stanley Senior Funding, Inc., will act as co-managers under the Incremental Term Loan facility. A copy of the Incremental Facility Amendment To Credit Agreement is available at no charge at http://ResearchArchives.com/t/s?45df 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 reported by the Troubled Company Reporter on September 25, 2009, Moody's Investors Service assigned a Caa1 rating to the $1.0 billion senior secured term loan to be issued by Harrah's Operating Company. Moody's also affirmed Harrah's Entertainment's Caa3 Corporate Family rating, Caa3 Probability of default rating and all of the long-term debt ratings of HET and HOC, Inc. The TCR 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'. HARRAH'S ENTERTAINMENT: HOC Commences Discounted Offer for Notes ---------------------------------------------------------------- Harrah's Entertainment, Inc.'s direct, wholly owned subsidiary, Harrah's Operating Company, Inc., last week commenced cash tender offers for its outstanding debt securities. The maximum aggregate amount of consideration that may be paid for Notes tendered and accepted for purchase pursuant to the Offers has been reduced and may not exceed $160 million -- from $175 million announced September 22. Tender Offer Consideration Per CUSIP/ISIN Notes $1,000 Principal ---------- ----- ---------------- 413627AQ3/ 5.500% Senior Notes due 2010 $980.00 US413627AQ32 700690AQ3/ 7.875% Senior Subordinated $997.50 US700690AQ34 Notes due 2010 413627AH3/ 8.000% Senior Notes due 2011 $960.00 US413627AH33 700690AL4/ 8.125% Senior Subordinated $955.00 US700690AL47 Notes due 2011 700690AK6/ US700690AK63 In a September 22 statement, the Company said the purpose of the Offers is to acquire the outstanding Notes, subject to the Maximum Tender Consideration. The Company said to the extent the $175 million Maximum Tender Consideration is insufficient to pay the aggregate principal amount of Notes tendered, then the Notes would only be accepted on a pro rata basis (as of the date of acceptance), in the greatest aggregate principal amount practicable that does not cause the Maximum Tender Consideration to be exceeded. The terms of the Offers are described more fully in the Offers to Purchase Statement prepared in connection with the Offers. The Offers are not conditioned on a minimum principal amount of Notes being tendered. However, the Offers are subject to certain other conditions. In addition, HOC has the right to terminate or withdraw any of the Offers, at any time and for any reason, including if any of the conditions described in the Statement are not satisfied. Each of the Offers will expire at midnight, New York City time, on October 21, 2009, unless any of them is extended. Tenders may be withdrawn prior to 5:00 p.m., New York City time, on September 28, 2009 unless extended by HOC. Holders may withdraw tendered Notes at any time prior to the Withdrawal Deadline, but holders may not withdraw tendered Notes on or thereafter. The Company has retained Citigroup Global Markets Inc. to act as the Dealer Manager in connection with the Offers. Any Holder that has questions concerning the terms of the Offers may contact the Dealer Manager at (800) 558-3745 (Toll-free) or (212) 723-6106 (Collect). Documents relating to the Offers will only be distributed to holders of the Notes. Holders who desire a copy of documents relating to the Offers should contact Global Bondholder Service Corporation, the information agent for the offers, at (866) 736- 2200 (Toll-Free) or (212) 925-1630 (Collect). 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 reported by the Troubled Company Reporter on September 25, 2009, Moody's Investors Service assigned a Caa1 rating to the $1.0 billion senior secured term loan to be issued by Harrah's Operating Company. Moody's also affirmed Harrah's Entertainment's Caa3 Corporate Family rating, Caa3 Probability of default rating and all of the long-term debt ratings of HET and HOC, Inc. The TCR 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'. HARRAH'S ENTERTAINMENT: HOC Offers to Swap 1st and 2nd Lien Notes ----------------------------------------------------------------- Harrah's Operating Company, Inc., filed a preliminary prospectus with the Securities and Exchange Commission in connection with its offer to exchange: -- up to $214,800,000 in aggregate principal amount of its registered 10.00% Second-Priority Senior Secured Notes due 2015, -- $847,621,000 in the aggregate principal amount of its registered 10.00% Second-Priority Senior Secured Notes due 2018, -- $3,705,498,000 in the aggregate principal amount of its registered 10.00% Second-Priority Senior Secured Notes due 2018, and -- $2,095,000,000 in aggregate principal amount of its registered 11.25% Senior Secured Notes due 2017, for a like principal amount of HOC's: -- unregistered 10.00% Second-Priority Senior Secured Notes due 2015, -- 10.00% Second-Priority Senior Secured Notes due 2018, -- 10.00% Second-Priority Senior Secured Notes due 2018, and -- 11.25% Senior Secured Notes due 2017 The terms of the exchange notes and related guarantee are identical to the terms of the related original notes and the guarantees in all material respects, except for the elimination of some transfer restrictions, registration rights and additional interest provisions relating to the original notes. The notes are irrevocably and unconditionally guaranteed by Harrah's Entertainment, Inc. The notes will be exchanged in denominations of $2,000 and in integral multiples of $1,000. Harrah's will not receive any cash proceeds from the issuance of the exchange notes in the exchange offers. U.S. Bank National Association is the exchange agent for the exchange offers. A full-text copy of the Company's Offer to Exchange is available at no charge at http://ResearchArchives.com/t/s?45e2 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 reported by the Troubled Company Reporter on September 25, 2009, Moody's Investors Service assigned a Caa1 rating to the $1.0 billion senior secured term loan to be issued by Harrah's Operating Company. Moody's also affirmed Harrah's Entertainment's Caa3 Corporate Family rating, Caa3 Probability of default rating and all of the long-term debt ratings of HET and HOC, Inc. The TCR 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'. HIRSCH INTERNATIONAL: Posts $2MM Net Loss in Quarter Ended June 30 ------------------------------------------------------------------ Hirsch International Corp. posted a net loss of $2,187,000 for three months ended June 30, 2009, compared with a net loss of $1,014,000 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $4,927,000 compared with a net loss of $1,647,000 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $13,992,000, total liabilities of $5,798,000 and a stockholders' equity of $8,194,000. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted that it incurred a significant loss in 2008 and in the first six months of 2009 and has not during that time frame generated positive cash flows from operations. A full-text copy of the Company's Form 20-F is available for free at http://ResearchArchives.com/t/s?45dc Hirsch International Corp. (NASDAQ:HRSH) is a provider of equipment and education and support services to the decorated apparel industry. The Company represents the decorated apparel industry's brands, including Tajima embroidery equipment, MHM screen printing equipment, SEIT textile bridge lasers, Pulse Microsystems digitizing and design software, Kornit and Mimaki digital printers. Through its distribution agreements with Tajima Industries, Ltd., Hirsch offers a line of single- and multi-head embroidery machines, application software, and a line of embroidery parts. HOSAIN AZIZIAN: Voluntary Chapter 11 Case Summary ------------------------------------------------- Joint Debtors: Hosain Azizian Fatemeh H Azizian 6 Via El Verano Belvedere Tiburon, CA 94920 Bankruptcy Case No.: 09-13181 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Northern District of California (Santa Rosa) Judge: Alan Jaroslovsky Debtors' Counsel: David N. Chandler, Esq. Law Offices of David N. Chandler 1747 4th St. Santa Rosa, CA 95404 Tel: (707) 528-4331 Email: DChandler1747@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of at least $1,768,845, and total debts of $4,116,891. 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. HUMBOLDT CREAMERY: FBI to Continue Probe on Alleged Fraud --------------------------------------------------------- The Federal Bureau of Investigation agents would conduct more interviews and continue its investigation on the fraud allegations surrounding Humboldt Creamery, Thadeus Greenson at The Times- Standard reports, citing Humboldt Creamery General Manager Len Mayer. Former Humboldt Creamery CEO Rich Ghilarducci resigned abruptly in February 2009, after the Company announced record sales. According to Times-Standard, Mr. Ghilarducci's resignation came in the form of a letter sent from his lawyer, which alerted Humboldt Creamer to potential inaccuracies in its books. Six months later, Humboldt Creamery was bankrupt, and had been sold off to Foster Farms Dairy through an auction. Citing creamery officials, Times-Standard relates that Mr. Ghilarducci allegedly "cooked the books" to make the Company appear profitable while it was actually losing money, and continued the practice until the losses became too much to hide that the Company was almost going bankrupt. According to Times-Standard, dairymen said that the payments were taken out of their checks to cover state inspection fees, but those deductions never made it to the state, which claimed it was owed more than $600,000 in delinquent fees after Humboldt Creamery filed for bankruptcy. Humboldt Creamery will continue to cooperate with the FBI, Times- Standard states, citing Mr. Mayer. Headquartered in Fortuna, California, Humboldt Creamery, LLC -- http://www.humboldtcreamery.com/-- filed for Chapter 11 on April 21, 2009 (Bankr. N.D. Calif. Case No. 09-11078). Ori Katz, Esq., at Sheppard, Mullin, Richter and Hampton, represents the Debtor in its restructuring efforts. The Debtor disclosed total assets and debts from $50 million to $100 million. IESI CORPORATION: Moody's Affirms Corporate Family Rating at 'B1' ----------------------------------------------------------------- Moody's Investors Service affirmed the B1 corporate family, probability of default and senior secured debt ratings of IESI Corporation and changed the outlook to stable. The stable outlook reflects Moody's belief that IESI is likely to sustain its recently improved credit metrics profile notwithstanding ongoing weak volume conditions in the US$IESI is now one of the lowest-levered solid waste companies, with Debt to EBITDA below 3.0 times and debt to book capital below 40% because of the recent about $210 million reduction in the outstanding balance of the revolver. Maintenance of this level of leverage eliminates Moody's prior concern about IESI's ability to maintain compliance with the 4.0 times leverage covenant of its revolving credit agreement. However, the recent reduction in the revolver provides ample liquidity to pursue acquisitions, which increases event risk and execution risk of integrating acquired operations. The stable outlook also considers the potential for IESI to find it more difficult to raise prices in upcoming quarters because of the effects of continuing weak economic conditions on collection and disposal volumes. The B1 corporate family rating reflects IESI's strong balance sheet, good liquidity and the expectation that its operations will continue to produce a level of funds from operations that covers debt service obligations with meaningful cushion. The ratings benefit from the solid waste sector's generally recession- resistant nature, IESI's ability to achieve price increases that help offset the combination of weaker volumes and cost inflation, particularly for fuel, and it's relatively low exposure to construction and demolition waste volumes. IESI achieves an EBITDA margin that is competitive with those of its larger industry peers, although its EBIT margin is relatively weak, because of the relatively larger component of amortization that results from its acquisitive growth strategy. The ratings could be upgraded if IESI maintains its June 30, 2009 credit metrics in upcoming quarters. Moody's believes IESI could pursue acquisitive growth but that IESI would remain a disciplined bidder. Debt to EBITDA sustained below 3.5 times, FFO + interest to interest sustained above 4.0 times and free cash flow to debt that remains above five percent could lead to a ratings upgrade. The outlook could be changed to negative or the ratings downgraded if IESI was to sustain Debt to EBITDA above 4.5 times, FFO + Interest to Interest below 2.8 times or if it was unable to sustain positive free cash flow generation. While not expected, the ratings could also be downgraded if Moody's deemed the downstream guarantee from IESI's parent, IESI-BFC Ltd. to be of little support to IESI or if it became apparent that IESI would be called on to perform under its guarantee of its parent's debt obligations. Metrics cited herein are based on the consolidated financial statements of IESI-BFC LTD. The last rating action was on October 27, 2008, when Moody's affirmed the B1 corporate family and probability of default ratings and changed the outlook to negative. LGD Assessments: Issuer: IESI Corporation -- Senior Secured Bank Credit Facility, Changed to LGD3, 45% from LGD3, 44% Outlook Actions: Issuer: IESI Corporation -- Outlook, Changed To Stable From Negative IESI Corporation, based in Fort Worth, Texas, is a vertically integrated provider of non-hazardous solid waste management services, serving ten southern and northeastern US$ states. IESI is a wholly-owned subsidiary of IESI-BFC Ltd. INFOLOGIX INC: Forbearance Pact Extended Until Oct. 12 ------------------------------------------------------ InfoLogix, Inc. and its subsidiaries and Hercules Technology Growth Capital, Inc. on September 23, 2009, entered into a third amendment to the Forbearance Agreement dated July 31, 2009, as amended August 14, 2009 and August 20, 2009, under which the Lender has agreed to forbear from exercising its rights and remedies with respect to an event of default under the Loan and Security Agreement between the Company and the Lender dated May 1, 2008, as amended. Following the third amendment, the Forbearance Agreement is effective until the earlier of (i) October 12, 2009 and (ii) the occurrence of a termination event under the Forbearance Agreement. A "termination event" includes, among other things, the Company's failure to deliver to Lender an executed term sheet on or before October 5, 2009 providing for the terms and conditions of a restructure of the Loan Agreement and the Company's failure at any time to continue, in good faith, its negotiations with respect to a restructure of the Loan Agreement with the Lender. Upon the termination of the forbearance period, the Lender would be free to proceed to enforce any or all of its rights and remedies with respect to the Company's default of under the Loan Agreement. The Company did not pay any fee to the Lender in connection with the third amendment. The Company continues in active discussions with the Lender about a potential restructuring of its loan obligations. The restructuring may include a conversion of a portion of the debt to equity and a restructuring of the terms of any remaining debt. The Company is also continuing to have discussions with NewSpring Ventures II, L.P. and other potential investors about raising additional equity capital on terms that the Company finds favorable, however it is no longer proceeding with an investment by NewSpring on the terms outlined in the non-binding term sheet dated August 12, 2009. InfoLogix, Inc. (NASDAQ:IFLG) is a provider of enterprise mobility solutions for the healthcare and commercial industries. It provides products and services, including consulting, business software applications, managed services, mobile workstations and devices, and wireless infrastructure. In May 2008, it acquired Delta Health Systems, Inc. and Aware Interweave, Inc. InfoLogix, Inc.'s balance sheet at June 30, 2009, showed total assets of $45,056,000 and total liabilities of $72,795,000, resulting in a stockholders' deficit of $27,739,000. INTERNATIONAL TEXTILE: Posts $126MM Net Loss in Qtr. Ended June 30 ------------------------------------------------------------------ International Textile Group, Inc., posted a net loss of $126,546,000 for three months ended June 30, 2009, compared with a net loss of $3,526,000 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $181,521,000 compared with a net loss of $27,862,000 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $439,096,000, total liabilities of $479,828,000 and a stockholders' equity of $40,732,000. The Company said there is substantial doubt about its ability to continue as a going concern. The Company has incurred significant operating losses, has an accumulated deficit and negative cash flows from operating activities in recent periods, and has a significant amount of outstanding debt which is scheduled to mature at various times in 2009. The Company's ability to continue as a going concern is dependent upon its ability to (i) obtain modifications or amendments to, or restructure or obtain replacement financing for, any debt instruments in which the Company is not in covenant compliance, (ii) refinance its existing debt that matures at various times during 2009, (iii) attain and remain in compliance with all applicable covenants in its existing debt agreements, (iv) obtain additional equity contributions or debt financing, (v) reduce expenditures and attain further operating efficiencies, and (vi) ultimately, to generate greater revenue and gross profit. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45dd International Textile Group, Inc., is a global, diversified textile manufacturer headquartered in Greensboro, North Carolina, with operations principally in the United States, China, Germany, Poland, Nicaragua, Mexico and Vietnam. The Company produces automotive safety (including airbag fabric and airbag cushions), apparel, government uniform, technical and specialty textile products. INTROGEN THERAPEUTICS: Vivante to Rename Manufacturing Assets ------------------------------------------------------------- Jyotsna Ramani at OfficialWire reports that Vivante GMP Solutions will rename the earlier manufacturing assets of Introgen Therapeutics Inc. and the Company's workers will be on the payroll of Vivante GMP. A private group of investors from Houston acquired Introgen Therapeutics' manufacturing-related assets in June 2009 and employed the remaining employees of Company to come up with their new contract manufacturing organization called Vivante GMP Solutions. Introgen Therapeutics Inc. is a cancer-drug developer. Introgen Therapeutics filed for Chapter 11 on December 3, 2008 (Bankr. W.D. Texas, Case No. 08-12442). Patricia Baron Tomasco, Esq., at Brown McCarroll, L.L.P., is the Company's bankruptcy lawyer. In its petition, the Company listed assets of $9,107,868 and debts of $12,932,950. JERGENS BALES: Files for Chapter 11 Bankruptcy Protection --------------------------------------------------------- Jergens Bales Contractors, Inc., has filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Southern District of Ohio, listing up to $50,000 in assets and more than $1 million to $10 million in liabilities owed to 110 creditors. Dayton Business Journal reports that Jergens Bales' largest unsecured debts include: -- $1.8 million owed to U.S. Financial LLC of Cincinnati -- $1.09 million owed to North Side Bank and Trust Co., -- $168,577 owed to the Ohio Department of Commerce, -- $139,454 owed to the Internal Revenue Service, and -- $138,131 owed to the Ohio Laborers' Fringe Benefits Program. According to Dayton Business, Jergens Bales' other creditors include the cities of Dayton, Miamisburg and Middletown. Jergens Bales Contractors, Inc., is based in Dayton, Ohio. The Company filed for Chapter 11 bankruptcy protection on Sept. 14, 2009 (Bankr. S.D. Ohio Case No. 09-35692). Ira H. Thomsen, Esq., who has an office in Springboro, Ohio. The Company listed up to $50,000 in assets and $1,000,001 to $10,000,000 in liabilities. JOLT COMPANY: Liabilities Make Capital Infusion Unlikely -------------------------------------------------------- Rachel Feintzeig posted at The Wall Street Journal blog, Bankruptcy Beat, that The Jolt Co., said it needs a capital infusion if it wants to be competitive, but its liabilities make it unlikely. Bankruptcy Beat relates that a contract with can maker Rexam required Jolt to buy 90 million cans with resealable caps, but at three times the price of normal cans, the Company just didn't have the cash to keep up its end of the bargain. Jolt said that it has purchased 27 million cans, Bankruptcy Beat states. Jolt hopes to sell itself through a court-supervised auction, according to the report. Jolt, doing business as Wet Planet Beverages, makes the caffeinated drink of the same name. The Company filed for Chapter 11 on Sept. 28 (Bankr. W.D. N.Y. Case No. 09-22531). The petition says Jolt had less than $10 million in both assets and debt. Rexam Beverage Can Co., of Chicago, was named as the largest unsecured creditors with a disputed claim of $2.1 million. KEARNEY CONSTRUCTION: Seeks Court Nod to Use Cash Collateral ------------------------------------------------------------ Kearney Construction Co., LLC, seeks permission from the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, to use the cash collateral securing its obligations to its lender. The Debtor wants to use the cash collateral for the care, maintenance and preservation of its assets, payment of business expenses, and cost of administration of the Chapter 11 case. The Debtor's assets include $2,014,148 in furniture, fixtures and equipment, $936,249 in cash and $12,599,643 in accounts receivable. These assets, together with the proceeds thereof, may constitute the cash collateral of Wells Fargo Equipment Finance Inc. and other parties that have filed UCC-1 financing statements in Florida. In addition, the Debtor was a party to a number of construction contracts. The Debtor was required to provide a payment bond and a performance bond, as security for the Debtor's performance. The Debtor sought providing labor and materials incorporated into the work under the bonded contracts, and sought said bonds from Travelers Casualty and Surety Co. of America, a surety in the business of providing payment and performance bonds to selected entities. Before it would issue said performance and payment bonds, Travelers required certain protections from the Debtor of monies to be paid to the Debtor under the bonded contracts and from loss to Travelers in the event that the Debtor failed to perform all of its obligations. On July 24, 2009, Travelers caused to be sent a letter to KCC, LLC's construction projects stating that KCC, LLC was experiencing financial difficulties, and including a demand that any payment owed to the Debtor be directed to Travelers. One of the parties to the bonded contracts has paid over $2 million to Travelers premised upon that demand. The Debtor asks the Court that any cash collateral order authorize non-debtor parties to bonded contracts with Travelers to fund payments to the Debtor, subject to the provision of adequate protection. Objections Travelers says that through the Cash Collateral Motion the Debtor is seeking to divert bonded contract funds that are not property of the estate away from the bonded projects and to improperly use those funds for expenses other than direct project costs, to the detriment of the owners of those projects and the subcontractors and suppliers who earned or will earn those contract balances. According to Travelers, these funds are trust funds and cannot be used by the Debtor to reorganize. Bank of America, N.A., as successor to LaSalle Bank National Association, says all funds coming into the Debtor's possession from completed work and from the ongoing completion of work comprises the Bank's cash collateral. BofA says that it is owed $4,600,000 in principal for loans and $2,189,150 for letters of credit issued to affiliates of the Debtor and guaranteed by the Debtor. BofA says it is entitled to ensure that its cash collateral is adequately protected and not dissipated. About KCC Co., LLC Kearney Construction Co., LLC, is a Florida limited liability company affiliated with Kearney Construction Company Inc., a family company with over 53 years of experience in the construction industry, specializing in site development and infrastructure construction including clearing, earthwork, utility construction, storm drainage, curbs, sidewalks, and roadwork including sub-base, base, and asphalt placement. KCC Co., LLC, and certain of its affiliates filed for Chapter 11 on Aug. 26, 2009 (Bankr. M.D. Fla. Case No. 09-18848). Two if its debtor-affiliates filed for separate Chapter 11 on June 4, 2009. Stephen R. Leslie, Esq., at Stichter, Riedel, Blain & Prosser, represents the Debtors in their restructuring effort. In its petition, Kearney listed assets and debts both ranging from $10,000,001 to $50,000,000. JOHN MANEELY: Moody's Confirms Corporate Family Rating at 'B2' -------------------------------------------------------------- Moody's Investors Service confirmed the ratings of John Maneely Company, including its B2 corporate family rating. A negative rating outlook was assigned to JMC and to its affiliate, 6582125 Canada Inc. This concludes the review for possible downgrade begun on June 10, 2009. The rating confirmation recognizes that JMC has effectively downsized its operations to ensure profitability, albeit at low levels, even at greatly reduced volumes and capacity utilization, and that it very likely will remain in compliance with its credit agreement covenants, in particular its 5.5x maximum debt to EBITDA covenant, either through (a) having ample EBITDA, (b) applying operating cash flow or cash to repay debt, or (c) a combination of the two. Nevertheless, with the non-residential construction market -- JMC's largest market -- still declining and a recovery possibly several years away, Moody's assigned a negative rating outlook as the company may face restricted earnings and tight covenants for an extended period of time. These ratings were confirmed: For John Maneely Company: * Corporate family rating -- B2 * Probability of default rating -- B2 * Asset based revolving credit facility due 2011 -- Ba2 (LGD2, 22%) * Term loan facility due 2013 -- B3 (LGD4, 59%) For 6582125 Canada Inc.: * Asset based revolving credit facility due 2011 -- Ba2 (LGD2, 22%) JMC's B2 corporate family rating reflects its high leverage, high degree of exposure to the non-residential construction market, and a relatively high reliance on commodity types of products that tend to have aggravated cycles and low margins. The ratings also reflect JMC's high degree of variable costs, focus on right-sizing its operations to the current weak operating environment, and leading market position for many of its pipe products and electrical conduit. Excluding the $229 million net settlement received from Novolipetsk Steel OJSC (NLMK) in its 2Q09 (the quarter ended March 28, 2009), JMC had approximately negative $40 million of EBITDA for the six months ended March 28, 2009 as it confronted weak end- market demand and inventory de-stocking, which resulted in a 40- 45% drop in shipments. However, JMC has rapidly adjusted its manufacturing base, costs and employment and generated $41 million in EBITDA in 3Q09 even though shipments were 46% lower than in the year-ago period. While the demand picture remains unfavorable for most of JMC's markets -- approximately 80% of its sales go into the non-residential construction market, which is widely expected to have another weak year in 2010 -- Moody's believes the company will be modestly profitable and cash flow positive, excluding the potential effects of increased working capital. The improved operating performance makes it more likely that JMC will continue to comply with the financial covenants found in its credit agreements, in particular its 5.5x maximum debt/EBITDA covenant. Covenant compliance through December 2009 is assured by the inclusion of the NLMK settlement in EBITDA for covenant calculation purposes -- the leverage ratio was 2.2x for the LTM period ended June 27, 2009. Covenant compliance is at risk after December 2009, but will be aided by the approximately $150 million debt reduction that Moody's expects the company to make in December 2009 as it repays debt in accordance with the excess cash flow sweep provisions of the term loan agreement. That should bring gross debt down to approximately $1,060 million. From that point, covenant compliance depends on achieving EBITDA, as defined for covenant calculation purposes, of approximately $47 million per quarter or using cash to retire additional debt. Given the poor prospects for the non-residential construction market, Moody's think the leverage covenant could be tight for an extended period. Moody's previous rating action for JMC was on June 10, 2009, when the company's ratings were lowered one notch and the ratings were placed under review for possible downgrade. Headquartered in Beachwood, Ohio, John Maneely Company manufactures steel pipe, hollow structural steel, electrical conduit products and tubular products at ten manufacturing facilities in the US$and Canada. The company is number one or two in its key product areas: HSS, standard pipe and electrical conduit. JMC also enjoys leading market positions in the galvanized mechanical tube and fittings markets. Its products are sold principally to plumbing and electrical distributors. JMC's parent, DBO Holdings, Inc., is approximately 55% owned by the Carlyle Partners IV, LP. L-3 COMMUNICATIONS: Fitch Lifts Issuer Default Rating From 'BB+' ---------------------------------------------------------------- Fitch Ratings has upgraded L-3 Communications' Issuer Default Rating to the investment grade category, assigned a rating for the new senior unsecured 10-year notes, and affirmed L-3's other ratings: L-3 Communications Holdings, Inc. -- IDR upgraded to 'BBB-' from 'BB+'; -- Contingent convertible affirmed at 'BB+'. L-3 Communications Corporation -- IDR upgraded to 'BBB-' from 'BB+'; -- New senior unsecured notes expected to be rated 'BBB-'; -- Senior unsecured revolving credit facility affirmed at 'BBB-'; -- Senior unsecured term-loan facility affirmed at 'BBB-'; -- Senior subordinated debt affirmed at 'BB+'. The Rating Outlook has been revised to Stable from Positive. Before accounting for the new capital structure, L-3 has approximately $4.6 billion of debt outstanding. With the planned debt reduction of as much as $650 million from the transactions, the rating actions affect approximately $3.9 billion of outstanding debt on a pro forma basis. The upgrade of the IDR reflects the company's improved credit profile given the reduced debt levels, the elimination any near- term debt maturities and the solidification of L-3's liquidity position for the next three years as a result of the new credit facility, which Fitch expects L-3 will successfully close. The rating action also incorporates L-3's strong credit metrics and Fitch's expectation for continued strong free cash flow generation, including approximately $1.0 billion in 2009. The upgrade follows Fitch's Rating Outlook revision to Positive on Aug. 3, 2009. L-3's debt plans announced this morning include these: -- Issue $750 million of senior unsecured notes due 2019; expected to be pari passu with the bank facility; -- Repay $750 million of senior subordinated notes (7 5/8s due 2012; callable notes); -- Repay the $650 million term loan due March 2010; -- Replace the $1.0 billion senior unsecured revolver due March 2010 with a new three-year senior unsecured revolver. Fitch expects the new revolving credit facility will be pari passu with the new 10-year notes. Additionally, Fitch expects to assign the new 10-year notes a 'BBB-' rating and has kept the rating for the unsecured bank debt at 'BBB-'. Previously, the rating for the unsecured bank debt was one notch above the IDR since the bank facility had a springing lien which was beneficial to lenders. Given L-3's stronger credit profile now versus when the prior revolver was established, Fitch does not expect the new facility will have a springing lien; however, the rating remains 'BBB-' given L-3's improved credit profile. The senior subordinated notes are one notch below the IDR and senior unsecured debt due to contractual subordination. Historically, the company has directed cash to acquisitions, share repurchases and dividends. In Fitch's view, acquisitions remain the risk to the credit profile. Importantly, Fitch notes that L- 3's acquisition strategy appears to have moderated in the past several years. As of June 26, 2009, leverage defined as debt-to-EBITDA was 2.4 times. L-3 had a liquidity position of approximately $1.9 billion, consisting of $897 million of cash and $964 million of revolving credit facility availability. On a pro forma basis, liquidity would drop by more than $250 million when accounting for the new three-year revolver and cash usage to pay down the term loan. However, Fitch believes that liquidity should remain sufficient, and Fitch estimates cash balances will grow in the second half, in line with L-3's typical cash generation profile. The ratings and outlook reflect L-3's solid credit metrics for the new rating and Fitch's expectation of continued solid organic sales growth, steady operating margins, and substantial free cash flow. Furthermore, the Outlook incorporates Fitch's expectations of small to medium-sized acquisitions and meaningful cash deployment toward shareholders. Other positive factors include high levels of defense spending; L-3's diverse portfolio of products and services that are in line with the Department of Defense requirements; and a balanced contract mix, including generation of more than 50% of revenues from the Operations & Maintenance account in the DoD budget. Concerns relate to the potential for larger debt-financed acquisitions, some uncertainty regarding core defense spending trends beyond fiscal year 2010, and the longer-term outlook for supplemental DoD budgets related to operations in Iraq and Afghanistan. L-3 COMMUNICATIONS: Moody's Upgrades Corp. Family Rating to 'Ba1' ----------------------------------------------------------------- Moody's Investors Service upgraded L-3 Communications Holdings, Inc.'s Corporate Family and Probability of Default Ratings to Ba1 from Ba2 and assigned a Baa2 rating to a new $750 million issue of senior unsecured notes to be issued by L-3 Communications Corporation. The long term rating outlook was revised to stable from positive. At the same time, the rating agency raised L-3's Speculative Grade Liquidity Rating ("SGL") to SGL-2 from SGL-3, designating good liquidity. The upgrade of the CFR to Ba1 anticipates completion of a series of transactions planned by L-3 management to improve its liquidity profile to be characteristic of the Ba1 CFR. These transactions include: extending the near-term maturity of the bank revolving credit, repaying a term loan due early in 2010, and issuing a new senior unsecured note. The upgrades presume the new bank transaction will close shortly, under terms and conditions substantially similar to those in L-3's announcement, so the ratings could be revisited should these transaction not be completed. Moody's expectation of sustained operating performance for L-3 over the intermediate term also indicated an upgrade of the long- term ratings with the revised CFR and PDR of Ba1. The Ba1 CFR reflects L-3's sizeable revenue base after several years of acquisitions, reduced debt levels, and its increasing profile as a lead contractor in a variety of segments in the US$ Government Department of Defense and Department of Homeland Security. This scale along with its consistent margins and substantial backlog supports expectations for ongoing material free cash generation over the next few years. Factors cited in the Aerospace and Defense rating methodology of size and backlog as well as credit metrics such as the operating margin, free cash flow to debt, and NPBUI to assets also support the upgrade to Ba1 now that liquidity arrangements have been proposed for the next three years. Nonetheless, Moody's expects that L-3's financial policies would continue to favor share repurchases and/or acquisitions over debt repayment, so credit metrics are unlikely to improve materially going forward. Proceeds from the new note issue (anticipated at $750 million) will be used to redeem an existing senior subordinated issue of $750 million due in 2012. L-3 also announced plans to arrange a new $750 million revolving credit facility with a 3 year commitment, replacing an existing $1 billion facility set to expire in March of 2010, and to repay with internal resources its $650 million bank term loan prior to its scheduled maturity in March 2010. Together, these transactions will lengthen L-3's debt maturity profile and will reduce funded indebtedness by up to $650 million. The Baa2 rating assigned to the proposed $750 million of senior unsecured notes (issued by L-3 Communications Corporation) is two notches higher than the Ba1 CFR. The higher rating on these senior unsecured notes is driven by the preponderance of subordinated debt in L-3's capital structure, a comparatively non- conventional debt structure for a company with a Ba1 CFR. Pro-forma for both i) the new $750 million unsecured debt issue and ii) redemption of the 2012 subordinated issue, just over 80% of L-3's funded debt would be subordinated. The high relative amount of subordinated debt improves the recovery prospects of the new senior notes. So, although the probability of default on the subordinated debt and the senior notes is the same, the loss given default for the senior notes is much lower (LGD-2, 14%) compared to the subordinated notes (LGD-4, 67%). The lower loss given default results in the two notch lift when applying Moody's Loss Given Default methodology, resulting in the Baa2 rating for the senior unsecured notes. Importantly, if L-3's debt capital evolves to have less subordinated debt relative to the senior unsecured debt, there would be less loss absorption provided by the subordinated capital. As the loss given default for the senior unsecured notes would also increase, it would be possible in such a scenario that the senior unsecured notes would no longer be rated two notches above the CFR. Moody's also raised the SGL-rating to SGL-2 (from SGL-3), reflecting a good liquidity profile and L-3's ability to meet its obligations over the coming twelve months with little or no reliance on external sources of committed financing. Supporting the SGL-2 is the expectation of solid free cash flow through FY 09 (L-3's guidance is for roughly $1.2 billion prior to dividends which should approximate $165 million/year). Cash balances, however, are low compared to other defense contractors and expected to remain so as L-3 is likely to use a substantial portion of its free cash flow for share purchases. Continued, strong fee cash flow therefore is a strong driver of the SGL-2 rating. Although the new bank facility is likely to be somewhat smaller in size than the one L-3 now has in place, the facility is expected to be un-tapped. L-3 is expected to continue to have ample cushion under the probable financial covenants. Further, L- 3 will continue to possess ongoing sources of alternate liquidity given the represented continuation of the unsecured nature of the bank undertaking. The stable outlook flows from what Moody's views as a moderating environment for the defense and aerospace industry over the next few years in which L-3 is expected to sustain at least a flat to low single digit core revenue growth, and operating margins in the 10%-11% range while continuing to generate significant free cash flow. Greater visibility into how the details of the defense budget will affect L-3 over the near term, and the impact on L-3 from changes in the longer term defense strategies to be defined in the quadrennial defense review constrain consideration of stronger ratings at this time. L-3 has been, and is expected to remain, acquisitive. Nonetheless, the ratings could be upgraded if the company sustains credit metrics such as debt/EBITDA around or below 3 times, FCF/debt above 15% and retains a solid liquidity profile. Alternatively, ratings could be downgraded if L-3 were to accelerate its pace of acquisitions or returns to shareholders, thereby increasing the company's leverage. If credit metrics weaken such that debt/EBITDA reverts toward or exceeds 4 times, or free cash flow/debt declines to 7% or below, the ratings might also be re-examined. Ratings assigned: L-3 Communications Corporation * $750 million guaranteed senior unsecured notes due 2019, Baa2, (LGD-2, 14%) Ratings upgraded with updated Loss Given Default Assessments L-3 Communications Holdings, Inc. * Corporate Family Rating to Ba1 from Ba2 * Probability of Default Rating to Ba1 from Ba2 * $700 million convertible securities due 2035 to Ba2 (LGD-4, 67%) from Ba3 (LGD-4, 65%) * Speculative Grade Liquidity rating to SGL-2 from SGL-3 L-3 Communications Corporation * Senior Subordinated Notes to Ba2 (LGD-4, 67%) from Ba3 (LGD-4, 65%) Ratings on L-3 Communications Corporations $750 million of subordinated notes due 2012 will be withdrawn upon their redemption in the fourth quarter. The last rating action was on August 10, 2009, at which time L-3's Speculative Grade Liquidity Rating was lowered to SGL-3 and its Corporate Family Rating of Ba2 and positive outlook were affirmed. L-3 Communications Holdings, Inc., is a prime contractor in aircraft modernization and maintenance, C3ISR (Command, Control, Communications, Intelligence, Surveillance and Reconnaissance) systems, and government services. In addition, L-3 provides high technology products, systems and subsystems. Revenues in 2008 were approximately $14.9 billion. LA PLACITA: Judge Bohm Restricts Use of Cash Collateral ------------------------------------------------------- WestLaw reports that a creditor that had a secured interest in a shopping center operator's rents was adequately protected. Thus, cash collateral could be used to pay the operator's administrative expenses in its Chapter 11 case, even though the creditor objected. There was no evidence that the proposed payment adequately protected the creditor, and the operator did not offer to substitute any collateral or to provide the indubitable equivalent of cash collateral. However, there was more than a 20% equity cushion. In re Las Torres Development, L.L.C., --- B.R. -- --, 2009 WL 2992671 (Bankr. S.D. Tex.). This decision and the Honorable Jeff Bohm's earlier decision holding that rental income is property of the estate (reported in the Aug. 11, 2009, edition of the Troubled Company Reporter and published at 408 B.R. 876) give the debtors two-thirds of what they were looking for. Each of the two debtors in these jointly administered Chapter 11 cases may use their own cash collateral. What Judge Bohm won't allow is one debtor to use its rental income to pay the other debtor's administrative expenses. "The proposed use of cash collateral from one estate to pay the claims of another estate-in effect, borrowing from Peter to pay Paul-is not allowed under the applicable law. Therefore, this Court will not authorize the use of La Placita's cash collateral to pay the administrative expenses of Las Torres's estate. Any administrative expenses incurred by Las Torres's estate must be paid by assets of Las Torres's estate," Judge Bohm writes. Las Torres Development, L.L.C. (Bankr. S.D. Tex. Case No. 09-33872) and La Placita Shopping Center, L.L.C. (Bankr. S.D. Tex. Case No. 09-33885) sought Chapter 11 protection on June 1, 2009, are represented by Christopher Adams, Esq., at Okin Adams & Kilmer LLP, in Houston, and estimate their assets and debts are between $1 million and $10 million. LEHMAN BROTHERS: Moody's Assumed Bailout in Pre-Collapse Ranking ---------------------------------------------------------------- According to Jesse Westbrook at Bloomberg, Moody's Chief Executive Officer Raymond McDaniel said Sept. 30 at a House Financial Services Committee hearing that the ratings agency assumed Lehman Brothers Holdings Inc. would be bailed out by the U.S. government when it maintained its investment-grade rating of the securities firm in the days before it failed. Mr. McDaniel said Moody's analysts believed that the government "drew a line" when the U.S. orchestrated the rescue of Bear Stearns Cos. in March 2008. Lehman was rated A2, the sixth level of investment grade, before it filed for bankruptcy in September 2008. Bloomberg relates the hearing was scheduled in response to criticisms that Moody's, Standard & Poor's and Fitch Ratings assigned top rankings to subprime mortgage bonds before that market collapsed in 2007 and fueled the worst financial crisis since the 1930s. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LIGHTNING AB CORP: Case Summary & 7 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Lightning AB Corp. 49 Glen Cove Avenue Glen Cove, NY 11542 Bankruptcy Case No.: 09-77322 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Alan S. Trust Debtor's Counsel: Bruce H. Kaplan, Esq. 44 Wall Street, 12th Floor New York, NY 10005 Tel: (212) 639-9000 Email: brucehkaplan@gmail.com Estimated Assets: $500,001 to $1,000,000 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/nyeb09-77322.pdf The petition was signed by Nicolo Lavista, president of the Company. LIVINGSTON APARTMENTS: Defaults on $$2.76MM Mortgage, Faces Suit ---------------------------------------------------------------- Mark Spivey at MyCentralJersey.com reports that New York Community Bank has filed a complaint to the Court of Common Pleas of Lehigh County in Pennsylvania against Washington Crossing, claiming that the Company defaulted on a $5.45 million mortgage by failing to make regularly scheduled payments. New York Community also filed an almost identical complaint against Livingston Apartments LP, recipient of a $2.76 million mortgage, MyCentralJersey.com relates. The filings allow creditors to receive a judgment on a claim without necessarily filing a lawsuit or filing for foreclosure, the report states, citing Robert Brown at law firm Brown, Brown, Solt & Ferretti. According to the report, the two complaints demand combined payments of $8.42 million, or slightly more than the $8.21 million value of the two original mortgages established in June 2007 and September 2008 for Livingston Apartments and Washington Crossing, respectively. MCGRATH HOTELS: Resort Didn't File Deeds for Timeshare Owners ------------------------------------------------------------- Lee Howard at TheDay.com reports that McGrath Hotels LCC's Lighthouse Inn never filed deeds on behalf of timeshare owners. According to TheDay.com, only one timeshare owner, Barbara K. Levine has a deed on file, which her attorney submitted in 2008 after her son read an article in The Day indicating that Lighthouse Inn's timeshare deeds had never been officially filed by Lighthouse Inn management. TheDay.com quoted Sal Cardello of Gales Ferry, who along with his wife paid Lighthouse Inn $13,000 for a one-week timeshare a few years ago, as saying, "We're the bottom of the food chain. If she sells it, we're still going to be out of luck." According to the report, Mr. Cardello said that he doesn't believe Lighthouse Inn's new owners would have any obligation to honor the original 50-year timeshare agreement and blames former inn operator Maureen Clark. Mr. Cardello claimed that Mr. Clark sold him the condo and never filed any paperwork indicating his ownership of the timeshare, the report states. Lighthouse Inn mansion, says TheDay.com, became affiliated with timeshare-exchange company RCI in 2003 and earned billing as a Gold Crown Resort, RCI's highest designation, based on the quality and range of its offerings, which included an outdoor pool, nearby beach and banquet and restaurant facilities. According to the report, timeshare owners said that they gradually became disenchanted with poor maintenance at Lighthouse Inn. Foreclosure filings say that Maureen Clark and Christopher Plummer, two Lighthouse Inn creditors who sought the Company's bankruptcy, left a slew of unpaid bills across southeastern Connecticut. TheDay.com relates that the two creditors have been arrested in recent months -- Mr. Plummer on charges of not paying workers, and Mr. Clark on 39 counts of tax evasion. According to TheDay.com, some attorneys said that they believe the bankruptcy filing most likely means Ms. Clark and Mr. Plummer are seeking to line up another owner on their own, perhaps with the idea of retaining an ownership or management interest in the property. Lighthouse Group of Connecticut filed an involuntary Chapter 11 bankruptcy in the U.S. Bankruptcy Court in Hartford against McGrath Hotels LCC. MARK IV: Moody's Assigns Corporate Family Rating at 'B2' -------------------------------------------------------- Moody's Investors Service assigned ratings to Mark IV, LLC's exit financing -- Corporate Family Rating, B2; Probability of Default, B2; senior secured first lien revolving credit and term loan facilities, Ba2; and restructured second lien term loan tranche B- 2, B-3 and B-4, B1. The rating outlook is stable. The B2 Corporate Family Rating reflects Mark IV's significantly reduced debt burden following its restructuring under Chapter 11 protection, balanced against still significant operating challenges facing the company as it emerges from bankruptcy. Mark IV has reduced its funded debt structure by approximately 58% or $604 million through the reorganization process and overall debt service requirements will be more manageable going forward. The company also used the bankruptcy process to reduce manufacturing overhead, and lower the cash claims posed by certain legacy liabilities such as pensions and other benefits. However, approximately, 56% of the company's business remains exposed to the global automotive and commercial OEM parts industry where demand levels and pricing are expected to remain under considerable pressure. Industry conditions in Europe are expected to weaken going into 2010 as government-sponsored vehicle scrappage programs, which had been stimulating new vehicle demand, expire. This may be somewhat offset by some expected improvement in the US$ automotive parts industry. Yet, Mark IV's overall earnings and cash flow will remain highly exposed to the volatility of OEM automotive production. Mark IV's long established position in the electronic toll collection business was also considered in the rating assignment. The segment offers some diversification benefit, and has been a contributor to the group's earnings and cash flow. However, Mark IV faces important competitive pressures in this business and a significant contract for the E-Z-Pass system in the North East US$ is subject to renewal in August 2010. While sustaining its incumbent position on the contract would help support earnings and cash flow, the assigned ratings would accommodate some loss of revenues if the contract were not renewed. The stable outlook considers Moody's expectation that Mark IV's credit metrics should continue to support the assigned rating over the near-term despite potential industry pressures in its end markets. Mark IV is expected to continue to execute restructuring actions following emergence from Chapter 11 to further support the automotive businesses. Yet, successful participation in the automotive parts business requires constant reinvestment to win new contracts and Mark IV may need to increase its level of capital expenditures to support new business requirements. For FYE 2/28/2010 Mark IV's EBITA/interest coverage (including Moody's standard adjustments) is expected to approximate 1.8x, and Debt/EBITDA is expected to approximate 5.0x. Mark IV is expected to have adequate liquidity over the near term, although free cash flow is expected to be negative over the four quarters following the company's emergence from Chapter 11 inclusive of required amounts of debt amortization. The company is expected to have approximately $37.3 million of cash on hand upon emergence. Availability under the $50 million asset based revolving credit is expected to approximate $21 million, inclusive of continuing prepetition LCs. Additional LC usage may arise in relation to bids on new business in the company's toll collection business. Covenant levels are expected to provide sufficient flexibility over the near-term to permit adequate access to the asset based revolver. Alternate liquidity is limited as most of the company's assets secure the credit facilities. These ratings were assigned: Mark IV, LLC. * Corporate Family Rating, B2; * Probability of Default, B2; Dayco Products, LLC * Ba2 (LGD1, 9%), for the $45MM asset based revolver; * Ba2 (LGD1, 9%), for the $65MM senior secured term loan; * B1 (LGD3, 43%), for the $177MM restructured debt - tranche B-2; * B1 (LGD3, 43%), for the $25MM restructured debt - tranche B-4; Mark IV Industries Corp * Ba2 (LGD1, 9%), for the $5MM asset based revolver; * Ba2 (LGD1, 9%), for the $20MM senior secured term Loan; Dayco Europe S.r.l. * Ba2 (LGD1, 9%), for the $30MM senior secured term loan; * B1 (LGD3, 43%), for the $23MM restructured debt - tranche B-3 Mark IV, LLC, is a diversified manufacturer of engineered systems and components utilizing radio frequency identification, information display system, mechanical power transmission, air admission, and other technologies that serve industrial, transportation and automotive markets. Mark IV manages and reports its operations into two categories: (i) Transportation Technologies and (ii) Automotive/Industrial. Annual revenues approximated $1.3 billion in fiscal 2009. MARTIN DUANE HARLEY: Case Summary & 4 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Martin Duane Harley fdba Harley Limousine 1318 Fox Creek Road Lawrenceburg, KY 40342-9301 Bankruptcy Case No.: 09-30750 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Eastern District of Kentucky (Frankfort) Debtor's Counsel: Dean A. Langdon, Esq. 200 N Upper St Lexington, KY 40507 Tel: (859) 231-5800 Email: langdonbk@wisedel.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 $2,892,431, and total debts of $1,521,633. A full-text copy of Mr. Harley's petition, including a list of his 4 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/kyeb09-30750.pdf The petition was signed by Mr. Harley. MEDIACOM COMMUNICATIONS: Redeems 9-1/2% and 7-7/8% Senior Notes --------------------------------------------------------------- Mediacom Communications Corporation last week said the operating subsidiaries of Mediacom LLC on August 25, 2009, entered into an incremental facility agreement that provides for a new term loan under their existing credit facility in the principal amount of $300.0 million. On September 24, 2009, the full amount of the $300.0 million new term loan was borrowed by the operating subsidiaries of Mediacom LLC. The proceeds were used to fund the redemption of outstanding 9-1/2% and 7-7/8% Senior Notes. The remaining proceeds will be used to pay a portion of the revolving credit facility of Mediacom LLC's operating subsidiaries and for general corporate purposes. On August 25, 2009, Mediacom LLC and Mediacom Capital Corporation announced the call for redemption of the entire principal amount of their 9-1/2% Senior Notes due 2013 and 7-7/8% Senior Notes due 2011 that remained outstanding following the expiration of tender offers for such notes. In accordance with the redemption provisions of the Notes and related indentures, the Notes were redeemed at a price equal to 100% of their principal amount, plus accrued and unpaid interest to, but not including the redemption date. On September 24, Mediacom LLC and Mediacom Capital Corporation redeemed the remaining $109.8 million and $53.9 million of 9-1/2% Notes and 7-7/8% Notes, respectively, plus accrued interest. About Mediacom Communications Based in Middletown, New York, Mediacom Communications Corporation (Nasdaq: MCCC) -- http://www.mediacomcc.com/-- is the nation's eighth largest cable television company and one of the leading cable operators focused on serving the smaller cities and towns in the United States. Mediacom Communications offers a wide array of broadband products and services, including traditional video services, digital television, video-on-demand, digital video recorders, high-definition television, high-speed data access and phone service. As of June 30, 2009, the Company had $7,707,511,000 in total assets and $4,134,059,000 in total liabilities, resulting in $426,548,000 in stockholders' deficit. The Company's June 30 balance sheet also showed strained liquidity with $185,851,000 in total current assets, including $68,774,000 in cash and cash equivalents, for $451,307,000 in total current liabilities. MEDIACOM COMMUNICATIONS: Act II Discloses 5% Equity Stake --------------------------------------------------------- Act II Master Fund, Ltd., Act II Management, L.P., Act II GP, L.L.C., and Dennis H. Leibowitz disclose their ownership of 2,042,917 shares or roughly 5.0% of Mediacom Communications Corporation's common stock as of September 24, 2009. Based in Middletown, New York, Mediacom Communications Corporation (Nasdaq: MCCC) -- http://www.mediacomcc.com/-- is the nation's eighth largest cable television company and one of the leading cable operators focused on serving the smaller cities and towns in the United States. Mediacom Communications offers a wide array of broadband products and services, including traditional video services, digital television, video-on-demand, digital video recorders, high-definition television, high-speed data access and phone service. As of June 30, 2009, the Company had $7,707,511,000 in total assets and $4,134,059,000 in total liabilities, resulting in $426,548,000 in stockholders' deficit. The Company's June 30 balance sheet also showed strained liquidity with $185,851,000 in total current assets, including $68,774,000 in cash and cash equivalents, for $451,307,000 in total current liabilities. MERRILL LYNCH: BofA CEO Ken Lewis to Retire by Year-End ------------------------------------------------------- Bank of America CEO and President Ken Lewis has notified the Board of Directors of his decision to retire, effective December 31, 2009. The Board will continue ongoing planning to ensure his successor is selected by that date. Mr. Lewis will retire as CEO and as a director. "Bank of America is well positioned to meet the continuing challenges of the economy and markets," said Mr. Lewis. "I am particularly heartened by the results that are emerging from the decisions and initiatives of the difficult past year-and-a-half. The Merrill Lynch and Countrywide integrations are on track and returning value already. Our board of directors and our senior management include more talent, and more diversity of talent, than at any time in this company's history. We are in position to begin to repay the federal government's TARP investments. For these reasons, I decided now is the time to begin to transition to the next generation of leadership at Bank of America." "Ken Lewis was a key architect in building a truly global financial franchise," said Walter E. Massey, Chairman of the Board of Directors. "We are on a solid path to the future. The board will be moving in a deliberate and expeditious manner to select a worthy successor to Ken Lewis." Dan Fitzpatrick and Joann S. Lublin at The Wall Street Journal relates that BofA said that its board will name a successor for Mr. Lewis by the time he leaves, but no one has been chosen yet. According to The Journal, the directors will likely consider outside candidates for the CEO post, though they might be able to fill Mr. Lewis's void internally. The Journal notes that Mr. Lewis resignation and the lack of a clear successor could fuel new worries about stability at BofA, which is still struggling with big losses on soured mortgages and other consumer loans. The CtW Investment Group executive director William Patterson said that Mr. Lewis's resignation as CEO is the overdue but inevitable result of the overwhelming shareholder opposition registered at Bank of America's 2009 annual meeting. At that meeting, shareholders stripped Mr. Lewis of his chairmanship and cast an unambiguous vote of no confidence in his continuing as a director. The onus is now on the board of directors to engage with shareholders to name a successor who can quickly restore the bank's credibility with investors, regulators and Congress. 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. MERUELO MADDUX: Reports Case Update for August 2009 --------------------------------------------------- Richard Meruelo, Chief Executive Officer of Meruelo Maddux Properties, Inc., reported updates in the Debtors' cases for August 2009: 1) The Debtors submitted an order (and amended order addressing concerns raised by some creditors) approving the Debtors' application to employ real estate brokers. The amended order was entered on August 10, 2009. 2) The Debtors submitted an order authorizing the employment of FTI Consulting as financial consultants to the Debtors. The order was entered on August 4, 2009. 3) The Debtors and Committee's counsel each submitted applications for approval and payment of interim compensation. Numerous creditors filed oppositions or objections to the applications, objecting to payment of compensation out of cash collateral but not objecting to the reasonableness of the fees requested. The Debtors and Committee's counsel each filed replies to the opposition/ objections. The applications were approved at the hearing on August 25, 2009 and the orders were entered on August 28, 2009. 4) The Debtors filed a motion seeking clarification that the proceeds of the sale of certain encumbered property were not subject to the claims of cash collateral creditors. The motion was granted and the order was entered on August 28, 2009. 5) The Debtors filed a motion to borrow and use funds from the unrestricted cash account to pay the costs for removal of soil and remediation of environmental hazards. The Committee filed objections and the Debtors filed a reply. The matter was resolved at the hearing on August 25, 2009 and the order was entered on August 28, 2009. 6) The Debtors' counsel filed a motion to ratify the employment of Danning, Gill, Diamond & Kollitz, LLP as general bankruptcy counsel. No objections or requests for hearing were filed and the motion was granted and the order was entered on September 4, 2009. 7) The Debtors' counsel filed its second monthly statement for payment of fees and reimbursement of expenses from July 1, 2009 through July 31, 2009. 8) The Debtors filed a supplemental declaration of the real estate broker to be retained to market certain property of the Debtors. No objections or requests for hearing were filed and the Debtors have employed the broker to list and market the property. Based in Los Angeles, California, Meruelo Maddux Properties, Inc. -- http://www.meruelomaddux.com/-- together with its affiliates, engage in residential, commercial and industrial development. Meruelo Maddux and its affiliates filed for Chapter 11 protection on March 26, 2009 (Bankr. C.D. Calif. Lead Case No. 09-13356). Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N. Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the Debtors in their restructuring efforts. Peter C. Anderson, the United States Trustee for Region 16, appointed five creditors to serve on the Creditors Committee. Asa S. Hami, Esq., Tamar Kouyoumjian, Esq., and Victor A. Sahn, Esq., at SulmeyerKupetz, A Professional Corporation, represent the Creditors Committee as counsel. The Debtors' financial condition as of December 31, 2008, showed estimated assets of $681,769,000 and estimated debts of $342,022,000. METALS USA: Joe Longo Steps Down as President of Plates & Shapes ---------------------------------------------------------------- Joe Longo on September 21, 2009, resigned from his position as President Plates and Shapes Group -- East of Metals USA Holdings Corp., Flag Intermediate Holdings Corporation and Metals USA, Inc., effective as of September 30. Metals USA Holdings Corp. -- http://www.metalsusa.com/-- provides a wide range of products and services in the heavy carbon steel, flat-rolled steel, non-ferrous metals, and building products markets. As of June 30, 2009, the Company had $698.1 million in total assets and $552.1 million in total liabilities. * * * As reported by the Troubled Company Reporter on April 15, 2009, Standard & Poor's Ratings Services lowered its corporate credit ratings on Houston-based Metals USA Holdings Corp. and on its wholly owned subsidiary, Metals USA Inc., to 'CCC+' from 'B-'. At the same time, S&P lowered its rating on the senior secured notes and the senior unsecured pay-in-kind toggle notes to 'CCC-' from 'CCC'. The recovery rating remains at '6' on these issues, indicating negligible (0%-10%) recovery in the event of a payment default. The outlook is negative. All ratings are removed from CreditWatch, where they were placed with negative implications on March 18, 2009, due to the sharp deterioration in steel market conditions in North America over the past several months and S&P's expectation that operating conditions will remain challenging in the near-term. METRO-GOLDWYN-MAYER: Summit Mulls Expansion Through Acquisitions ---------------------------------------------------------------- Summit Entertainment LLC, which is close to hiring Morgan Stanley to help it expand through acquisitions, capital raising or by bringing in a financial partner, may look into buying Metro-Goldwyn-Mayer Inc or The Weinstein Co., The New York Post reports. MGM said last week that talks with lenders are one step of many in a proactive and ongoing process to correct its balance sheet and position the Company to fulfill its business objectives. The Company replaced its CEO, Harry Sloan, with a team that includes a turnaround expert and its production boss, Mary Parent. Metro-Goldwyn-Mayer, Inc., is an independent, privately held motion picture, television, home video, and theatrical production and distribution company. The Company owns the world's largest library of modern films, comprising approximately 4,000 titles, and over 10,400 episodes of television programming. MGM is owned by an investor consortium, comprised of Providence Equity Partners, TPG Capital, Sony Corporation of America, Comcast Corporation, DLJ Merchant Banking Partners and Quadrangle Group. The Troubled Company Reporter said on May 22, that Metro-Goldwyn- Mayer hired Moelis & Co. to help refinance $3.7 billion debt and was in talks with a steering committee of 140 creditors led by JPMorgan Chase & Co. as part of the process. Sue Zeidler at Reuters said the studio "was exploring options for optimizing its capital structure and has begun talks with a steering committee of its lenders as part of the process." Ms. Zeidler said bankers estimate MGM is paying north of $250 million a year in interest on debt due in 2012. Sources told Reuters MGM was potentially seeking a way to make the loan due later, or reduce it in size. Comcast paid about $5 billion in debt and equity in September 2004 to buy MGM from majority owner Kirk Kerkorian. According to Reuters, merger specialists have said MGM could be worth $2 billion to $2.5 billion. MGM, however, has reiterated its commitment to staying independent. MICHAEL MACRAE: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Michael MacRae aka Dennis Michael MacRae aka Michael Dennis MacRae Bonnie B. MacRae aka Bonnie Bedelia 4245 91st Ave SE Mercer Island, WA 98040 Bankruptcy Case No.: 09-20058 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Samuel J. Steiner Debtors' Counsel: Cynthia A. Kuno, Esq. Crocker Kuno PLLC 720 Olive Wy., Suite 1000 Seattle, WA 98101 Tel: (206) 624-9894 Email: ckuno@crockerkuno.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtors' petition, including a list of their 6 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/wawb09-20058.pdf The petition was signed by the Joint Debtors. MICHAEL VICK: Labor Dept. Has Consent Judgment for $400,000 ----------------------------------------------------------- The U.S. Department of Labor has obtained a consent judgment requiring NFL player Michael D. Vick and his company, MV7 LLC, to repay at least $416,461.10 in restitution to a pension plan sponsored by the company and ordering Vick to forfeit any rights to benefits from the plan. The defendants also agreed to pay a civil monetary penalty imposed by the Labor Department. The judgment permanently bars the defendants from serving in a fiduciary capacity to any plan governed by the Employee Retirement Income Security Act, requires them to pay all expenses associated with termination of the plan and appoints an independent fiduciary to manage the plan until it is terminated. "Corporations and executives who are plan fiduciaries have a duty to protect the pension assets of participants," said Phyllis C. Borzi, assistant secretary for the Labor Department's Employee Benefits Security Administration (EBSA). "Our legal action ensures that these participants will get the plan assets owed to them." Entered in federal district court in Newport News, the judgment resolves a Labor Department lawsuit alleging that NFL player Michael Vick and others violated federal employee benefits law by making a series of prohibited transfers from a pension plan sponsored by MV7 LLC. Vick allegedly violated his duties as a plan trustee by making a series of prohibited transfers from the plan for his own benefit. The complaint alleged that the plan assets were partially used to help pay the criminal restitution imposed upon Vick after his conviction for unlawful dog fighting as well as his attorney in the bankruptcy cases. From March 7, 2007, through July 7, 2008, Vick made and caused withdrawals from the retirement plan. MV7 LLC was a celebrity marketing enterprise owned by Vick, who filed for Chapter 11 bankruptcy July 7, 2008. The company sponsored a defined benefit retirement plan for nine current and former employees as of October 2008. Employers and workers can reach EBSA's Washington District Office at 202-693-8700 or toll-free at 866-444-3272 for help with problems relating to retirement and health benefits. In fiscal year 2008, EBSA achieved monetary results of $1.2 billion related to the pension, 401(k), health and other benefits for millions of American workers and their families. About Michael Vick Michael Dwayne Vick is a professional American football quarterback for the Philadelphia Eagles of the National Football League. He previously played for the Atlanta Falcons for 6 seasons before serving 18 months of a 23-month sentence in prison for his involvement in an illegal dog fighting ring. In April 2007, Vick was implicated in an extensive and unlawful interstate dogfighting ring that operated over a period of five years. He pleaded guilty and was sentenced to 23 months in federal prison. With loss of his NFL salary and product endorsement deals, combined with previous financial mismanagement, Vick filed for Chapter 11 bankruptcy in July 2008. Mr. Vick filed a Chapter 11 petition on July 7, 2008 (Bankr. E.D. Va. Case No. 08-50775). Dennis T. Lewandowski, Esq., and Paul K. Campsen, Esq., at Kaufman & Canoles, P.C., represent the Debtor in his restructuring efforts. Mr. Vick listed assets of $10 million to $50 million. Vick was released from prison to home confinement on May 20, 2009. On July 27 2009, NFL Commissioner Roger Goodell conditionally reinstated Mr. Vick. Mr. Vick in August 2008 won confirmation of a proposed Chapter 11 plan that proposes to give up a portion of his future income over six years. The plan assumed that he's reinstated by the National Football League and signs a new contract in order to repay unsecured creditors owed in excess of $19 million. MOMENTIVE PERFORMANCE: Expects to Post Up to $570MM Q3 Net Sales ---------------------------------------------------------------- Momentive Performance Materials Inc. expects to post net sales of approximately $550 million to $570 million; GAAP operating income of approximately $35 million to $45 million; and Adjusted EBITDA of approximately $84 million to $94 million for the third quarter ended September 27, 2009. Last year in the third quarter, Momentive recorded net sales of approximately $699.9 million, GAAP operating income of approximately $17.6 million, and Adjusted EBITDA of approximately $115.9 million (reflecting pro-forma effects of certain estimated cost savings as described in Momentive's Form 10-K for the year ended December 31, 2008). Momentive also estimates that its total debt, net of cash and cash equivalents, will be between $2.830 billion and $2.860 billion at the end of the third quarter of 2009, essentially unchanged from $2.860 million as of June 28, 2009, reflecting stronger cash flows offset by the increase in its debt denominated in Euros due to the effect of a weaker US dollar. "Demand has continued to steadily improve on a quarterly basis since the beginning of the year. The effects of the recession, however, have continued to impact year-over-year comparisons," said Jonathan Rich, President and CEO. He added, "While visibility to demand remains limited, we do expect to see continued benefits in the fourth quarter from the cost actions that we've taken to date." Momentive expects to file a more detailed press release regarding its third quarter 2009 results on Form 8-K as well as filing its Form 10-Q for the three months ended September 27, 2009 in early November 2009 with an accompanying investor conference call to follow shortly thereafter. About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. As of June 28, 2009, Momentive had $3.41 billion in total assets on $3.96 billion in total liabilities, resulting in $551.8 billion in stockholders' deficit. The Troubled Company Reporter said September 28, 2009, that Standard & Poor's Ratings Services placed all its ratings on Momentive Performance Materials and its subsidiaries on CreditWatch with positive implications, including the 'CCC-' corporate credit rating on Momentive Performance Materials. S&P believes it is likely that the waiver, together with improving operating performance, significantly reduces the likelihood of a near-term covenant breach. Quarterly EBITDA has been climbing steadily since reaching a low of about $15 million (as calculated for bank covenant purposes) in the first quarter of 2009. It was $64 million in the second quarter, and management expects it to be between $84 million and $94 million in the third quarter. MOMENTIVE PERFORMANCE: JPMorgan-Led Banks Waive Loan Covenant ------------------------------------------------------------- Momentive Performance Materials Inc. has successfully concluded discussions with its revolving credit facility lenders and entered into an agreement to waive and amend certain terms of the Credit Agreement dated as of December 4, 2006, by and among Momentive, its parent, Momentive Performance Materials Holdings Inc., certain of its subsidiaries, JPMorgan Chase Bank, N.A., as administrative agent, and the Lenders thereto. Pursuant to the Waiver and Amendment, among other provisions, the requisite revolving credit facility lenders agreed to waive compliance by Momentive with the senior secured leverage ratio maintenance covenant set forth in the Credit Agreement for the fiscal quarters ending September 27, 2009 and December 31, 2009, subject to certain conditions, and the applicable margin on revolving credit facility borrowings under the Credit Agreement was increased by 125 basis points. In addition, Momentive agreed to pay a one-time fee in an amount equal to 0.25% of the revolving facility commitment of each revolving facility lender that was a party to the Waiver and Amendment and to reimburse certain fees and expenses incurred in connection with the Waiver and Amendment. Jonathan Rich, President and CEO, commented, "Although business conditions have steadily improved since the first quarter of 2009, we entered into the Waiver and Amendment as a precautionary measure to remove any uncertainty regarding compliance with the financial maintenance covenant in the Credit Agreement. As a result of the waiver and the actions we've taken to reduce our cost structure, the Company is well-positioned to comply with the maintenance covenant as the economy recovers." A full-text copy of the Limited Waiver and Amendment to Credit Agreement, dated as of September 22, 2009 by Momentive Performance Materials Inc., Momentive Performance Materials Holdings Inc., Momentive Performance Materials USA Inc., Momentive Performance Materials GmbH, each Subsidiary Loan Party thereto, the Lenders thereto and JPMorgan Chase Bank, N.A., as administrative agent, is available at no charge at http://ResearchArchives.com/t/s?45e4 Members of the lending consortium are: * JPMorgan Chase Bank, N.A., as Administrative Agent and lender; * General Electric Capital Corporation; * ABN AMRO Bank N.V.; * Royal Bank of Canada; * Sumitomo Mitsui Banking Corporation; * UBS Loan Finance LLC; and * STYX PARTNERS, L.P. About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. As of June 28, 2009, Momentive had $3.41 billion in total assets on $3.96 billion in total liabilities, resulting in $551.8 billion in stockholders' deficit. The Troubled Company Reporter said September 28, 2009, that Standard & Poor's Ratings Services placed all its ratings on Momentive Performance Materials and its subsidiaries on CreditWatch with positive implications, including the 'CCC-' corporate credit rating on Momentive Performance Materials. S&P believes it is likely that the waiver, together with improving operating performance, significantly reduces the likelihood of a near-term covenant breach. Quarterly EBITDA has been climbing steadily since reaching a low of about $15 million (as calculated for bank covenant purposes) in the first quarter of 2009. It was $64 million in the second quarter, and management expects it to be between $84 million and $94 million in the third quarter. MORGAN ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Morgan Enterprises, Inc. dba Schlotzsky's Deli 116 Captain Graves Williamsburg, VA 23185 Bankruptcy Case No.: 09-51574 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court Eastern District of Virginia (Newport News) Judge: Stephen C. St. John Debtor's Counsel: Karen M. Crowley, Esq. Crowley, Liberatore, & Ryan, P.C. 1435 Crossways Boulevard, Suite 300 Chesapeake, VA 23320 Tel: (757) 333-4500 Fax: (757) 333-4501 Email: kcrowley@clrfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $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/vaeb09-51574.pdf The petition was signed by Gary H. Sartor, president of the Company. MORRIS PUBLISHING: Moody's Withdraws Ratings for Business Reasons ----------------------------------------------------------------- Moody's Investors Service has withdrawn the ratings of Morris Publishing Group, LLC, for business reasons. Withdrawals: Issuer: Morris Publishing Group, LLC -- Corporate Family Rating, Withdrawn, previously rated Ca -- Probability of Default Rating, Withdrawn, previously rated Ca -- Senior Secured Bank Credit Facility, Withdrawn, previously rated B3, LGD2 - 14% -- Senior Subordinated Regular Bond/Debenture, Withdrawn, previously rated C, LGD5 - 71% Outlook Actions: Issuer: Morris Publishing Group, LLC -- Outlook, Changed To Rating Withdrawn From Negative The most recent rating action occurred on March 4, 2009, when Moody's downgraded Morris Publishing's Corporate Family Rating and Probability of Default rating, each to Ca from Caa3. Headquartered in Augusta, Georgia, Morris Publishing Group reported revenues of $285 million for the LTM period ended June 30, 2009. Morris Publishing Group is a wholly owned subsidiary of Morris Communications, which also owns and operates periodicals, outdoor advertising, book publishing, commercial printing, and radio broadcast properties. MXENERGY HOLDINGS: Moody's Changes Default Rating to 'Ca/LD' ------------------------------------------------------------ Moody's Investors Service changed MXenergy Holdings Inc.'s Probability of Default Rating to Ca/LD from Ca. The rating action reflects MXenergy's recently completed private exchange offer for its floating rate senior notes due 2011. Moody's views the culmination of the exchange offer as a distressed exchange. Subsequent to the rating action, Moody's will withdraw MXenergy's Caa3 Corporate Family Rating, Ca/LD Probability of Default Rating, Ca senior note rating, and SGL-4 Speculative Grade Liquidity Rating. Moody's is withdrawing the ratings for business reasons. The last rating action on MXenergy was on July 2, 2009, at which time Moody's confirmed the company's Caa3 Corporate Family Rating, downgraded its Probability of Default Rating to Ca from Caa3, and confirmed the Ca rating on its floating rate senior notes due 2011. MXenergy's ratings were assigned by evaluating factors that Moody's believes are relevant to the company's risk profile, such as the company's (i) business risk and competitive position compared with others within the industry; (iii) 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 MXenergy's core industry. MXenergy Holdings Inc. is headquartered in Stamford, Connecticut. NEUROGEN CORPORATION: Posts $7.5MM Net Loss in Qtr. Ended June 30 ----------------------------------------------------------------- Neurogen Corporation posted a net loss of $7,511,000 for three months ended June 30, 2009, compared with a net loss of $6,434,000 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $18,347,000 compared with a net loss of $22,952,000 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $25,867,000, total liabilities of $10,958,000 and a stockholders' equity of $14,909,000. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d5 Neurogen Corporation (NasdaqGM: NRGN) -- http://www.neurogen.com/ -- is a drug development company focusing on small-molecule drugs to improve the lives of patients suffering from disorders with significant unmet medical need, including insomnia, anxiety, restless legs syndrome (RLS), Parkinson's disease, and pain. Neurogen conducts its development independently and, when advantageous, collaborates with world-class pharmaceutical companies to access additional resources and expertise. Going Concern Doubt On March 31, 2009, PricewaterhouseCoopers LLP, in Hartford, Connecticut, expressed substantial doubt about Neurogen's ability to continue as a going concern after auditing the company's consolidated financial statements for the years ended Dec. 31, 2008, and 2007. The auditing firm said that the Company suffered recurring losses from operations and has a working capital balance. NOBLE INT'L: To Auction Welding Equipment by Webcast in October --------------------------------------------------------------- Corinna Petry at AMM reports that Noble International Ltd. will auction its roll-forming and laser welding equipment by webcast in October. Headquartered in Warren, Michigan, Noble International, Ltd. -- http://www.nobleintl.com/home.html/-- provides flat, tubular, shaped and enclosed formed structures to automotive original equipment manufacturers and their suppliers, for use in automobile applications, including doors, fenders, body side panels, pillars, bumpers, door beams, load floors, windshield headers, door tracks, door frames, and glass channels. Noble International and its affiliates filed for Chapter 11 protection on April 15, 2009 (Bankr. E.D. Mich. Case No. 09- 51720). The Debtors proposed Foley & Lardner LLP as their general bankruptcy counsel. Conway Mackenzie, Inc., has been tapped as the Debtors' financial advisors. The official committee of unsecured creditors is represented by Jaffe Raitt Heuer & Weiss, P.C. The Debtors disclosed total assets of $190,763,000 and total debts of $38,691,000, as of January 10, 2009. NORTEL NETWORKS: To Auction Off GSM/GSM-R Business -------------------------------------------------- Nortel Networks Corporation, its principal operating subsidiary Nortel Networks Limited and certain of its other subsidiaries, including Nortel Networks Inc., Nortel Networks UK Limited and Nortel Networks SA (NNSA), plan to sell by "open auction" substantially all of its global GSM/GSM-R business. In connection with this proposed sale, NNL also expects to transfer specified patents predominantly used in the GSM business and grant non- exclusive licenses of other relevant patents. Nortel has filed a motion seeking the establishment of a Section 363 sale procedure with the United States Bankruptcy Court for the District of Delaware that will allow qualified bidders to submit offers for the GSM/GSM-R business. A similar motion for the approval of the sale procedure will be filed with the Ontario Superior Court of Justice. "The proposed sale process will provide a timeline for identifying the successful bidder for our valuable GSM/GSM-R assets," said Pavi Binning, Chief Restructuring Officer, Nortel. "The process is expected to result in a formal agreement with a buyer. We have seen interest in this business during extensive initial discussions." GSM (Global System for Mobile communications) is the most popular wireless technology standard for mobile phones in the world. Nortel is a leading supplier of GSM networks and has worked with operators worldwide on implementing the GSM family of access technologies including GSM/GPRS/EDGE. Also based on GSM technology is GSM-R (GSM for Railways) which provides a secure communications system for railways operators. Nortel has more than 15 years experience with this technology and is the number one GSM-R provider globally. "This sale process will provide customers with a path forward for the future of their networks and offers us a mechanism to finalize a buyer in a timely and orderly fashion," said Graham Richardson, GM for the GSM/GSM-R business, Nortel. "This approach will enable the industry to continue to benefit from Nortel-created technology, our highly-skilled employee base, our know-how and leading-edge innovation." "We remain committed to serving our customers without interruption through this process. As we move forward we will communicate our progress to the greatest extent possible." added Mr. Richardson. Nortel has worked with more than 100 operators in over 65 countries to implement cost-effective, high-performance GSM/GPRS/EDGE networks. Built on Nortel's GSM access and core network solutions, the networks are characterized by near-wireline voice quality, unparalleled security, unequalled radio performance, high-availability and leading-edge wireless voice and data capabilities. Nortel recently introduced Nortel Smart Power Management (SPM) software, a feature which, when, combined with other enhancements made to Nortel's GSM technology, make today's Nortel GSM portfolio up to 50% more energy efficient than it was five years ago. Details of Sale Process Subject to approval of the bidding procedures filed with the U.S. and Canadian courts, qualified bidders will be required to submit offers for the GSM/GSM-R business by November 5, 2009, subject to any permitted extensions. Competing qualified bids are then expected to proceed to an "open auction", which, under the proposed bidding procedures, is scheduled for November 9, 2009. Any final sale agreement would be subject to approval by the U.S. and Canadian courts. In relation to the EMEA entities to which they are appointed, the UK Joint Administrators have the authority, without further court approval, to enter into an EMEA asset sale agreement on behalf of those relevant Nortel entities. The sale of any GSM/GSM-R assets currently held by NNSA, a French subsidiary, will be subject to the approval of the French Court. In some EMEA jurisdictions, any transaction is subject to information and consultation with employee representatives prior to finalization of the terms of sale. Completion of any transaction will also be subject to receipt of all regulatory approvals and satisfaction of customary closing conditions. Nortel Networks Corporation does not expect that its common shareholders or the preferred shareholders of NNL will receive any value from the creditor protection proceedings and expects that the proceedings will result in the cancellation of these equity interests. About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for our customers. Our next- generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate today's barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young has been appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor also sought recognition of the CCAA Proceedings in the Bankruptcy Court under Chapter 15 of the Bankruptcy Code. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. Certain of Nortel's European subsidiaries have also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) NORTEL NETWORKS: Hearing on $3-Bil. Tax Claim on October 13 ----------------------------------------------------------- Steven Church at Bloomberg reports that Bankruptcy Judge Kevin Gross will convene a hearing on October 13 on the $3 billion tax claim submitted by the U.S. Internal Revenue Service against Nortel Networks Corp. The judge instructed parties to discuss what information they need to exchange before the Oct. 13 hearing. According to Bloomberg, the tax claim was filed last month, weeks before Nortel held an auction to sell its telephone-service unit. The action forced the Toronto-based company, once the largest maker of telecommunications equipment, to rewrite part of the $915 million sale contract with the winning bidder, Avaya Inc. The timing of the claim may mean IRS officials weren't acting in good faith and were trying to gain leverage over the company, Nortel's attorney Deborah Buell said in court September 30. IRS attorney Jan Geht told Judge Gross that the claim was legitimate and that the issue is too complicated to rush toward an Oct. 13 trial. Judge Gross responded that he would not move the date. In a court filing, Nortel Networks asked the Bankruptcy Court to disallow a $3,016,650,830 tax claim asserted by the Internal Revenue Service. The $3 billion Claim consists of $1,804,637,586 in unsecured priority claim against Nortel Networks Inc. for income taxes for the tax years 1998 to 2007; accrued interest on the income taxes as of the Petition Date in the sum of $1,162,748,632; and an unsecured non-priority claim for penalties to date for $49,264,612. The Claim has been recorded in the Debtors' claim list as Claim No. 1935. Ann Cordo, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, Delaware, relates that the IRS has asserted two previous claims against the Debtors: * In February 2009, the IRS filed its original claim, Claim No. 250, against NNI for approximately $15 million. It asserted an unsecured priority claim for income taxes for the years 1998, 2001 to 2008, and excise taxes through March 2009, plus interest. The IRS also asserted a general unsecured claim for income taxes for years 1999 to 2000 for $10 million. * By May 2009, the IRS filed Claim No. 1226 as an amendment to the Original IRS Claim, reducing the amount claimed to $171,918. Filed on August 20, 2009, Claim No. 1935 for $3 billion has been asserted as a further amendment to the Original IRS Claim. Ms. Cordo argues that Claim No. 1935 must be disallowed in full as the IRS has yet to explain the basis for it. "IRS overstates the amount of income of [NNI and its subsidiaries] that could be subject to U.S. federal income tax, and thus erroneously asserts a claim for income tax due," Ms. Cordo contends. She maintains that NNI's financial records show that there is no "reasonable or realistic basis" for the amount the IRS seeks. About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for our customers. Our next- generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate today's barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young has been appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor also sought recognition of the CCAA Proceedings in the Bankruptcy Court under Chapter 15 of the Bankruptcy Code. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The Chapter 15 case is Bankr. D. Del. Case No. 09-10164. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. Certain of Nortel's European subsidiaries have also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) O2 DIESEL: Has Confirmed Reorganization Plan -------------------------------------------- O2 Diesel Corp. said that on Sept. 15, the Bankruptcy Court entered an order confirming its First Amended Joint Plan of Reorganization, dated September 11, 2009. All of the issued and outstanding shares of common stock will be canceled and 100 shares of common stock of the reorganized Company will be authorized and will be issued to Energenics Holdings, Pte Ltd. Claims against the Company and its unit O2 Diesel Fuels Inc. are treated in this manner: Class Description Treatment ----- ----------- --------- N/A Admin. Cliams Not impaired. To be paid in full on the Effective Date N/A Priority Tax Claims Not impaired. Paid in full. 1 Energenics Impaired. Principal paid. Interest and fees not paid 2 Priority Non- Not impaired. No Class 2 claims were Tax Claims scheduled or filed 3 O2 Corp. Equity Impaired. No recovery Interests 4 02 Inc. Equity Not impaired. Not affected by Plan Interests A full-text copy of the Plan is available for free at: http://researcharchives.com/t/s?45e6 On July 24, 2009, O2Diesel Corporation and its indirect domestic subsidiary filed voluntary petitions under Chapter 11 (Bankr. D. Del. Case No. 09-12585). Mark E. Felger, Esq., at Cozen O'Connor, represents the Debtor in its Chapter 11 effort. O2 Diesel had $915,034 in assets against $2,857,971 as of Sept. 30, 2008. OPEN TEXT: Moody's Upgrades Corporate Family Rating to 'Ba2' ------------------------------------------------------------ Moody's Investors Service upgraded Open Text Corp.'s corporate family rating to Ba2 from Ba3 and concurrently also upgraded Open Text's senior secured loan facilities to Ba1 from Ba2. The upgrade were driven by the company's increasing breadth of products within the enterprise content management software industry, continued strong cash flow generation, resilience exhibited through the economic downturn and continued conservative financial management. The rating outlook remains positive reflecting the favorable general trends in the ECM market and expectation of continued positive operating trends. The ECM market benefits from the rapidly increasing amount of information that needs to be organized, stored and retrieved as well as increased compliance requirements across end users. The Ba2 rating reflects the company's leading position within the ECM market with one of the broadest suites of products in the industry. The ratings also reflect the minimal disruption experienced by the company in the current downturn and conservative financial policies (leverage was 1.7x as of June 30, 2009, on a Moody's adjusted basis). The rating is constrained by limited diversification outside the ECM sector as well as the company's potential for additional acquisitions as they continue to consolidate companies within the sector. The rating is also constrained by increasing competitive threats from larger enterprise software and hardware providers who are also pursuing consolidation strategies within the ECM industry and are increasingly providing bundled offerings putting Open Text at a marketing disadvantage. With the recent acquisition of Vignette, Open Text is approaching $1 billion in sales on a pro forma basis and further broadens its already wide portfolio of offerings. Although integrating Vignette will involve challenges given Vignette's recent revenue declines and operating losses, the acquisition was financed conservatively without incurring additional debt. Moody's expects the acquisition will initially negatively impact margins at Open Text but expect them to return to historical levels relatively quickly. Open Text has exhibited relatively good performance through the downturn so far. Although year over year organic revenue declined approximately 10% over the March and June fiscal quarters, EBITDA increased organically approximately 11% on a pro forma basis (as if Capteris had been acquired in January 2008). The EBITDA gains reflect, in part the margin improvements the company has been able to achieve in the integration of Capteris which was acquired in October 2008. The company's senior secured term loan and revolver ratings were determined using Moody's Loss Given Default Methodology and reflect the upgrade in the corporate family rating. These ratings were upgraded: * Corporate family rating to Ba2 from Ba3 * Probability of default to Ba3 from B1 * $75 million senior secured revolver to Ba1, LGD2 (21%) from Ba2, LGD2 (22%) * $294 million senior secured term loan to Ba1, LGD2 (21%) from Ba2, LGD2 (22%) This rating was unaffected: * Speculative grade liquidity - SGL-1 The ratings outlook is positive. The ratings could face upward pressure if the company continues broadening of its product portfolio and vertical market expertise while demonstrating organic revenue, profit and cash flow growth and maintaining conservative financial policies. The ratings could face downward pressure if margins or growth were to deteriorate or the company was to make a large debt financed acquisition, particularly if leverage were to exceed 3.25x. Moody's most recent rating action was September 30, 2008, when Moody's upgraded Open Text's CFR to Ba3. Open Text Corp., headquartered in Waterloo, Ontario, Canada, is the largest independent provider of enterprise content management software. The company's software applications allow users to capture, manage, store, and deliver content (whether documents, email, web-based material or mixed media) related to organizational processes. For twelve months ended June 30, 2009, revenues were $786 million. PANOLAM INDUSTRIES: Agrees to Plan Terms With Senior Lenders ------------------------------------------------------------ Panolam Industries International, Inc., on September 30 announced that it has entered into a consensual Restructuring Support Agreement with affiliates of Apollo Capital Management and Eaton Vance Management, which together hold a supermajority of the principal amount of the Company's senior subordinated notes, holders of a supermajority of the principal amount of the Company's senior debt, and Credit Suisse, the agent for such senior lenders. The restructuring contemplated by the Restructuring Support Agreement will enable the Company to reduce the amount of debt on its balance sheet by approximately $151 million (or approximately 44%) and eliminate approximately $16.2 million in annual cash interest payments on its senior subordinated notes. The Restructuring Support Agreement requires the Consenting Holders to vote in favor of and support the proposed prepackaged plan of reorganization of the Company and its domestic subsidiaries. Under the Plan, the senior debt will be exchanged for a combination of cash and notes of the reorganized company, the senior subordinated notes will be exchanged for shares of common stock of the reorganized company and all existing equity interests will be cancelled in exchange for warrants to acquire shares of common stock of the reorganized company under certain circumstances. The claims of all general unsecured creditors will be reinstated or unimpaired, which means that, under the Plan, the Company will honor all obligations to its customers, pay all vendors and suppliers in the normal course of business and continue to pay wages and benefits to it employees as usual. The Company expects to launch a formal solicitation of votes for the Plan from its creditors within approximately 10 days. Creditor voting on the Plan will be completed within 30 days after the solicitation is launched. Upon receiving the requisite formal acceptances, the Company will commence a voluntary prepackaged Chapter 11 proceeding in order to implement the Plan. A supermajority of the senior lenders holding approximately 83% of the senior debt and a supermajority of the senior subordinated noteholders holding approximately 66% of the senior subordinated notes have signed the Restructuring Support Agreement. The Company does not anticipate any delays in obtaining bankruptcy court approval since the Plan is prepackaged and expects that the Plan will be confirmed by the bankruptcy court before the end of the 2009 calendar year. Mr. Robert J. Muller, Jr., Chairman and Chief Executive Officer of the Company, said, "We are very pleased to have reached an agreement with our noteholders and with our senior lender group, which underscores their confidence in our business, and represents an important step forward for our company. We appreciate the continuing loyalty of our suppliers, customers, business partners and employees, and this Plan will allow us to emerge with a significantly stronger balance sheet and well positioned to pursue future growth opportunities." Jason Perri, of Apollo Capital Management, added "We are pleased that all creditor groups were able to agree to a consensual deal that will minimize the impact of this restructuring on the stakeholders that matter most - Panolam's customers, vendors and employees. Management has done a fantastic job of guiding the business through this process, and we look forward to working with the entire Panolam team going forward." About Panolam Industries Panolam Industries International, Inc. is a market leader and innovator in the decorative laminate industry. The Company's products, which are marketed under the widely recognized Panolam(R), Pionite(R), Nevamar(R), and Pluswood(R) brand names, are used in a wide variety of residential and commercial indoor surfacing applications, including kitchen and bath cabinets, furniture, store fixtures, case goods, and other applications. The Company had $412,283,000 in assets against debts of $440,162,000 as of Dec. 31, 2008. PARTICLE DRILLING: Court Confirms Bankruptcy Plan ------------------------------------------------- Particle Drilling Technologies, Inc., said in a regulatory filing that the U.S. Bankruptcy Court for the Southern District of Texas entered on September 1, 2009, an order confirming its Second Amended Joint Chapter 11 Plan of Liquidation. The Debtor scheduled an auction for its assets but no bids were received other than the offer of PDTI Holdings, LLC, to buy substantially all assets of the Company. Proceeds from the sale to PDTI Holdings forms the basis for funding the Plan. A copy of the Confirmation Order is available for free at: http://researcharchives.com/t/s?45e8 Based in Houston, Particle Drilling Technologies, Inc., a Nevada corporation, filed for Chapter 11 on May 30, 2009 (Bankr. S.D. Tex. Case No. 09-33744). On June 1, 2009, Particle Drilling Technologies, Inc., a Delaware Corporation, filed for Chapter 11 (Bankr. S.D. Tex. Case No. 09-33830). Particle Drilling is a development stage oilfield service and technology company owning certain patents and pending patents related to the Particle Impact Drilling technology. Edward L. Rothberg, Esq., at Weycer, Kaplan, Pulaski & Zuber, represents the Debtors as counsel. Particle Drilling Tehnologies, Inc., a Nevada corporation, listed between $1 million and $10 million each in assets and debts. Particle Drilling Technologies, Inc., a Delaware corporation, listed less than $1,000,000 to $10,000,000 each in assets and debts. PILGRIM'S PRIDE: Enters Into Change-In-Control Pact With Jackson ---------------------------------------------------------------- Pilgrim's Pride Corporation, in a regulatory filing with the U.S. Securities and Exchange Commission, reported that on September 15, 2009, the Company entered into a Change in Control Agreement with Donald Jackson, PPC's Chief Executive Officer. According to Richard A. Cogdill, PPC's chief financial officer, the initial term of the Change in Control Agreement ends on December 31, 2010. The term of the agreement automatically renews on December 31, 2011 and each anniversary thereafter for a period of two years from the renewal date, unless, in each case, the Company gives the Executive notice at least 60 days prior to the renewal date that the term will not be extended. The Change in Control Agreement provides that, if the Company terminates the Executive's employment within a 24-month period, the "Employment Period' following a Change in Control other than for cause or the Executive's disability or if the Executive resigns during the Employment Period for good reason because the Company has not met its obligations under the Change in Control Agreement, then the Executive will be entitled to certain severance benefits. Upon the termination of the Executive's employment during the Employment Period, the Change in Control Agreement provides: -- for a lump sum severance payment that includes (a) the Executive's target annual bonus for the fiscal year in which the termination occurs, prorated through the date of termination; and (b) an amount based on the sum of the Executive's annual base salary and target annual bonus multiplied by three; -- that the Executive may be entitled to receive a tax gross-up payment to compensate him for specified excise taxes, if any, imposed on the severance payment; and -- that any stock options and other equity awards held by the Executive will become fully vested and exercisable and the target payout opportunities attainable under all of the Executive's outstanding performance-based equity awards will be deemed to have been fully earned. In addition, the Change in Control Agreement provides that, for a period of 24 months from the date of any termination of the Executive's employment that results in a severance payment under the Executive's Change in Control Agreement, the Executive will not (a) divulge confidential information regarding the Company, (b) solicit or induce employees of the Company to terminate their employment with the Company, or (c) seek or obtain any employment or consulting relationship with any specified competitor of the Company. A full-text copy of the Change in Control Agreement is available for free at http://ResearchArchives.com/t/s?4582 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. Lazard Freres & Co., LLC, is the Company's investment bankers and William K. Snyder of CRG Partners Group LLC is chief restructuring officer. Kurtzman Carson Consulting LLC serves as claims and notice agent. Kelly Hart and Brown Rudnick represent the official equity committee. Attorneys at Andrews Kurth LLP represents the official committee of unsecured creditors. 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. (http://bankrupt.com/newsstand/or 215/945-7000) PILGRIM'S PRIDE: Enters Into Consulting Agreement With Bo Pilgrim ----------------------------------------------------------------- In a regulatory filing with the United States Securities and Exchange Commission dated September 18, 2009, Richard A. Cogdill, Pilgrim's Pride Corporation's chief financial officer, reported that in connection with the Debtors' Plan of Reorganization and the Stock Purchase Agreement with JBS USA Holdings, Inc., on September 16, 2009, PPC and Lonnie A. "Bo" Pilgrim, Senior Chairman of the board of directors of PPC, entered into a consulting agreement, which will become effective at the Closing Date. Pursuant to the terms of the Consulting Agreement, following the Closing Date, among other things: -- Mr. Pilgrim will be compensated for services rendered to the Reorganized Company at a rate of $1.5 million per year for a term of five years; -- Mr. Pilgrim will be subject to customary non-solicitation and non-competition provisions; and -- Mr. Pilgrim and his spouse will be provided with paid medical benefits. Under the Consulting Agreement, Mr. Pilgrim will provide services to the Reorganized Company that are comparable in the aggregate to the services provided by him to the Company prior to the Closing Date. 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. Lazard Freres & Co., LLC, is the Company's investment bankers and William K. Snyder of CRG Partners Group LLC is chief restructuring officer. Kurtzman Carson Consulting LLC serves as claims and notice agent. Kelly Hart and Brown Rudnick represent the official equity committee. Attorneys at Andrews Kurth LLP represents the official committee of unsecured creditors. 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. (http://bankrupt.com/newsstand/or 215/945-7000) PILGRIM'S PRIDE: Proposes to Sell 100% Interest in Valley Rail -------------------------------------------------------------- Pursuant to Section 363 of the Bankruptcy Code, Pilgrim's Pride Corp. seek the Court's authority to sell 100% of its ownership interest in Valley Rail Service, Inc., a non-debtor, to buyers Dixie Gas & Oil Corporation, Glenn V. Healey and Frank W. Nolen, for $1,000,000. The Debtors also ask the Court to approve the Purchase Agreement binding the transaction. Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, in Dallas, Texas, informs the Court that the Purchase Agreement would create an an indemnification obligation by Pilgrim's Pride Corporation in favor of the Buyers for any losses incurred by the parties for enforcement of the Purchase Agreement. There are no contracts or agreements that will be assumed and assigned as part of this transaction, Mr. Youngman states, and the Debtors' ownership interest in Valley Rail is not necessary for the Debtors' successful reorganization. The Debtors submit that the universe of potential buyers for the Debtors' stock in Valley Rail is very limited. Accordingly, the Debtors tell the Court that a private sale of the Stock is in the best interest of the Debtors' estates. To facilitate the sale of the Stock, the Debtors seek authority to sell the Stock free and clear of any liens, claims and encumbrances, with the liens, claims and encumbrances to attach to the net proceeds of the sale with the same rights and priorities. The Debtors are not aware of any liens or interests held by any party in respect of the Debtors' rights to the Stock, Mr. Youngman avers, moreover, the proposed sale is conditioned on consent of the postpetition lenders. The Court will convene a hearing to consider this motion on October 13, 2009, at 10:30 a.m., Central Time. 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. Lazard Freres & Co., LLC, is the Company's investment bankers and William K. Snyder of CRG Partners Group LLC is chief restructuring officer. Kurtzman Carson Consulting LLC serves as claims and notice agent. Kelly Hart and Brown Rudnick represent the official equity committee. Attorneys at Andrews Kurth LLP represents the official committee of unsecured creditors. 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. (http://bankrupt.com/newsstand/or 215/945-7000) PILGRIM'S PRIDE: Proposes to Sell Lake Bob Property for $3.79MM --------------------------------------------------------------- Pursuant to Section 363 of the Bankruptcy Code, Pilgrim's Pride Corp. and its affiliates seek the Court's authority to sell, free and clear of liens, claims and encumbrances approximately 882 acres of real property located on the south side of Lake Bob Sandlin in Pittsburg, Camp County, Texas, for $3,793,808, to Richard A. Sims, subject to any higher or better offers. The sale, according to Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, in Dallas, Texas, includes the Barefoot Bay Marina & RV Park, which the Debtors leased to Peter and Babara Jessop, and other improvements on the property. Additionally, the Debtors ask the Court's permission to (i) pay a 6% brokers' commission from the proceeds of the sale at closing, (ii) assume and assign the Jessop Lease Agreement to the buyer effective as of the closing date of the sale of the Property and (iii) reimburse the Buyer for his actual expenses for the survey and appraisal of the Property up to $75,000, subject to proof of actual expenses incurred, if the buyer is outbid and the Debtors do not sell the property to the Buyer. The agreement between PPC and the Buyer regarding the proposed sale has been documented in the Farm and Ranch Contract, Mr. Youngman tells the Court. The Property is not currently being used by the Debtors and it is not necessary for the Debtors' reorganization, Mr. Youngman relates. The Property has been marketed since April 2009 by Blake Hortenstine and the broker has advertised the Property on Web sites and in publications that are geared towards parties interested in this kind of property. The Property has been listed at approximately $4,450 per acre, Mr. Youngman notes. The Buyer initially offered $3,200 per acre, but has increased the offer to $4,300 per acre. The Debtors believe that $4,300 per acre is a fair and reasonable price for the Property and does not expect that there will be any higher offers, Mr. Youngman avers. As the value of the Property is relatively low in relation to the Debtors' business and other assets, the Debtors believe that the delay and costs associated with an auction process would reduce any benefit to be derived through a public sale of the Property and believe that these costs are not warranted or necessary in this instance, Mr. Youngman stresses. The Debtors submit that a private sale of the Property is the best way to maximize the value of the Property, he adds. To facilitate the sale of the Property, the Debtors seek authority to sell the Property free and clear of any and all liens, claims and encumbrances, with these liens, claims and encumbrances to attach to the net proceeds of the sale with the same rights and priorities therein. Notwithstanding these, the Debtors seek to assign the Lease Agreement free and clear of all liens, claims and encumbrances other than the interest of the tenants under the Lease Agreement, as the sale of the Property is being made subject to the Lease Agreement, Mr. Youngman asserts. The proposed sale is conditioned on consent of the postpetition lenders, and the Debtors believe they have paid all taxes due on the Property. To the extent any property taxes are due and not paid, the Debtors will pay the amounts at the closing of the Sale. The Debtors and the Buyer have agreed to prorate the 2009 property taxes through the closing of the sale of the Property, Mr. Youngman states. The Court will convene a hearing to consider this motion on October 31, 2009, at 10:30 a.m., Central Time. 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. Lazard Freres & Co., LLC, is the Company's investment bankers and William K. Snyder of CRG Partners Group LLC is chief restructuring officer. Kurtzman Carson Consulting LLC serves as claims and notice agent. Kelly Hart and Brown Rudnick represent the official equity committee. Attorneys at Andrews Kurth LLP represents the official committee of unsecured creditors. 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. (http://bankrupt.com/newsstand/or 215/945-7000) POSITRON CORPORATION: June 30 Balance Sheet Upside-Down by $6.8MM ----------------------------------------------------------------- Positron Corporation's balance sheet at June 30, 2009, showed total assets of $1,113,000 and total liabilities of $7,935,000, resulting in a stockholders' deficit of $6,822,000. For three months ended June 30, 2009, the Company posted a net loss of $929,000 compared with a net loss of $2,017,000 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $1,675,000 compared with a net loss of $3,116,000 for the same period in 2008. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d0 Headquartered in Houston, Positron Corporation (OTC BB: POSC) -- http://www.positron.com/-- designs, manufactures, markets and supports advanced cardiac molecular imaging devices utilizing single photon emission computed tomography (SPECT) and positron emission tomography (PET). The Company's molecular imaging systems incorporate patented and proprietary software and hardware technology for the diagnosis and treatment of patients with heart disease. Going Concern Doubt On April 15, 2009, Frank L. Sassetti & Co., in Oak Park, Illinois, expressed substantial doubt about Positron's ability to continue as a going concern after auditing the Company's consolidated financial statements for the year ended Dec. 31, 2008, and 2007. The auditing firm pointed to the Company's significant accumulated deficit. REALOGY CORPORATION: Moody's Changes Default Rating to 'Caa3/LD' ---------------------------------------------------------------- Moody's Investors Service changed the Probability of Default Rating of Realogy Corporation to Caa3/LD from Caa3 following the closing of certain transactions related to Realogy's PIK toggle notes which Moody's views as a distressed exchange. Moody's affirmed all other credit and liquidity ratings. The rating outlook remains negative. Realogy, owned by an affiliate of Apollo Management, L.P., announced that it closed on $515 million aggregate principal amount of second lien incremental term loans (upsized from $475 million) that mature in 2017. The $515 million second lien term loan consisted of (i) $150 million issued in exchange for approximately $220 million of PIK toggle notes held by Icahn Partners, L.P. (Exchange Transaction) and (ii) $365 million issued in exchange for cash. Realogy expects to issue an additional $135 million on a delayed draw basis on Oct. 9, 2009, subject to receipt of additional lender commitments. Upon the issuance of the additional $135 million, there will be $650 million of second lien term loans outstanding. The company expects to use the net proceeds from the second lien term loans to reduce at least $365 million of borrowings under its $750 million revolving credit facility. Additionally, concurrently with the Exchange Transaction, Apollo purchased the balance of the PIK toggle notes held by Icahn Partners, L.P., and its affiliates for cash at a substantial discount. Moody's views the Exchange Transaction and the Apollo purchase as a distressed exchange and has classified these transactions as a limited default by appending an LD designation to the Probability of Default Rating. The LD designation anticipates that Realogy and/or Apollo may continue to purchase or exchange senior and subordinated bonds at a substantial discount to par over the next year. In approximately three business days, Moody's will remove the LD designation from the Probability of Default Rating. Moody's affirmed these ratings (LGD assessments updated): * $650 million second lien term loan due 2017, Caa3 (LGD 4, 56% from LGD 4, 57%) * $750 million senior secured revolving credit facility due 2013, Caa1 (LGD 2, 22%) * $3.1 billion senior secured term loan due 2013, Caa1 (LGD 2, 22%) * $518 million senior secured synthetic letter of credit facility due 2013, Caa1 (LGD 2, 22%) * $1.7 billion senior unsecured cash pay notes due 2014, Ca (to LGD 5, 77% from LGD 5, 76%) * $396 million (including PIK) senior unsecured toggle notes due 2014, Ca (to LGD 5, 77% from LGD 5, 76%) * $875 million senior subordinated notes due 2015, Ca (LGD 6, 94%) * Corporate family rating, Caa3 * Probability of Default rating, Caa3/LD * Speculative grade liquidity, SGL-4 The last rating action on Realogy was on September 25, 2009, when Moody's assigned a Caa3 to the proposed $475 million second lien term loan of Realogy and affirmed all other credit and liquidity ratings. Realogy Corporation is a leading global provider of real estate and relocation services. Reported revenues were about $4 billion in the twelve months ended June 30, 2009. REALOGY CORP: S&P Downgrades Corporate Credit Rating to 'SD' ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating for Realogy Corp. to 'SD' from 'CC'. This action follows the company's announcement that it has closed a $515 million second-lien term loan due 2017 and is using $150 million of the issuance to exchange for about $220 million in face value of its senior toggle notes due 2014. Realogy expects to upsize the total issuance of the second-lien term loan, which was rated 'C' with a recovery rating of '6' on Sept. 24, 2009, to $650 million. At the same time, S&P lowered its issue-level rating on the senior toggle notes to 'D' from 'C'. All other outstanding ratings on the company were affirmed. S&P views Realogy's exchange of $150 million of its new second- lien term loan for about $220 million of its senior toggle notes at less than par as tantamount to default given the distressed financial condition of the company. The planned reduction in first-lien debt using the $365 million in second-lien term loan proceeds and sponsor (affiliates of Apollo Management L.P.) support is likely to enable Realogy to avoid a covenant violation over the near term. However, the senior toggle notes exchange resulted in a relatively modest $70 million total debt reduction, versus the company's more than $7 billion in outstanding debt (including outstanding borrowings under the company's securitization facilities). "Following the completion of the exchange, S&P expects to raise its corporate credit rating on Realogy to 'CC', reflecting S&P's concern that the company's ability to service its current capital structure would remain challenged," said Standard & Poor's credit analyst Emile Courtney. "In addition, S&P expects to raise the issue-level rating on the company's senior toggle notes to 'C' from 'D'." Pro forma for the repayment of first-lien debt with proceeds from the proposed second-lien term loan, S&P estimate the bank lending group's calculation of the company's first-lien senior secured leverage ratio was 4.6x at June 2009, compared to the 5.35x covenant in the company's credit facility. The covenant steps down to 5x in the September 2009 quarter. As a result, the cushion relative to the covenant will remain tight over the near term. In February 2009, Realogy announced Apollo would provide financial assistance to the extent necessary to enable the company to remain in compliance with the covenant. Realogy is likely to avoid violating the covenant over the near term in light of this expected support from Apollo. However, S&P expects pro forma credit measures will not improve meaningfully this year from June 2009 levels, when total leverage (including securitization indebtedness and operating leases) was near 20x and total interest coverage (including pay-in-kind interest expense) was about 0.6x. ROBERT ALAN SMALL: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Robert Alan Small aka Small Interests, Ltd aka TOC Systems, Inc. 5399 C.R. 154 Alvin, TX 77511 Bankruptcy Case No.: 09-80437 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court Southern District of Texas (Galveston) Judge: Letitia Z. Paul Debtor's Counsel: Jeffrey P. Norman, Esq. Gipson & Norman 450 N. Texas Avenue, Suite A Webster, TX 77598-4963 Tel: (281) 332-4800 Fax: (281) 332-4808 Email: jpnorman@gipsonandnorman.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 Mr. Small. SAMSONITE STORES: Wins Nod for Hilco as Real Estate Consultants --------------------------------------------------------------- Samsonite Company Stores LLC received permission from the Bankruptcy Court to hire Hilco Real Estate LLC as special real estate consultant, nunc pro tunc to the petition date. The Debtor has a need to renegotiate the terms of certain of its real property leases or, in the alternative, to dispose of such leasehold interests. The Debtor has determined that, in its sound business judgment, the retention and employment of Hilco, who has substantial experience in handling real estate matters in the Chapter 11 context, will provide substantial benefit to its estate because Hilco is well suited to assist the Debtor and handle the proposed real property transactions. Accordingly, the Debtor is employing Hilco on the terms and conditions set forth in the Amended and Restated Real Estate Consulting and Advisory Services Agreement dated September 1, 2009. Specific tasks of Hilco are: a. Meet with the Debtor to ascertain the Debtor's goals, objectives and financial parameters; b. Mutually agree with the Debtor with respect to a strategic plan for the restructuring, sale, assignment, subleasing or termination of each Lease; c. On the Debtor's behalf, negotiate for more favorable lease with the landlords under certain of the Leases, in accordance with the Strategic Plan; d. On the Debtor's behalf, negotiate the terms of agreements for the termination, assignment or subleasing of the Leases, in accordance with the Strategic Plan; e. Negotiating waivers or reductions of prepetition cure amounts and 11 U.S.C. Sec. 502(b)(6) claims with respect to Leases in accordance with the Strategic Plan; f. Assisting the Debtor at an auction for the Leases, as needed; g. Provide weekly written reports to the Debtor regarding the status of such negotiations; and h. Assist the Debtor in closing the pertinent Lease restructuring, sale, termination, assignment or subleasing agreements contemplated hereby. Pursuant to the terms of the Services Agreement, Hilco will receive compensation in the form of incentive-based fees. The fees that will be payable to Hilco are: 1. Lease Restructurings. Hilco will earn a fee equal to the Restructured Lease Savings Fee for each lease that is a Restructured Lease. 2. Lease Terminations. Hilco will earn a fee equal to the Terminated Lease Savings Fees for each Lease (other than the Samsonite Guaranteed Leases that is a Terminated Lease. 3. Samsonite Guaranteed Lease Terminations. Hilco will earn a fee equal to the Samsonite Terminated Lease Savings Fee for each Samsonite Guaranteed Lease that is a Samsonite Terminated Lease. 4. Samsonite Lease Sale, Assignment, or Subleases. Hilco will earn a fee equal to the Samsonite Assignment/Subleased Savings Fee. 5. Bankruptcy Claim Reductions. For any Lease assumed and assigned by the Debtor, if the amount required to be paid to the landlord to cure defaults existing at the time of assumption is reduced below the cure amount that the Debtor reasonably acknowledges is owing, Hilco will receive a fee for the waiver or reduction of the cure amount in an amount equal to 4.5% of the total amount so reduced or waived. The firm says it is a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14). About Samsonite Company Stores Samsonite Corp. is the worldwide leader in superior travel bags, luggage and accessories, combining notable style with the latest design technology and the utmost attention to quality and durability. In 2006 and 2007, the Company had sales of $1.1 billion and $1.2 billion, respectively. Offering superior travel bags, luggage and accessories, under the Samsonite, Samsonite Black Label, and American Tourister brands, Samsonite Company Stores LLC operates full-price and outlet stores in 38 states across the U.S. The Company is a wholly-owned subsidiary of Samsonite Corporation. As of July 31, 2009, Company Stores leased 173 retail stores in the United States located in 38 states. It employs approximately 650 people and had sales of $112 million and $108.1 million in 2007 and 2008, respectively. As of July 31, 2009, it had $233 million in total assets and $1.5 billion in total liabilities. Samsonite Company Stores filed for Chapter 11 on September 2, 2009 (Bankr. D. Del. Case No. 09-13102). Attorneys at Young Conaway Stargat & Taylor LLP and Paul, Wess, Rifkin, Wharton & Garrison LLP serve as bankruptcy counsel to the Debtor. Hilco Merchant Resources LLC is liquidation agent. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The case has been assigned to Judge Peter J. Walsh. SAMSONITE STORES: Identifies Stores to Be Closed ------------------------------------------------ Samsonite Company Stores, LLC, the U.S. retail division of Samsonite Corporation, has filed a "plan supplement" containing a list of stores that the Company intends to close. Samsonite's proposed reorganization plan is built around closing unprofitable U.S. retail stores. The 7-page list of store leases to be rejected identifies the store locations and the landlords to those leases. According to the list, the Debtor intends to have the leases rejected effective October 30 or November 30. A copy of the list is available for free at http://bankrupt.com/misc/Samsonite_LeasesforRejection.pdf Samsonite Company Stores announced September 2 a reorganization plan to streamline its high street and regional mall store portfolio, and concentrate its activities in the more profitable outlet store business, resulting in a significant reduction in the number of its operating stores. According to the disclosure statement explaining the Chapter 11 plan, the Debtor intends to reject as many as 84 store leases, thereby decreasing the total number of the Debtor's U.S. retail stores by as much as 47%. The Debtor estimates that exiting from the Rejected Stores will result in an annual run-rate improvement in EBITDA estimated at $5.3 million at current sales levels. Exiting from these unprofitable stores will eliminate a significant drain on the Debtor's liquidity, thereby allowing it to focus its capital and management resources on profitable growth initiatives. Closing Store Sales On September 10, 2009, Samsonite Company Stores LLC obtained authorization from the Bankruptcy Court to (i) assume an agency agreement with Hilco Merchant Resources LLC and (ii) Hilco to liquidate inventory at certain retail stores pursuant to the agency agreement. Pursuant to the Agency Agreement, Hilco will serve as the Debtor's exclusive liquidation agent with respect to the sale of the inventory located at the Closing Stores and certain distribution centers, as well as certain other furnishings, trade fixtures, equipment and/or improvements to real property located at the Closing Stores. Hilco will earn a fee based upon the gross recovery from the Debtor's Assets. Hilco will guarantee the Debtor a minimum recovery of 105% of the aggregate Cost Value of the Merchandise. Hilco is expected to vacate all of the Store premises on or before November 30, 2009 unless the Sale is extended by About Samsonite Company Stores Samsonite Corp. is the worldwide leader in superior travel bags, luggage and accessories, combining notable style with the latest design technology and the utmost attention to quality and durability. In 2006 and 2007, the Company had sales of $1.1 billion and $1.2 billion, respectively. Offering superior travel bags, luggage and accessories, under the Samsonite, Samsonite Black Label, and American Tourister brands, Samsonite Company Stores LLC operates full-price and outlet stores in 38 states across the U.S. The Company is a wholly-owned subsidiary of Samsonite Corporation. As of July 31, 2009, Company Stores leased 173 retail stores in the United States located in 38 states. It employs approximately 650 people and had sales of $112 million and $108.1 million in 2007 and 2008, respectively. As of July 31,2009, it had $233 million in total assets and $1.5 billion in total liabilities. Samsonite Company Stores filed for Chapter 11 on September 2, 2009 (Bankr. D. Del. Case No. 09-13102). Attorneys at Young Conaway Stargat & Taylor LLP and Paul, Wess, Rifkin, Wharton & Garrison LLP serve as bankruptcy counsel to the Debtor. Hilco Merchant Resources LLC is liquidation agent. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The case has been assigned to Judge Peter J. Walsh. SAMSONITE STORES: Projects Net Profit, Lower Sales Starting 2010 ---------------------------------------------------------------- Samsonite Company Stores, LLC, the U.S. retail division of Samsonite Corporation, has filed a "plan supplement" containing its financial projections. According to financial projections, the Company expects to incur a net loss of $14,757,000 on net sales of $80,900,000 for 2009. Starting 2010, it expects to record a net profit, with a $1,110,000 net income for 2010 on sales of $56,408,000. It expects to increase profits in the next three years, with a net income of $2,221,000 in 2013. The Company expects sales to decrease from $80,900,000 in 2009 to under $60,000,000 in the next three years. It is assumed that no portion of revenue tied to store locations with leases being rejected will be picked up at nearby locations. There are 33 store locations with leases that have either recently expired or that are not projected to be renewed. Eleven of these active leases expire in 2009 and nine expire in 2010. The financial projections include two new store openings per year from 2011 to 2013. A copy of the financial projections is available for free at: http://bankrupt.com/misc/Samsonite_Fin'l_Projections.pdf Samsonite Company Stores announced September 2 a reorganization plan to streamline its high street and regional mall store portfolio, and concentrate its activities in the more profitable outlet store business, resulting in a significant reduction in the number of its operating stores. According to the disclosure statement explaining the Chapter 11 plan, the Debtor intends to reject as many as 84 store leases, thereby decreasing the total number of the Debtor's U.S. retail stores by as much as 47%. A combined hearing to approve the adequacy of the disclosure statement and to confirm the Plan will commence on October 14, 2009 at 3:00 p.m., prevailing Eastern time. About Samsonite Company Stores Samsonite Corp. is the worldwide leader in superior travel bags, luggage and accessories, combining notable style with the latest design technology and the utmost attention to quality and durability. In 2006 and 2007, the Company had sales of $1.1 billion and $1.2 billion, respectively. Offering superior travel bags, luggage and accessories, under the Samsonite, Samsonite Black Label, and American Tourister brands, Samsonite Company Stores LLC operates full-price and outlet stores in 38 states across the U.S. The Company is a wholly-owned subsidiary of Samsonite Corporation. As of July 31, 2009, Company Stores leased 173 retail stores in the United States located in 38 states. It employs approximately 650 people and had sales of $112 million and $108.1 million in 2007 and 2008, respectively. As of July 31,2009, it had $233 million in total assets and $1.5 billion in total liabilities. Samsonite Company Stores filed for Chapter 11 on September 2, 2009 (Bankr. D. Del. Case No. 09-13102). Attorneys at Young Conaway Stargat & Taylor LLP and Paul, Wess, Rifkin, Wharton & Garrison LLP serve as bankruptcy counsel to the Debtor. Hilco Merchant Resources LLC is liquidation agent. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The case has been assigned to Judge Peter J. Walsh. SAMSONITE STORES: Meeting of Creditors on October 14 ---------------------------------------------------- The U.S. Trustee will convene a meeting of creditors in Samsonite Company Stores LLC's cases on Oct. 14, 2009, at 10:00 a.m. The meeting will be held at 2nd floor, Room 2112, J. Caleb Boggs Federal Building, 844 North King Street, Wilmington, Delaware 19801. 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 Samsonite Company Stores Samsonite Corp. is the worldwide leader in superior travel bags, luggage and accessories, combining notable style with the latest design technology and the utmost attention to quality and durability. In 2006 and 2007, the Company had sales of $1.1 billion and $1.2 billion, respectively. Offering superior travel bags, luggage and accessories, under the Samsonite, Samsonite Black Label, and American Tourister brands, Samsonite Company Stores LLC operates full-price and outlet stores in 38 states across the U.S. The Company is a wholly-owned subsidiary of Samsonite Corporation. As of July 31, 2009, Company Stores leased 173 retail stores in the United States located in 38 states. It employs approximately 650 people and had sales of $112 million and $108.1 million in 2007 and 2008, respectively. As of July 31,2009, it had $233 million in total assets and $1.5 billion in total liabilities. Samsonite Company Stores filed for Chapter 11 on September 2, 2009 (Bankr. D. Del. Case No. 09-13102). Attorneys at Young Conaway Stargat & Taylor LLP and Paul, Wess, Rifkin, Wharton & Garrison LLP serve as bankruptcy counsel to the Debtor. Hilco Merchant Resources LLC is liquidation agent. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The case has been assigned to Judge Peter J. Walsh. SANG LEE: Voluntary Chapter 11 Case Summary ------------------------------------------- Joint Debtors: Sang Lee aka Sang Soo Lee Yung Lee aka Yung Ahe Lee 21346 Andalucia Ln Huntington Beach, CA 92648 Bankruptcy Case No.: 09-20352 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court Central District of California (Santa Ana) Debtors' Counsel: Timothy F. Umbreit, Esq. Bander Law Firm 1055 W 7th St, Suite1950 Los Angeles, CA 90017 Tel: (213) 873-4333 Fax: (213) 873-4334 Email: bk@banderlaw.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. SEASONS PARTNERS: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------------ Seasons Partners, LLC, has filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the District of Arizona. Arizona Daily Star relates that Nancy J. March, Seasons Partner's lawyer, said that pilots made significant damage to the Company's apartment buildings. Seasons Partners, LLC, is based in Tucson, Arizona. SIX FLAGS: 60 Trade Creditors Sell Claims Totaling $787,344 ----------------------------------------------------------- Sixty trade creditors, from September 17 to September 25, 2009, transferred claims totaling $358,207 to: Transferee Amount ---------- ------ ASM Capital L.P. $30,561 ASM Capital III, L.P $14,883 Claims Recovery Group, LLC $41,193 Fair Harbor Capital, LLC $7,364 Liquidity Solutions Inc. $166,498 Pioneer Funding Group, LLC $18,209 U.S. Debt Recovery LLC $79,499 A list of the transferred claims is available for free at: http://bankrupt.com/misc/SixF_ClaimsTrnsfrslst_Sep17_Sep25.pdf About Six Flags Inc. Headquartered in New York City, Six Flags, Inc., is the world's largest regional theme park company with 20 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP, serves as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., serves as financial advisors, while KPMG LLC acts as accountants. Kurtzman Carson Consultants LLC serves as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SIX FLAGS: Proposes December 14 Claims Bar Date ----------------------------------------------- Six Flags Inc. and its affiliates have recognized that the claims bar date plays an essential role in the goals of bankruptcy, which are (i) preserving going concerns and (ii) maximizing property available to satisfy creditors. The claims bar date allows the Debtors and parties-in-interest to expeditiously determine and evaluate the liabilities of the estate and develop a sound Plan of Reorganization. Prolonged uncertainty regarding claims would delay and potentially derail this process, Zachari I. Shapiro, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, asserts. By this motion, the Debtors ask the Court to establish: (i) December 14, 2009 at 5:00 p.m. as the deadline for holders claims arising from prepetition obligations, including Claims pursuant to Section 503(b)(9) of the Bankruptcy Code, to file proofs of Claim; and (ii) December 10, 2009 at 5:00 P.M. Prevailing Pacific Time, as the deadline for governmental units to file proofs of Claim in the Debtors' Bankruptcy Cases. Additionally, the Debtors ask the Court to set Specific Bar Dates in these cases: (i) In the event the Debtors amend their schedules of assets and liabilities, the later of (a) December 14, 2009, or (b) 20 days from the date on which the Debtors provide notice of the amendment to the Schedules, with respect to any claim affected by the amendment; and (ii) To ensure flexibility and an opportunity for the creditors to file Proofs of Claim in connection with the anticipated rejection of various executory contracts, the later of (a) December 14, 2009, or (b) the date provided in (i) the order authorizing the Debtors to reject or (ii) the notice of rejection of the contract or lease, or if that date is not provided, then 30 days after the date the order is entered or notice is provided. The Debtors propose that any party that asserts a claim against the Debtors that arose prior to the Petition Date must file a written proof of claim to be received before 5:00 p.m. of the applicable Bar Date by: Six Flags Claims Processing Center c/o Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, Ca 90245 The Debtors emphasize that they will not accept Proofs of Claim sent by facsimile or e-mail. Further, the Debtors inform the Court that these parties are not required to file Proof of Claim on or before the Bar Date: * Claimants who already filed a Proof of Claim against the Debtors with the Clerk of the Bankruptcy Court, in a form substantially similar to Official Bankruptcy Form No. 10; * Any Claim that is listed on the Debtors' Schedules; provided that (i) the Claim is not scheduled as "disputed," "contingent" or "unliquidated;" (ii) the Claimant does not disagree with the amount, nature and priority of the Claim as set forth in the Schedules; and (iii) the Claimant does not dispute that the Claim is an obligation of the Debtors as set forth in the Schedules; * Any Claim that the Court has allowed before the Bar Date Order; * Any Claim against the Debtors that has been paid in full by the Debtors or any other party; * Any Claim that is subject to specific deadlines fixed by the Court; * Any Claim of a current employee of the Debtors, if an order of the Court authorized the Debtors to honor the Claim in the ordinary course as a wage or benefit; * Any Claim of a claimant of the Debtors, if an order of the Court authorized the Debtors to honor the Claim in the ordinary course as a customer program obligation; provided, that a claimant must submit a Proof of Claim by the General Bar Date if its Claim relates to (i) damages arising from, Claims for breach of contract, breach of warranty, misrepresentation, tort, or any other legal or equitable theory; or (ii) a Claim arising under any warranty program provided by the Debtors with a term of greater than 36 months; * Any Claim that is limited exclusively to the repayment of principal, interest or other applicable fees and charges owed under any bond or note issued by the Debtors pursuant to an indenture; provided that (i) an indenture trustee under a Debt Instrument must file one proof of claim on or before the Bar Date, with respect to the repayment by the Debtors of the principal, interest and other fees under the Debt Instrument; and (ii) any person or entity that wishes to assert a claim arising out of a Debt Instrument, other than a claim for the repayment by the Debtors of a principal, interest and other fees under the Debt Instrument will be required to file a proof of claim unless another exception applies; * Any Claimant whose Claim is based on an interest in an equity security of the Debtors; provided that any Claimant who wishes to assert a Claim against the Debtors based on Claims for damages or rescission based on the purchase or sale of an equity security, must file a Proof of Claim on or before the General Bar Date; and * Any Claims allowable under Sections 503(b) and 507(a)(1) of the Bankruptcy Code as administrative expenses of the Debtors' Bankruptcy Cases, with the exception of Claims allowable under Section 503(b)(9) of the Bankruptcy Code, which are subject to the General Bar Date. To minimize any time and expense associated with having to seek subsequent orders from the Court, the Debtors request permission to establish Supplemental Bar dates upon prior written consent of the Official Committee of Unsecured Creditors. Furthermore, the Debtors ask the Court's permission to provide 30 days' notice of any Supplemental Bar Date because that date may be established later in these Bankruptcy Cases at a time when delay resulting from an extended notice period could hinder the progress of these Bankruptcy Cases. About Six Flags Inc. Headquartered in New York City, Six Flags, Inc., is the world's largest regional theme park company with 20 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP, serves as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., serves as financial advisors, while KPMG LLC acts as accountants. Kurtzman Carson Consultants LLC serves as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SIX FLAGS: Wants Jan. 9 Lease Decision Deadline ----------------------------------------------- Section 365(d)(4) of the Bankruptcy Code provides that debtors must assume or reject their non-residential real property leases by the earlier of (a) 120 days after the Petition Date, or (b) the date of entry of an order confirming a Chapter 11 plan of reorganization. If the debtors fail to make an election with regards to any specific Real Property Lease by the lease decision deadline, the leases will be "deemed rejected." Six Flags Inc.'s current lease decision deadline is October 11, 2009. Pursuant to Section 365(d)(4)(B), the Debtors ask Judge Christopher S. Sontchi of the United States Bankruptcy Court for the District of Delaware to extend until January 9, 2010, their lease decision deadline to afford them more time to analyze whether assumption or rejection of the real property leases is appropriate in their Chapter 11 cases. Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A. in Wilmington, Delaware, tells the Court that since the Petition Date, the Debtors have focused on ensuring a smooth transition into Chapter 11 while, at the same time, addressing other time- sensitive aspects of these cases. Among other significant tasks, in the first several months of these cases, the Debtors have: (i) successfully defended themselves against objections to their cash collateral motion; (ii) filed their initial and amended proposed Plan of Reorganization and Disclosure Statement; and )iii) otherwise exerted significant efforts, including fulfillment of numerous reporting obligations and continuing negotiations with all creditor constituencies, in order to provide a framework for successful restructuring of the Debtors. The Debtors are undergoing an extensive analysis of their operations in the United States in connection with their restructuring, Mr. Shapiro notes. The Debtors have not yet completed their analysis of the Individual Leases so that they can determine whether efficiencies can be generated in connection with their restructuring initiatives, Mr. Shapiro relates. Given that the Debtors are party to large number of Leases, and given the scope of the Debtors' operations, the Debtors submit that the extension is appropriate under the circumstances, he asserts. The court will convene a hearing to consider this motion on October 8, 2009, at 10:00 a.m. The deadline for filing objections will be on October 1. About Six Flags Inc. Headquartered in New York City, Six Flags, Inc., is the world's largest regional theme park company with 20 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP, serves as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., serves as financial advisors, while KPMG LLC acts as accountants. Kurtzman Carson Consultants LLC serves as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SIX FLAGS: Wants Plan Exclusivity Until January 9 ------------------------------------------------- Pursuant to Section 1121(b) of the Bankruptcy Code, an initial period of 120 days is provided after the commencement of a Chapter 11 case during which a debtor has the exclusive right to propose a plan of reorganization. In addition, Section 1121(c)(3) provides that if a debtor proposes a plan within the Exclusive Proposal Period, it has the balance of 180 days after the commencement of the Chapter 11 case to solicit acceptances of the plan. During the Exclusive Proposal Period and the Exclusive Solicitation Period, plans may not be proposed by any party in interest other than the debtor. In the Chapter 11 cases of Six Flags, Inc., and its debtor affiliates, their Exclusive Plan Proposal Period will expire on October 11, 2009, and their Exclusive Solicitation Period on December 10, unless these are extended. To ensure that their Exclusive Periods remain intact through the solicitation and voting process for their First Amended Joint Plan of Reorganization, the Debtors ask Judge Christopher S. Sontchi of the United States Bankruptcy Court for the District of Delaware to extend through and including January 9, 2010, their Exclusive Plan Filing Period, and until April 9, 2010, their Exclusive Solicitation Period. According to L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, the Debtors are seeking to extend their Exclusive Periods to ensure that in the event that the Plan ultimately is not confirmed, the Debtors should be afforded an opportunity to rework the Plan terms as necessary, and not to solicit acceptances of the revised plan, without the deterioration and disruption of the Debtors' businesses that is likely to be caused by the filing of competing plans by non- debtor parties. The Court will convene a hearing to consider the extension motion on October 10, 2009, at 10:00 a.m. Objections will be due by October 1. About Six Flags Inc. Headquartered in New York City, Six Flags, Inc., is the world's largest regional theme park company with 20 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP, serves as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., serves as financial advisors, while KPMG LLC acts as accountants. Kurtzman Carson Consultants LLC serves as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SMURFIT-STONE: Caspian Fails to Win Order for Equity Committee -------------------------------------------------------------- Bankruptcy Judge Brendan Linehan Shannon declined an invitation by Caspian Capital Advisors to appoint an official committee of shareholders in Smurfit-Stone Container Corp.'s cases, Steven Church at Bloomberg News reported. Judge Shannon said at the Sept. 30 hearing that he lacks the information to justify an official shareholders committee, which would be entitled to have lawyers and financial advisors paid by the estate. The judge said Caspian can return to court in November and present evidence to support its request. Caspian Capital is an investment manager on behalf of certain entities and currently holds approximately 665,000 shares of 7% Series A Preferred Stock of Smurfit-Stone Container Corporation, which represents in excess of 14% of the issued and outstanding Preferred Stock. Caspian's lawyer, Christopher P. Simon, Esq., at Cross & Simon LLC, in Wilmington, Delaware, had said in a court filing that pursuant to publicly available information, the shareholders are likely to be the fulcrum class in the Chapter 11 cases, especially if there is someone at the negotiation table to represent their interests. He notes that the Debtors' financial outlook is improving, therefore they cannot be said to be hopelessly insolvent. "On the contrary, the Debtors' shareholders are economic parties of interest in these cases," Mr. Simon says. By letter on August 7, 2009, Mr. Simon relates that Caspian asked the United States Trustee for Region 3 to appoint an Equity Committee. However, the U.S. Trustee has not yet responded formally to the request. About Smurfit-Stone Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/-- is one of the leading integrated manufacturers of paperboard and paper-based packaging in North America and one of the world's largest paper recyclers. The Company operates 162 manufacturing facilities that are primarily located in the United States and Canada. The Company also owns roughly one million acres of timberland in Canada and operates wood harvesting facilities in Canada and the United States. The Company employs roughly 21,250 employees, 17,400 of which are based in the United States. For the quarterly period ended September 30, 2008, the Company reported roughly $7.450 billion in total assets and $5.582 billion in total liabilities on a consolidated basis. Smurfit-Stone and its U.S. and Canadian subsidiaries filed for Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead Case No. 09-10235). Certain of the company's affiliates, including Smurfit-Stone Container Canada Inc., a wholly owned subsidiary of SSCE, and certain of its affiliates, filed to reorganize under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Canada. Smurfit-Stone joined pulp- and paper-related bankruptcies as rising Internet use hurts magazines and newspapers. Corporacion Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy in October. Quebecor World Inc., a magazine printer and Pope & Talbot Inc., a pulp-mill operator, also sought cross-border bankruptcies for their operations in the U.S. and Canada. James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M. Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton, Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware, serve as the Debtors' bankruptcy counsel. PricewaterhouseCooper LLC, serves as the Debtors' financial and investment consultants. Lazard Freres & Co. LLC acts as the Debtors' investment bankers. Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and claims agent. Bankruptcy Creditors' Service, Inc., publishes Smurfit-Stone Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Smurfit-Stone Container Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SOLAR THIN: June 30 Balance Sheet Upside-Down by $5.8 Million ------------------------------------------------------------- Solar Thin Films Inc.'s balance sheet at June 30, 2009, showed total assets of $5,675,883 and total liabilities of $11,477,594 and a stockholders' deficit of $5,801,711. For three months ended June 30, 2009, the Company posted a net loss of $942,596 compared with a net loss of $1,586,955 for the same period in 2008. For six months ended June 30, 2009, the Company posted a net loss of $1,487,079 compared with a net loss of $3,032,506 for the same period in 2008. The Company said that there is substantial doubt about its ability to continue as a going concern. The Company noted it has a negative working capital of $7,418,447 as of June 30, 2009. The Company is currently in default in the payment of certain notes payable. The Company has undertaken further steps as part of a plan to improve operations with the goal of sustaining our operations for the next twelve months and beyond to address its lack of liquidity by raising additional funds, either in the form of debt or equity or some combination thereof. The Company's continued existence is dependent upon management's ability to develop profitable operations and resolve its liquidity problems. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d3 Solar Thin Films, Inc. (OTC:SLTZ) is engaged in the manufacture, sale and distribution of equipment that is used to produce thin film amorphous silicon photovoltaic solar panels or modules and provide turn-key a-Si module manufacturing facilities. The Company through its wholly owned subsidiary, Kraft Elektronikai Zrt, is engaged in the design, development and construction on behalf of its customers of both photovoltaic manufacturing equipment and both alone and sometimes through partners of turnkey manufacturing plants that produce photovoltaic thin film modules. The primary use of such photovoltaic thin film modules will be the construction of solar power plants by corporations and governments. SOUTHEAST WAFFLES: Court Okays Sale to Waffle House --------------------------------------------------- Wendy Lee at The Tennessean reports that the U.S. Bankruptcy Court for the Middle District of Tennessee has approved Waffle House's plan to acquire its largest franchisee, SouthEast Waffles LLC. According to The Tennessean, Waffle House will pay $20 million to creditors over a period of time, and starting Thursday, the franchise's 105 restaurants in four states will operate under Waffle House's subsidiary, Mid South Waffles Inc. Citing SouthEast Waffles' chief restructuring officer Gary Murphey, The Tennessean relates that SouthEast Waffles will be closing its corporate headquarters and lay off 15 employees. According to the report, Mr. Murphey said that the affected workers have been offered positions in Norcross. Mr. Murphey, The Tennessean states, said that he would become SouthEast Waffle's liquidating agent on Thursday and that he will pursue monetary recovery from former chief financial officer Becky Sullivan as well as former CEO James Shaub, II. Headquartered in Nashville, Tennessee, SouthEast Waffles, LLC dba Waffle House -- http://www.southeastwaffles.com-- operates restaurants. The Company filed for Chapter 11 protection on August 25, 2008 (Bankr. M.D. Tenn. Case No. 08-07552). Barbara Dale Holmes, Esq., David Phillip Canas, Esq., Glenn Benton Rose, Esq., and Tracy M. Lujan, Esq., at Harwell Howard Hyne Gabbert & Manner represent the Debtor in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed assets and debt of between $10 million and $50 million each. STAR GAS: Fitch Affirms Issuer Default Rating at 'B' ---------------------------------------------------- Fitch Ratings has affirmed the 'B' Issuer Default Rating of Star Gas Partners, L.P., and raised debt ratings: -- Outstanding 10.25% senior unsecured notes due 2013, co-issued with its special purpose financing subsidiary Star Gas Finance Company (the notes), to 'BB-/RR2' from 'B+/RR3'. The Rating Outlook is Stable. Approximately $133 million of notes remain outstanding. The decisions to affirm Star Gas' IDR and maintain its Stable Outlook take into account the improvement in the company's overall performance, lower debt balances, the ability of the company to complete a refinancing of its Petroleum Heat and Power Company subsidiary revolver in a difficult market environment. After a period of extreme volatility, current spot prices approaching the 2009/2010 heating season have been in a relatively narrow range with heating oil at approximately $1.70 per gallon. While higher heating oil prices create substantially greater working capital needs, the company has a strong liquidity position which should allow it to operate through temporary stress conditions even should heating oil prices spike to previous record levels of $4 to $5 per gallon. These positives are partially offset by the known volatility in heating oil prices, the overall decline in the market for heating oil distribution, continued customer attrition, and conservation and conversions. The company has recently reestablished distributions to unit holders and authorized the repurchase of up to 7.5 million units which will limit cash retention going forward. The rating for the notes reflects its subordinated position to the secured Petro credit facility. Fitch's Recovery Rating for the outstanding notes, a relative indicator of creditor recovery on a given obligation in the event of a default, was changed to 'RR2' from 'RR3', signifying that higher recovery potential is present. This change was the sole result of the reduction in the amount of notes outstanding. 'RR2' indicates an estimated recovery level of between 70% and 90% in event of a default. According to Fitch's methodology, debt instruments with an 'RR2' recovery rating are placed two notches above the IDR; the change in the recovery rating leads to a one notch upgrade to 'BB-' from 'B+'. The company should have ample liquidity going into the 2009-2010 heating season. Fitch estimates Star Gas will begin the heating season with no borrowings on its recently renewed Petro facility and over $180 million in cash. In Fitch's rating analysis, Star Gas' robust cash position was a key rating driver. Over the past several years, EBITDA and cash generation have varied due to numerous factors including weather, heating oil prices, attrition, conservation among other factors. The company's strong liquidity position helps to mitigate the risk for creditors and ensure that Star Gas has ample ability to meet its seasonal working capital needs and work its way through difficult operating environments. As a means of determining whether Star Gas has sufficient liquidity to manage through a further increase in commodity prices, Fitch performed a 24 month sensitivity which projected working capital needs assuming no additional margin growth, no improvement in attrition, no acquisitions and weather that was 7.5% warmer than normal. Under this scenario, Star Gas would have sufficient liquidity to finance working capital needs with heating oil prices of $5 per gallon. However, it is important to note that Petro's credit facility would limit the company's ability to pay distributions or redeem any of its capital stock under this scenario which provides support to creditors during stress conditions. Despite weaker performance, Star Gas manages to retain robust cash balances in a stress scenario. Fitch projects Star Gas to generate EBITDA of approximately $65 million under normal weather conditions. This level of performance results in debt to EBITDA of approximately 1.8 times (x) and interest coverage of 4.4x. These credit ratios factor in an additional $20 million reduction in outstanding senior notes in 2010. Star Gas was recently authorized by its Board to repurchase up to $20 million in notes in addition to the $36 million repurchased during fiscal 2009. In its previous credit review, Fitch highlighted refinancing risk associated with the maturity of the Petro revolving credit facility. While the facility was successfully renewed in July 2009, Star Gas' senior notes mature in 2013. Star Gas continues to make periodic repurchases of these notes and Fitch believes that Star Gas has the financial capacity and flexibility to manage the maturity of these notes. STATION CASINOS: Court Authorizes Lazard as Financial Advisor ------------------------------------------------------------- The Bankruptcy Court has authorized Station Casinos Inc. and its units to employ Lazard Freres & Co. LLC as their financial advisor and investment banker nunc pro tunc to the Petition Date pursuant to Sections 327(a) and 328(a) of the Bankruptcy Code and Rule 2014(a) Federal Rules of Bankruptcy Procedure. All of Lazard's compensation set forth in the Agreement, including the Monthly Fees and the Restructuring Fee is approved pursuant to Section 328(a). Lazard will be paid in accordance with the terms described in the Lazard Agreement pursuant to the standard of review under Section 328(a), and Lazard's compensation will not be subject to review under Section 330. The Court, in its sole discretion, retains the right to review Lazards' Restructuring Fee based upon circumstances that cannot be foreseen at the time of entry of the Order. None of the fees payable to Lazard pursuant to the Engagement Letter will constitute a "bonus" or "fee enhancement" under applicable law. The Debtors will not seek to avoid, recharacterize, recover or subordinate pursuant to the Bankruptcy Code or any applicable nonbankruptcy law, any portion of any amounts paid by the Debtors pursuant to the Engagement Letter, including but not limited to the Prior Agreement Fees. The Court has also approved the Indemnification Agreement between the Debtors and Lazard. The Engagement Letter contemplates that Lazard will provide these investment banking services to the Debtors: (a) Review and analyze the Debtors' business, operations and financial projections; (b) Evaluate the Company's potential debt capacity in light of its projected cash flows; (c) Assist in the determination of a capital structure for the Debtors; (d) Assist in the determination of a range of values for the Company on a going concern basis; (e) Advise the Debtors on tactics and strategies for negotiating with the holders of certain existing obligations; (f) Renderi financial advice to the Debtors and participating in meetings or negotiations with Stakeholders and rating agencies or other appropriate parties in connection with any restructuring, reorganization or recapitalization; (g) Advise the Debtors on the timing, nature and terms of new securities or other consideration to be offered pursuant to the Restructuring; (h) Assist the Debtors in preparing documentation within Lazard's area of expertise that is required in connection with the Restructuring; (i) Attend meetings of the Debtors' Board of Directors and its committees with respect to matters on which Lazard has been engaged to advise the Debtors; (j) Provide testimony, as necessary, with respect to matters on which Lazard has been engaged to advise the Company in any proceeding before the Court; and (k) Provide the Debtors with other financial restructuring advice. The Debtors and Lazard have agreed that the term "Restructuring" will also include any transaction or series of transactions pursuant to which all or a majority of the assets of the Debtors are sold or transferred, directly or indirectly, to one or more other corporations or business entities. The Debtors will pay and reimburse Lazard for fees incurred and out-of-pocket expenses in the Chapter 11 cases. Because the Debtors are seeking to pay Lazard pursuant to Section 328(a) of the Bankruptcy Code, the Debtors believe that Lazard's compensation should not be subject to any additional standard of review under Section 330. The Compensation Structure provides for these payment to Lazard: * A monthly fee of $300,000; * A restructuring fee equal to $12,500,000 payable upon the consummation of a Restructuring; * All Prior Agreement Fees will be credited, without duplication, against any Restructuring Fee otherwise payable; provided, that, in the event of a Chapter 11 filing, the credit will only apply to the extent that the fees are approved in entirety by the Court, if applicable; * In addition to any fees that may be payable to Lazard and, regardless of whether any transaction occurs, the Debtors will promptly reimburse Lazard for all (A) reasonable expenses, including travel and lodging, data processing and communications charges, courier services and other appropriate expenditures; and (B) other reasonable fees and expenses, including expenses of counsel, if any; and * As part of the compensation payable to Lazard, the Debtors have agreed to the provisions of the Indemnification Agreement. None of the fees payable to Lazard pursuant to the Engagement Letter will constitute a "bonus" or "fee enhancement" under applicable law. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Gets Nod to Hire FTI as Financial Advisor ---------------------------------------------------------- The Bankruptcy Court has authorized Station Casinos Inc. to employ FTI Consulting, Inc., as their financial advisors, nunc pro tunc to August 11, 2009. FTI will provide consulting and advisory services as FTI and the Debtors deem appropriate and feasible to advise the Debtors in the course of the Chapter 11 cases, including: (a) Assistance with various accounting and financial matters related to the Chapter 11 proceedings, including preparing the Statement of Financial Affairs, Schedules of Assets and Liabilities, and Monthly Operating Reports, and other compliance-related documents to meet the needs of the U.S. Trustee and the Bankruptcy Court; and (b) Other assistance as the Debtors may request and FTI agrees to perform. In addition, FTI, utilizing a separate team, has also filed a retention application seeking to be retained as financial advisors by the CMBS Debtors. By a date no later than August 11, 2009, in order to ensure that it is able to faithfully uphold its fiduciary duties, FTI required each member of each respective team to read, sign and return to FTI's Conflicts Manager an ethical wall agreement indicating: (a) there will be no discussions or communications -- orally, electronically or otherwise -- between any persons who are or have been involved in the Engagement and other Station Casinos matter, about the substance of their respective engagements; (b) only the persons working on matters involving the Engagement will be provided access to non-public documents or information relating to the Engagement; and (c) no person working on any other Station Casinos matter will be provided access to non-public documents or information relating to the Engagement. Further, FTI is setting up electronic internal security walls to ensure that only FTI employees involved directly with or working on the Engagement may have access to the information, databases, e-mails, schedules or any other information of or relating to the Engagement. The FTI Security Administrator will monitor these software walls and related security periodically for compliance with the Ethical Wall procedures. The Debtors will pay and reimburse FTI for fees and out-of-pocket expenses incurred by FTI in the Debtors' Cases. FTI's hourly rates are: Professional Hourly Rate ------------ ----------- Senior Managing Director $710-825 Directors and Managing Directors $525-685 Associates and Consultants $255-480 Administration and Paraprofessionals $105-210 The Debtors and FTI have agreed that: -- any controversy or claim in connection with the Application or the services provided by FTI to the Debtors, including any matter involving a successor-in-interest or agent of any of the Debtors or of FTI, will be brought in the U.S. Bankruptcy Court or the District Court for the District of Nevada; -- FTI and the Debtors and any of their successors and assigns consent to the jurisdiction and venue of the court as the sole and exclusive forum for the resolution of the claims, causes of actions or lawsuits; -- FTI and the Debtors, and any of their successors and assigns waive trial by jury, the waiver being informed and freely made; -- if the Bankruptcy Court, or the District Court, does not have or retain jurisdiction over the claims and controversies, FTI and the Debtors will submit first to non-binding mediation; and, if mediation is not successful, then to binding arbitration, in accordance with the certain dispute resolution procedures; and -- judgment on any arbitration award may be entered in any court having proper jurisdiction. Further, FTI has agreed not to assert any defense based on jurisdiction, venue, abstention or otherwise to the jurisdiction and venue of the Bankruptcy Court or the District Court for the District of Nevada to determine any controversy or claims with respect to the Application or the services it provided. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Wins Nod to Tap Squire Sanders for SL Committee ---------------------------------------------------------------- The Bankruptcy Court has authorized Station Casinos Inc. and tis affiliates to employ Squire, Sanders & Dempsey, LLP, as special counsel to the Special Litigation Committee of the Board of Directors of Station Casinos, Inc., in accordance with the terms set forth in the Application and under the parties' engagement. The Special Litigation Committee was formed by SCI's Board of Directors on March 31, 2009, to independently investigate and take any actions with respect to any potential claims, including derivative claims of SCI, arising out of the acquisition in 2007 of SCI by Fertitta Colony Partners LLC, Fertitta Partners, LLC, and FCP Vote Co, LLC. On April 10, 2009, Squire Sanders was employed by the Special Litigation Committee to render all necessary legal services to the Special Litigation Committee that it may require in conducting its in independent investigation. The Debtors propose to continue the employment of Squire Sanders to render all necessary legal services to the Special Litigation Committee that it may require in conducting its in independent investigation during the Chapter 11 Cases. The Debtors, through the Special Litigation Committee, will employ Squire Sanders on an hourly basis at rates consistent with Squire Sanders' routinely charges in comparable matters" Professional Hourly Rate ------------ ------------ Partners $950 - $350 Associates $475 - $190 Legal Assistants $300 - $95 The Debtors will also reimburse Squire Sanders for its out-of- pocket expenses incurred the Cases. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Station Casinos has hired Milbank, Tweed, Hadley & McCloy LLP as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP as local counsel. The Debtor is also hiring Lazard Freres & Co. LLC as investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SUNWEST MANAGEMENT: Reorganization Plan Angers Lenders ------------------------------------------------------ Wendy Culverwell at Portland Business Journal reports that bankers who loaned Sunwest Management some $1.8 billion are angry at the Company's reorganization plan. Business Journal relates that the Plan includes consolidating Sunwest Management into a single company, a company-wide bankruptcy filing, and its eventual sale potentially to a group led by Blackstone Real Estate Advisors, with proceeds to be used to repay a variety of creditors and investors. Business Journal states that the Plan was written to provide maximum reimbursement to Sunwest Management investors who put $500 million into the Company. According to Business Journal, the Plan was filed with the U.S. District Court for Oregon as part of the U.S. Securities and Exchange Commission's fraud lawsuit against Sunwest Management and several executives, including the Company's founder Jon Harder. Founded in Oregon in 1991, Sunwest Management -- http://www.sunwestmanagement.com/-- is one of the largest private senior living providers in the country and is a significant Oregon employer. In March 2009, U.S. District Judge Michael Hogan appointed Michael Grassmueck as receiver after the Securities and Exchange Commission filed suit against Sunwest and former CEO Jon Harder, alleging securities fraud. The Company engaged Clyde Hamstreet as chief restructuring officer in late November 2008 to serve as CRO, an appointment continued in March by the U.S. District Court after the SEC lawsuit was filed. Sunwest Management has put 10 assisted living centers -- two in Oregon -- into Chapter 11 bankruptcy. Briarwood Retirement and Assisted Living Community LLC, which owns a retirement center in Springfield, and Century Fields Retirement and Assisted Living Community LLC, which owns a center in Lebanon, filed for Chapter 11 on Aug. 19, 2008. On Aug. 17, 2008, eight Sunwest-affiliated LLCs filed for Chapter 11 bankruptcy protection from creditors in Tennessee. TANA SEYBERT: Meeting of Creditors Scheduled for October 27 ----------------------------------------------------------- The U.S. Trustee for Region 2 will convene a meeting of creditors in Tana Seybert LLC and its debtor-affiliates' Chapter 11 cases on October 27, 2009, at 2:30 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. New York City-based Tana Seybert LLC and its affiliates filed for Chapter 11 on Sept. 11, 2009 (Bankr. S. D. N.Y. Case No. 09- 15478). Alan D. Halperin, Esq., at Halperin Battaglia Raicht LLP represents the Debtors in their restructuring efforts. The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. In their petition, the Debtors listed assets and debts both ranging from $10,000,001 to $50,000,000. TANA SEYBERT: U.S. Trustee Appoints Seven-Member Creditors Panel ---------------------------------------------------------------- Diana G. Adams, the U.S. Trustee for Region 2, appoints seven members to the official committee of unsecured creditors in the Chapter 11 cases of Tana Seybert LLC and its affiliates. The Creditors Committee members are: 1. Graphic Communication International Union Local 119/43B Attn: Mary DeGratto, president-treasurer 27 Union Square West New York, NY 10003 Tel: (212) 989-0510 2. Central Marquardt aka Central Lewmar Attn: Jeffrey Biskaduros, credit manager 261 River Road Clifton, NJ 07014 Tel: (800) 526-5441, Ext. 8519 3. Pitman Company Attn: Eileen K. Messo, vice president finance & corporate credit 721 Union Boulevard Totowa, NJ 07512-2207 Tel: (800) 526-5441, Ext. 8519 4. Graphic Paper, Inc. Attn: Anthony J. Aronica, chief financial officer 31 Windsor Place Central Islip, NY 11722 Tel: (631) 964-8225 5. Gould Paper Corporation Attn: Carl Degisi, credit manager 11 Madison Avenue New York, NY 10010 Tel: (212) 301-0130 6. Braden Sutphin Ink Company Attn: Diego Perez-Stable, controller 3650 E. 93rd Street Cleveland, Ohio 44105 Tel: (216) 271-2300 7. eMerging iMage Attn: Joe Murray, president 35-30 61st Street Woodside, NY 11377 Tel: (718) 424-1110 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also Attnempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. New York City-based Tana Seybert LLC and its affiliates filed for Chapter 11 on Sept. 11, 2009 (Bankr. S. D. N.Y. Case No. 09- 15478). Alan D. Halperin, Esq., at Halperin Battaglia Raicht LLP represents the Debtors in their restructuring efforts. The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. In their petition, the Debtors listed assets and debts both ranging from $10,000,001 to $50,000,000. TAYLOR BEAN: 1,737 Tax Bills Paid in Escrow Will Be Late -------------------------------------------------------- Will County Treasurer Pat McGuire said that 1,737 Will County tax bills that had been paid in escrow to the company were going to be late, due to Taylor, Bean & Whitaker Mortgage Corp.'s bankruptcy filing, Cindy Wojdyla Cain at The Herald News reports. Taylor Bean filed for bankruptcy a week before the second installment of property taxes was due in Will County, according to the Herald News. Citing Mr. McGuire, The Herald News says that some property owners are unaware that Taylor Bean went bankrupt and their escrowed tax money is part of the bankruptcy proceeding. The deadline these customers should be aware of is November 3, when Mr. McGuire's office must sell the unpaid taxes to a third party, the rpeort states. According to the report, Mr. McGuire said that his office has been doing everything it can to help taxpayers who were Taylor Bean clients figure out what's going on. About 560 Will County bills as well as late bills have been paid by Bank of America and Cenlar, which took over the mortgages from Taylor Bean, says The Herald News. The Herald News, citing Mr. McGuire, states that Saxon and Ocwen, the other two banks that took over mortgages, are using a third- party company to pay the tax bills and the payment could take several more weeks. Citing Mr. McGuire, The Herald News relates that taxes aren't due in Cook County until November. Florida property taxes aren't due again until April, says the report. According to the report, Mr. McGuire said that most Illinois counties have a second installment due the first week of September. Taylor, Bean & Whitaker Mortgage Corp. is a 27-year-old company that grew from a small Ocala-based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean, the 12th largest U.S. mortgage lender and servicer of loans, filed for bankruptcy protection on Aug. 24 after being suspended from doing business with U.S. agencies and Freddie Mac, the government-supported mortgage company. Taylor has blamed probes into one of its banks for the suspensions. Taylor Bean filed for Chapter 11 on August 24 (Bankr. M.D. Fla. Case No. 09-07047). Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida, represents the Debtor. Troutman Sanders LLP is special counsel. BMC Group Inc. serves as claims agent. Taylor Bean has more than $1 billion of both assets and liabilities, and between 1,000 and 5,000 creditors, according to the bankruptcy petition. TENET HEALTHCARE: S&P Assigns 'CCC' Rating on $345 Mil. Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'CCC' issue-level rating to hospital operator Tenet Healthcare Corp.'s $345 million mandatory convertible preferreds. Net proceeds were used to repurchase $300 million worth of outstanding 9.25% senior notes due 2015. The mandatory convertible preferred stock will automatically convert to Tenet common stock on Oct. 1 2012. Standard & Poor's views the mandatory convertible preferred issuance as 100% debt for ratings purposes. S&P's corporate credit rating on Tenet is 'B', reflecting the company's struggles over the past several years with weak operating performance and operating cash outflow and highly leveraged financial position. Despite the successes to date of a multiyear turnaround effort, these factors remain key elements of the company's highly-leveraged financial risk profile and vulnerable business risk profile. Tenet's extensive efforts to effectuate a turnaround over several years has included large- scale management and governance changes, cost control initiatives, revamped physician recruitment and relationship strategies, and managed care contract renegotiations to improve pricing. Tenet's improving financial results and better patient admissions over the past two years indicate some measure of success of its efforts. Still, a consistent track record of positive free cash flow generation is not likely in the near term. Ratings List Tenet Healthcare Corp. Corporate Credit Rating B/Stable/-- New Rating $345M mandatory convertible preferred CCC THOMAS RIPLEY: No Stay Relief for Bank of America ------------------------------------------------- WestLaw reports that the automatic stay would not be lifted, only six months after the petition date, to allow a mortgage lender to exercise its rights in real estate in which an individual Chapter 11 debtor lacked any equity. The case was still in its early stages, and the debtor presented an apparently viable plan for development and sale of the property in a compressed time frame of less than one year. It was unclear that the mortgage lender could obtain payment on its debt more quickly even if the stay were lifted. Moreover, a junior lienholder actively opposed stay relief and had spent significant funds in contesting the mortgage lender's motion in the belief that, if the debtor were allowed to develop the property and time passed, more would eventually be realized for creditors than if the mortgage lender were allowed to rush to a sale in a depressed real estate market. In re Ripley, - -- B.R. ----, 2008 WL 5412100 (Bankr. E.D. Pa.). Thomas L. Ripley, Sr., filed for Chapter 13 bankruptcy protection (Bankr. E.D. Pa. Case No. 08-12390) on April 10, 2008. On July 16, 2008, Mr. Ripley's case was converted to Chapter 11 proceeding. Mr. Ripley is represented by Albert A. Ciardi, III, Esq., and Nicole Marie Nigrelli, Esq., at Ciardi Ciardi & Astin, P.C., in Philadelphia. The Debtor's Schedule A lists ownership of one piece of real property located at 3535 Bristol Road in Doylestown, Pa. The value of the Property is listed at $3,220,000. Amended Schedule D lists four secured claims on the Property: (A) a first mortgage lien in the amount of $1,781,229 owed to Bank of America; (B) a second mortgage lien in the amount of $531,406 owed to Madison Bank, Division of Leesport Bank; (C) a third mortgage lien in the amount of $1,200,000 owed to The Ohio Casualty Insurance Company; and (D) 2006 real estate taxes in the amount of $5,963 owed to Bucks County Tax Claim Bureau. William Bott, a professional real estate appraiser, testified BofA that, as of his inspection on July 31, 2008, the Property is worth $1,835,000. This is the third time that Mr. Bott has appraised the Property. He determined the Property to be worth nearly three million dollars in late 2006 and $1,995,000 in November of 2007. The Honorable Jean K. Fitzsimon concludes "it is premature and unwarranted to lift the automatic stay pursuant to 11 U.S.C. Sec. 362(d)(2) at this time. Therefore, [BofA's] Motion is denied. While the Debtor lacks equity in the Property, the land is necessary for an effective reorganization. The Debtor has presented the Court with a plan of reorganization which the Court deems to be viable. It is reasonable to propose that the Property can be marketed and sold within approximately one year." THOMAS SIEBERT: Case Summary & 17 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Thomas L. Siebert 229 Wardour Drive Annapolis, MD 21401 Bankruptcy Case No.: 09-28384 Chapter 11 Petition Date: September 29, 2009 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: James F. Schneider Debtor's Counsel: James A. Vidmar Jr., Esq. Logan, Yumkas, Vidmar & Sweeney LLC 2530 Riva Road, Suite 400 Annapolis, MD 21401 Tel: (443) 569-5977 Fax: (410) 571-2798 Email: jvidmar@loganyumkas.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. Siebert's petition, including a list of his 17 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/mdb09-28384.pdf The petition was signed by Mr. Siebert. TRAGO INTERNATIONAL: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Trago International, Inc. 2215-B Renaissance Drive - Suite 16 Las Vegas, NV 89119 Bankruptcy Case No.: 09-28095 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Linda B. Riegle Debtor's Counsel: Yvette R. Freedman, Esq. John Peter Lee, Ltd 830 Las Vegas Blvd, South Las Vegas, NV 89101 Tel: (702) 382 4044 Fax: (702) 383 9950 Email: info@johnpeterlee.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 19 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nvb09-28095.pdf The petition was signed by Christopher Condon, CEO of the Company. TRUE TEMPER SPORTS: To File for Chapter 11 With Prepack Plan ------------------------------------------------------------ True Temper Sports, Inc., said Sept. 30 it has reached an agreement with its secured lenders, bondholders and shareholders to restructure all of its outstanding indebtedness and significantly reduce its overall loan balance. The agreement was reached after extensive, collaborative negotiations with the majority of its lenders during the spring and summer months of 2009. The restructuring will result in over an 80% reduction of outstanding indebtedness, from the current level of nearly $275 million to a balance of less than $40 million. As part of the agreement, a group of the Company's current debtholders and capital partners have raised approximately $70 million in new equity that will be used to reduce indebtedness which will free up operating cash flow for future investments in growth and expansion. The new equity investors will partner with the current ownership group to ensure a smooth financial transition for the Company. In order to consummate the restructuring, the Company intends to file a "pre-packaged" restructuring petition with the U.S. Bankruptcy Court in Delaware. The filing is merely a mechanism to implement the agreed upon balance sheet restructuring, and will not impact the fundamental business of True Temper or its day-to- day operations. In addition, this pre-packaged filing will be made with all the necessary support from True Temper's lenders, and will have no impact on the Company's trade creditors, such as vendors and suppliers. The Company's management team, its Board of Directors, and its lenders elected to enact this process as the most efficient and expeditious way to affect the agreed upon financial plan. Company management fully expects to receive court approval for the prearranged financing plan, and anticipates exiting the court system within the next 45 to 60 days. Commenting on the new capital structure, Scott Hennessy, President and CEO noted, "This is a very important day for our Company, as we have successfully reached an agreement to restructure our balance sheet and significantly lower our debt profile. This new financial template clearly allows for the acceleration of our global expansion plans, and for the continued growth of the True Temper business as the overall economy improves. I am pleased that we were able to work so closely with our current lenders and investors to reach an agreement that is beneficial for the Company in both the short and long term. I am encouraged that the plan was able to come together in a way that ensures our employees, customers, suppliers and underlying operations remain unaffected by this balance sheet only restructuring. As we have said many times during the past several months, True Temper has a very compelling and successful business, but clearly there were capital structure issues that needed to be addressed. We have now addressed these concerns, and will be much better positioned for our continued success." Elaborating on the financial restructuring plan, Jason Jenne, Vice President and CFO commented, "One of our goals during this process was to ensure that day-to-day operations at True Temper remained unaffected by this back-office financial planning. I believe we were successful in that objective, as our plan provides for 100% payment of all current and future obligations to employees and suppliers, as well as the continued, uninterrupted operation of each of our manufacturing facilities around the world. In addition, the majority of the lenders that are actually impacted by our restructuring have demonstrated their continued commitment to the Company through their financial support in the form of a new and affordable long-term loan package, as well as their formal approval of the restructuring plan to be filed shortly with the court. Our current cash position, global working capital levels, and overall liquidity remain quite strong. In addition to the $70 million of new equity capital, we have also secured commitments from certain of our existing lenders for a new $12.5 million revolving credit facility in order to support our future business initiatives and strategic plans. Overall, following this restructuring we will be on the strongest financial footing in our two decades as a stand-alone company." Looking towards the future, Mr. Hennessy noted, "Very shortly the completion of this financial reorganization will be behind us, and we can once again put all of our focus on continuing to grow True Temper's golf and performance sports businesses. We are encouraged by the recent signs of improvement in the global economy, and remain confident that our leadership market share position remains strong. We fully expect to see a continued recovery in our business during the remainder of 2009 and into 2010, and our new product lineup is one of the strongest in years. We are particularly encouraged by the new Project X(R) graphite golf shafts that have received unprecedented initial success on the professional tours, and GS85(R) and GS95(R) steel golf shafts that were recently launched to rave reviews in Asia and other international markets. Overall, our business strategy is clear and intact. We remain committed to providing all of our customers with the most technically advanced products the industry can offer, combined with world class customer service and operational excellence." About True Temper True Temper is the leading manufacturer of golf shafts in the world, and is consistently the number one shaft on all professional tours globally. The Company markets a complete line of shafts under the True Temper(R), Grafalloy(R) and Project X(R) shaft brands, and sells these brands in more than 30 countries throughout the world. True Temper is proudly represented by more than 800 individuals in ten facilities located in the United States, Europe, Japan, China and Australia. As of June 28, 2009, the Company had $180.4 million in total assets and $319.0 million in total liabilities, resulting in stockholders' deficit of $138.5 million. US AIRWAYS: Awards $3MM+ to Employees for July Performance ---------------------------------------------------------- US Airways will pay its 33,000 employees $100 each for helping the airline deliver second- and third-place rankings in baggage mishandlings and on-time performance, respectively, for the month of July. The rankings are measured against the 10 largest airlines according to results released by the U.S. Department of Transportation's (DOT) monthly Air Travel Consumer Report. The payout is part of US Airways' "Triple Play" program, where employees below the director level can earn up to $150 per month in incentive pay when they achieve top-three rankings among the ten largest U.S. airlines for on-time performance, mishandled baggage reports or customer complaint numbers. Most employees will receive the payout in their Sept. 25 paycheck. US Airways set a new company record for fewest baggage mishandlings in July -- 2.75 reports per 1,000 passengers -- which gave the carrier a second-place ranking. Both the ratio and the ranking are the best for US Airways since its merger with America West Airlines in 2005. 80.6 percent of US Airways' flights arrived within 15 minutes of their published arrival time -- the metric by which airlines' on-time performance is measured by the DOT -- giving the airline a third-place ranking for the month. US Airways' rankings for baggage mishandlings and on-time performance for July were the highest of the six largest hub-and- spoke carriers (American Airlines, Continental Airlines, Delta Air Lines, Northwest Airlines and United Airlines). "We're focusing on what really matters to our customers -- getting them to their destination on time and with their bags -- and we're delivering consistently," said US Airways' Chief Operating Officer Robert Isom. "Our people have done a tremendous job in running a reliable airline and we couldn't be more proud of the results." About US Airways US Airways, along with US Airways Shuttle and US Airways Express, operates more than 3,200 flights per day and serves more than 200 communities in the U.S., Canada, Europe, the Middle East, the Caribbean and Latin America. The airline employs more than 33,000 aviation professionals worldwide and is a member of the Star Alliance network, which offers its customers more than 17,000 daily flights to 916 destinations in 160 countries worldwide. And for the eleventh consecutive year, the airline received a Diamond Award for maintenance training excellence from the Federal Aviation Administration (FAA) for its Charlotte, North Carolina hub line maintenance facility. For more company information, visit http://www.usairways.coM/ Under a Chapter 11 plan declared effective on March 31, 2003, USAir emerged from bankruptcy with the Retirement Systems of Alabama taking a 40% equity stake in the deleveraged carrier in exchange for $240 million infusion of new capital. US Airways and its subsidiaries filed another Chapter 11 petition on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820). Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represented the Debtors in their restructuring efforts. In the Company's second bankruptcy filing, it listed $8,805,972,000 in total assets and $8,702,437,000 in total debts. The USAir II bankruptcy plan became effective on September 27, 2005. The Debtors completed their merger with America West on the same date. (US Airways Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). * * * As reported by the TCR on Sept. 25, 2009, Moody's affirmed US Airways' Corporate Family and Probability of Default Ratings at 'Caa1'. US Airways Group carries a 'CCC' issuer default rating from Fitch. As of June 30, 2009, reorganized US Airways had total assets of $7,858,000,000 against debts of $8,194,000,000, for a stockholders' deficit of $336,000,000. US AIRWAYS: Promotes Four Mgt. Team Members to VP-Level ------------------------------------------------------- US Airways announced it has promoted four members of its management team to the vice president level: -- Terri Pope was promoted from managing director, airport customer service / Charlotte (CLT) hub to vice president, airport customer service / CLT hub -- Kevin Brickner was promoted from managing director, integration and compliance to vice president, technical services -- Paul Jones was promoted from managing director and Associate general counsel to vice president, legal affairs -- Howard Kass was promoted from managing director and associate general counsel to vice president, legal affairs The Company also announced that Elise Eberwein was promoted to executive vice president, people and communications from senior vice president, people and communications. In this role, she will continue to lead all human resources and communication efforts for the airline and will continue to report directly to US Airways Chairman and CEO Doug Parker. The five promotions were approved yesterday by the Company's Board of Directors. "We have an exceptional leadership team at US Airways and today's announcement recognizes the contributions of five outstanding members of that team. Collectively, their experience provides decades of aviation knowledge with a tremendous amount of technical expertise unique to each of the areas they oversee. Equally important, they each bring the right approach to coaching and leading others within our organization," said Parker. "We couldn't be more proud of Terri, Kevin, Paul, Howard and Elise, and the important contributions they have made and will continue to make at US Airways." * Terri Pope - Vice President, Airport Customer Service/CLT Hub Pope, 51, manages US Airways' largest hub, which continues to experience domestic and international growth. She will report to Senior Vice President, Airport Customer Service, International and Cargo Suzanne Boda. In this elevated role, Pope will continue to lead all aspects of the airline's CLT hub operation and will serve as the primary relationship point of contact with the Charlotte Airport Authority. Pope began her career at US Airways working for Air Kentucky Airlines, an Allegheny commuter carrier. Over the course of her 33 years in the airline industry, she has held a variety of positions at US Airways in airport customer service. Pope worked her way up within the airline, serving in various management roles at New York's LaGuardia Airport, West Palm Beach, Fla. and Washington, D.C.'s Reagan National Airport. She was promoted to oversee the CLT hub in 2000. This summer, the Charlotte Business Journal recognized Terri as one of the top 25 business women in the Charlotte community. * Kevin Brickner - Vice President, Technical Services Brickner, 39, fills the role of vice president, technical services vacated by David Seymour who was promoted to senior vice president, technical operations last year. In his new role, Brickner continues to report to Seymour and direct the technical operations planning, engineering and quality teams. His responsibilities include leading efficiency and quality assurance initiatives across US Airways' aircraft maintenance programs and processes. Brickner is also responsible for maintaining a strong working relationship between the airline's technical operations team and the Federal Aviation Administration (FAA). A 14-year veteran of US Airways, Brickner began his career as a financial analyst in 1996, and then moved into technical operations where he quickly excelled through the leadership ranks. During the America West-US Airways merger, he held the critical role of managing director, technical operations integration. Following integration of the operating certificate and the technical operations organization, Brickner transitioned to a new role as managing director, aircraft acquisitions and returns. Brickner received both his Bachelor of Science degree in mechanical engineering and his Master of Business Administration degree from the University of Pittsburgh. * Paul Jones - Vice President, Legal Affairs In his new role, Jones, 58, will continue to focus on legal issues related to labor and employee relations including the Company's labor negotiations. He will assume new responsibility for oversight of US Airways' litigation and legal support for the Company's compensation and benefit plans. Jones is filling an open vice president position and continues to report to Executive Vice President, Corporate Steve Johnson. Jones joined US Airways in 2007 from Federal Express Corporation, where for 10 years he held senior attorney and lead counsel positions. Prior to joining FedEx, he was a partner at Ford & Harrison, an Atlanta law firm where he specialized in labor relations and employment law. Since joining US Airways, he has been instrumental in working with the airline's labor relations team to achieve single agreements with the fleet service and maintenance employee workgroups. Jones and the team of lawyers he leads also work with US Airways' human resources department, providing legal advice and guidance on employee relations matters. Jones earned his undergraduate degree from Washington and Lee University and his J.D. from Emory University School of Law. * Howard Kass ? Vice President, Legal Affairs Based in Washington, D.C., Kass, 41, and the team of lawyers he leads will continue to have responsibility for the Company's antitrust and regulatory compliance and legal support for its marketing efforts, including alliances. His responsibilities will be expanded to include legal support for key strategic initiatives, special projects and for US Airways' government affairs team. He will also continue to report to Johnson. Kass left the Transportation Security Administration (TSA) to join US Airways in 2003. He had held deputy director and director positions with the TSA, where he helped develop TSA policies for the distribution of federal funds to the airline industry. Prior to the TSA, Kass was a senior associate with the management consulting firm Booz, Allen, Hamilton in McLean, Va. He was also a consultant with GKMG Consulting Services where he advised airport and transportation industry clients on Department of Transportation and FAA regulations. Howard earned his Bachelor of Arts from Michigan State University and his J.D. from Case Western Reserve University School of Law. He also holds a Master of Business Administration degree from Johns Hopkins University. About US Airways US Airways, along with US Airways Shuttle and US Airways Express, operates more than 3,200 flights per day and serves more than 200 communities in the U.S., Canada, Europe, the Middle East, the Caribbean and Latin America. The airline employs more than 33,000 aviation professionals worldwide and is a member of the Star Alliance network, which offers its customers more than 17,000 daily flights to 916 destinations in 160 countries worldwide. And for the eleventh consecutive year, the airline received a Diamond Award for maintenance training excellence from the Federal Aviation Administration (FAA) for its Charlotte, North Carolina hub line maintenance facility. For more company information, visit http://www.usairways.coM/ Under a Chapter 11 plan declared effective on March 31, 2003, USAir emerged from bankruptcy with the Retirement Systems of Alabama taking a 40% equity stake in the deleveraged carrier in exchange for $240 million infusion of new capital. US Airways and its subsidiaries filed another Chapter 11 petition on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820). Brian P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning, Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, represented the Debtors in their restructuring efforts. In the Company's second bankruptcy filing, it listed $8,805,972,000 in total assets and $8,702,437,000 in total debts. The USAir II bankruptcy plan became effective on September 27, 2005. The Debtors completed their merger with America West on the same date. (US Airways Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000). * * * As reported by the TCR on Sept. 25, 2009, Moody's affirmed US Airways' Corporate Family and Probability of Default Ratings at 'Caa1'. US Airways Group carries a 'CCC' issuer default rating from Fitch. As of June 30, 2009, reorganized US Airways had total assets of $7,858,000,000 against debts of $8,194,000,000, for a stockholders' deficit of $336,000,000. UTGR INC: Reaches Preliminary Pact With Greyhound Owners Group -------------------------------------------------------------- The UTGR Inc.'s Twin River slot parlor has reached a preliminary agreement with a Rhode Island Greyhound Owners Association in their dispute over dog racing at the Lincoln gambling venue, court documents say. The terms of the agreement reached by the two sides weren't disclosed. Paul Grimaldi at The Providence Journal quoted Twin River's spokesperson Patti Doyle as saying, "We have reached an agreement in principle with [the greyhound association] and are optimistic that it will be finalized in the near term." The Providence Journal relates that UTGR filed for bankruptcy protection in June 2009, citing among other issues a contract with the Rhode Island Greyhound Owners Association that the Company claimed cost too much money. According to the report, UTGR's racing in Lincoln was interrupted in August 2009 with the suspension of greyhound racing. The deal could be set next week, or by the October 13 court hearing, The Providence Journal states, citing Ms. Doyle. According to The Providence Journal, breaking the contract with the association would let the slot parlor: -- drop the $9 million annual fee it pays the group, -- lay off at least 18 full-time and nine part-time positions, and -- trim the salaries of another 22 workers. The Providence Journal says that UTGR has asked a federal bankruptcy judge to void the current contract. The Providence Journal states that under various alternative live racing formats, the slot parlor's owners estimate that they could save between $7.5 million and $8.6 million annually. 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. VECTRIX CORPORATION: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Vectrix Corporation 55 Samuel Barnet Boulevard New Bedord, MA 02745 Case No.: 09-13347 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Kevin Gross Debtor's Counsel: Garvan F. McDaniel, Esq. Bifferato Gentilotti LLC 800 N. Market Street, Plaza Level Wilmington, DE 19801 Tel: (302) 429-1900 Fax: (302) 429-8600 Email: gmcdaniel@bglawde.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Michael J. Boyle, the company's president and chief executive officer. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ E-Max ev's Germany Trade debt $967,112 Holding Ltd. Unit 1110, Lippo Sun Plaza 28 Canton Rd., TST Kowloon Hongkong EVB Technology (HK) Ltd. Trade debt $870,887 4/F, Gold Peak Building 30 Kwai Wing Road Hongkong Hughes, Peter Employee obligation $610,970 41 Martha's Lane PO Box 54 South Harwich, MA 02661 Coady Diemar Partners, LLC Broker Fee $305,579 1370 Avenue of the Americas New York, NY 10019 Blue Sky Holdings, LLC Broker Fee $269,920 130 Bellevue Avenue Newport, RI 02842 Price Waterhouse Coopers Professional Services $227,000 Latham & Watkins Professional Services $162,769 Cox, Steven R. Employee Obligations $145,700 Hinckley, Alley & Snyder LLP Professional Services $127,442 Peggy Farrel I-Site, Inc. Trade debt $81,497 Brookwood Middletown Lease Obligations $64,147 Tech, LLC Service Point Trade debt $60,460 Dorsey & Whitney LLP Professional Services $59,754 Meier, Catherine F. Employee Obligations $59,280 American Express Trade debt $47,778 Wilmoth Field Warne Professional Services $42,646 Redleaf Communications Professional Services $35,350 Channel Ark Enterprises Trade debt $33,000 Epicor/i-Scala Judgement $27,964 HSBC Commercial Banking Professional Services $25,000 W/C IMPORTS: Wants Access to Cash Securing the CIT Group Loan -------------------------------------------------------------- W/C Imports Inc. asks the U.S. Bankruptcy Court for the Central District of California for authorization to: -- use cash securing repayment of loan from CIT Group/Commercial Services, Inc.; and -- grant to the CIT Group a replacement lien as adequate protection. The Debtor requires the immediate use of cash collateral to operate its business on a daily basis. The CIT Group asserts a lien against the Debtors' estate a senior secured claim of $2.75 million. Patrick McCullagh, the Debtors' president asserts a secured claim of $450,000. The Debtor relates that the CIT Group has a substantial equity cushion of 45-79% of its loan balance. Parties-In-Interest Object The CIT Group objected to the Debtor's cash collateral motion relating that: a. the Debtor failed to establish that the estate faces immediate and irreparable harm; b. the Debtor is unable to provide CIT with adequate protection; c. there is no basis to authorize the Debtor to use cash collateral for prepetition payroll expenses or to expend cash collateral. K/L Anaheim Properties I LLC and K/L Anaheim Properties II LLC, the landlord, objected to the Debtor's cash collateral motion stating that the Debtor has to pay the entire postpetition rent to the landlord when due from the cash collateral. About W/C Imports Inc. 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. W R GRACE: Ask for Approval of Amended AETNA Settlement Deal ------------------------------------------------------------ W.R. Grace & Co. and its affiliates ask the Court to approve their amended and restated settlement agreement with The Aetna Casualty and Surety Company, now known as Travelers Casualty and Surety Company. Travelers issued certain policies of insurance to W.R. Grace & Co. and W.R. Grace & Co.-Conn., from which disputes on rights and obligations have arisen, with respect to coverage for asbestos- related claims for which the Debtors seek coverage, according to David M. Bernick, Esq., at Kirkland & Ellis LLP, in New York. Prior to the Petition Date, the Debtors and Travelers -- which was then known as Aetna -- reached two separate settlement agreements on February 20, 1992, and May 22, 1996. The Debtors contend that under the 1996 Agreement, Travelers is obligated to provide reimbursement for indemnity payments made or to be made by Grace and the Asbestos Personal Injury Trust in connection with asbestos-related claims, Mr. Bernick relates. The Plan of Reorganization proposed by the Plan Proponents contemplates that Asbestos PI Claims will be enjoined and channeled to the Asbestos PI Trust. Travelers has objected to the Plan citing that the Plan contemplates that certain indemnity claims by Travelers that may arise under the 1992 Agreement and 1996 Agreements would be paid at a discount. Mr. Bernick specifies that to resolve Travelers' Objections in full, the Debtors and Travelers stipulate that: (a) the benefit of the bargain negotiated by Grace and Travelers in the 1996 Agreement is made available to the Trust without the need for litigation to enforce either the transfer of the 1996 Agreement by Grace to the Trust or the specific terms of the 1996 Agreement; (b) the full unexhausted remaining limits of the Policies subject to the 1996 Agreement are made available to reimburse the Trust for payments made to Asbestos PI claimants with respect to Asbestos PI claims; (c) the Amended Agreement amends and restates the 1996 Agreement, enabling the processing and payment of claims by the Trust under the Trust Distribution Procedures to be compliant with the 1996 Agreement, as amended and restated; (d) the Amended Agreement represents a compromise of defenses that Travelers might have with respect to coverage for any individual Asbestos PI claim; and (e) upon the Court's approval of the Amended Agreement Travelers will withdraw all objections to confirmation of the Plan. The Amended Agreement further provides that if the Plan is confirmed, the Trust would indemnify and hold Travelers harmless with respect to any claims asserted against Travelers that constitute Asbestos PI claims that are subject to the Asbestos PI Channeling injunction, without application of the Payment Percentage. The lowest attachment point of the insurance policies whose limits are made available to reimburse the Trust for payments made to Asbestos PI claimants under the Amended Agreement is $20 million. Mr. Bernick notes that the Amended Agreement enables the benefits of the 1996 Agreement to be available to the Trust for payment of Asbestos PI claims, which constitute the best interest of the Debtors, their estates and creditors. Accordingly, the Amended Agreement should be approved. 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. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. 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. The Plan confirmation hearing is scheduled to continue on October 13 and 14. 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: Ask for Approval of Amended Chartis Insurance Pact ------------------------------------------------------------- American Home Assurance Company, AI Insurance Company, Birmingham Fire Insurance Company of Pennsylvania, now known as AIG Casualty Company, Granite State Insurance Company, Illinois National Insurance Company, Insurance Company of the State of Pennsylvania, Lexington Insurance Company, National Union Fire Insurance Company of Pittsburgh, Pennsylvania and New Hampshire Insurance Company -- collectively known as the Chartis Insurance Companies -- issued certain policies of insurance that provide insurance coverage to W.R. Grace & Co. and W.R. Grace & Co.-Conn. Disputes have arisen between the Debtors and the Chartis Insurance Companies regarding their rights with respect to the Policies and insurance agreements reached in November 1995 and November 2000, which obligated the Companies to make certain payments in connection with asbestos-related claims. To resolve the disputes, the Debtors and the Chartis Insurance Companies entered into an amended agreement, according to David M. Bernick, Esq., at Kirkland & Ellis LLP, in New York. The Amended Agreement confers principal benefits on the Debtors' estate, including, among others: (a) Payment by the Chartis Insurance Companies to the Asbestos PI Trust in the cumulative amount of $73,897,516, on a quarterly basis for 54 months of $4,105,417. Payments will begin on the "trigger date" as set forth in the Amended Agreement. (b) The Payment does not need litigation to enforce the assignment by Grace to the Trust of the 1995 and 2000 Agreements or the terms of the Subject Policies; (c) A compromise of coverage defenses that the Chartis Insurance Companies might have with respect to any individual Asbestos PI Claim, including notice, trigger of coverage, allocation and consent to settle; (d) A mutual release from the Chartis Insurance Companies in connection with the Policies and the Agreements; and (e) the Chartis Insurance Companies withdrawal of all objections to confirmation of the Plan. Mr. Bernick maintains that the Amended Agreement allows the substantive compromises embodied in the 1995 and 2000 Settlement Agreements to remain in place, thereby resolving all existing and potential future disputes between the Stipulating Parties. If the Amended Agreement is not approved, the Trust likely would face additional burden and cost in seeking to obtain the benefits of, and enforcing Grace's rights under, the Policies and the 1995 and 2000 Settlement Agreements, Mr. Bernick tells Judge Fitzgerald. The Amended Agreement also removes the Chartis Insurance Companies as objectors to the confirmation of the Plan, according to Mr. Bernick. Against this backdrop, the Debtors ask the Court to approve the Amended Agreement. 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. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. 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. The Plan confirmation hearing is scheduled to continue on October 13 and 14. 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: Court OKs London Market Insurance Cos. Amended Pact -------------------------------------------------------------- The Bankruptcy Court approved in its entirety W.R. Grace & Co. Inc.'s amended agreement with London Market Insurance Companies. The London Market Companies is part of a 1995 agreement, which governed the method by which the London Market Companies would reimburse Grace for defense costs and damages arising in connection with certain asbestos-related claims. Under the Amended Agreement, the benefit of the bargain negotiated by Grace and the London Market Insurance Companies in the 1995 Agreement is made available to the Asbestos Personal Injury Trust without the need for litigation. The full remaining limits of the London Market Companies' policies -- in excess of $28 million -- are made available to reimburse the Trust for payments made to Asbestos PI Claimants. All objections to the Amended Agreement that have not been withdrawn, waived or settled, and all reservations of rights included in such objections are overruled on the merits, Judge Fitzgerald ruled. The Court clarified, however that it "is not deciding at this time" whether an injunction pursuant to Section 524(g) of the Bankruptcy Code should be issued with respect to London Market Insurance Companies. "Questions relating to Section 524(g) are reserved for Plan confirmation proceedings," Judge Fitzgerald said. 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. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. 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. The Plan confirmation hearing is scheduled to continue on October 13 and 14. 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) WASHINGTON CROSSING: Defaults on $5.45MM Mortgage, Faces Lawsuit ---------------------------------------------------------------- Mark Spivey at MyCentralJersey.com reports that New York Community Bank has filed a complaint to the Court of Common Pleas of Lehigh County in Pennsylvania against Washington Crossing, claiming that the Company defaulted on a $5.45 million mortgage by failing to make regularly scheduled payments. New York Community also filed an almost identical complaint against Livingston Apartments LP, recipient of a $2.76 million mortgage, MyCentralJersey.com relates. The filings allow creditors to receive a judgment on a claim without necessarily filing a lawsuit or filing for foreclosure, the report states, citing Robert Brown at law firm Brown, Brown, Solt & Ferretti. According to the report, the two complaints demand combined payments of $8.42 million, or slightly more than the $8.21 million value of the two original mortgages established in June 2007 and September 2008 for Livingston Apartments and Washington Crossing, respectively. Washington Crossing LLC owns the garden-style Allentown apartment complex of the same name that houses a Connolly Properties central leasing office. WEAVER MOUNTAIN ESTATES: Case Summary & 9 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Weaver Mountain Estates Post Office Box 3530 Wickenburg, AZ 85358 Bankruptcy Case No.: 09-24203 Chapter 11 Petition Date: September 28, 2009 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Redfield T. Baum Debtor's Counsel: Robert D. Mccoy, Esq. 2001 W. Wickenburg Way, Suite 1 Wickenburg, AZ 85390 Tel: (928) 684-5354 Fax: (928) 684-9520 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 $3,249,912, and total debts of $2,097,348. A full-text copy of the Debtor's petition, including a list of its 9 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/azb09-24203.pdf The petition was signed by Rome Glover, member of the Company. WEYERHAEUSER COMPANY: Fitch Assigns 'BB+' Rating on Senior Notes ---------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to Weyerhaeuser Company's 7.375% senior unsecured notes ($500 million) due 2019. The Rating Outlook for all ratings is Negative. The rating is based on Weyerhaeuser's poor credit metrics and negative free cash flow stemming from the recessionary collapse of residential construction, which has worked its way back into Weyerhaeuser's integrated business lines of home building, lumber and wood panel manufacturing and the growing and harvesting of trees. The proceeds from this offering will help replenish cash resources, which Fitch now estimates could fall as much as $780 million this year after announced property sales, dividend cuts and debt repayments of almost $350 million in the third quarter. Free cash flow is projected to be negative in 2010 as well based on Fitch's expectations of a slow recovery for the industry with continued downward pressure on the prices for lumber, engineered wood products and wood panels. WINDSTREAM CORPORATION: Fitch Puts 'BB+' Rating on $400 Mil. Notes ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB+' rating to Windstream Corporation's proposed offering of $400 million of senior unsecured notes due 2017. Windstream's Issuer Default Rating is 'BB+' and the Rating Outlook is Stable. The company is expected to use the proceeds from the offering to fund the cash portion and other expenses associated with pending acquisitions as well as for general corporate purposes. The acquisitions of D&E Communications Inc. and Lexcom, Inc. are expected to close in the fourth quarter of 2009 and require approximately $400 million to complete. Concurrent with the senior note offering, the company is seeking certain amendments to its senior secured credit facilities, which are rated 'BBB-', as well as extend their maturities. The maturity of the $500 million revolving credit facility (undrawn as of June 30, 2009) and the term loan A, which had $283 million outstanding on June 30, 2009, will be extended from July 2011 to July 2013. The term loan B, which had a $1.372 billion balance outstanding on June 30, 2009, will be extended from July 2013 to December 2015. The amendment and extensions result in certain increased fees, including increased interest rates on loans with extended maturities. The credit facilities are secured by assets in a portion of Windstream's regulated wireline business, as well as by the assets of its unregulated businesses. Regulated subsidiaries that required the approval of the transaction, or approval of a grant of a guarantee, by state regulators did not provide a guarantee to the senior secured credit facilities. As of June 30, 2009, guarantor subsidiaries held 50%, or approximately $3.9 billion, of Windstream's total assets. Principal financial covenants in the credit facilities require a minimum interest coverage ratio of 2.75 times (x) and a maximum leverage ratio of 4.5x. There are limitations on capital spending, and the dividend is limited to the sum of excess free cash flow and net cash equity issuance proceeds subject to pro forma leverage of 4.5x or less. Windstream's 'BB+' ratings and the Stable Outlook incorporate expectations for the company to generate strong operating and free cash flows, to maintain relatively stable credit protection metrics and to have access to ample liquidity. Concerns regarding the company's credit profile include the effect of the recession and competition on its operations. Fitch believes the company's 2009 gross debt-to-EBITDA ratio could slightly exceed 3.4x -- moderately higher than historical levels -- due to the completion of pending acquisitions and an approximately $90 million increase in non-cash pension cost. On a net debt-to-EBITDA basis, Fitch believes leverage in 2010 should remain within the company's 3.2x to 3.4x historical range. Windstream's liquidity on June 30, 2009, was strong, given its $245 million in cash on the balance sheet, and approximately $493 million available on its revolver (net of outstanding letters of credit). Assuming all lenders in the revolving and term loan A facilities agree to extended the maturity dates to 2013 from 2011, upcoming maturities are nominal at $24 million annually through 2012. Liquidity is also supported by free cash flow, which Fitch estimates will be in the $250 million to $300 million range for 2009. Capital spending, per the company's guidance, is expected to range from $290 million to $320 million. As of June 30, 2009, Windstream had approximately $167 million remaining under its two-year $400 million stock-repurchase program initiated in February 2008. The stock-repurchase plan expires at the end of 2009. Given its current liquidity position and free cash flow generation, Fitch believes repurchases are manageable given the size of the program relative to the company's excess free cash flows. To finance the D&E acquisition, Windstream will pay $73 million in cash and will issue approximately 9.5 million shares. D&E Communications' estimated net debt of $171 million comprises the remainder of the transaction value and consists principally of term loans that may be refinanced. D&E generated EBITDA of $64 million for the 12 months ended June 30, 2009, and Windstream anticipates realizing $25 million in annual synergies in operating expenses and capital expenditures savings following the integration of D&E. Windstream will acquire Lexcom for approximately $141 million in cash. Lexcom had $44 million in revenue in 2008 and generated EBITDA approximating $24 million. Windstream expects to achieve $5 million in synergies after the merger closes. Fitch believes that Windstream is likely to continue to evaluate potential acquisitions. Consolidation would be a long-term positive factor for rural local exchange carriers in Fitch's view, but does carry execution and financing risks. WINDSTREAM CORPORATION: Moody's Puts Ba3 Rating on $400 Mil. Notes ------------------------------------------------------------------ Moody's Investors Service has assigned a Ba3 rating to Windstream Corporation's proposed $400 million senior unsecured notes offering. The company expects to use the net proceeds primarily to fund the cash portion of the purchase price of the pending acquisitions of D&E Communications and Lexcom Inc. As part of the rating action, Moody's affirmed Windstream's Ba2 corporate family and probability-of-default ratings, and SGL-1 short-term liquidity rating. The outlook for all ratings is stable. Windstream is also seeking approval from its lenders to amend and extend its existing credit facilities. Moody's believes the proposed transactions will help maintain Windstream's very good liquidity by extending the maturities of its credit facilities. Moody's has taken these rating actions: Issuer: Windstream Corporation * US$400M Senior Unsecured Regular Bond/Debenture, Assigned Ba3, LGD5 -- 75% * Senior Secured Bank Credit Facility, Affirmed Baa3 * Senior Unsecured Regular Bond/Debenture, Affirmed Ba3, LGD5 -- 75% (Changed from LGD5 -- 76%) * Outlook -- Stable * Speculative Grade Liquidity Rating -- Affirmed SGL-1 Issuer: Valor Telecommunications Enterprise, LLC * Senior Unsecured Regular Bond/Debenture, Affirmed Baa3 * Outlook -- Stable Issuer: Windstream Holdings of the Midwest, Inc * Senior Notes, Affirmed Baa3 * Outlook -- Stable Issuer: Windstream Georgia Communications Corp.: * Senior Notes due 2013, Affirmed Baa2 * Outlook -- Stable Moody's notes that the $400 million in contemplated funding will elevate the Company's proforma adjusted debt-to-EBITDA leverage to above 3.5x. However, Windstream's Ba2 corporate family rating broadly reflects the outlook that despite modest organic wireline revenue declines, the company would be able to drive its adjusted debt-to-EBITDA leverage back to below 3.5x over the next year, as it realizes the synergy benefits from its acquisitions. Moody's also notes that increasing competition will continue to constrain revenues for all ILECs, which will pressure Windstream's EBITDA and cash flow. Therefore, Moody's believes that the company may not regain its historic adjusted leverage levels of low 3.0x over the rating horizon, especially if the pension plan underfunding does not materially improve. Still, Moody's notes that the Company's management team has a good record for meeting its commitments and is likely to stem the pace of the cash flow declines, aided by the recent and possibly future acquisitions. The stable outlook reflects Moody's expectations that Windstream will continue to generate free cash flow of between 3%-to-4% of its total debt over the next 12-to-18 months, partially supported by increasing operating efficiencies and synergies from the pending acquisitions of D&E Communications and Lexcom. Moody's most recent rating action for Windstream was on May 11, 2009. At that time, Moody's affirmed Windstream's ratings following the announcement of the company's plans to acquire D&E Communications. Windstream, headquartered in Little Rock, AR, is an ILEC providing telecommunications services in 16 states and generated about $3.1 billion in annual revenues in the twelve months ended 6/30/2009. WINDSTREAM CORP: S&P Assigns 'BB' Rating on $400 Mil. Notes ----------------------------------------------------------- Standard & Poor's Ratings Services said it assigned a 'BB' issue- level rating to Little Rock, Arkansas-based local telephone operator Windstream Corp.'s proposed $400 million of senior unsecured notes due 2017, to be issued under rule 144A with registration rights. Proceeds will be used to fund the acquisitions of two local telephone companies-D&E Communications Inc. (BB-/Watch Pos/--) and Lexcom Inc. (not rated)-and for general corporate purposes. S&P expects these transactions to close in the fourth quarter of 2009. S&P also assigned a '5' recovery rating to the notes, which indicates expectations for modest (10%-30%) recovery in the event of payment default. Additionally, as part of the transaction, the company is negotiating to amend its credit facility, extending the maturities of the senior secured term loan A and revolver to 2013 from 2011 and the term loan B to 2015 from 2013. S&P does not expect the potential amendments to affect the issue-level or recovery ratings on the facility. At the same time, S&P affirmed all other ratings on Windstream, including the 'BB+' corporate credit rating, given that leverage does not change materially from the transaction and financial flexibility will improve modestly from the credit facility amendment. The outlook is negative. "Pro forma debt to EBITDA is about 3.6x, which is elevated for the rating level given that operating trends remain under pressure because of cable telephony competition and wireless substitution," said Standard & Poor's credit analyst Allyn Arden. As a result, S&P could lower the ratings if the company is not on a trajectory to reduce leverage toward the 3x area, either from debt reduction or a sustainable moderation of access-line losses. Total funded debt as of June 30, 2009, was approximately $5.2 billion. YOUNG BROADCASTING: Has Until Nov. 23 to Solicit Votes for Plan --------------------------------------------------------------- The Hon. Arthur J. Gonzalez of the U.S. Bankruptcy Court for the Southern District of New York extended until Nov. 23, 2009, Young Broadcasting, Inc., and the Official Committee of Unsecured Creditors' exclusive period to solicit votes on a Chapter 11 plan. As reported by the TCR on Sept. 29, 2009, Young Broadcasting Inc. and its debtor-affiliates delivered to the U.S. Bankruptcy Court for the District of Delaware a joint Chapter 11 plan of reorganization, wherein the reorganized Debtors will issue the reorganized Young common stock, and distribute and deliver it to New Young Broadcasting Holding Co. Inc., a new corporation created for the purpose of (i) owning 100% of the reorganized Young common stock issued under the Plan and (ii) issuing the Holdco securities, among other things. Under the plan, the Debtors will be deemed consolidated for these purposes: -- no distributions will be made under the Plan on account of the Intercompany Claims; -- all guaranties by any of the Debtors of the obligations of any other Debtor arising prior to the Effective Date will be deemed eliminated so that any Claim against any Debtor and any guaranty thereof executed by any other Debtor and any joint and several liability of any of the Debtors will be deemed to be one obligation of the deemed consolidated Debtors; and -- each and every Claim filed or to be filed in the reorganization case of any of the Debtors will be deemed filed against the deemed consolidated Debtors and will be deemed one Claim against and obligation of the deemed consolidated Debtors. The Debtors said that the consolidation, however, will not affect (i) the legal and organizational structure of the Debtors; (ii) Intercompany Claims by and among the Debtors; (iii) pre- and post-Commencement Date guaranties, liens, and security interests that are required to be maintained in connection with executory contracts or unexpired leases that were entered into during the reorganization cases or that have been or will be assumed by Holdco, pursuant to the Plan; and (iv) distributions out of any insurance policies or proceeds of the policies. Distributions under the Plan will be made from the Debtors' existing assets, including with cash the Debtors have on hand and cash generated by the operations of the Reorganized Debtors, from availability under the exit facility, and from Holdco as provided under the Plan: * Holdco Notes: On the Effective Date, Holdco will issue the Holdco Notes for distribution to Holders of Prepetition Lender Claims in partial satisfaction of such Prepetition Lender Claims. * Holdco Common Stock: On the Effective Date, Holdco will issue the Holdco Common Stock for distribution to certain Holders of Prepetition Lender Claims in partial satisfaction of such Prepetition Lender Claims. * Holdco Lender Warrants: On the Effective Date, Holdco will issue the Holdco Lender Warrants for distribution to certain Holders of Prepetition Lender Claims in partial satisfaction of such Prepetition Lender Claims. * Noteholder Warrants: On the Effective Date, except as otherwise set forth in the Plan, Holdco will issue the Noteholder Warrants for distribution to Holders of Allowed Noteholder Claims in full and final satisfaction of the Allowed Noteholder Claims. A full-text copy of the Debtors' Joint Chapter 11 Plan is available for free at http://ResearchArchives.com/t/s?45aa About Young Broadcasting Young Broadcasting, Inc. -- http://www.youngbroadcasting.com/-- owns 10 television stations and the national television representation firm, Adam Young, Inc. Five stations are affiliated with the ABC Television Network (WKRN-TV -Nashville, TN, WTEN-TV - Albany, NY, WRIC-TV - Richmond, VA, WATE-TV - Knoxville, TN, and WBAY-TV - Green Bay, WI), three are affiliated with the CBS Television Network (WLNS-TV - Lansing, MI, KLFY-TV - Lafayette, LA and KELO-TV - Sioux Falls, SD), one is affiliated with the NBC Television Network (KWQC-TV - Davenport, IA) and one is affiliated with MyNetwork (KRON-TV - San Francisco, CA). In addition, KELO- TV- Sioux Falls, SD is also the MyNetwork affiliate in that market through the use of its digital channel capacity. The Company and its affiliates filed for Chapter 11 protection on February 13, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-10645). Jo Christine Reed, Esq., at Sonnenschein Nath & Rosenthal LLP, represents the Debtors in their restructuring effort. The Debtors selected UBS Securities LLC as consultant; Ernst & Young LLP as accountant; Epiq Bankruptcy Solutions LLC as claims agent; and David Pauker chief restructuring officer Andrew N. Rosenberg, Esq., at Paul Weiss Rifkind Wharton & Harrison LLP, serves as counsel to the official unsecured creditors committee. ZYNEX INC: Posts $1.7 Million Net Loss in Six Months Ended June 30 ------------------------------------------------------------------ Zynex, Inc., reported a net income of $708,622 for three months ended June 30, 2009, compared with a net income of $289,037 for the same period in 2008. For six months ended June 30, 2009, the Company reported a net income of $1,659,414 compared with a net income of $519,720 for the same period in 2008. The Company's balance sheet at June 30, 2009, showed total assets of $11,886,651, total liabilities of $5,728,323 and a stockholders' equity of $6,158,328. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?45d1 Founded in 1996, Zynex, Inc. -- http://www.zynexmed.com/-- engineers, manufactures, markets, and sells its own design of electrotherapy medical devices in two distinct markets: standard digital electrotherapy products for pain relief and pain management; and the NeuroMove(TM) for stroke and spinal cord injury rehabilitation. Zynex's product lines are fully developed, FDA-cleared, commercially sold, and have been developed to uphold the Company's mission of improving the quality of life for patients suffering from impaired mobility due to stroke, spinal cord injury, or debilitating and chronic pain. Going Concern Doubt On April 14, 2009, GHP Horwath, P.C., in Denver, Colorado, expressed substantial doubt about Zynex, Inc.'s ability to continue as a going concern afte auditing the Company's financial statements for the fiscal years ended Dec. 31, 2008, and 2007. The auditor noted that there is uncertainty that the Company will remain in compliance with certain debt covenants throughout 2009, which would entitle the lender to terminate the Company's ability to borrow under its revolving line of credit facility and accelerate the Company's obligation to repay outstanding borrowings. * Automakers Must Be Less Capital Intensive, Chrysler Lawyer Says ----------------------------------------------------------------- Automakers and their suppliers must create vehicles consumers want, Reuters reports, citing Corinne Ball, who led a team of attorneys representing Chrysler LLC during its Chapter 11 reorganization. "I think they have to find a way of being less capital intensive," the report quoted Mr. Ball as saying. Reuters quoted Ms. Ball as saying, "You have got to be selling something someone wants to buy. I think they're well poised having done the cost side of equation . . . and now they've really got to focus on revenues." Bankruptcy and the government's cash- for-clunkers incentive program have brought manufacturers through the worst of the crisis, Reuters states, citing Ms. Ball. * Fitch Says Corporate Credit Ratings are Expected to Decline ------------------------------------------------------------- Fitch Ratings expects more Fallen Angels (downgrades from 'BBB-') than Rising Stars (upgrades from 'BB+') over the next 12-24 month- period. By a ratio of 3 to 1, 'BBB-' corporate credits with a Negative Rating Outlook outnumber 'BB+' credits with a Positive Outlook according to the inaugural edition of Fitch's 'Crossing Over' report. The report, released, focuses on key rating considerations and financial outlooks for each of the issuers reviewed. 'While the credit quality of most sectors throughout Fitch's U.S. corporate coverage is stabilizing with the economy, those issuers that are on the border of investment grade will continue to feel downward pressure over the near- to intermediate-term,' said Nick Nilarp, Managing Director at Fitch. 'Although some Outlooks will be resolved positively once there is a rebound from the recession, Outlooks are not driven primarily by the macroeconomic cycle but by other key financial trends which continue to be a challenge for many corporate credits.' According to the report Fitch expects that the crossover world will have more downgrades than upgrades over the intermediate- term. A Positive or Negative Rating Outlook from Fitch typically indicates rating movement over a 12- to 24-month period, although this has been reduced significantly for many issuers during the intensity of the recent credit cycle, particularly for pressured ratings discussed in this report. Over the past few years Fitch has downgraded substantially more 'BBB-' issuers than upgraded potential rising stars. In particular, over the past couple of years there was a significant volume of downgrades associated with reviews triggered by the severity of the global economic downturn as well as Fitch's outlook for a relatively weak and prolonged recovery. * Frank Endorses FDIC Proposal Pushing Banks to Prepay Premiums --------------------------------------------------------------- House Financial Services Committee Chairman Barney Frank endorsed the Federal Deposit Insurance Corp. in seeking to have banks prepay three years of premiums to rebuild its reserves, Bloomberg's Alison Vekshin reported. "The way this works with the accounting, there's no negative impact on the banks," Mr. Frank, a Massachusetts Democrat, said Sept. 30 after a committee hearing in Washington. The Federal Deposit Insurance Corporation board said in a statement Sept. 29 that it has adopted a Notice of Proposed Rulemaking that would require insured institutions to prepay their estimated quarterly risk-based assessments for the fourth quarter of 2009 and for all of 2010, 2011 and 2012. The FDIC estimates that the total prepaid assessments collected would be $45 billion. The FDIC Board also voted to adopt a uniform three-basis point increase in assessment rates effective on January 1, 2011, and extend the restoration period from seven to eight years. FDIC Chairman Sheila C. Bair said, "First and foremost, bank customers should know that their insured deposits have and always will be 100 percent safe, no matter what. This commitment to depositors is absolute. The decision today is really about how and when the industry fulfills its obligation to the insurance fund. It's clear that the American people would prefer to see an end to policies that look to the federal balance sheet as a remedy for every problem. In choosing this path, it should be clear to the public that the industry will not simply tap the shoulder of the increasingly weary taxpayer. This proposal is a vote of confidence for the banking industry's resilience, and it will continue to recover its strength as we work through the significant challenges ahead." Prepayment of assessments will allow the industry to strengthen the cash position of the Deposit Insurance Fund (DIF) immediately, while allowing the capital impact of deposit insurance assessments to be felt gradually over time as the industry improves its own financial position. The banking industry has substantial liquidity to prepay assessments. As of June 30, FDIC-insured institutions held more than $1.3 trillion in liquid balances, or 22% more than they did a year ago. Prepaying assessments will put the industry's liquid balances to good use in conserving capital and helping to maintain the capacity of banks to lend while they rebuild the DIF. FDIC analysis indicates that this arrangement is much less likely to impair bank lending than a one-time special assessment. The FDIC board met Tuesday to discuss options to replenish the agency's insurance reserves. Among other options by the FDIC for replenishing its DIF is a second special assessment on banks to shore up its shrinking deposit fund, and borrowing taxpayer dollars from the Treasury Department or taking loans from banks. The agency on Tuesday rejected options for a second special fee or borrowing from the Treasury Department, according to Bloomberg. Banks are opposing paying a second assessment and prefer prepaying their premiums. The insurance fund will have a negative balance as of Sept. 30 after 120 banks were shut in the past two years, and will be positive by 2012, the FDIC said, according to Bloomberg. Banks failures may cost $100 billion through 2013 with half the cost already incurred, the FDIC stated. According to a report last month by the FDIC, its deposit insurance fund dwindled by $2.6 billion -- 20.3% -- during the second quarter to $10.4 billion. According to the FDIC, the reduction was primarily due to an $11.6 billion increase in loss provisions for bank failures. For 2009 through the end of the second quarter, 45 insured institutions with combined assets of $35.9 billion failed at an estimated current cost to the DIF of $10.5 billion. However, since the end of the second quarter, 50 more banks have closed. * DataX Adds Bankruptcy Information in Credit Reports ----------------------------------------------------- DataX, Ltd., said Sept. 30 it now includes bankruptcy data in its credit reports to clients. This data gives DataX customers an additional level of consumer financial information on which to base loan underwriting decisions. DataX Credit Reporting Agency clients now have immediate access to bankruptcy reporting by enabling this option in the report configuration section of the CRA input request. Among other information, the new data includes whether a consumer has filed bankruptcy, the filing status, case number and current disposition of the filing. DataX also offers bankruptcy data by itself or bundled with any other of its services to strengthen clients' existing decision- making processes. According to the American Bankruptcy Institute, consumer bankruptcy filings in August rose 24% above year-to-date 2008 numbers. Some 119,874 consumer bankruptcies were reported in the month, putting the nation on a pace to top 1.4 million filings this year. "Our goal is to provide our clients with a multifaceted consumer credit profile," Michael Pooley, executive vice president, said. "Bankruptcy data provides lenders with added insight regarding potential borrowers and can be used to enhance an existing risk strategy." About DataX Ltd. DataX Ltd., a Selling Source LLC company, provides real-time credit reporting, consumer data verification and analytic services to the business and financial services industry and operates a comprehensive consumer credit reporting agency. Only DataX's CRA has transaction-based payment detail, a unique feature allowing lenders to see each consumer's daily funding and detailed payment activities in real-time to reduce defaults by predicting loan performance. About Selling Source LLC Selling Source LLC -- http://www.sellingsource.com/-- named No. 68 on the 2008 Inc. 500 list, up from No. 109 in 2007, offers specialty finance lenders an end-to-end solution to acquire, fund, underwrite and retain customers while increasing their overall lifetime value. Selling Source alone provides online lenders a single-source platform throughout the micro-loan life-cycle with turn-key consumer acquisition-and-communication services as well as lender, data, payment-processing and infrastructure solutions, including co-location hosting services. London Bay Capital, a private equity firm based in San Francisco, acquired a controlling interest in Selling Source in December 2007. * NewOak Capital Taps Amy Levenson MD,Chair Comm Real Estate Loans ------------------------------------------------------------------ NewOak Capital announces the appointment of Amy Levenson Managing Director & Chairman of its newly formed Commercial Real Estate Loans and Properties Capital Markets Group responsible for creating and executing real estate capital market solutions for clients. NewOak's Commercial Real Estate Loans and Property Capital Markets Group will offer one-stop structuring and execution solutions for entities looking to dispose or recapitalize real estate and related assets and loans. Members of the team have real estate capital markets and sales experience along with real estate and securities licenses, making it a unique real estate asset platform. Asset types include REOs, CMBS, CLOs, CDOs, whole loans, mezzanine debt, and stable to busted individual properties or pools of properties. The team has relationships with hedge funds, private equity funds, banks, insurance companies, and REITs and has access to experienced developers, MAI appraisers and construction consultants. Ms. Levenson has over twenty-five years of experience on Wall Street, primarily at Goldman Sachs and previously at Barclays Capital. At Goldman Sachs, she divided her tenure between institutional bond trading and sales to the hedge fund and insurance industries. Her multi-decade relationships with the hedge fund community and experience as head bank note trader at Goldman Sachs enable NewOak Capital to provide coverage on both sides of the real estate asset trade. Additionally, her brief tenure as Managing Director at Grubb and Ellis gives her insight into integrating real estate and capital markets to provide clients with a broad range of solutions. Ms. Levenson holds an MBA in finance from Columbia Business School and a BA from Columbia University. Under Ms. Levenson's leadership, other members of the team include: Jon Fischer, MD, a Member of the Appraisal Institute, a graduate of the Wharton Business School and a career real estate professional who previously served as the Director of Corporate Real Estate for Prudential Insurance Company; and Farrah Lakhani, an Associate Director, who was recently at the private equity firm Lightyear Capital and formerly at Credit Suisse, where she focused on REITs and financial institutions. Ms. Lakhani holds a BA from Hamilton College where she graduated Phi Beta Kappa and Magna Cum Laude. "Professionals who have worked with Amy know that her level of energy, integrity, and desire to help the clients is unmatched," says Ron D'Vari, CEO and Co-Founder of NewOak Capital. "We are glad to have Amy lead our team of experts focusing on real estate capital markets solutions, a critical service demanded by the market and our clients," adds Mr. D'Vari. "Amy will lead an important part of the NewOak Capital business as she and her team will help our clients transfer risk or identify investment opportunities. We're excited to be able to attract such talented professionals in Amy and her team to our platform and look forward to continuing to identify the needs of our clients and provide value-added services," says James Frischling, President and Co-Founder of NewOak Capital. "We are very excited to have Amy and her team as we broaden our capital markets capabilities at NewOak Capital in the real estate space," says Shad Quraishi, Vice Chairman and Head of NewOak Capital's Business Development. "Given the dislocation in the commercial real estate securitization and lending markets, we believe that this business represents one of the most significant opportunities to create liquidity by providing creative solutions." About NewOak Capital NewOak Capital -- http://www.newoakcapital.com/-- is an advisory, asset management and capital markets firm organized to serve as an ally to institutions in addressing the challenges of the global credit markets. Using an integrated analytics platform, we provide analysis, valuation, restructuring, risk transfer and investment management solutions and services to financial institutions and other investors. The NewOak Capital team consists of more than 40 professionals with an average of more than 20 years of experience across multiple asset classes and credit cycles. * Chapter 11 Cases With Assets and Liabilities Below $1,000,000 --------------------------------------------------------------- In Re Margarita Martinez Bankr. D. Ariz. Case No. 09-22821 Chapter 11 Petition filed September 16, 2009 Filed as Pro Se In Re Housing Renaissance Fund Inc. Bankr. C.D. Calif. Case No. 09-34928 Chapter 11 Petition filed September 16, 2009 Filed as Pro Se In Re La Joya Trust Bankr. C.D. Calif. Case No. 09-34964 Chapter 11 Petition filed September 16, 2009 Filed as Pro Se In Re Mara Investments LLC Bankr. C.D. Calif. Case No. 09-34899 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/cacb09-34899.pdf In Re Amarjeet Singh Bhatia dba Lander's Gas and Food Mart Bankr. E.D. Calif. Case No. 09-92976 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/caeb09-92976.pdf In Re Harpreet Singh Bhatia dba Lander's Gas and Food Mart Bankr. E.D. Calif. Case No. 09-92977 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/caeb09-92977.pdf In Re Raymond Francis Olmo, Jr. Yvette Richelle Gemignani-Olmo Bankr. E.D. Calif. Case No. 09-39868 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/caeb09-39868.pdf In Re Edward C. Embury, Jr. Bankr. D. Colo. Case No. 09-29276 Chapter 11 Petition filed September 16, 2009 Filed as Pro Se In Re Beaches of Vilano, LLC Bankr. M.D. Fla. Case No. 09-07808 Chapter 11 Petition filed September 16, 2009 Filed as Pro Se In Re Brenda S. Cheeks Bankr. N.D. Ga. Case No. 09-84295 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/ganb09-84295.pdf In Re Clintex Laboratories, Inc. Bankr. N.D. Ill. Case No. 09-34377 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/ilnb09-34377.pdf In Re Larned Sand & Gravel Inc. Bankr. D. Kans. Case No. 09-13010 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/ksb09-13010.pdf In Re Gonzalez Enterprises, LLC Bankr. W.D. La. Case No. 09-81212 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/lawb09-81212.pdf In Re Jose Cruz Gonzalez Harriet Ann Gonzalez Bankr. W.D. La. Case No. 09-81213 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/lawb09-81213.pdf In Re Dorsey Management, LLC t/a Stonefish Grill Bankr. D. Md. Case No. 09-27444 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/mdb09-27444.pdf In Re D.B.S., INC. Bankr. E.D. Mich. Case No. 09-68660 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/mieb09-68660p.pdf See http://bankrupt.com/misc/mieb09-68660c.pdf In Re Robert E. Lawson Bankr. E.D. Mo. Case No. 09-49174 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/moeb09-49174.pdf In Re 2704 SATTLEY LLC Bankr. D. Nev. Case No. 09-27238 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/nvb09-27238.pdf In Re John R. Williams Irene H. Williams Bankr. D. Nev. Case No. 09-27299 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/nvb09-27299.pdf In Re Skyscraper Service Co. Bankr. D. N.J. Case No. 09-34366 Chapter 11 Petition filed September 16, 2009 Filed as Pro Se In Re Caskinette Auto Sales, Inc. d/b/a TI Auto Sales Yamaha Shi-Doo Bankr. N.D. N.Y. Case No. 09-32570 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/nynb09-32570p.pdf See http://bankrupt.com/misc/nynb09-32570c.pdf In Re Hopewell Tax Service, Inc. dba Taxpert Tax Service of Hopewell Junction dba Taxpert Funding Bankr. S.D.N.Y. Case No. 09-37530 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/nysb09-37530.pdf In Re Prosperous Properties LLC Bankr. S.D. Ohio Case No. 09-60670 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/ohsb09-60670.pdf In Re New Hope Personal Care Homes, Inc. Bankr. M.D. Pa. Case No. 09-07179 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/pamb09-07179.pdf In Re Rhonda Leigh Tretter-McCoy Bankr. D. P.R. Case No. 09-10596 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/tnmb09-10596.pdf In Re VIP Transport Inc. Bankr. D. P.R. Case No. 09-07769 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/prb09-07769.pdf In Re Chariot Transportation Inc. Bankr. M.D. Tenn. Case No. 09-10593 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/tnmb09-10593.pdf In Re St. Gumbeaux, Inc. dba Gumbo's Louisiana Style Cafe dba The Brown Bar Bankr. W.D. Tex. Case No. 09-12600 Chapter 11 Petition filed September 16, 2009 See http://bankrupt.com/misc/txwb09-12600.pdf In Re Jordan Timber Co., LLC Bankr. S.D. Ala. Case No. 09-14312 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/alsb09-14312.pdf In Re M & M Partner Company Inc. Bankr. N.D. Calif. Case No. 09-48714 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/canb09-48714.pdf In Re Kun Young, Inc. Bankr. D. Col. Case No. 09-29426 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/cob09-29426.pdf In Re Realty Unlimited, Inc. Bankr. E.D. Ky. Case No. 09-52996 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/kyeb09-52996.pdf In Re Gladys L. Avery Irrevocable Trust Bankr. D. Maine Case No. 09-11248 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/meb09-11248.pdf In Re Redsun Market, Inc. dba Zip's Market Bankr. E.D. Mich. Case No. 09-34977 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/mieb09-34977.pdf In Re Jeffrey Arthur LaFrance Bankr. D. Minn. Case No. 09-46215 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/mnb09-46215.pdf In Re DCR GROUP, LLC Bankr. D. Nev. Case No. 09-27340 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/nev09-27340.pdf In Re Toon Town Paint, LLC Bankr. D. N.J. Case No. 09-34511 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/njb09-34511.pdf In Re Walker Management Systems, Inc. Bankr. D. N.J. Case No. 09-34517 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/njb09-34517.pdf In Re Alcides Curtis Bankr. E.D.N.Y. Case No. 09-76989 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/nyeb09-76989.pdf In Re Edwin D. Pawling Bankr. N.D. N.Y. Case No. 09-13444 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/nynb09-13444.pdf In Re New Day Village, Inc. Bankr. S.D. Ohio Case No. 09-60745 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/ohsb09-60745.pdf In Re Pickles aka Pickles Boardwalk Food Bankr. W.D. Pa. Case No. 09-11685 Chapter 11 Petition filed September 17, 2009 Chapter 11 Petition dismissed September 17, 2009 Filed as Pro Se In Re Forrester Machine & Tool Corporation Bankr. W.D. Tenn. Case No. 09-13836 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/tnwb09-13836.pdf In Re El Cazador-Sequim Inc. dba El Cazador Mexican Restaurant aka El Cazador Mexican Grill and Cantina Bankr. W.D. Wash. Case No. 09-19607 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/wiwb09-19607.pdf In Re High County Health, Inc. Bankr. D. Wyo. Case No. 09-20925 Chapter 11 Petition filed September 17, 2009 See http://bankrupt.com/misc/wyd09-20925.pdf In Re Gordon Ronald Dalton Bankr. D. Ariz. Case No. 09-23277 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/azb09-23277.pdf In Re Kobra Associates, Inc. Bankr. E.D. Calif. Case No. 09-40068 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/caeb09-40068.pdf In Re Food Service Management, Inc. Bankr. E.D. Calif. Case No. 09-40066 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/caeb09-40066.pdf In Re Frank J. Kennedy, III Lorraine Kennedy Bankr. E.D. Calif. Case No. 09-40098 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/caeb09-40098.pdf In Re Timber Lane Associates, LLC Bankr. D. Conn. Case No. 09-32563 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/ctb09-32563.pdf In Re Commonwealth Creamery, Inc. dba Oberweis Ice Cream & Dairy Store Bankr. E.D. Mich. Case No. 09-68964 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/mieb09-68964.pdf In Re Heritage-Warrington Center, L.P. Bankr. D. N.J. Case No. 09-34694 Chapter 11 Petition filed September 18, 2009 See http://bankrupt.com/misc/njb09-34694.pdf In Re William Greg Horton Cathryn Joy Strohm-Horton Bankr. W.D. N.C. Case No. 09-11034 Chapter 11 Petition filed September 18, 2009 Filed as Pro Se In Re Pickles aka Pickles Boardwalk Food Bankr. W.D. Pa. Case No. 09-11702 Chapter 11 Petition filed September 18, 2009 Filed as Pro Se In Re TM Billiards, Inc. dba Plush Pocket Billiards Bankr. E.D. Mich. Case No. 09-69073 Chapter 11 Petition filed September 19, 2009 See http://bankrupt.com/misc/mieb09-69073.pdf In Re Charles G. McBreen Kathleen M. McBreen Bankr. E.D. Wis. Case No. 09-33532 Chapter 11 Petition filed September 19, 2009 See http://bankrupt.com/misc/wieb09-33532.pdf In Re Adam A. Smith Bankr. E.D. Wash. Case No. 09-05262 Chapter 11 Petition filed September 20, 2009 See http://bankrupt.com/misc/waeb09-05262.pdf In Re Kings Island Marine, Inc. Bankr. E.D. Wis. Case No. 09-33534 Chapter 11 Petition filed September 20, 2009 See http://bankrupt.com/misc/wieb09-33534.pdf In Re AZ Tan Club, LLC Bankr. D. Ariz. Case No. 09-23413 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/azb09-23413.pdf In Re Douglas Allan Carroll Bankr. D. Ariz. Case No. 09-23354 Chapter 11 Petition filed September 21, 2009 Filed as Pro Se In Re Joseph G. Max Tamera J. Max Bankr. D. Ariz. Case No. 09-23427 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/azb09-23427.pdf In Re Lourdes Urzua Bankr. D. Ariz. Case No. 09-23385 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/azb09-23385.pdf In Re Selah Investment Group, Inc. Bankr. D. Ariz. Case No. 09-23397 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/azb09-23397.pdf In Re Cynthia Sheridan dba Straddles Border Stop Bankr. E.D. Calif. Case No. 09-40229 Chapter 11 Petition filed September 21, 2009 Filed as Pro Se In Re Christopher Todd Angle Bankr. D. Conn. Case No. 09-51872 Chapter 11 Petition filed September 21, 2009 Filed as Pro Se In Re Peter Anthony Sharp aka Peter A. Sharp aka Peter Sharp Bankr. D. D.C. Case No. 09-00826 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/dcb09-00826.pdf In Re Lakeland Moose Lodge # 945 Bankr. M.D. Fla. Case No. 09-21144 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/flmb09-21144.pdf In Re Jose Luis Bahena Bankr. N.D. Ill. Case No. 09-34875 Chapter 11 Petition filed September 21, 2009 Filed as Pro Se In Re M K & H Holding Corp., Inc. Bankr. S.D. Ill. Case No. 09-32490 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/ilsb09-32490.pdf In Re Conqueror Marine Logistics, LLC Bankr. W.D. La. Case No. 09-51321 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/lawb09-51321.pdf In Re Raider Marine Logistics, LLC Bankr. W.D. La. Case No. 09-51321 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/lawb09-51322.pdf In Re Enforcer Marine Logistics, LLC Bankr. W.D. La. Case No. 09-51323 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/lawb09-51323.pdf In Re George Garrett Colen Melody Adrianne Colen fka Melody Adrianne Padgett Bankr. D. Md. Case No. 09-27824 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/mdb09-27824.pdf In Re Andrew Mark Pirnie Debra Beatrice Pirnie Bankr. W.D. Mo. Case No. 09-44568 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/mowb09-44568.pdf In Re WWW Holdings, Inc. dba The Way We Were Outlet Bankr. D. N.H. Case No. 09-13632 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/nhb09-13632.pdf In Re Mary K. Butya Bankr. W.D. Pa. Case No. 09-26952 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/pawb09-26952.pdf In Re EHJ LLC dba Tinks dba Elliot J. Catering Bankr. S.D. Ohio Case No. 09-16123 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/ohsb09-16123.pdf In Re Lanny W. Harper Bankr. M.D. Tenn. Case No. 09-10784 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/tnmb09-10784.pdf In Re Lyndale W. Harper Dottie J. Harper Bankr. M.D. Tenn. Case No. 09-10785 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/tnmb09-10785.pdf In Re JAM Food Store, Inc. Bankr. N.D. Tex. Case No. 09-45815 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/txnb09-45815.pdf In Re Allied Primary Home Care Services, Inc. Bankr. W.D. Tex. Case No. 09-53641 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/txwb09-53641.pdf In Re Heath Burchinal aka Xtreme Edge Enterprises, LLC dba Xtreme Graphix aka Sneekee, Inc. dba Sneekee aka XG Draper, LLC dba Xtreme Graphix of Draper aka SMS Entertainment Group, LLC dba Southern Utah Savings Express aka SMS Entertainment LLC dba Southern Utah Savings Express aka Xtreme Edge Enterprises, LLC dba Xtreme Graphix Design & Apparel aka Xtreme Edge Enterprises, LLC dba Xtreme Edge Graphix Theata Kristie Burchinal aka Xtreme Edge Enterprises, LLC dba Xtreme Graphix aka Xtreme Edge Enterprises, LLC dba Xtreme Edge Graphix aka Xtreme Edge Enterprises, LLC dba Xtreme Graphix Design & Apparel Bankr. D. Utah Case No. 09-30210 Chapter 11 Petition filed September 21, 2009 See http://bankrupt.com/misc/utb09-30210.pdf In Re Asap Firebird Tire Service, LLC Bankr. D. Ariz. Case No. 09-23522 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/azb09-23522.pdf In Re Bora Enterprises, Inc. Bankr. D. Ariz. Case No. 09-23536 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/azb09-23536.pdf In Re Lisa Wolfe Bankr. D. Ariz. Case No. 09-23478 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/azb09-23478.pdf In Re Marsh Aviation Company Bankr. D. Ariz. Case No. 09-23468 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/azb09-23468.pdf In Re Andrew T. Wang Bankr. C.D. Calif. Case No. 09-22465 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/cacb09-22465.pdf In Re Moon Joo Lee aka M J Lee aka MoonJoo Joo Lee Jiyoung Jeong aka Jiji Jeong aka Jiyoung Young Jeong aka Ji Young Jeong Bankr. N.D. Calif. Case No. 09-48849 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/canb09-48849.pdf In Re Andrew Rudnick, DMD, P.A. fka Northlake Dental Associates aka Palm Beach Dental Group Bankr. S.D. Fla. Case No. 09-30060 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/flsb09-30060.pdf In Re G. David Volpitto aka George David Volpitto Bankr. S.D. Ga. Case No. 09-12350 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/gasb09-12350.pdf In Re Rojas Group, Inc. Bankr. D. Mass. Case No. 09-18977 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/mab09-18977.pdf In Re Lane Cabinets Inc. dba Cabinet Concepts By Design, Cabinets by Lane Bankr. W.D. Mo. Case No. 09-62149 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/mowb09-62149.pdf In Re Gale Audrey St. John Bankr. E.D.N.Y. Case No. 09-48207 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/nyeb09-48207.pdf In Re Melange Salon at the Peninsula, Inc. Bankr. S.D.N.Y. Case No. 09-15710 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/nysb09-15710.pdf In Re PCN Development, Inc. Bankr. W.D. Pa. Case No. 09-27002 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/pawb09-27002.pdf In Re Joseph J. Perri Bankr. W.D. Pa. Case No. 09-27003 Chapter 11 Petition filed September 22, 2009 In Re Tommy Grimes Natalie Bernadette Grimes Bankr. W.D. Va. Case No. 09-51523 Chapter 11 Petition filed September 22, 2009 Filed as Pro Se In Re Duong Ly Bankr. D. Ariz. Case No. 09-23667 Chapter 11 Petition filed September 23, 2009 Filed as Pro Se In Re SPS Building Co, LLC Bankr. D. Ariz. Case No. 09-23534 Chapter 11 Petition filed September 22, 2009 See http://bankrupt.com/misc/azb09-23534.pdf In Re Profound Health Care Inc. Bankr. C.D. Calif. Case No. 09-35676 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/cacb09-35676.pdf In Re Ronald A. Grant Bankr. N.D. Calif. Case No. 09-48880 Chapter 11 Petition filed September 23, 2009 Filed as Pro Se In Re Normandy Apartments, LLC Bankr. S.D. Fla. Case No. 09-30180 Chapter 11 Petition filed September 23, 2009 Filed as Pro Se In Re John M. Schieppe dba Schiappa's Little Hill Dona L. Schieppe Bankr. S.D. Ill. Case No. 09-32517 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/ilsb09-32517.pdf In Re Liberty Land Group, Ltd. Bankr. S.D. Ill. Case No. 09-41583 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/ilsb09-41583.pdf In Re Robert J. Mobley dba Correctional Counseling of Kansas Shawna K. Mobley dba Correctional Counseling of Kansas Bankr. D. Kans. Case No. 09-13133 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/ksb09-13133.pdf In Re Diamond M. Contractors, Inc. Bankr. D. Mass. Case No. 09-43958 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/mab09-43958.pdf In Re J-F Deli Inc. Bankr. D. N.J. Case No. 09-35019 Chapter 11 Petition filed September 23, 2009 Filed as Pro Se In Re TCC, Inc. dba Isohama Japanese Restaurant Bankr. D. N.J. Case No. 09-35018 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/njb09-35018.pdf In Re So'Sila Enterprises, Inc. Bankr. D. N.M. Case No. 09-14330 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/nmb09-14330.pdf In Re Bunce's Brighton, Inc. Bankr. W.D. N.Y. Case No. 09-22494 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/nywb09-22494.pdf In Re Bacorn, Inc. Bankr. W.D. Pa. Case No. 09-27045 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/pawb09-27045.pdf In Re Carlsbad Development II, LLC Bankr. D. Utah Case No. 09-30289 Chapter 11 Petition filed September 23, 2009 Filed as Pro Se In Re Roy Virgil Cook Bankr. D. Utah Case No. 09-30278 Chapter 11 Petition filed September 23, 2009 Filed as Pro Se In Re Abraham's Covenant Bankr. D. Ariz. Case No. 09-23830 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Carl Ray Twentier Patricia Kay Twentier Bankr. D. Ariz. Case No. 09-23803 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Sunrug Inc. Bankr. D. Ariz. Case No. 09-23842 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/azb09-23842.pdf In Re Helen Koshak Bankr. C.D. Calif. Case No. 09-20155 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Oak View Townhomes LLC Bankr. C.D. Calif. Case No. 09-22558 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Sushama Devi Lohia Bankr. C.D. Calif. Case No. 09-20164 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Pepper Creek Outsiders, LLC. Bankr. D. Del. Case No. 09-13292 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Carlson Industrial Support Systems, Inc. Bankr. D. Conn. Case No. 09-32656 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/ctb09-32656.pdf In Re Bernardo E. Ramos Bankr. C.D. Ill. Case No. 09-92004 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Pleasant Hill Lake Development, Inc. Bankr. C.D. Ill. Case No. 09-72825 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/ilcb09-72825.pdf In Re BMW Construction, Inc. Bankr. N.D. Ill. Case No. 09-35420 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/ilnb09-35420.pdf In Re George J. Karvounis Bankr. D. Md. Case No. 09-28101 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/mdb09-28101p.pdf See http://bankrupt.com/misc/mdb09-28101c.pdf In Re KERB Ventures, Inc. Bankr. D. Md. Case No. 09-28107 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/mdb09-28107.pdf In Re A & S Realty Bankr. D. Mass. Case No. 09-19083 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re Charles D. Dailey asf The Money Matrix, Inc. asf The Realty Matrix, Inc. asf The Management Matrix, Inc. asf Dailey Building and Loan, Inc. Lisa M. Dailey asf L.M.T. Dailey, LLC Bankr. D. Minn. Case No. 09-36696 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/mnb09-36696.pdf In Re Brite Fuel Oil Corporation Bankr. S.D.N.Y. Case No. 09-15730 Chapter 11 Petition filed September 23, 2009 See http://bankrupt.com/misc/nysb09-15730.pdf In Re Kathryn Urbaszewski dba URSA Minor Studios fdba Flying Cow Enterprises, Inc. dba Klug & Company, Inc. aka Kathryn Urbaszeqski-Geitz Bankr. W.D. N.C. Case No. 09-11057 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/ncwb09-11057.pdf In Re Grover Williams dba L & G C Store #2 dba L and G Grocery Bankr. W.D. Tenn. Case No. 09-30570 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/tnwb09-30570.pdf In Re Eagle River Dairy Development, LLC Bankr. N.D. Tex. Case No. 09-20639 Chapter 11 Petition filed September 24, 2009 See http://bankrupt.com/misc/txnb09-20639.pdf In Re Dominion Capital fka Momentum Partners - Hosmer Associates, LLC Bankr. W.D. Wash. Case No. 09-47054 Chapter 11 Petition filed September 24, 2009 Filed as Pro Se In Re SMG Trust fdba Shoals Memorial Gardens fdba Spry Memorial Gardens fdba REDSIT Bankr. N.D. Ala. Case No. 09-83914 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/alnb09-83914p.pdf See http://bankrupt.com/misc/alnb09-83914c.pdf In Re Bradley Steven Weinholtz Deborah Lynne Weinholtz Bankr. C.D. Calif. Case No. 09-20218 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/cacb09-20218.pdf In Re Felix Rodriguez Satik Rodriguez Bankr. N.D. Calif. Case No. 09-58203 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/canb09-58203.pdf In Re Syndicate Automotive Concepts, Inc. Bankr. S.D. Calif. Case No. 09-14438 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/casb09-14438.pdf In Re Acute Care Team, Inc. Bankr. M.D. Fla. Case No. 09-21609 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/flmb09-21609.pdf In Re Carlos Enrique Delossantos Bankr. M.D. Fla. Case No. 09-21589 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/flmb09-21589.pdf In Re Jon Shehan Bankr. M.D. Fla. Case No. 09-14384 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/flmb09-14384.pdf In Re A's Inc. dba Macullen's Bankr. D. Idaho Case No. 09-21056 Chapter 11 Petition filed September 25, 2009 Filed as Pro Se In Re My Ranch, Inc. d/b/a Fresh Harvest Market Bankr. N.D. Ill. Case No. 09-35697 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/ilnb09-35697.pdf In Re Central Office Products, Inc. Bankr. N.D. Ind. Case No. 09-14398 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/innb09-14398.pdf In Re Larry R. Jackson Melissa M. Jackson Bankr. S.D. Ind. Case No. 09-14159 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/insb09-14159.pdf In Re Print Service, Inc. Bankr. W.D. La. Case No. 09-20861 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/lawb09-20861.pdf In Re Carl Edmond Harper Bankr. D. Md. Case No. 09-28206 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/mdb09-28206.pdf In Re Marco A. Medina Bankr. D. Mass. Case No. 09-19104 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/mab09-19104.pdf In Re Cottonwood Manor Inc. Bankr. S.D. Miss. Case No. 09-03374 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/mssb09-03374.pdf In Re James Rigoni aka Tony Rigoni fdba Camelot Homes LLC Nicole Rigoni aka Nicki Rigoni Bankr. D. Nev. Case No. 09-27981 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/nvb09-27981.pdf In Re Nationwide Maintenance & General Contracting, Inc. aka Nationwide Maintenance, Inc. Bankr. S.D.N.Y. Case No. 09-23781 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/nysb09-23781p.pdf See http://bankrupt.com/misc/nysb09-23781c.pdf In Re Thomas E. Settles, Sr. aka Eddie Settles aka Thomas E. Settles aka T. Edward Settles Bankr. E.D. Tenn. Case No. 09-16159 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/tneb09-16159p.pdf See http://bankrupt.com/misc/tneb09-16159c.pdf In Re Columbia Shores Railroad, LLC Bankr. E.D. Wash. Case No. 09-05375 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/waeb09-05375.pdf In Re Advanced Door and Security Inc. Bankr. W.D. Wash. Case No. 09-19906 Chapter 11 Petition filed September 25, 2009 See http://bankrupt.com/misc/wawb09-19906.pdf In Re Fitness Quest of Thornton, Inc. Bankr. D. Colo. Case No. 09-30225 Chapter 11 Petition filed September 27, 2009 See http://bankrupt.com/misc/cob09-30225.pdf In Re George Francis Clancy, III aka Jeff Clancy Bankr. S.D. Ind. Case No. 09-14211 Chapter 11 Petition filed September 27, 2009 See http://bankrupt.com/misc/insb09-14211.pdf In Re Sarah Beth Lange Bankr. S.D. Ind. Case No. 09-14212 Chapter 11 Petition filed September 27, 2009 See http://bankrupt.com/misc/insb09-14212.pdf In Re South Beach Restaurant Inc. Bankr. D. Ariz. Case No. 09-24135 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/azb09-24135.pdf In Re Maxwell's Lounge & Restaurant Inc. Bankr. N.D. Calif. Case No. 09-49118 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/canb09-49118.pdf In Re Dennis W. Maxwell Bankr. M.D. Fla. Case No. 09-21836 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/flmb09-21836.pdf In Re Kevin John Byrnes Elizabeth Ann Byrnes Bankr. M.D. Fla. Case No. 09-08133 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/flmb09-08133.pdf In Re The Blue Diamond Sports Entertainment Group dba Kooter Browns 98 West Bankr. N.D. Fla. Case No. 09-32017 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/flnb09-32017.pdf In Re Riteway Logistics Inc Bankr. C.D. Ill. Case No. 09-72858 Chapter 11 Petition filed September 28, 2009 Filed as Pro Se In Re Terry Lee Nelson dba Nelson Farms dba Cornerstone Transportation LLC Bankr. S.D. Ill. Case No. 09-32571 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/ilsb09-32571.pdf In Re John Holt Trucking, LLC Bankr. W.D. La. Case No. 09-81281 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/lawb09-81281.pdf In Re Paul L. Dervartanian dba Diversified Builders Bankr. D. Mass. Case No. 09-19171 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/mab09-19171.pdf In Re Ivan Copney dba Copney Enterprises Bankr. W.D. N.C. Case No. 09-11065 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/ncwb09-11065.pdf In Re The Vineyard Cafe, LLC Bankr. S.D. Ohio Case No. 09-16322 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/ohsb09-16322.pdf In Re Craig Brown Bankr. E.D. Pa. Case No. 09-17285 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/paeb09-17285.pdf In Re John J. Vestri Susan A. Vestri aka Susan A. Manaker Bankr. E.D. Pa. Case No. 09-17291 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/paeb09-17291.pdf In Re Jose Gilberto Padilla-Bruno Mildred Candelario-Ortiz Bankr. D. P.R. Case No. 09-08107 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/prb09-08107.pdf In Re Hilario Cruz Martinez dba Olive Hills Apartment Bankr. N.D. Tex. Case No. 09-36354 Chapter 11 Petition filed September 28, 2009 See http://bankrupt.com/misc/txnb09-36354.pdf In Re 2414 N. Scottsdale Road, LLC Bankr. D. Ariz. Case No. 09-24330 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/azb09-24330.pdf In Re Delmas Towers, LLC Bankr. N.D. Calif. Case No. 09-58312 Chapter 11 Petition filed September 29, 2009 Filed as Pro Se In Re Harris, Ward & Webb Ellison Funeral Home, LLC Bankr. N.D. Ga. Case No. 09-85465 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/ganb09-85465.pdf In Re Chad Heinen Kelly Heinen Bankr. W.D. La. Case No. 09-51378 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/lawb09-51378.pdf In Re C.C.C.P., LLC Bankr. E.D. Mich. Case No. 09-70001 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/mieb09-70001.pdf In Re EPets, Inc. Bankr. E.D.N.Y. Case No. 09-77362 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/nyeb09-77362.pdf In Re Saratoga Country Kitchen, Inc. Bankr. E.D.N.Y. Case No. 09-48478 Chapter 11 Petition filed September 29, 2009 Filed as Pro Se In Re SalAnna Realty, LP Bankr. E.D. Pa. Case No. 09-17333 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/paeb09-17333.pdf In Re Precision Body Works, Inc. Bankr. M.D. Pa. Case No. 09-07577 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/pamb09-07577p.pdf See http://bankrupt.com/misc/pamb09-07577c.pdf In Re Las Rosas Mexican Grill, LLC Bankr. S.D. Tex. Case No. 09-37166 Chapter 11 Petition filed September 29, 2009 See http://bankrupt.com/misc/txsb09-37166.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 **