/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100121.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, January 21, 2010, Vol. 14, No. 20 Headlines 839 MITTEN: Voluntary Chapter 11 Case Summary 2675 COLORADO: Voluntary Chapter 11 Case Summary ABDUL SHEIKH: Wants Access to Oaktree Investments Cash Collateral ABDUL SHEIKH: Court Establishes January 29 as Claims Bar Date ACCELLENT INC: S&P Affirms Corporate Credit Rating at 'B' AMERICAN INT'L: General Re Has Deal Resolving Role in AIG Fraud AMERICAN INT'L: In Final Talks to Sell Unit to Metlife ARTISTASN HOTEL: Siegel Group Buys Hotel in Foreclosure ATRIUM COMPANIES: Files Chapter 11 with Pre-Negotiated Plan AVISTAR COMMUNICATIONS: Inks Amended Security Deal With JPMorgan BERNARD L MADOFF: SIPC President Defends Net Equity Approach BLOCKBUSTER INC: Provides 2009 Full Year Adjusted EBITDA Outlook BLOQUES TANOS: Case Summary & 5 Largest Unsecured Creditors BUGGY BATH: Case Summary & 20 Largest Unsecured Creditors CATHOLIC CHURCH: Former Priest Opposes Release of File CATHOLIC CHURCH: Panel Sues to Determine Who Owns $76-Mil. CATHOLIC CHURCH: Spokane to Appeal Future Claims Payment Ruling CHEMTURA CORP: May Face Cancer Claims for Toxic Torts CHRYSLER LLC: U.S. Trustee Opposes Plan's Release Provisions CHRYSLER LLC: Files Liquidation Analysis Under Plan CHRYSLER LLC: Electronic Data Says Plan is Unconfirmable CHRYSLER LLC: U.S. Lawmakers Optimistic Aid Will be Repaid CHRYSLER LLC: Files 2nd Request to Enforce Stay vs. Dealers CHRYSLER LLC: Dealers Want Contract Rejections Reconsidered CITIZENS BANK: Fitch Assigns 'BB-/RR3' Rating on Deposits CREDIT ACCEPTANCE: Moody's Assigns 'B1' Corporate Family Rating DINUZZO MASONRY: Case Summary & 1 Largest Unsecured Creditor DREIER LLP: Clients Go After 'Stolen' $6.3M Settlement EMPIRE CENTER: Taps Polsinelli Shughart as Bankruptcy Counsel EMPIRE CENTER: Files Schedules of Assets and Liabilities EMPIRE CENTER: Section 341(a) Meeting Rescheduled to February 4 ENTREMED INC: Receives NASDAQ Noncompliance Notice ERICKSON RETIREMENT: Gets Nod to Tap Protiviti as Fin'l Advisor ERICKSON RETIREMENT: Panel Wins Approval for Bracewell as Counsel ERICKSON RETIREMENT: Strategic Wants Rule 2004 Exam on Debtors F & F LLC: Taps Ringstad & Sanders to Handle Reorganization Case FAIRPOINT COMMS: Resets Plan Filing to February 1 FAIRPOINT COMMS: Wants January 29 Extension for Schedules FAIRPOINT COMMS: Wants Removal Period Until April 26 FAIRPOINT COMMS: Committee to Object to Capgemini Pacts Assumption FAMILY FRUIT: Case Summary & 20 Largest Unsecured Creditors FONTAINEBLEAU LAS VEGAS: Icahn Emerges as Lone Qualified Bidder FREEDOM COMMS: Thirteenth Street Wants to Buy All News Outlets GREAT POINT: Moody's Assigns 'Ba1' Rating on $220 Mil. Loan GREAT POINT: S&P Assigns 'BB+' Rating on $220 Mil. Senior Loan IASIS HEALTHCARE: Stock Repurchase Won't Move Moody's 'B2' Rating IMS HEALTH: Seeks Shareholders OK of Merger at Feb. 8 Meeting INNOVATIVE COMMUNICATIONS: National Rural Can Acquire St. Maarten INTERMUNE INC: To Sell 5MM Shares; Warburg Pincus Has $30MM Offer JARDEN CORPORATION: Moody's Raises Rating on Senior Loan to 'Ba1' JOHN KROMER: Case Summary & 20 Largest Unsecured Creditors KNOLOGY INC: Farallon Capital Discloses 9.3% Equity Stake KRISPY KREME: Board of Directors Adopts Poison Pill Plan LAKE AT LAS VEGAS: Unsec. Creditors to Get 10% from Lawsuits LAMBERT PROPERTIES: Court Establishes March 16 as Claims Bar Date LAMBERT PROPERTIES: Files List of Largest Unsecured Creditors LANDAMERICA FIN'L: McGuireWoods Gets $2.7MM in Fees for June-Aug. LEHMAN BROTHERS: Gets Nod to Sell Asset-Backed Securities LEHMAN BROTHERS: Gets Approval of Claims Objection Procedures LEHMAN BROTHERS: Proposes to Settle Adams Golf Securities Lawsuit LEHMAN BROTHERS: LBSF Sues Millennium to Claim $99-Mil. Payment LIN TV: GAMCO Investors, et al., Disclose 19.05% Stake LINEAR TECHNOLOGY: Names Ex-Mayor Agnos, Gordon to Board LINEAR TECHNOLOGY: Posts $75.5MM Net Income for Dec. 27 Quarter LUNT SILVERSMITH: Agrees to Sell Assets to Reed and Barton LYONDELL CHEMICAL: Retains Exclusive Ch. 11 Plan Rights MADISONVILLE TRACE: Case Summary & 2 Largest Unsecured Creditors MAGNA ENTERTAINMENT: Sale Hearing Adjourned MARKET STREET: Taps Lugenbuhl Wheaton as Bankruptcy Counsel MEAD JOHNSON: To Release Fourth Quarter Earnings on Jan. 28 MGT RESTAURANT: Files for Bankruptcy to Improve Financial Status MITEL NETWORKS: Moody's Reports Positive View on Public Offering MONEYGRAM INT'L: Inks Separation Deal with Ex-CFO Jeffrey Woods MONACO COACH: Former Execs Seek To Nix Dealer's Price Suit MORRIS PUBLISHING: Case Summary & 20 Largest Unsecured Creditors NATIONAL CINEMEDIA: Names Earl Weihe as EVP and Operations Head NATIONAL CINEMEDIA: Board Grants Stock Options to Execs NINE LIVES: Voluntary Chapter 11 Case Summary NOVADEL PHARMA: Inks Common Stock Agreement With Seaside 88 PENN TRAFFIC: No Rival Bids Received; Cancels Jan. 21 Auction PRIME COLORANTS: Exits From Chapter 11 Protection QSGI INC: Wants a February 17 Chapter 11 Plan Filing Extension QUALITY STORES: Supreme Court Declines to Hear Payout Case RAYMOND PROFESSIONAL: Lawyer Can't Represent Debtor-Subsidiary R.B.G. CORP: Voluntary Chapter 11 Case Summary READER'S DIGEST: Prepares to Emerge By January 31 READER'S DIGEST: Proposes to Settle with RD Pension Trustees No. 2 READER'S DIGEST: $43-Mil. Sale of CompassLearning Assets Approved RESCARE INC: Moody's Confirms Corporate Family Rating at 'Ba3' RIVER OF LIFE: Case Summary & 15 Largest Unsecured Creditors ROBERT LUPO: Court Okays Hiring of Hanify & King as Bankr. Counsel ROBERT LUPO: Files Schedules of Assets & Liabilities ROBERT LUPO: Gets Interim Okay to Use Cash Collateral RONALD ALAN DAVIDOFF: Updated Chapter 11 Case Summary RUFFIN ROAD: Case Summary & 1 Largest Unsecured Creditors RUMSEY LAND: Updated Chapter 11 Case Summary RYAN STICKLER: Case Summary & 20 Largest Unsecured Creditors SARASOTA ESTATE: Voluntary Chapter 11 Case Summary SENESCO TECHNOLOGIES: NYSE Amex Accepts Listing Compliance Plan SHALAN ENTERPRISES: Meeting of Creditors Set for January 26 SHAWN HUDSPETH: Case Summary & 11 Largest Unsecured Creditors SHERWOOD FARMS: Case Summary & 15 Largest Unsecured Creditors SIX FLAGS: Increases Exit Financing to $830 Million SIX FLAGS: Gets Protective Order On Confidential Materials SIX FLAGS: Assumes Eight Non-Residential Leases SMITHFIELD FOODS: John Morrell Unit to Close Sioux City Plant SOLECO INC: Court OKs Continuation of Section 341(a) Meeting SOLECO INC: Taps Rocky D. Crofts as Bankruptcy Counsel SMURFIT-STONE: Removal Period Extended to April 21 SMURFIT-STONE: Gets Nod for Smurfit Kappa Settlement SMURFIT-STONE: Unit to Return More in Chapter 7, Aurelius Says SMURFIT-STONE: Hinrichs Non-Compete Pact Approved by Court SUNWEST MANAGEMENT: Kandu Capital Buys Ohio Living Community SUNWEST MANAGEMENT: Emeritus JV to Buy 134 Communities TATANKA DEVELOPMENT: Court Dismisses Reorganization Case TAYLOR-WHARTON: Files Schedules of Assets and Liabilities TERRACE GATE: Case Summary & 2 Largest Unsecured Creditors TERREL REID: Case Summary & 20 Largest Unsecured Creditors THOMAS LACASSE: Case Summary & 8 Largest Unsecured Creditors THOMAS SCHULTHEIS: Wants MS & M to Handle Reorganization Case TOUSA INC: Gets Nod for Sale Deal with NexGen TOUSA INC: Gets Approval of Sale Pacts with High Pointe TOUSA INC: Wins Nod for Rejection of Kendall Pointe Agreements TRAVELPORT LLC: Launches Discounted Offer for Floating Rate Notes TRAVELPORT LLC: Moody's Reviews 'B2' Corporate Family Rating TRAVELPORT LLC: S&P Puts 'B-' Rating on CreditWatch Positive TURKEY HILL: Case Summary & 20 Largest Unsecured Creditors UAL CORP: DOT Fines United $30,000 For Advertising Violations UAL CORP: T. O'Toole Named SVP, Chief Marketing Officer UAL CORP: Will Release Fourth Quarter Results January 27 UNIVERSITY SHOPPES: BofA Wants Reorganization Case Dismissed UNIVERSITY SHOPPES: Wants Paul DeCailly as Bankruptcy Counsel UNO RESTAURANT: Uno Chicago Grill Sent to Chapter 11 Bankruptcy UNO RESTAURANT: Voluntary Chapter 11 Case Summary US AIRWAYS: Wellington Discloses 12.3% Equity Stake US AIRWAYS: Pilots Protest Las Vegas Base Closure VO LLC: Case Summary & 6 Largest Unsecured Creditors WASHINGTON MUTUAL: Seeks Final Extension of Plan Exclusivity WIDEOPENWEST FINANCE: Moody's Puts 'B1' Rating on $250 Mil. Notes WILLIAMS PARTNERS: Moody's Reviews 'Ba2' Corporate Family Rating WILLIAMS PARTNERS: Fitch Puts Issuer Rating on Positive Watch * Daniel Kerrigan joins Bridge Associates as a Managing Director * David Savner Returns to Jenner & Block Firm * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ********* 839 MITTEN: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: 839 Mitten, LLC 1450 El Camino Real Menlo Park, CA 94025 Bankruptcy Case No.: 10-30146 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Northern District of California (San Francisco) Debtor's Counsel: Guy A. Odom, Jr., Esq. Law Offices of Guy A. Odom Jr. 800 W El Camino Real #180 Mountain View, CA 94040 Tel: (650) 965-4400 Email: odomlawoffices@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by William Garlock, owner of the Company. 2675 COLORADO: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: 2675 Colorado, LLC 2675 E. Colorado Blvd. Pasadena, CA 91107 Bankruptcy Case No.: 10-12005 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Barry Russell Debtor's Counsel: Teresa A. Blasberg, Esq. Blasberg & Associates 526 N Juanita Ave Los Angeles, CA 90004 Tel: (323) 515-3578 Fax: (323) 661-2940 Email: tablasberg@earthlink.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Stepan Stepanyan, member of the Company. ABDUL SHEIKH: Wants Access to Oaktree Investments Cash Collateral ----------------------------------------------------------------- Abdul Halim Sheikh asks the U.S. Bankruptcy Court for the Central District of California for authorization to: -- use cash securing obligation to Oaktree Investments Fund, LLC, as successor in interest to East West Bank, until June 30, 2010; and -- grant adequate protection to Oaktree. The Debtor relates that it owes Oaktree $10.5 million. Oaktree holds a senior lien against the multiple unit commercial business and shopping center located at 4253-4263 Oceanside Boulevard, Oceanside, California or the Oceanside Project, a junior lien against the Debtor's house, and a lien interest in the Debtor's family stock portfolio. The value of the Oceanside Project is believed to be between $13.0 million to $16.0 million based on the appraisal obtained by East West Bank last year. The value of the Debtor's house is believed to be between $3.0 million to $3.1 million and the current value of the stock portfolio of $101,000. The Debtor requires immediate use of the cash collateral to fund its business operations postpetition. As adequate protection for any diminution in value of the Oaktree's collateral, the Debtor proposes to grant the Oaktree a replacement lien in and against all postpetition property related only to Oceanside Project. The Debtor adds that the interest of Oaktree are protected by an equity cushion of at least $8.0 million. The Debtor also proposes to maintain adequate insurance in place in accordance with the insurance requirements of the Office of the U.S. Trustee. Palos Verdes Estates, California-based Abdul Halim Sheikh aka A.H. Sheikh filed for Chapter 11 on Oct. 27, 2009 (Bankr. Case C.D. Calif. No. 09-39652). Paul R. Shankman, Esq., represents 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. ABDUL SHEIKH: Court Establishes January 29 as Claims Bar Date ------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California has fixed January 29, 2010, as the last day for persons and entities to file proofs of claim against Abdul Halim Sheikh aka A.H. Sheikh. Proofs of claim must be filed with: The Clerk of the Bankruptcy Court for the Central District of California Roybal Federal Building 255 East Temple Street, Room No. 940 Los Angeles, CA 90012 Palos Verdes Estates, California-based Abdul Halim Sheikh aka A.H. Sheikh filed for Chapter 11 on Oct. 27, 2009 (Bankr. Case C.D. Calif. No. 09-39652). Paul R. Shankman, Esq., represents 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. ACCELLENT INC: S&P Affirms Corporate Credit Rating at 'B' --------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating and its 'CCC+' issue-level and '6' recovery rating on the senior subordinated notes of Accellent. At the same time, S&P assigned a 'BB-' issue-level and '1' recovery rating to Accellent's proposed $75 million asset-based revolving credit facility and a 'B+' issue-level and '2' recovery rating to Accellent's proposed $400 million senior secured notes. S&P withdrew the ratings on Accellent's senior secured credit facility. The rating outlook remains stable. "The ratings Accellent reflect its high debt leverage, current economic and end-market challenges, some revenue concentration, the challenge of developing new revenue opportunities, and ongoing operational improvement efforts at its wholly owned subsidiary, Accellent LLC (not rated)," said Standard & Poor's credit analyst Michael Berrian. Since its 2005 leveraged buyout by Kohlberg, Kravis, and Roberts, Accellent's debt-heavy capital structure has been a credit feature overshadowing its vulnerable business risk profile. Notwithstanding its position as a leading participant in the fragmented, niche medical device contracting business, Accellent's highly leveraged financial risk profile contributes to its credit sensitivity to industry and economic difficulties. Currently unexpected, but potential, loss of a few important customers also is a key risk. The company offers a low-cost outsource alternative for the manufacturers of devices in the orthopedic, cardiology, and endoscopy markets. While safety concerns regarding implantable cardiac devices and drug-eluting stents have abated, they highlight product life uncertainties such as recalls and technological considerations. Moreover, Accellent has seen a decline in demand for certain products used in elective surgeries in the recessionary environment. The company is dependent upon cardiology and endoscopy for more than one-half of annual sales, and three customers each account for more than 10% of sales. As a result, Accellent remains susceptible to selective near-term, customer-specific inventory reductions that also reduce demand for its products. AMERICAN INT'L: General Re Has Deal Resolving Role in AIG Fraud --------------------------------------------------------------- General Reinsurance Corporation, a Connecticut-based corporation, has entered into an agreement with the Department of Justice related to its role in a fraudulent scheme from 2000 through 2004 to manipulate AIG's financial statements, the Justice Department said. General Re is a subsidiary of Berkshire Hathaway Inc., a company incorporated in Delaware with its principal place of business in Omaha, Nebraska. Also as part of the agreement, General Re has agreed to pay $19.5 million to the U.S. Postal Inspection Service Consumer Fraud Fund. General Re previously contributed $5 million to the fund as forfeiture of the illicit $5 million accommodation fee it received from AIG. General Re has agreed to pay $60.5 million through a civil class action settlement to AIG's injured shareholders. In addition, the U.S. Securities and Exchange Commission said General Re has agreed to pay $12.2 million to settle the SEC's charges related in part to this scheme As part of its resolution with the Justice Department, General Re has admitted that its most senior management engaged in a scheme to falsely inflate AIG's reported loss reserves, a key indicator of financial health to insurance industry analysts and investors. According to the statement of facts, the fraud was carried out through the use of two sham reinsurance transactions between subsidiaries of AIG and General Re in response to analysts' criticism of a $59 million decrease in AIG's loss reserves for the third quarter of 2000. According to the statement of facts, the two sham transactions increased AIG's loss reserves by $250 million in the fourth quarter of 2000 and $250 million in the first quarter of 2001, masking a declining trend in loss reserves in the face of premium growth. AIG restated the transactions in filings with the SEC in May 2005. Evidence presented at the related federal criminal trial of four former General Re officers and one former AIG officer established that when the investigation was disclosed to investors by AIG and through various media outlets between Feb. 14 and March 14, 2005, shares of AIG stock dropped from $73.12 to $61.92. Subsequently, on Oct. 31, 2008, the U.S. District Court presiding over the trial found that AIG's shareholders lost between $544 million and $597 million as a consequence of the fraudulent scheme. General Re has admitted that its senior management who were involved in the scheme knew that the true purpose of the transactions was to permit AIG to falsely report increasing loss reserves in its statements to analysts, investors and in its SEC filings. As part of the agreement, General Re admitted its senior management participated in structuring a sham reinsurance transaction and creating a phony paper trail to make it appear as though General Re's subsidiary, Cologne Re Dublin, had solicited reinsurance from AIG when the evidence demonstrated that the parties knew AIG wanted the transaction to manipulate its financial statements. Additionally, General Re entered into a secret side deal whereby AIG would never have to pay any losses under the contracts; AIG would return to General Re's subsidiary the $10 million in premiums General Re's subsidiary paid to AIG and AIG paid General Re an illicit accommodation $5 million fee for entering into the transaction. The agreement requires General Re, for a term of three years, to maintain significant internal corporate remediation provisions it has already implemented, including: (1) appointment of an independent member to General Re's Board of Directors, who will also be a member of the Audit Committee; (2) the attendance of General Re's Audit Committee meetings by representatives of Berkshire Hathaway Inc.; (3) the creation of a Complex Transaction Committee, consisting of senior managers that, among other responsibilities, will review relevant actuarial protocols for reinsurance contracts and will review on a quarterly basis certain reinsurance transactions to ensure that they are not designed to assist other parties in falsifying, manipulating and/or window- dressing its financial statements; (4) to enhance the review and reporting roles of its Internal Audit Group; (5) to establish a Risk Committee charged with examining risk exposure in underwriting transactions; (6) to implement enhanced underwriting rules for reinsurance and deposit transactions; (7) to ensure proper training and ethical compliance in risk-transfer protocols applicable to reinsurance contracts; and (8) to dissolve its subsidiary, Cologne Re Dublin, that had helped to structure the sham transaction. In addition, the agreement requires General Re to acknowledge its obligation toward restitution to AIG's shareholders who were injured as a consequence of General Re's and AIG's conduct. As part of the agreement, the Justice Department acknowledged that General Re has agreed to contribute $60.5 million, exclusive of attorneys' fees and expenses, toward a civil settlement with AIG's injured shareholders, which, when combined with payments contributed or agreed to be contributed by other third-parties involved in the fraudulent scheme, will satisfy the loss amount determined by the U.S. District Court in the related criminal proceedings. The agreement recognizes General Re's willingness to conduct an internal investigation; its ongoing cooperation with the Justice Department and the SEC; its disclosure to the Justice Department and the SEC of other unrelated finite reinsurance transactions of concern; its willingness to accept responsibility for the conduct of its senior officers; its agreement to undertake remedial measures; and its demonstration of future compliance with the federal securities laws and Generally Accepted Accounting Principles. These factors contributed to the Department's agreement not to prosecute General Re for this conduct, provided that General Re satisfies its ongoing obligations under the agreement. The prosecution of General Re was conducted by Principal Deputy Chief Paul E. Pelletier and Assistant Chief Adam Safwat of the Criminal Division's Fraud Section. The U.S. Postal Inspection Service participated in the investigation with the Justice Department. The prosecution of the individuals from General Re and AIG was conducted jointly by the Fraud Section, the U.S. Attorney's Office for the Eastern District of Virginia and the U.S. Attorney's Office for the District of Connecticut. The Justice Department also acknowledges and expresses its appreciation for the significant assistance provided by the SEC's Enforcement Division. About AIG Inc. Based in New York, American International Group, Inc., is the leading international insurance organization with operation in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through the most extensive worldwide property-casualty and life insurance networks of any insurer. In addition, AIG companies are leading providers of retirement services, financial services and asset management around the world. AIG's common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. On September 16, 2008, the Federal Reserve Bank created an $85 billion credit facility to enable AIG to meet increased collateral obligations consequent to the ratings downgrade, in exchange for the issuance of a stock warrant to the Fed for 79.9% of the equity of AIG. The credit facility was eventually increased to as much as $182.5 billion. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: In Final Talks to Sell Unit to Metlife ------------------------------------------------------ The Wall Street Journal's Jeffrey McCracken, Leslie Scism and Serena Ng, citing people familiar with the matter, report that American International Group has in recent weeks been in final negotiations to sell a big international life-insurance unit to rival MetLife Inc., for $14 billion to $15 billion. Sources told the Journal that MetLife and AIG have broadly agreed on price and are now working on final deal points, though some material issues remain that could scuttle the deal. According to the Journal, people close to the talks said it is unlikely the government or AIG will need to help finance the transaction. Under one scenario, AIG may end up taking some MetLife shares, the Journal says. The Journal says a deal would return $9 billion already earmarked for the Federal Reserve Bank of New York. The rest would go to AIG, which could also use it to reduce its debts to the government, which holds an 80% stake in AIG. The Journal relates that administration officials said a MetLife purchase of the American Life Insurance Co. unit, coupled with a separate public offering of another unit known as American International Assurance Ltd., could eventually produce up to $45 billion for taxpayers. According to the Journal, MetLife is the No. 1 seller of life insurance in the U.S., with a market share topping 10%. In recent years it has made overseas expansion a priority. But nothing has yet had the scale of Alico, which sells life insurance in 50 countries, varying from Japan to Bahrain. The Journal says an Alico deal would vastly expand MetLife's international reach, and put it in a league with the world's largest players including Allianz SE, and AXA SA. The Journal also reports that the deal talks have been complicated by the role of AIG CEO Robert Benmosche, who was chairman and CEO of MetLife from 1998 until 2006. According to the Journal, when assuming the AIG post in August 2009, he held about 500,000 MetLife shares and about two million MetLife stock options, according to a person familiar with the matter at the time. The Journal relates that, to handle potential conflicts of interest, AIG set up an independent special transaction committee to mange negotiations between the two companies, while also keeping Mr. Benmosche insulated from the talks. About AIG Inc. Based in New York, American International Group, Inc., is the leading international insurance organization with operation in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through the most extensive worldwide property-casualty and life insurance networks of any insurer. In addition, AIG companies are leading providers of retirement services, financial services and asset management around the world. AIG's common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. On September 16, 2008, the Federal Reserve Bank created an $85 billion credit facility to enable AIG to meet increased collateral obligations consequent to the ratings downgrade, in exchange for the issuance of a stock warrant to the Fed for 79.9% of the equity of AIG. The credit facility was eventually increased to as much as $182.5 billion. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. ARTISTASN HOTEL: Siegel Group Buys Hotel in Foreclosure ------------------------------------------------------- Garrett Capital LLC had foreclosed upon the Artisan Hotel; a 64- key boutique hotel situated on 1.35 acres after having recently acquired a promissory note secured by a First Deed of Trust from a mid-Western lender. Prior to the foreclosure, the property had been placed in bankruptcy by the former owners whose many problems with city, county, and federal authorities had been widely reported on throughout local media channels. The Siegel Group has assumed operational control of the property which it will continue to operate utilizing the Artisan name and is committed to repositioning the property; quickly identifying and correcting long-standing operational issues that have recently negatively impacted the hotel's reputation. The first order of business will be rebuild and maintain the loyal following the hotel has developed over the years and focus on implementing the superior customer service that is the touchstone of successful boutique hotels. The Siegel Group will be focusing much of its attention on correcting deferred maintenance issues and modernizing aspects of the hotel while expanding the amenities and services provided. Located on West Sahara Avenue just minutes from the Las Vegas Strip, The Artisan Hotel is one of the few true boutique hotels in the Las Vegas market and has developed a following among locals and boutique enthusiasts due to its eclectic design and hip, intimate atmosphere. The hotel which had received rave reviews over the years contains a popular bar-lounge, restaurant, wedding chapel and secluded pool and cabana area that provide an ideal venue for events and private parties which will be aggressively promoted and expanded under the new ownership. The Siegel Group will be looking to immediately hire qualified employees to help reposition the property and is one of the few local companies that has been consistently creating jobs during these challenging economic times as it continues to expand its portfolio. Stephen Siegel, Founder and President of The Siegel Group states: "The Artisan is an extremely cool property and will complement our existing boutique hotel collection currently comprised of the St Tropez Hotel scheduled to open April 2010 and located directly across from the Hard Rock Hotel & Casino and The Resort on Mount Charleston. While many big-box providers in the Las Vegas market are trying to spin themselves as boutique hotels, our collection is representative of the true boutique hotels found throughout Los Angeles, New York and Miami which focus on providing exceptional style and service on an intimate scale. I look forward to expanding the visibility of the property and re-introducing this hidden treasure and showing people the incredible potential The Artisan possesses." About The Siegel Group Nevada The Siegel Group, a Commercial Real Estate Investment & Business Development Company founded by Stephen Siegel with offices located in Las Vegas, Nevada and Studio City, California, specializes in the acquisition, disposition and development of under-performing, valued added real estate and businesses with significant turn- around potential. The company's extensive expertise in the areas of operations, management, finance, marketing, branding, leasing, renovation, design, entitlements, construction, and redevelopment enable The Siegel Group to elicit an operational turnaround on the assets it acquires which include a variety of businesses and a commercial real estate portfolio comprised of multi-residential apartment complexes, extended-stay, boutique resorts, hotel- casinos, retail and office. The Siegel Group is actively seeking new investments and joint-venture opportunities with upside potential. ATRIUM COMPANIES: Files Chapter 11 with Pre-Negotiated Plan ----------------------------------------------------------- Atrium Companies, Inc., has reached agreement with more than two- thirds of its senior secured lenders on a plan to reduce the Company's outstanding debt by more than $350 million, or more than 50 percent of its existing debt, through a "pre-negotiated" restructuring of its balance sheet. To implement the balance sheet restructuring, the Company has filed voluntary Chapter 11 petitions with the United States Bankruptcy Court in Wilmington, Delaware, and the Company's Canadian subsidiary initiated reorganization proceedings under the Companies' Creditors Arrangement Act (CCAA) in the Ontario Superior Court of Justice in Toronto. Atrium intends to move forward with the restructuring on an expeditious basis and complete the restructuring process in approximately three to four months. The Company on January 20 filed with the court its proposed plan of reorganization and related disclosure statement, which Plan is supported by more than two-thirds of its senior secured lenders and contemplates, among other things, a $125 million new equity investment from the Company's current majority equity owner, Kenner & Company, Inc., and its co-investor, Golden Gate Capital. The Company has secured a commitment for Debtor-in-Possession financing of $40 million from its prepetition secured lenders, which in addition to cash on hand and ongoing cash flow from operations, will provide ample liquidity to meet normal operating costs during the restructuring process. Atrium and each of its subsidiaries intend to operate as usual during the debt restructuring process, and existing management will remain in place. The Company expects to deliver on all commitments to customers and honor all warranties in the normal course. The Company does not anticipate any layoffs or facility closings as a result of the debt restructuring, and plans to continue to pay all employee wages and benefits in the normal and ordinary course. Suppliers will be paid under normal terms for goods and services provided after the filing date of January 20, 2010. In addition, and subject to its approval, the Plan provides for the payment in full in cash of all valid claims for goods and services provided to the Company before the filing, during which time the Company has remained current on all of its trade-related payment obligations. "The balance sheet restructuring . . . will substantially reduce our outstanding debt and put Atrium in a much stronger financial position to grow our business over the long term," said Gregory T. Faherty, President and Chief Executive Officer of Atrium, in a January 20 news release. "We have already done the hard work of lowering our cost structure and reducing excess capacity in light of the difficult environment under which we have been operating for more than three years. And, we are already experiencing the positive impact of these initiatives through increased profitability. Now, as part of the restructuring . . . , we will put in place a healthier capital structure that is more appropriate to the current size of the market, while freeing up additional cash that can be invested in future growth as the housing market rebounds. Once our balance sheet is right-sized, Atrium will be more competitive than ever." He continued, "Importantly, we already have the support of an overwhelming number of our senior secured lenders, so we expect to be able to move through the court process relatively quickly and efficiently. Additionally, the support of Kenner & Company and Golden Gate, and their investment, is evidence of Atrium's bright future. In the meantime, as an industry leader, we look forward to continuing to deliver the same exceptional quality, value and service that have been a hallmark of Atrium and our brands for years." The Plan contemplates an equity investment from Kenner and Company and Golden Gate Capital of $125 million in return for the equity of the reorganized Company, as well as a refinancing of the senior secured debt. To the extent the Kenner investment or some other comparable new equity investment is not completed under the terms set forth in the Plan, the Plan contemplates that the senior secured lenders' claims will be satisfied through the issuance of new secured loans and conversion of existing debt to equity in the reorganized Company. The Plan provides for Atrium's current management team to remain in place under either scenario. More than two-thirds of the Company's senior secured lenders have signed an agreement supporting the Plan. In addition, the Company noted that its senior secured lenders hold a majority of the Company's outstanding unsecured notes. About Atrium Companies Atrium Companies, Inc. -- http://www.atrium.com/-- manufactures residential vinyl and aluminum windows and patio doors in North America. Atrium and its U.S. subsidiaries filed voluntary Chapter 11 petitions with the U.S. Bankruptcy Court in Delaware on January 20, 2010 (Bankr. D. Del. Case No. 10-10150). The Company's Canadian subsidiary also initiated reorganization proceedings under the Companies' Creditors Arrangement Act (CCAA) in the Ontario Superior Court of Justice in Toronto. The Chapter 11 petition says that debts range from $100 million to $500 million. The Company's legal advisors are Kirkland & Ellis in the U.S. and Goodmans LLP in Canada. Moelis & Company is serving as financial advisor. Garden City Group Inc. serves as claims and notice agent. AVISTAR COMMUNICATIONS: Inks Amended Security Deal With JPMorgan ---------------------------------------------------------------- Avistar Communications Corporation entered into the fourth amended and restated security agreement with JP Morgan Chase Bank, N.A. The Amended Security Agreement relates to the parties' credit facility. Avistar had granted the Bank a security interest in and right of setoff against substantially all of the assets of Avistar, tangible and intangible, as security for the payment of its obligations under the credit facility. The primary purpose of the amendment is to modify the list of assets included in the Amended Security Agreement to exclude substantially all of Avistar's patents and patent applications sold to Intellectual Ventures Fund 61 LLC pursuant to a patent purchase agreement dated as of Dec. 18, 2009. Headquartered in San Mateo, California, Avistar Communications Corporation (Nasdaq: AVSR) -- http://www.avistar.com/-- holds a portfolio of 80 patents for inventions in video and network technology and licenses IP to videoconferencing, rich-media services, public networking and related industries. Current licensees include Sony Corporation, Sony Computer Entertainment Inc. (SCEI), Polycom Inc., Tandberg ASA, Radvision Ltd. and Emblaze-VCON. At September 30, 2009, the Company had $2.4 million in total assets, including $382,000 in cash and cash equivalents, against $14.9 million in total liabilities, resulting in stockholders' deficit of $12.5 million. As reported by the Troubled Company Reporter on August 25, 2009, the Company said it was in discussions with the remaining holders of its 4.5% Convertible Subordinated Secured Notes to convert the Notes into shares of common stock in January 2010 or extend the term of the Notes. BERNARD L MADOFF: SIPC President Defends Net Equity Approach ------------------------------------------------------------ Securities Investor Protection Corp. President Stephen Harbeck has defended the company's plan to use the net equity method of calculating payments to victims of Bernard L. Madoff's Ponzi scheme, calling "ridiculous" investors' claims that SIPC is pursuing that plan out of concern for its own financial health rather than for investors' good, according to Law360. Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On December 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert $64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). BLOCKBUSTER INC: Provides 2009 Full Year Adjusted EBITDA Outlook ---------------------------------------------------------------- Blockbuster Inc. provided an update to its adjusted earnings before interest, taxes, depreciation and amortization outlook for 2009. Blockbuster now anticipates adjusted EBITDA for the 2009 year ended January 3, 2010, will be in the range of $195 million to $205 million, which corresponds to GAAP net loss in the range of $183 million to $193 million, excluding any impairment of goodwill and other long-lived assets. The Company is updating its expectation for its 2009 fiscal year financial results based on current information related to lower than expected results for the fourth quarter, particularly the 2009 holiday season. "During the fourth quarter we redirected our efforts to restore top line performance, especially for the month of December as we tried to leverage the holiday season," stated Jim Keyes, Chairman and Chief Executive Officer of Blockbuster Inc. "We increased inventory levels to support a higher in stock availability and invested in advertising to drive traffic in stores and online. In spite of these efforts, our performance during the holidays was well below expectations and anticipated adjusted EBITDA was affected, specifically in the month of December where as much as 30 percent of our full year EBITDA has historically been generated. Lower than expected international results also contributed to the change in our expectations." At year end, Blockbuster expects to have $247.2 million in cash and cash equivalents, which includes approximately $59 million in restricted cash for its letters of credit. On January 14, 2010, Blockbuster announced the elimination of the remaining $23.7 million of letters of credit related to Viacom, which will enhance the Company's liquidity and reduce its restricted cash balance to approximately $35 million. The remaining portion of the Company's restricted cash is primarily related to its workers' compensation insurance. Looking ahead to 2010, the Company plans to further reduce costs and will remain conservative in its use of capital expenditures. The financial information is preliminary and subject to change. The Company is in the process of finalizing its financial results for the fourth quarter and fiscal year ended January 3, 2010, including the calculation of adjusted results and the reconciliations of other non-GAAP financial measures. Details regarding the Company's fourth quarter and 2009 fiscal year ended January 3, 2010 financial results web cast and conference call are forthcoming. About Blockbuster Inc. Dallas-based Blockbuster Inc. (NYSE: BBI, BBI.B) is a global provider of rental and retail movie and game entertainment. The Company provides its customers with convenient access to media entertainment anywhere and any way they want it -- whether in- store, by-mail, through vending and kiosks or digital download. With a highly recognized brand name and a library of over 125,000 movie and game titles, Blockbuster leverages its multi-channel presence to further build upon its leadership position in the media entertainment industry and to best serve the two million daily global customers and over 50 million annual global customers. The Company may be accessed worldwide at http://www.blockbuster.com/ As reported by the Troubled Company Reporter, Sept. 18, 2009, Standard & Poor's Ratings Services raised its corporate credit rating on Blockbuster to 'B-' from 'CCC'. The outlook is stable. The TCR on Oct. 6, 2009, said Moody's Investors Service upgraded Blockbuster's long term ratings, including its probability of default rating to 'Caa1' from 'Caa3' and its corporate family rating to 'Caa1' from 'Caa2'. The rating outlook is stable. BLOQUES TANOS: Case Summary & 5 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Bloques Tanos, Inc. Po Box 3042 Mayaguez, PR 00681-3042 Bankruptcy Case No.: 10-00270 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court District of Puerto Rico (Ponce) Debtor's Counsel: Elbia A. Vazquez Davila, Esq. Calle Principal Num 21 Urb El Retiro San German, PR 00683 Tel: (787) 892-0300 Email: evazquezdavila@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 A full-text copy of the Debtor's petition, including a list of its 5 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/prb10-00270.pdf The petition was signed by Jorge Antonio Florez Perez. BUGGY BATH: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Buggy Bath Car Care, Inc. 518 N. Mantle Ave Elizabethtown, KY 42701 Bankruptcy Case No.: 10-30222 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Western District of Kentucky (Louisville) Judge: Thomas H. Fulton Debtor's Counsel: William Stephen Reisz, Esq. Suite 2450, 500 W. Jefferson St. Louisville, KY 40202 Tel: (502) 569-7550 Fax: (502) 561-0025 Email: wsreisz@hotmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/kywb10-30222.pdf The petition was signed by Michael W. Paul Sr., president of the Company. CATHOLIC CHURCH: Former Priest Opposes Release of File ------------------------------------------------------ Francis J. Rogers, a former priest and a creditor in the bankruptcy case of the Catholic Diocese of Wilmington, Inc., asks the U.S. Bankruptcy Court for the District of Delaware for a protective order to prevent the Diocese from disclosing all or some of the documents contained in his personnel file pursuant to Section 107(b)(2) of the Bankruptcy Code. In the alternative, Mr. Rogers asks that a confidentiality order be entered limiting the disclosure of the contents of the File pursuant to Rule 9018 of the Local Bankruptcy Rules. The Official Committee of Unsecured Creditors seeks the contents of his File that is kept by the Diocese, but has not stated a need for the File, although one need, as claimed by the Committee counsel was to analyze the Diocese's request to make sustenance payments to certain accused priests, along with payments for health care and pension payments, Mr. Roger asserts. He points out that he is not receiving any of those payments from the Diocese because he resigned in January 2003, was given a severance package at that time, and has received no further payments from the Diocese. Hence, he argues, the Creditors Committee has no need for the File and the Court should bar the release of File for that purpose. There has been no attempt to date to determine the validity of the plaintiffs' claims against him in the state court action, wherein he is a co-defendant, Mr. Rogers notes. Those claims, however, were litigated by the Diocese in a Cannon Law proceeding brought to laicize him, and the Vatican declined to laicize him, he reveals. He says that neither the Diocese nor the Creditors Committee has come up with a proposal as to how the State Court Action against him is to be evaluated. Mr. Rogers relates that the File has been provided to him, with certain information redacted. He says that the File appears to be divided into two separate sections: a litigation folder and a routine personnel folder. The Litigation Folder contains correspondence and memos regarding the Diocese's attempts to have the Vatican laicize him and the negotiations related to his resignation from the Diocese. "[I am] not a party to the discussions. At this stage of the Bankruptcy Proceeding it is unfair to allow one party to conduct discovery without the giving the other parties the same right while there is litigation pending in another forum," Mr. Rogers tells the Court. Because of the stay issued in state court, he says that he has not even filed a responsive pleading to the State Court Action to test the initial validity of the complaint. Mr. Rogers contends that certain allegations against him have never been substantiated, are scandalous and defamatory in that they would cause a reasonable person to think less of him. He adds that the unsubstantiated claims are potentially untruthful and will damage his reputation in the community. Hence, he asks the Court to issue a protective order. Alternatively, if the Court should allow the release of the documents, he asks that they be released under a confidentiality order. DeLuca Survivors Object Defendants in the adversary proceeding commenced by John Michael Vai, et al., also know as the "DeLuca Survivors," ask the Court to deny Mr. Rogers' request. Representing the DeLuca Survivors, Thomas S. Neuberger, Esq., at The Neuberger Firm, P.A., in Wilmington, Delaware, contends that Mr. Rogers is an admitted, corroborated or otherwise substantiated sexual abuser of young children. He argues that state court action plaintiffs will be irreparably prejudiced by failure to produce Mr. Rogers' File. Mr. Neuberger also argues that Mr. Rogers applies the wrong legal standard to the scope of permissible discovery, and that production of the File is reasonably calculated to lead to the discovery of admissible evidence. Mr. Neuberger also asserts that Mr. Rogers has failed to demonstrate 'good cause' to enter into a confidentiality agreement. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin October 19. There are 131 cases filed against the Diocese, with 30 scheduled for trial. The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del. Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC is the financial advisor. The petition says assets range $50,000,001 to $100,000,000 while debts are between $100,000,001 to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Panel Sues to Determine Who Owns $76-Mil. ---------------------------------------------------------- The Official Committee of Unsecured Creditors of the bankruptcy case of the Catholic Diocese of Wilmington, Inc., commenced an action for declaratory and related relief against the Diocese and other defendants for the purpose of, among other things, determining a question of actual controversy between the parties. The other defendants in the adversary proceeding are: -- The Diocese of Wilmington Schools, Inc.; -- Catholic Cemeteries, Inc.; -- Siena Hall, Inc.; -- Children's Home, Inc.; -- Seton Villa, Inc.; -- St. Ann's Roman Catholic Church; -- St. John the Beloved Roman Catholic Church; -- Holy Spirit Roman Catholic Church; -- St. Thomas the Apostle Roman Catholic Church; -- St. Francis De Sales Roman Catholic Church; -- Catholic Diocese Foundation, formerly known as The Catholic Foundation of the Diocese of Wilmington, Inc.; and -- Catholic Youth Organization, Inc., doing business as Catholic Youth Ministry, Inc. By this complaint, the Creditors Committee seeks a determination from the Court regarding ownership of more than $76 million in assets held by the Diocese in an investment account. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, relates that the Diocese contends that it holds an estimated $76 million in assets in trust for the benefit of the Parishes and certain other Non-Debtor Affiliates. As a result, the Diocese contends that the estimated $76 million in assets purportedly held in trust are not part of the Diocese's bankruptcy estate, and thus, cannot be reached by creditors of the Diocese, including the abuse survivors comprising the Creditors Committee's constituency. Ms. Jones argues that the Diocese has failed to establish, and indeed cannot establish, that a valid trust exists with respect to the estimated $76 million in the Investment Account. In particular, she explains, the Diocese cannot establish that a valid trust was created with the requisite intent, that the legal and beneficial interests in the alleged trust are sufficiently separate, or that the funds allegedly held in trust can be adequately identified or "traced" by the Diocese, the Parishes or the Non-Debtor Affiliates after they were commingled with other non-trust funds of the Diocese. The Diocese exercises complete control and domination over the Parishes and Non-Debtor Affiliates, so that the Parishes and Non- Debtor Affiliates are mere instrumentalities, agents and alter egos of the Diocese that have no legal existence separate and distinct from the Diocese, Ms. Jones argues. Hence, she insists, the Diocese owns and controls all funds in the Investment Account. The Creditors Committee, therefore, asks the Court to declare that: (a) the Parishes and Non-Debtor Affiliates are mere instrumentalities, agents and alter egos of the Diocese and have no legal identities separate from the Diocese; (b) the Investment Account, and its funds and assets, are not held by the Diocese in either an express or resulting trust and that the Investment Account, and all of the funds and assets therein, constitutes property of the Diocese's bankruptcy estate under Section 541(a)(1) of the Bankruptcy Code; (c) any express or resulting trust that may have been created with respect to the Investment Account is void under the doctrine of merger because the same legal entity holds an identical legal and beneficial interest in the alleged trust assets, and therefore, that the Investment Account, and all of its funds and assets, constitutes property of the Diocese's estate under Section 541(a)(1); and (d) the Parishes and Non-Debtor Affiliates cannot meet their burden to trace cash allegedly deposited into the Diocese's Operating Account and commingled with other funds to the assets in the Investment Account, and therefore, that the Investment Account, and all of the funds and assets therein, constitutes property of the Diocese's estate under Section 541(a)(1). The Creditors Committee also asks the Court to order substantive consolidation of the Diocese's bankruptcy estate with the Parishes and the Non-Debtor Affiliates. Wilmington May Be Forced To Share $76-Mil With Creditors The Catholic Diocese of Wilmington, Inc., may be forced to share its $76 million asset with its creditors, which are mostly victims of sexual misconduct perpetrated by its priests and employees, Steven Church of Bloomberg News reports. At a hearing held January 12, 2010, Judge Sontchi ordered a trial in June 2010 to consider whether the Diocese can shield the $76 million from its creditors. Mr. Church says that Judge Sontchi called the debate over the funds a "gateway issue" that must be decided before the Diocese can start developing a plan of reorganization and exit bankruptcy. "This is the key question in the case," Robert S. Brady, Esq., a partner at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware, and the Diocese's counsel had said in an interview. "It will decide what goes into the pot," he added. The Diocese has alleged that it holds Non-Debtor Pooled Investment Assets amounting to $76,226,331 on behalf of various parishes and other affiliated Catholic corporations. Creditors, however, disputed the Diocese's assertion, and insisted that the funds be used to pay them. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin October 19. There are 131 cases filed against the Diocese, with 30 scheduled for trial. The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del. Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC is the financial advisor. The petition says assets range $50,000,001 to $100,000,000 while debts are between $100,000,001 to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Spokane to Appeal Future Claims Payment Ruling --------------------------------------------------------------- The Plan Trustee of the Catholic Bishop of Spokane, also known as The Catholic Diocese of Spokane, asked authority from the United States Bankruptcy Court for the Eastern District of Washington to either (i) make payment of future claims approved by the Tort Claims Reviewer, but the subject of dispute regarding their qualification of payment, or (ii) delay payment beyond the 30-day period required by the Diocese's Confirmed Plan of Reorganization. The current request is based on the request to seal documents and pleadings relating to future tort claimants in the bankruptcy case filed by the Reorganized Debtor, and by the Plan. The underlying request in the Motion to Seal will challenge certain decisions of the TCR regarding Future Tort Claims to be paid by the Plan Trustee. Following a hearing, the Bankruptcy Court entered an order directing the Plan Trustee to delay commencement of the payment of future claims authorized by the TCR. The delay will not be deemed a breach of the Plan Trustee's duties under the Plan and the Plan Trust. Based upon the Court's oral comments and ruling at the hearing held December 17, 2009, the Diocese's Motion to Seal is rendered moot, and therefore, is denied. The Catholic Bishop of Spokane, also known as the Catholic Diocese of Spokane, notifies the United States Bankruptcy Court for the Eastern District of Washington that it will take appeal under Sections 158(a) or (b) of the Judicial and Judiciary Procedures Code from the Court's (i) order regarding payment of future claims filed by the Plan Trustee, (ii) order granting in part and denying in part the Diocese's motion to strike the declaration of Tort Claims Reviewer, Kate Pflaumer, and (iii) order denying the Diocese's request to seal documents and pleadings relating to future tort claimants in the bankruptcy case. The Diocese elects to have the appeal heard in the United States District Court for the Eastern District of Washington. The Diocese wants the District Court to determine whether the Bankruptcy Court erred in: (1) denying the Diocese's Motion to Seal; (2) granting the Plan Trustee's Motion for Payment of Future Claims; (3) its December 17, 2009 oral decision; and (4) denying the Diocese the opportunity to file a motion to enforce the Plan, in abrogating its duty to ensure the Plan is properly implemented and enforced, and in refusing to review the Tort Claims Reviewer's decisions to determine if they were ultra vires or an abuse of discretion. About The Diocese of Spokane The Roman Catholic Church of the Diocese of Spokane filed for chapter 11 protection (Bankr. E.D. Wash. Case No. 04-08822) on Dec. 6, 2004. Michael J. Paukert, Esq., at Paine, Hamblen, Coffin, Brooke & Miller, LLP, represents the Spokane Diocese in its restructuring efforts. When the Debtor filed for protection from its creditors, it listed $11,162,938 in total assets and $81,364,055 in total debts. The Diocese of Spokane, the Tort Claimants Committee, the Future Claims Representative, and the Executive Committee of the Association of Parishes delivered an Amended Plan of Reorganization, and a Disclosure Statement describing that Plan to the Court on Feb. 1, 2007. The Honorable Patricia C. Williams approved the disclosure statement on March 8, 2007. On April 24, 2007, the Court confirmed Spokane's second amended joint plan. That plan is effective May 31, 2007. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CHEMTURA CORP: May Face Cancer Claims for Toxic Torts ----------------------------------------------------- Bill Rochelle at Bloomberg News reports that lawyers representing 64 plaintiffs filed a motion on Jan. 15 asking the Bankruptcy Court to require Chemtura Corp. to produce full copies of insurance policies going back to 1962 covering personal-injury claims. The plaintiffs worked in aluminum plants belonging to Alcoa Inc. They claim to have contracted cancer by exposure to coal tar sold to Alcoa by a business named Crompton Corp. that Chemtura subsumed. About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corp. and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Bankruptcy Creditors' Service, Inc., publishes Chemtura Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Chemtura Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CHRYSLER LLC: U.S. Trustee Opposes Plan's Release Provisions ------------------------------------------------------------ Diana G. Adams, the United States Trustee for Region 2, argues that the Disclosure Statement with respect to the Debtors' Joint Plan of Liquidation should not be approved because it does not adequately provide a legal justification for the overly broad release provisions that the Debtors seek to have approved upon confirmation of the Plan. Parties, who have yet to perform any services for the Debtors' bankruptcy estates, like the Liquidation Trust, the Liquidation Trustee and the Litigation Manager, are included within the scope of the releases without adequate disclosure of the justification for the releases, Ms. Adams contends. She asserts that the Plan and Disclosure Statement contain broad non-debtor release provisions that fall outside the boundaries established by Second Circuit case law in Deutsche Bank AG v. Metromedia Fiber Network, Inc. (In re Metromedia Fiber Network, Inc.), 416 F. 3d 136, 141 (2d Cir. 2005). Accordingly, she points out, the proposed clauses exceed the limitations of Section 524(e) of the Bankruptcy Code, and render the Plan unconfirmable under Section 1129(a)(1) of the Bankruptcy Code. The Disclosure Statement also fails to adequately disclose the consequences of releasing parties and entities that have not yet commenced any services on behalf of the Debtors' estates, Ms. Adams avers. She objects to the limited governmental carve-out proposed in the Plan, as it excludes from the releases and injunctions pre-confirmation liabilities, except for environmental liabilities. The Disclosure Statement and Plan should also require (i) the Liquidation Trustee to obtain a bond to protect any cash reserves, and (ii) that a notice be given in the event there is any change in the Liquidation Trustee, Ms. Adam tells Judge Gonzalez. Ms. Adams, therefore, asks the Court to decline approval the Disclosure Statement's Injunction, the Non-Debtor Releases, and the Exculpation clauses in their present form. To the extent those clauses do not satisfy the standards for non-debtor releases set forth under case law, she notes, the objections to the Injunction, Non-Debtor Releases, and Exculpation are deemed to be objections to the confirmation of the Plan. She adds that in the event the Liquidation Trustee is not required to obtain a bond and no notice is to be provided of any change in the Liquidation Trustee, the objection will be deemed an objection to the confirmation of the Plan. The Chapter 11 Plan Chrysler LLC, now known as Old Carco LLC following the sale of its business to Fiat S.p.A. and the U.S. government, filed a Chapter 11 plan of liquidation on Dec. 15, 2009. Under the Plan, recovery by general unsecured creditors is contingent on, among other things, a successful outcome in a lawsuit initiated by the Official Committee of Unsecured Creditors against Daimler AG and certain related parties. Under the Plan, the Daimler Litigation will be pursued by the Liquidation Trust established by the Plan. If a sufficient recovery is not achieved in the Daimler Litigation, holders of General Unsecured Claims will receive no distributions under the Plan. "Until it is clear that such a recovery will be available, the Debtors anticipate that the review and allowance of General Unsecured Claims will be delayed. Such delay could be substantial," the disclosure statement explaining the Plan said. The Plan provides for zero recovery to the U.S. for its $4 billion loan under the Troubled Asset Relief Program while repaying some secured lenders in full. Holders of "other secured claims" of $20.6 million will get an estimated 100% recovery. Holders of first lien claims will receive their collateral or the proceeds from the sale of their collateral, for a recovery of "less than 100%". DaimlerChrysler North America Finance Corporation and Madeleine L.L.C. won't recover anything for a second lien loan. Cerberus Capital Management, L.P., which is owed $500 million for a second lien debt, had forgiven the debt pursuant to a settlement. Holders of equity interests won't recovery anything. The confirmation hearing, at which the Bankruptcy Court will consider approval of the Plan, currently is tentatively scheduled for March 16, 2010 beginning at 10:00 a.m., Eastern Time. A copy of the Liquidating Plan is available for free at: http://bankrupt.com/misc/Chrysler_Chapter11_Plan.pdf A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/Chrysler_DiscStatement.pdf About Chrysler Group LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. 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 Ram Truck. 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. About Chrysler LLC 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: Files Liquidation Analysis Under Plan --------------------------------------------------- Old Carco LLC, formerly known as Chrysler LLC, and its 24 Debtor subsidiaries submitted to the United States Bankruptcy Court for the Southern District of New York Exhibit D -- Liquidation Analysis of their Joint Plan of Liquidation and accompanying Disclosure Statement, dated December 14, 2009. A copy of the Liquidation Analysis is available for free: http://bankrupt.com/misc/Chrysler_LiquidationAnalysis_011210.pdf The Liquidation Analysis assumes that, in a chapter 7 liquidation, the trustee will seek to liquidate any remaining assets, object to and resolve Claims and otherwise winddown the Estates within 18 months following conversion. Because the Plan is a liquidating plan under Chapter 11, the Debtors note that the principal differences in estimated proceeds available for the distributions and recoveries estimated in the Plan include: (1) the funds that are being made available under the Winddown Orders and the Plan to fund winddown costs and the payment of Administrative Priority Claims, Priority Tax Claims and Priority Claims will not be available in Chapter 7 except for the funds in the Sales and Use Escrow to the extent necessary to pay the Claims subject to the Sale Order; and (2) the estimated Chapter 7 trustee fees and potentially higher professional fees due to the unfamiliarity that new professionals may have with the Debtors, their bankruptcy cases and their assets. Generally, the Analysis discloses, the chapter 7 trustee and his or her professionals will incur costs in the transition to learn about the case, the available assets and the potential recoveries. These transition costs would be incremental to the costs of the Plan and, as such, would be expected to further diminish recoveries as compared to the recoveries in the Plan. More fundamentally, however, without access to the Liquidation Funds and other funding and settlements contemplated by the Winddown Orders and the Plan, the assets available to creditors will be substantially diminished. It is assumed, the Debtors say, that the collateral of the First Lien Lenders and Government DIP Lenders will be surcharged in Chapter 7 to fund the sale of the remaining assets and the winddown of the Chapter 7 cases and that none of the collateral of the First Lien Lenders or DIP Lenders is available to satisfy any claims except if the claim creates a Lien on the collateral being sold or disposed of. They explain that it is unclear if the Chapter 7 trustee will be able to surcharge the collateral to cover all of the costs of the Chapter 7 process, providing a further risk to creditor recoveries. About Chrysler Group LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. 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 Ram Truck. 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. About Chrysler LLC 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: Electronic Data Says Plan is Unconfirmable -------------------------------------------------------- Electronic Data Systems LLC d/b/a HP Enterprise Services f/k/a Electronic Data Systems Corporation and EDS Canada Corp. f/k/a EDS Canada, Inc. ask the Court not to approve the Debtors' disclosure statement because it describes a Chapter 11 plan of liquidation that is unconfirmable. Richard J. Bernard, Esq., at Baker & Hostetler LLP, in New York, relates that EDS objects to the confirmation of the Debtors' proposed plan of liquidation to the extent that it seeks to enjoin the post-confirmation continuation of litigation by third parties against the Debtors, their estates or the Liquidation Trustee in the event that the Liquidation Trustee seeks to resume litigation commenced prepetition against the parties. "Such an injunction is overly broad and inequitable and, in substance, amounts to an impermissible attempt to continue the automatic stay or obtain the benefits of a discharge injunction," Mr. Bernard explains. In a certain litigation before the Petition Date, EDS claims damages against Chrysler LLC amounting approximately $33,556,662, plus attorneys' fees and pre-judgment and post-judgment interest. EDS sued Chrysler under a certain services agreement for maintenance, repair and operational goods and services. EDS duly invoiced Chrysler under the Services Agreement for inventory produced and delivered by EDS to Chrysler at its production facilities but Chrysler failed and refused to pay the amounts owed. EDS asserts various claims against Chrysler, including, but not limited to, claims for breach of contract, unjust enrichment, specific performance and declaratory judgment. All claims asserted by EDS against Chrysler are based on state law causes of action. The EDS Litigation was subsequently stayed when the Debtors filed for Chapter 11 protection and EDS filed a proof of claim in the Chapter 11 cases for $33,582,662. The Disclosure Statement and the Plan each contain an omnibus provision that generally provides that a liquidation trust will retain and a liquidation trustee may enforce any claims, demands, rights, defenses and causes of action that any Debtor or any estate may hold against any entity. However, Mr. Bernard points out that the provisions do not name EDS or state the factual bases for any reserved claims that the Liquidation Trust may seek to pursue against EDS. Mr. Bernard notes that EDS believes that the Debtors and the Liquidation Trustee are likely to assert that these provisions effectively transfer any claims that the Debtors may hold against EDS to the Liquidation Trust. In contrast to the general reservation of the Liquidation Trustee's ability to enforce causes of action that any Debtor may hold against any entity, the Disclosure Statement and the Plan seek to enjoin third parties from continuing litigation against the Debtors, their estates and the Liquidation Trust. In substance, the Debtors seek to extend the automatic stay to the Liquidation Trust post-confirmation or obtain the benefits of a discharge injunction, Mr. Bernard explains. While Electronic Data Systems understands that its likelihood of recovering anything on the EDS Claim is low given the economic reality of the Debtors' bankruptcy cases, there is no legal or equitable basis to issue the Injunction and enjoin Electronic Data Systems from pursuing its claims against the Debtors or the Liquidation Trust in the event that the Liquidation Trustee seeks to continue the EDS Litigation, Mr. Bernard tells the Court. The Chapter 11 Plan Chrysler LLC, now known as Old Carco LLC following the sale of its business to Fiat S.p.A. and the U.S. government, filed a Chapter 11 plan of liquidation on Dec. 15, 2009. Under the Plan, recovery by general unsecured creditors is contingent on, among other things, a successful outcome in a lawsuit initiated by the Official Committee of Unsecured Creditors against Daimler AG and certain related parties. Under the Plan, the Daimler Litigation will be pursued by the Liquidation Trust established by the Plan. If a sufficient recovery is not achieved in the Daimler Litigation, holders of General Unsecured Claims will receive no distributions under the Plan. "Until it is clear that such a recovery will be available, the Debtors anticipate that the review and allowance of General Unsecured Claims will be delayed. Such delay could be substantial," the disclosure statement explaining the Plan said. The Plan provides for zero recovery to the U.S. for its $4 billion loan under the Troubled Asset Relief Program while repaying some secured lenders in full. Holders of "other secured claims" of $20.6 million will get an estimated 100% recovery. Holders of first lien claims will receive their collateral or the proceeds from the sale of their collateral, for a recovery of "less than 100%". DaimlerChrysler North America Finance Corporation and Madeleine L.L.C. won't recover anything for a second lien loan. Cerberus Capital Management, L.P., which is owed $500 million for a second lien debt, had forgiven the debt pursuant to a settlement. Holders of equity interests won't recovery anything. The confirmation hearing, at which the Bankruptcy Court will consider approval of the Plan, currently is tentatively scheduled for March 16, 2010 beginning at 10:00 a.m., Eastern Time. A copy of the Liquidating Plan is available for free at: http://bankrupt.com/misc/Chrysler_Chapter11_Plan.pdf A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/Chrysler_DiscStatement.pdf About Chrysler Group LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. 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 Ram Truck. 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. About Chrysler LLC 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: U.S. Lawmakers Optimistic Aid Will be Repaid ---------------------------------------------------------- Federal officials expressed optimism that Chrysler and another bankrupt auto maker, General Motors Corp., will be able to repay government borrowing, according to a January 12 report by Bloomberg News. Senator Debbie Stabenow, a Michigan Democrat, said she believes she would see a repayment from both auto makers and that they will pay the government back in stages, with Chrysler taking a little longer than GM. "It really creates a win-win for all taxpayers," Bloomberg News quoted Senator Stabenow as saying. "It's a rebirth of the American auto industry. Not only has Detroit turned a corner, it's really on a whole different path," U.S. House Speaker Nancy Pelosi told Bloomberg News at the January 11 North American International Auto Show. Chrysler earlier said it will repay by 2014 its U.S. and Canadian loans, three years ahead of schedule. The auto maker received about $14.3 billion before and after its Chapter 11 restructuring. GM, which is trying to meet its goal of refunding U.S. and Canadian loans by the end of June, said in December last year that it has already returned $1 billion to the U.S. government and $192 million to Canada, Bloomberg News reported. According to the Congressional Oversight Panel, the taxpayers' net investment in the auto industry as of September was $81 billion, which includes $14.3 billion for Chrysler, $49.9 billion for GM and $16.9 billion in aid to suppliers and a financing company. Meanwhile, Kimberly Rodriguez, a principal at Michigan-based Grant Thornton LLP, said that the automakers are not yet fixed. "If the sales hold up, if the supply base holds together, a lot of ifs," Bloomberg News quoted Ms. Rodriguez as saying. "Maybe the plans are fixed but there are still a lot of execution risks." Sergio Marchionne, Chrysler's chief executive, said the auto maker has every intention of paying back the government loans that saved it from destruction. He said, however, that the loans made to Chrysler's predecessor company are not the responsibility of the "new Chrysler" and will not be repaid by New Chrysler, according to a January 13 report by The Oakland Press. "What happens to those old loans doesn't concern me," The Oakland Press quoted him as saying. About Chrysler Group LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. 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 Ram Truck. 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. About Chrysler LLC 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: Files 2nd Request to Enforce Stay vs. Dealers ----------------------------------------------------------- Old Carco LLC and its units and Chrysler Group LLC have made a second request to the Court to enforce: (a) the protections of the automatic stay; (b) the free and clear provisions of the Sale Order; (c) the enforcement provisions of the Sale Order; and (d) the provisions of the Rejection Order, in each case to stop the pursuit of certain litigation by the Noncompliant Dealers in violation of the Court's orders, including the award of contempt damages against the Noncompliant Dealers for the costs incurred by the Debtors and New Chrysler in bringing their current request and responding to the litigation that the Noncompliant Dealers have brought in other forums. As previously reported, Judge Gonzalez approved the Debtors' first request to enforce the automatic stay and 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 Debtors point out that Painter's Sun Country Chrysler, Inc. and Cutrubus Motors, Inc. d/b/a Rocky Mountain Chrysler-Jeep and Layton Dodge, Inc. d/b/a Cutrubus Chrysler Jeep Dodge are two of the rejected dealers and, thus, falls squarely within the group of dealers barred from pursuing any action against New Chrysler under state dealer laws based on their former status as Old Carco's dealers. Painter's Sun was among the group of rejected dealers who previously filed state proceedings in a failed effort to remain a Chrysler dealer notwithstanding that their agreements had been rejected and not assigned to New Chrysler. Painter's Sun had sought from the Utah Motor Vehicle Franchise Advisory Board an adjudicative proceeding "to review the proposed transfer of three Franchises previously held by Protestor to Stephen Wade" and a determination "that the Franchisor has unlawfully terminated the Franchisers." Cutrubus also filed a protest action with the Utah Board. Painter and Cutrubus Withdraw Protest From Utah Franchise Board Painter's Sun Country Chrysler, Inc., and Cutrubus Motors, Inc., doing business as Rocky Mountain Chrysler-Jeep, and Layton Dodge, Inc., doing business as Cutrubus Chrysler Jeep Dodge, in separate notices, inform the Court that they filed withdrawals of their Protest and Request for Agency Action, which were filed with the Utah Motor Vehicle Franchise Advisory Board. By their protests, Painter and Cutrubus say that they did not seek enforcement of any of Utah's dealer laws, nor did they seek any type of relief from Chrysler Group LLC or its proposed franchisees. Rather, they assert that they merely requested that the Advisory Board stay the issuance and registration of a Chrysler franchise pending the completion of the abbreviated arbitration proceedings authorized by H.R. 3288, which was signed by the President of the United States and enacted into law on December 16, 2009. The stay was deemed to be essential to receiving relief under the federally sanctioned arbitration proceeding. After Painter and Cutrubus filed their requests for a stay, they received a copy of the second joint motion of the Debtors and Chrysler Group LLC for an order enforcing automatic stay. In that motion, Chrysler Group argued that Painter's and Cutrubus' requests for stay filed with the Advisory Board violated the Court's previous order and the automatic stay. Out of concern that the Protest may be seen as a violation of any of the Court's orders, Painter and Cutrubus have elected to withdraw their Petition. Accordingly, Painter and Cutrubus filed their Voluntary Withdrawal with the Advisory Board. At the time the Voluntary Withdrawals were filed, the only action taken by the Administrative Law Judge appointed by the Advisory Board was to set a time and date for an initial telephonic pre- hearing conference, but now it will not occur due to the withdrawal of the Protests. No other action has been taken on the Protests. Given that Painter and Cutrubus have voluntarily withdrawn the Protests, which were the only relief sought by the Second Joint Motion, Painter and Cutrubus ask that the Court take no further action regarding them in connection with the second Joint Motion pending before the Court. Subsequently, the Debtors withdrew their request with regard to Painter's Sun and Cutrubus after the two dealers dismissed their protest before the Utah Board. About Chrysler Group LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. 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 Ram Truck. 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. About Chrysler LLC 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: Dealers Want Contract Rejections Reconsidered ----------------------------------------------------------- Island Jeep Incorporated, Scotia Motors Inc., Golden Motors, John Hine Pontiac, Pen Motors Inc., West End Garage, Mauro Motors, Inc., Bollinger's, Inc., Brother's Motors Inc., St Pete Jeep Chrysler, Rallye Auto Plaza Inc., Neil Huffman Incorporated, Bill Spurlock Dodge, Inc., Rock of Texas Automotive Inc., South Holland Dodge, Pride Chrysler Jeep, Thomas Dodge Corp, Taylor-Parker Motor Company, Evansville Chrysler Inc., and Alley's of Kingsport, Inc., ask the Court to reconsider its order authorizing the rejection of executory contracts and unexpired leases with certain domestic dealers, and the Court's opinion regarding authorization of that rejection. Specifically, the Dealers ask the Court to: (a) vacate the June 9, 2009 Rejection Order and Claims Bar Date; (b) vacate the June 19, 2009 Rejection Opinion; (c) order Old Chrysler to retroactively assume rejected dealers' contracts; (d) approve nunc pro tunc an implied statutory assumption of the rejected dealers' contracts by Old Chrysler; (e) order that the Dealers' claims are priority administrative claims; (f) reverse payment to priority lien holders; (g) order payment of damages to Dealers as priority lien holders; and (h) order an evidentiary hearing to establish the damages of the Dealers. In an amended request, these additional dealers were added as movants: Bob Taylor Jeep Inc., Augusta Dodge Inc, M & M Dodge Inc, Scholtes Motors Inc., Axelrod Chrysler Inc., Jim Fiore Motors, Faws Garage, Lakes Chrysler Jeep Limited, Van Burkleo Motors Inc., Fisher Motors Inc., Courtesy Nissan Inc., Key Buick-Pontiac-AMC Inc., Southeast Automotive, Extreme Jeep Inc., Ambassador Auto Service, Inc., Mueller Chrysler Inc., Wilson Dodge Nissan, Preston Chrysler Jeep, Fort Morgan Auto Center Inc., Superior Motors Inc., Waco Dodge Sales Inc., Archer Chrysler Jeep, D Patrick Inc., Brehm Group Inc., Birmingham Chrysler Plymouth Inc., Clarkston Motors Inc., Berlin Chrysler Inc., El Dorado Motors Inc., Russo Group Enterprises Inc., Fox Hills Chrysler Jeep Inc., Orleans Dodge Chrysler Jeep Inc., Walker Motors Inc., Monicatti Chrysler Jeep Sales, Shoemaker's Jeep Inc., SNOW, LLC, Ray's Ford-Mercury Inc., Barber Bros Motor Co Inc., Van Lieshout & Simon Dodge, Drake Chrysler, Tenafly Chrysler Jeep Inc., Wycoff Chrysler Inc., Terry Chrysler Jeep Inc., Sowell Automotive Inc., South Shore Chrysler, Cimino Brothers Ford Inc., Wilson Dodge Inc., Kalmar Motor Sales, Inc., Reuther Investment Co., Continental Chrysler Jeep Inc., Mt. Clemens Dodge Inc., Golick Chrysler Jeep Inc., Bruce Campbell Dodge Inc., Clayton Amerman Inc., Duvall Chrysler Dodge Jeep, Inc., and Auffenberger Chrysler Inc. Stephen Pidgeon, Esq., at Pidgeon & Donofrio GP, in Everett, Washington, says that to avoid confusion and in recognition of the limitations put upon the Dealers in petitioning the Court to reconsider its prior ruling, they stipulate, for the strict limited purpose of the present request only, that the Debtors' methodology in choosing which dealers to reject and which to assume and assign is not contested by the request, and that there was no prejudice to the Dealers by the Court's consideration of all 789 rejected dealership agreements in one motion. He adds that the Dealers stipulate that they do not contest the Court's failure to analyze each individual dealership agreement in determining whether the Debtors' decision to reject dealership agreements met the business judgment test. The Dealers submit that the Court's Rejection Order and Opinion overlooked important factual matters entered into the record and that those matters could reasonably be expected to alter the Court's original conclusions. They also submit that the Court overlooked controlling decisions and statutes, which could also be reasonably expected to alter the Court's original holding. Moreover, Mr. Pidgeon contends, some of the controlling decisions overlooked by the court were cited in the Court's Rejection Opinion for other grounds. "While we recognize that Rule 60(b) motions must be 'narrowly construed and strictly applied so as to avoid repetitive arguments on issues that have been considered fully by the Court,' the Rejection Opinion failed to consider other separate and distinct controlling points of authority flowing from those cases which we rely upon," he continues. "[I]n overlooking the facts and authorities presented . . . the Court misapplied the law, committed clear error and has caused a manifest injustice by approving the rejection of 789 dealership agreements," Mr. Pidgeon argues. The paramount issue before the Court as to the Rejection Motion concerned whether rejection of the dealership agreements met the "business judgment standard," Mr. Pidgeon relates. To that issue, he asserts, an affirmative conclusion as to whether rejection of the dealership agreements was required by Fiat S.p.A. as a condition precedent to the closing of the sale of the Debtors' assets was the most important finding necessary to the Court approving rejection of the 789 dealership agreements, because had the purchaser been willing, under the same terms, to accept an assignment of the entire dealership network including the 789 rejected dealerships, then no benefit to the Debtors' bankruptcy estates was even remotely possible. A close examination of the record indicates that the Court's factual finding in the Rejection Opinion affects a fraud upon the Court as per Rule 60(d)(3) of the Federal Rules of Civil Procedure "by exhibiting a reckless disregard for the truth," Mr. Pidgeon contends. He adds that the Rejection Opinion relied heavily upon its finding that Old Carco entered into prepetition obligations which, after bankruptcy was filed, required the Debtors to reject the dealership agreements. The Dealers rely upon multiple facts overlooked in the Court's Opinion and Order, which illustrate that rejection of the dealership agreements was not insisted upon by any party to the sale transaction and was never a condition precedent to the sale closing, Mr. Pidgeon further contends. He insists that the Court overlooked longstanding authorities indicating that prepetition obligations to waive protections of the Bankruptcy Code are against public policy and are, therefore, unenforceable. Debtors Object The Dealers ask the Court to vacate its findings and conclusions of more than six months ago in the Dealer Rejection Order and the written opinion supporting that Order, relates Corinne Ball, Esq., at Jones Day, in New York. As a corollary, she notes, the Dealers seek a wide array of additional affirmative relief going far beyond the confines of the challenged rulings, including to: (a) compel the Debtors to assume retroactively the Dealers' former dealer agreements; (b) grant administrative priority to the Dealers' claims, even though nearly half of them failed to file any proofs of claim at all; and (c) "revers[e] payment to priority lien holders" of the proceeds of the Fiat Transaction even though the Dealers acknowledge that they are not challenging the Court's order approving the Fiat sale. On procedural grounds, the request is untimely and an improper use of Rule 60 of the Federal Rules of Civil Procedure in place of an appeal, Ms. Ball argues. Notably, she points out, all but two of the Dealers objected to the Debtors' motion to reject their dealer agreements, and all but eight of them objected to the Debtors' motion to sell to Chrysler Group LLC substantially all of the bankruptcy estates' assets. All of the Dealers had notice of the relief requested and granted in connection with the Dealer Rejection Motion and the Sale Motion and an opportunity to be heard with respect to those matters, Ms. Ball informs the Court. To that end, she contends, each Dealer had an opportunity to file a timely appeal of the Dealer Rejection Order, but chose not to do so. She insists that the Dealers have not offered any explanation for that choice, and they cannot evade the consequences of that choice now -- inexcusably having let more than six months pass -- or use Rule 60 to make arguments of so- called "error" that were readily available to them at the time of the challenged rulings. The request mischaracterizes the record and the Court's reasoning and rulings, alleging "error" where none exists, Ms. Ball asserts. She points out that even a passing review of the Rejection Opinion reveals that the Court directly addressed the issues and points that the Dealers accuse the Court of having "overlooked." She adds, among other arguments, that the Dealers offer no support for using Federal Rule 60 to grant any of the far-reaching and case- altering affirmative relief they seek, including the request to have the rejected dealer agreements deemed assumed retroactively. About Chrysler Group LLC Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. 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 Ram Truck. 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. About Chrysler LLC 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) CITIZENS BANK: Fitch Assigns 'BB-/RR3' Rating on Deposits --------------------------------------------------------- Fitch Ratings has assigned a Recovery Rating of 'RR3' to the long- term deposits of the bank subsidiaries of Citizens Republic Bancorp, Inc. Fitch assigns this Recovery Rating: Citizens Bank F&M Bank-Iowa -- Long-term deposits 'BB-/RR3'. Fitch believes that uninsured long-term deposits have good recovery prospects if a default were to occur. This is consistent with a recovery rate in the range of 51% to 70%. CREDIT ACCEPTANCE: Moody's Assigns 'B1' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service has assigned a Corporate Family Rating of B1 and a First Priority Senior Secured Note rating of B1 to Credit Acceptance Corp. The outlook for the ratings is negative. The ratings reflects CACC's relatively stable returns and strong capital position, considering its position as a well established provider of sub-prime auto loans through a network of unaffiliated used car dealers. Moody's notes that, in contrast to the majority of auto lenders, CACC benefits from a unique risk-mitigating business model where dealers have first loss risk in the receivables they have assigned to CACC. At the same time, CACC remains vulnerable to adverse economic developments caused by its exposure to the sub-prime consumer segment and magnified by the monoline nature of the company's operations and relatively modest size. CACC's dependence on performance and confidence-sensitive wholesale funding is also an important factor in the rating. Reliance on funding facilities with relatively short tenors subjects the company to significant renewal/ refinancing risk. Non-renewal of one facility could potentially affect renewals of other facilities and ultimately result in franchise impairment if the company was unable to finance new asset originations. In Moody's view, financing portfolio assets on a committed, long-term basis is preferable as it helps to insulate the firm from potential liquidity and franchise impairment issues. Moody's acknowledges CACC's solid collections track record and recent success in renewing certain facilities. Nevertheless, market sensitivity regarding the expected volatility of the sub-prime auto finance asset class increases the risk of an interruption to CACC's access to funding. CACC's recent growth is another risk factor influencing the rating. Between 2004 and 2008 the number of active dealer partners at CACC grew from 1,215 to 3,264 and loans receivable, net almost doubled from $526 million to $1,018 million. In Moody's experience, rapid growth implies increased risk, as it can cause stress on controls as well as management and systems capacity and potentially affect the company's business and operating results. The relatively short tenure of dealer relationships also presents credit assessment challenges and introduces an element of unpredictability regarding business volumes, which may result in earnings volatility Balancing these credit challenges are CACC's solid franchise and competitive positioning, significant tangible equity base, conservative leverage and capital levels, satisfactory asset coverage for the senior secured noteholders, efficient loan servicing system and infrastructure, proprietary credit scoring models for underwriting and pricing, and capable, long-tenured senior management team. The negative rating outlook is consistent with Moody's outlook for US consumer finance generally and auto finance specifically. The outlook reflects continuing financial pressure on the US consumer, especially in the sub-prime sector. CACC is headquartered in Southfield, Michigan and had total assets of $1.18 billion at September 30, 2009. DINUZZO MASONRY: Case Summary & 1 Largest Unsecured Creditor ------------------------------------------------------------ Debtor: DiNuzzo Masonry, Inc. 192 Beverly Road Huntington, NY 11743 Bankruptcy Case No.: 10-70302 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Alan S. Trust Debtor's Counsel: Richard S. Feinsilver, Esq. One Old Country Road, Suite 125 Carle Place, NY 11514 Tel: (516) 873-6330 Fax: (516) 873-6183 Email: feinlawny@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 The Debtor identified Keyspan/National Grid with a debt claim for $8,000 as its largest unsecured creditor. A full-text copy of the Debtor's petition, including a list of its largest unsecured creditor, is available for free at: http://bankrupt.com/misc/nyeb10-70302.pdf The petition was signed by Peter DiNuzzo, president of the Company. DREIER LLP: Clients Go After 'Stolen' $6.3M Settlement ------------------------------------------------------ Two former Dreier LLP clients have asked a bankruptcy judge to allow them to sue to recoup $6.3 million that now-incarcerated Marc Dreier allegedly stole after orchestrating a bogus settlement between the clients and an investment manager, according to Law360. Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On December 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier has been charged by the U.S. government for conspiracy, securities fraud and wire fraud before the U.S. District Court for the Southern District of New York (Manhattan) (Case No. 09-cr-00085-JSR). Dreier LLP filed for Chapter 11 on December 16, 2008 (Bankr.=20 S.D.N.Y., Case No. 08-15051). Judge Robert E. Gerber handles the case. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, has been retained as counsel. The Debtor listed assets between $100 million and $500 million, and debts between $10 million and $50 million in its filing. Wachovia Bank National Association, Sheila M. Gowan as trustee for Chapter 11 estate of Dreier LLP, and Steven J. Reisman as post- confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that sent Mr. Dreier to bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D. N.Y., Case No. 09-10371). EMPIRE CENTER: Taps Polsinelli Shughart as Bankruptcy Counsel ------------------------------------------------------------- Empire Center at Coldwater Springs, LLC, asks the U.S. Bankruptcy Court for the District of Arizona for permission to employ Polsinelli Shughart PC as counsel. Polsinelli will, among other things: -- prepare pleadings and applications, and conduct examinations incidental to administration; -- advise the Debtor of its rights, duties, and obligations under Chapter 11 of the Bankruptcy Code; and -- take any and all other necessary action incident to the proper preservation and administration of the Chapter 11 estate. The hourly rates of Polsinelli's personnel are: Partners/Of Counsel $275 - $600 Associates $220 - $250 Paralegals $135 - $145 To the best of the Debtor's knowledge, Polsinelli is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Polsinelli Shughart, P.C. 3636 N. Central Avenue, Suite 1200 Phoenix, AZ 85012 Tel: (602) 650-2011 Fax: (602) 391-2546 Scottsdale, Arizona-based Empire Center at Coldwater Springs, LLC, filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. D. Ariz. Case No. 09-32728). John J. Hebert, Esq., at Polsinelli Shughart, P.C., assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities in its bankruptcy petition. EMPIRE CENTER: Files Schedules of Assets and Liabilities -------------------------------------------------------- Empire Center at Coldwater Springs, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $16,700,000 B. Personal Property $2,518 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $15,608,063 E. Creditors Holding Unsecured Priority Claims $48,998 F. Creditors Holding Unsecured Non-priority Claims $1,702,313 ----------- ----------- TOTAL $16,702,518 $17,359,374 Scottsdale, Arizona-based Empire Center at Coldwater Springs, LLC, filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. D. Ariz. Case No. 09-32728). John J. Hebert, Esq., at Polsinelli Shughart, P.C., assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities in its bankruptcy petition. EMPIRE CENTER: Section 341(a) Meeting Rescheduled to February 4 --------------------------------------------------------------- The U.S. Trustee for Region 14 has rescheduled a meeting of Empire Center at Coldwater Springs, LLC's creditors to February 4, 2010, at 2:00 p.m. at U.S. Trustee Meeting Room, 230 N. First Avenue, Suite 102, Phoenix, Arizona. The Section 341(a) meeting was originally scheduled for Jan. 21. This is the first meeting of creditors required under Section 341(a) of the U.S. 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. Scottsdale, Arizona-based Empire Center at Coldwater Springs, LLC, filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. D. Ariz. Case No. 09-32728). John J. Hebert, Esq., at Polsinelli Shughart, P.C., assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities in its bankruptcy petition. ENTREMED INC: Receives NASDAQ Noncompliance Notice -------------------------------------------------- EntreMed, Inc. (Nasdaq: ENMD) on January 19, 2010, received a Staff Determination letter from the NASDAQ Stock Market stating that the Company has not regained compliance with the $1.00 minimum closing bid price requirement for continued listing under the NASDAQ Listing Rule 5450(a)(1), and that its common stock is, therefore, subject to delisting from the NASDAQ Capital Market. The letter states that, unless EntreMed requests a hearing before a NASDAQ Hearings Panel, the Company's common stock would be subject to delisting from the NASDAQ Capital Market on January 28, 2010. The Company has requested a hearing and expects to appeal the NASDAQ Staff's Determination. The request and hearing process will automatically stay any action to delist the Company's securities from the NASDAQ Capital Market until such time as the hearing procedures have concluded. During the hearing, EntreMed will request continued listing on the NASDAQ Capital Market and will present the Panel with a plan, including a discussion of events, for regaining compliance with the minimum closing bid price requirement. At its discretion, the Panel has the authority to grant EntreMed up to an additional 180 days from the date of the Staff Determination letter to execute its plan of compliance. The Company will also continue to evaluate all its options with respect to maintaining a public listing of its common stock on an exchange. About EntreMed EntreMed, Inc. -- http://www.entremed.com/-- is a clinical-stage pharmaceutical company committed to developing primarily ENMD- 2076, a selective angiogenic kinase inhibitor, for the treatment of cancer. ENMD-2076 is currently in Phase 1 studies in advanced cancers, multiple myeloma, and leukemia. The Company's other therapeutic candidates include MKC-1, an oral cell-cycle regulator with activity against the mTOR pathway currently in multiple Phase 2 clinical trials for cancer, and ENMD-1198, a novel antimitotic agent currently in Phase 1 studies in advanced cancers. The Company also has an approved IND application for Panzem(R) in rheumatoid arthritis. ERICKSON RETIREMENT: Gets Nod to Tap Protiviti as Fin'l Advisor --------------------------------------------------------------- Judge Jernigan has authorized the Official Committee of Unsecured Creditors in Erickson Retirement Communities LLC's cases to retain Protiviti Inc. as its financial advisor, nunc pro tunc to November 4, 2009. The Court has approved the Protiviti Retention Application with these modifications: (1) Protiviti will be paid according to its customary hourly rates; provided, however, that Protiviti's total compensation will not exceed $150,000 per month for the first four months of the firm's retention and $100,000 for each month thereafter; and (2) In the event Protiviti's hourly fees are less than the Cap Amount in any month, the unused amount may be applied against any hourly fees that exceed the Cap Amount in any other month. The indemnification provisions under the Protiviti Application are approved, subject to these modifications: (1) If, before entry of an order closing the Debtors' Chapter 11 cases, Protiviti believes that it is entitled to the payment of any amounts by the Debtors on account of the Debtors' indemnification, contribution and/or reimbursement obligations under the Retention Order, including the advancement of defense costs, Protiviti must file an application with the Court, and the Debtors may not pay any of these amounts to Protiviti before the Court approves the payment; and (2) No party may bring against Protiviti any lawsuit relating in any way to the Debtors or their Chapter 11 cases in any court without Bankruptcy Court approval. As the Committee's financial advisor, Protiviti will render these services to the Committee: (a) Assist in the review of the Debtors' business plan and associated restructuring initiatives and advise the Committee regarding the Debtors' business plans, cash flow forecasts, financial projections, cash flow reporting, claims, and plan alternatives; (b) Advise the Committee with respect to available capital restructuring relating to the current DIP facility and sale and financing alternatives, including providing options regarding potential courses of action and assisting with the design, structuring and negotiation of alternative restructuring and transaction structures; (c) Assist the Committee in identifying and valuing undisclosed assets, if any, and consult with the Debtors and their advisors on the progress of asset sales, locations, identification, and value; (d) Prepare periodic reports and updates to the Committee regarding the status of the Debtors' postpetition operating performance, and other issues as requested by the Committee to facilitate informed decisions; (e) Advise the Committee regarding identity and value of avoidance actions; and (f) Perform all other services as directed by the Committee or its counsel and as may be required in the interests of the creditors. Michael L. Atkinson, managing director at Protiviti, maintains that upon review, his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. He assures the Court that Protiviti's engagement is not materially adverse to the interest of the Debtors' estates. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERICKSON RETIREMENT: Panel Wins Approval for Bracewell as Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors in Erickson Retirement Communities LLC's cases obtained the Bankruptcy Court's permission to retain Bracewell & Giuliani LLP as its counsel, nunc pro tunc to November 2, 2009. As the Committee's counsel, Bracewell & Giuliani is expected to: (a) provide legal advice with respect to the Committee's rights, powers, and duties in the Debtors' Chapter 11 cases; (b) represent the Committee at all hearings and other proceedings; (c) advise and assist in the Committee's discussions with the Debtors and other parties-in-interest, as well as professionals retained by these parties, regarding the overall administration of the Debtors' Chapter 11 cases; (d) assist the Committee in analyzing the claims of the Debtors' creditors and in negotiating with these creditors; (e) assist with the Committee's investigation of the assets, liabilities, and financial condition of the Debtors and of the operations of the Debtors' businesses; (f) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among others, any proposed sale and formulating the terms of a plan or plans of reorganization for the Debtors; (g) assist and advise the Committee with respect to its communications with the general creditor body regarding matters in the Debtors' Chapter 11 cases; (h) review and analyze all pleadings, orders, statements of operations, schedules, and other legal documents; the preparation on behalf of the Committee of all pleadings, orders, reports and other legal documents as may be necessary in furtherance of the Committee's interests and objectives; and (i) perform all other legal services for the Committee which may be necessary and proper for the Committee to discharge its duties in the Debtors' Chapter 11 cases. The Committee proposes that Bracewell & Giuliani's services be paid according to the firm's customary hourly rates: Title Rate per Hour ----- ------------- Partners $625 to $850 Associates $340 to $525 Paralegals $110 to $250 The principal Bracewell & Giuliani attorneys designated to represent the Committee and their current standard hourly rates are: Name Position Rate per Hour ---- -------- ------------- Samuel M. Stricklin Partner $625 Andrew J. Schoulder Associate $525 Marcus Friedman Associate $385 Anna Rozin Associate $325 Bracewell & Giuliani will also be reimbursed for reasonable and necessary expenses incurred or to be incurred. Samuel M. Stricklin, Esq., a partner at Bracewell & Giuliani, discloses that Microsoft Licensing GP, International Business Machines Corp. and G.E. Appliances, all unsecured creditors of the Debtors, are adverse to existing clients of the firm in matters unrelated to the Debtors' Chapter 11 cases. Moreover, he says, from 2007 though 2009, Bracewell & Giuliani represented Mercantil Commercebank, Hillcrest Bank, KeyBank, N.A., Bank of America, N.A., Sovereign Bankcorp Consolidated, and Wells Fargo Bank, N.A., the Debtors' prepetition lenders, in matters unrelated to the Debtors' Chapter 11 cases. He adds that Bracewell & Giuliani represents The Bank of New York Mellon, N.A., in matters unrelated to the Debtors' Chapter 11 cases. Despite these disclosures, Mr. Stricklin maintains that Bracewell & Giuliani is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. He assures the Court that Bracewell & Giuliani does not hold or represent any interest adverse to the Debtors' estates with respect to the matters for which it is to be engaged. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERICKSON RETIREMENT: Strategic Wants Rule 2004 Exam on Debtors -------------------------------------------------------------- Strategic Ashby Ponds Lender LLC and Strategic Concord Landholder, LP ask the Court to: (a) allow them to conduct an examination pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure of a representative of Erickson Retirement Communities LLC and its units on certain topics; and (b) order the production of certain documents by the Debtors. The Strategic Entities collectively hold claims totaling $75,000,000 in the Debtors' Chapter 11 cases and are involved in transactions with Debtors Concord Campus L.P. and Ashburn Campus, L.L.C. G. Martin Green, Esq., at Baker Botts L.L.P., in Dallas, Texas, notes that the Debtors' Amended Joint Plan of Reorganization purports to extinguish certain of the campus-level debt, including the interests of the Strategic Entities. Thus, the Strategic Entities want to examine the Debtors to determine whether there are any agreements between the Debtors and other entities, including the not-for-profit entities and the plan sponsor, which have not been fully disclosed and other matters that may impact their claims and rights. Mr. Green assures the Court that the information sought in the Rule 2004 Motion is tailored to the needs of the Strategic Entities and will not be unduly burdensome on the Debtors. The Strategic Entities seek to examine the Debtors on, among others, matters relating to (i) the formulation of the Debtors' Chapter 11 Plan, (ii) marketing of the Debtors' properties, (iii) specific allocation of the proceeds from the proposed sale of the Debtors' assets; and (iv) corporate governance of the Debtors. A detailed list of the information and documents the Strategic Entities seek from the Debtors is available for free at: http://bankrupt.com/misc/ERC_StrategicEntitiesDocReqs.pdf The Strategic Entities sought to expedite the hearing on their request for January 13, 2010. The Court nevertheless scheduled the hearing for February 5, 2010. Debtors React On behalf of the Debtors, Vincent P. Slusher, Esq., at DLA Piper LLP, in Dallas, Texas, argues that the Strategic Entities have failed to satisfy their burdens under Rule 2004. He contends that the Strategic Entities have failed to establish what claims their discovery requests are aimed at unveiling or how the failure to grant those discovery requests will result in undue hardship to the Strategic Entities. "In essence, the Strategic Entities seek examinations that are overly broad, unduly burdensome, and are not relevant to their claims against the Debtors' estates." Mr. Slusher reveals that the Debtors through their financial advisor, Houlihan Lokey Howard & Zukin Capital, have established an electronic data room. Most, if not all, of the relevant and responsive documents pertinent to the Debtors' Chapter 11 cases are available in that data room. Thus, the Debtors propose to give all parties-in-interest access to the data room provided those parties sign a confidentiality agreement. If a party-in- interest seeks information that is not in the data room, that party-in-interest may request that information with an explanation for the requested information. The Debtors will have 14 days to provide that information to the party-in-interest. The Debtors ask the Court to deny the Rule 2004 Motion. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) F & F LLC: Taps Ringstad & Sanders to Handle Reorganization Case ---------------------------------------------------------------- F & F, LLC, asks the U.S. Bankruptcy Court for the Central District of California for permission to employ Ringstad & Sanders, LLP as general insolvency counsel; and incur unsecured debt in the form of a $50,000 loan from Lor Chy Yik, the retainer lender, for the purpose of paying a supplemental retainer to the firm and the additional advances as may be necessary to pay ongoing attorneys' fees and costs. The firm will, among other things: 1. advise and assist the Debtor with respect to compliance with the U.S. Trustee Chapter 11 notices and guides and revisions thereto; 2. advise the Debtor concerning the requirements of the Bankruptcy Code and applicable rules as the same affect the Debtor in the chapter 11 proceeding; and 3. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor with regard to its assets and with respect to the claims of creditors. Todd C. Ringstad, a member of the firm, tells the Court that prepetition, the firm received a $100,000 retainer. Within 30 days after the petition date, the Debtor will pay a supplemental retainer of $50,000. The source of the supplemental retainer will be from funds loaned from Lor Chy Yik. The hourly rates of the firm's personnel are: Mr. Ringstad $575 Nanette D. Sanders $575 Christopher Minier $335 Lisa Farrington $360 Becky Metzner, paralegal $160 Carolyn Harley, paralegal $125 Mr. Ringstad assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Ringstad can be reached at: Ringstad & Sanders LLP 2030 Main St #1200 Irvine, CA 92614 Tel: (949) 851-7450 Rancho Cucamonga-based F & F LLC has filed for Chapter 11 bankruptcy protection on November 20, 2009 (Bankr. C.D. Calif. Case No. 09-38204). Todd C. Ringstad, Esq., who has an office in Irvine, California, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities in its petition. FAIRPOINT COMMS: Resets Plan Filing to February 1 ------------------------------------------------- FairPoint Communications is again postponing the date of filing of its bankruptcy plan to February 1, 2010, the Maine Public Broadcasting Network said in a report. As reported earlier, the Company was expected to file its plan in mid-January, which was the first announced plan filing postponement of the original December 10, 2009 plan filing deadline. FairPoint spokesman Jeff Nevins told MPBN that the extension will allow the Company to continue negotiations with lenders, unions and other involved parties. "We hope that we'll be able to finalize the settlements with the key constituents, and this hopefully will expedite the emergence from Chapter 11," MPBN quoted Mr. Nevins as saying. About FairPoint Communications FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- is an industry leading provider of communications services to communities across the country. FairPoint owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbols FRP and FRP.BC. Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009 (Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as financial advisor for the Company; AlixPartners, LLP as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP is the Company's counsel. BMC Group is claims and notice agent. As of June 30, 2009, Fairpoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in total stockholders' equity. Bankruptcy Creditors' Service, Inc., publishes Fairpoint Communications Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Fairpoint Communications Inc. and its debtor- affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FAIRPOINT COMMS: Wants January 29 Extension for Schedules --------------------------------------------------------- FairPoint Communications Inc. and its units seek the permission from Judge Burton R. Lifland of the United States Bankruptcy Court for the Southern District of New York for a further extension of the deadline to file their schedules of assets and liabilities, schedules of current income and expenses, schedules of executory contracts and unexpired leases, and statements of financial affairs, through and including January 29, 2010. According to James T. Grogan, Esq., at Paul Hastings Janofsky & Walker LLP in New York, several factors have made the Debtors' Schedules and Statements difficult to assemble. The information that the Debtors need to compile the Schedules, he notes, is not only voluminous, it is also located in numerous places, across a network of electronic ledgers and software platforms that span across the Debtors' information systems. Generally, the information sought to satisfy any one aspect of the Schedules is dispersed throughout these systems, Mr. Grogan points out. While the collection of the necessary data is a time consuming process in itself, the relevant data must subsequently be collated and cross-referenced with alternate sources and ledgers to ensure accuracy and consistency, Mr. Grogan adds. Accordingly, in view of the size of the Debtors' businesses, the number of Chapter 11 cases, the amount of information that must be compiled and assembled, the location of the information, and the significant amount of employee resources that must be devoted to those tasks, the Debtors maintain that ample cause exists for an extension of their Schedules Filing Deadline. The Debtors will present the current Schedules Extension Motion for the Court's consideration on January 21, 2010 at 12:00 noon, Eastern Time. Objections are also due on January 20. Redacted Schedules and Statements Pursuant to Section 107(b) of the Bankruptcy Code, the Debtors seek permission from the Bankruptcy Court to (i) redact confidential customer information from their yet-to-be-filed Schedules of Assets and Liabilities and Statements of Financial Affairs pursuant to Section 521 of the Bankruptcy Code, and (ii) redact affidavits and certificates of service identifying any Confidential Information. James T. Grogan, Esq., at Paul Hastings Janofsky & Walker LLP, in New York, tells the Court that due to financial and legal considerations, including compliance with confidentiality provisions in contracts between the Debtors and their customers, the Debtors' customer list must remain confidential. The identity of the Debtors' customers is one of the primary assets of the estates, he avers. Were this information to become publicly available, the Debtors would risk increased competition for its customers' business, he maintains. On the other hand, protection of this sensitive commercial information will assist the Debtors in their efforts to retain customer confidence during the Chapter 11 process, he relates. About FairPoint Communications FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- is an industry leading provider of communications services to communities across the country. FairPoint owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbols FRP and FRP.BC. Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009 (Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as financial advisor for the Company; AlixPartners, LLP as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP is the Company's counsel. BMC Group is claims and notice agent. As of June 30, 2009, Fairpoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in total stockholders' equity. Bankruptcy Creditors' Service, Inc., publishes Fairpoint Communications Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Fairpoint Communications Inc. and its debtor- affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FAIRPOINT COMMS: Wants Removal Period Until April 26 ---------------------------------------------------- Pursuant to Rule 9027 of the Federal Rules of Bankruptcy Procedure, FairPoint Communications Inc. and its units ask Judge Burton Lifland to extend the time by which they must file notices of removal of related proceedings until April 26, 2010. Bankruptcy Rule 9027(a)(2) provides that if the claim or cause of action in a civil action is pending when a case under the Bankruptcy Code is commenced, a notice of removal may be filed only within the longest of (i) 90 days after the order for relief in the case under the Bankruptcy Code; (ii) 30 days after entry of an order terminating a stay, if the claim or cause of action in a civil action has been stayed under Section 362 of the Bankruptcy Code; or (c) 30 days after a trustee qualifies in a Chapter 11 reorganization case but not later than 180 days after the order for relief. Accordingly, pursuant to Bankruptcy Rule 9027(a)(2), the Debtors must file removal notices with respect to any pending civil actions or proceedings that have not been stayed by January 24, 2010. Rule 9006 of the Federal Rules of Bankruptcy Procedure, on the other hand, permits bankruptcy courts to extend the Removal Period for cause. James T. Grogan, Esq., at Paul Hastings Janofsky & Walker LLP, in New York, tells the Court that since the Petition Date, the Debtors, their management and professionals have been focused on preparing their schedule of financial affairs, a disclosure statement and a plan of reorganization. As a result, the Debtors have not had an opportunity to fully examine the pending Civil Actions to determine the feasibility or benefit of removing each Action, Mr. Grogan relates. The Debtors aver that they are analyzing various aspects of each pending Civil Action to which they are a party to, but do not believe they will be able to make an informed decision as to whether to file notices of removal in each Action by the current January 24, 2010 deadline. The ability to remove pending litigation is a valuable right that the Debtors do not want to lose inadvertently, Mr. Grogan says. Additional time is required to analyze whether any pending action should be removed, he asserts. The Court will convene a hearing to consider the Debtors' request on February 3, 2010. Objections are due no later than Jan. 27. About FairPoint Communications FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- is an industry leading provider of communications services to communities across the country. FairPoint owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbols FRP and FRP.BC. Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009 (Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as financial advisor for the Company; AlixPartners, LLP as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP is the Company's counsel. BMC Group is claims and notice agent. As of June 30, 2009, Fairpoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in total stockholders' equity. Bankruptcy Creditors' Service, Inc., publishes Fairpoint Communications Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Fairpoint Communications Inc. and its debtor- affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FAIRPOINT COMMS: Committee to Object to Capgemini Pacts Assumption ------------------------------------------------------------------ In a motion, Fairpoint Communications Inc. and its units sought authority from the United States Bankruptcy Court for the Southern District of New York to assume certain agreements with Capgemini U.S. LLC. The Debtors also seek the Court's permission to enter into a settlement agreement with Capgemini. Capgemini was retained by the Debtors to help out in transition activities needed for their acquisition of Verizon Communications Inc.'s landline operations in the North New England region in March 2008. The Debtors withheld payment of approximately $50,000,000 invoiced by Capgemini for the services it rendered after issues arose that negatively impacted customer satisfaction and resulted in large increases in customer call volumes into the Debtors' customer-service centers. Capgemini asserted that the Debtors were in breach of the parties' agreement. The Debtors note that in the event Capgemini terminated its services, they would incur considerable cost to replace Capgemini with an alternative service provider. Even if an alternative provider is, it would take approximately six months to make the transition to a new service provider, the Debtors point out. A transition, the Debtors aver, would likely result in a significant disruption to the business operations. Accordingly, on October 9, 2009, the Debtors entered into a Settlement Agreement and Release with Capgemini, which provides for the assumption of: 1. an Information Technology Services Agreement effective as of January 30, 2009, pursuant to which Capgemini agree to continue to provide development and operational support functions to the Debtors; 2. a Master Purchasing Agreement between Capgemini affiliate, Capgemini Technologies LLC, and FairPoint Communications, dated March 29, 2007; and 3. a Settlement Agreement that resolves the parties' disputes. The Debtors believe it is in their best interests to assume the 2009 IT Agreement and the 2007 Purchasing Agreement and consummate the Settlement Agreement. The salient terms of the parties' Settlement Agreement are: (a) Capgemini will to continue providing its services to the Debtors under the 2009 IT Agreement; (b) The Debtors will continue to pay Capgemini its ongoing fees for services performed in the ordinary course of business after October 9, 2009; (c) In addition to $15,000,000 the Debtors paid Capgemini upon execution of the Settlement Agreement, the Debtors will pay an additional $15,000,000 cure amount on December 31, 2009; (d) Capgemini will have an allowed unsecured claim against the Debtors for the remaining balance owed under the Capgemini Agreements of approximately $19,800,000; (e) The Debtors will seek to assume the Capgemini Agreements in accordance with Section 365 of the Bankruptcy Code within 20 days of the Petition Date and that assumption must be granted pursuant to a final order of the Court within 65 days of the Petition Date; (f) Other than the Cure Amount, no further payment of cure to Capgemini will be required in order for the Debtors to assume the Capgemini Agreements pursuant to Section 365; (g) To the extent the Debtors comply with the material terms of the Settlement Agreement and the 2009 IT Agreement, as amended and the Debtors' plan of reorganization meets the conditions delineated in the Settlement Agreement, Capgemini will vote in favor of that plan when solicited and not support or vote in favor of any other plan; and (h) The Debtors and Capgemini will exchange mutual releases of claims or causes of action each party may have against the other. Committee Seeks Emergency Conference The Official Committee of Unsecured Creditors asks the Court to schedule an emergency conference in connection with the Debtors' request to assume certain agreements with Capgemini U.S. LLC. The Committee says it intends to object to the Capgemini Pacts Assumption Motion, and has sought discovery from the Debtors and Capgemini. To aid in preparing its objection to the Assumption Motion, the Committee has engaged Altman Vilandrie & Co. In turn, Altman Velandrie has subcontracted certain matters to Bayview Management. The Committee notes that it received word from the Debtors, just before the Debtors commenced document production on December 18, 2009, that they would not produce any documents so long as Bayview was working with the Committee. The basis for the Debtors' position was that Bayview had previously worked as an independent contractor for them, and had agreed to maintain the confidentiality of any information learned while working for the Debtors. Capgemini joined in the Debtors' position on the Committee's use of Bayview or the Committee's sharing with Bayview any materials produced in these proceedings. Paul N. Silverstein, Esq., at Andrews Kurth LLP, in New York, tells the Court that the Committee disagrees with the Debtors' position, particularly given that the parties have entered into a confidentiality stipulation and Altman Velandrie and Bayview have executed confidentiality agreements. Nevertheless, in order to keep the document production process moving forward, the Committee has agreed for the time being to refrain from providing the Debtors' or Capgemini's materials to Bayview pending resolution of the issue. With that limitation in place, the Debtors and Capgemini have commenced the production of responsive documents to the Committee. However, the Committee believes that the subject limitation is unreasonable and without merit. The Committee insists that it be allowed to share the produced material with Bayview in order to prepare its objection on the Assumption Motion. Mr. Silverstein points out that the Debtors have not articulated a legitimate objection to the Committee's use of Bayview in these proceedings, nor have the Debtors articulated a reasonable basis on which the Committee should be precluded from sharing production in these proceedings with Bayview, which is subject to confidentiality with the Committee. * * * At the Committee's request, the Court adjourns to February 3, 2010, at 10:00 a.m., the hearing on the Capgemini Agreements Assumption Motion as well as the hearing on the discovery sought by the Committee relating to the Assumption Motion. The Committee initially sought the hearing adjournment to a later date by which the Debtors' objection to the retention of Bayview will have been resolved and the Committee has had sufficient time to prepare its objection on the Assumption Motion. In a separate filing, the Committee, expecting the hearing to be an evidentiary hearing with live testimony, asks the Court to schedule a status or pre-trial conference in order to discuss the logistics of the upcoming hearing. The Committee believes a status conference would be beneficial to all of the parties and would streamline the proceeding. About FairPoint Communications FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- is an industry leading provider of communications services to communities across the country. FairPoint owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbols FRP and FRP.BC. Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009 (Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as financial advisor for the Company; AlixPartners, LLP as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP is the Company's counsel. BMC Group is claims and notice agent. As of June 30, 2009, Fairpoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in total stockholders' equity. Bankruptcy Creditors' Service, Inc., publishes Fairpoint Communications Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Fairpoint Communications Inc. and its debtor- affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) FAMILY FRUIT: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Family Fruit Farmers Market, Inc. 2270 Hyland Blvd Staten Island, NY 10306 Bankruptcy Case No.: 10-40364 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Carla E. Craig Debtor's Counsel: Richard M. Gabor, Esq. Gabor & Marotta LLC 1878 Victory Boulevard Staten Island, NY 10314 Tel: (718) 390-0555 Fax: (718) 390-9886 Email: rgabor@gabormarottalaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/nyeb10-40364.pdf The petition was signed by Louis Epifania, president of the company. FONTAINEBLEAU LAS VEGAS: Icahn Emerges as Lone Qualified Bidder --------------------------------------------------------------- The Wall Street Journal's Alexandra Berzon reports that Carl Icahn's Icahn Enterprises LP emerged as the only qualified bidder this week for Fontainebleau Las Vegas after two competing bids were deemed unqualified. The Journal cited documents filed by an examiner appointed by the Bankruptcy Court in the Fontainebleau case. Mr. Icahn has pledged $106 million for the project, plus $50 million in financing during bankruptcy proceedings. A person close to the situation told the Journal several hedge funds looked closely at the Fontainebleau in the past few weeks but ultimately decided not to bid. The Journal says the auction initially scheduled for Thursday will not need to occur now because others who submitted bids were deemed not serious. A hearing on January 27 is expected to approve the sale, which must close by February 9. The Troubled Company Reporter yesterday reported San Francisco real estate developer Luke Brugnara told the Las Vegas Review- Journal in an e-mail he has submitted a $170 million "all cash" offer with the U.S. Bankruptcy Court in Miami for the Fontainebleau project. Review-Journal relates Mr. Brugnara said he would pay up to $200 million for the Fontainebleau project, and that he is backed financially by a New York City hedge fund. Fontainebleau was 70% completed before construction stopped in April after lenders cut off $800 million in financing. The project once had a budget of almost $3 billion. Penn National Gaming Inc. in November initially offered $101.5 million for the project -- $50 million in cash and $51.5 million in DIP financing. Penn National raised its offer to $145 million, but was topped by Carl Icahn. Penn National eventually pulled out of the bidding process. FONTAINEBLEAU BANKRUPTCY NEWS reports that Craig Road Development Corporation in a letter dated December 2, 2009, informed the Court of its interest to acquire 100% of the "Tier A" casino hotel and resort from Fontainebleau. An entity formed by CRDC and certain investors -- Heroes Property Group, LLC -- will pay $350,000,000 for 100% of the Project's equity, payable in cash at closing. The letter, however, indicated the Sellers would be responsible for retiring any funded and interest bearing debt, including capital leases, of the Project. The Project's stock purchased by Heroes Property Group will be free and clear of all liens and encumbrances. Eugene Hill, chief executive officer of Craig Road Development Corporation, relates that the Project would be completed through separate funding, estimated at $800 million. Funding for the acquisition and build out will come from commercial sources and the repayment of the funds will be from operational income. The completed facility will become one of three Department of Defense resort properties in the United States, Mr. Hill elaborated. In a letter sent to CRDC on December 4, 2009, Judge Cristol asked CRDC to coordinate with the Debtors and the Chapter 11 Examiner if it wishes to participate in the January 21, 2010 Auction. About Fontainebleau Las Vegas Fontainebleau Las Vegas -- 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) FREEDOM COMMS: Thirteenth Street Wants to Buy All News Outlets -------------------------------------------------------------- The Arizona Republic, citing a report from East Valley Tribune, says Thirteenth Street Media said it want to acquire all of Freedom Communications Inc.'s news outlets and local coupon publications, which include the Ahwatukee Foothills News and Sun City Daily New-Sun weeklies, and the Clipper. The proposed acquisition subject to the approval of the U.S. Bankruptcy Court for the District of Delaware, report adds. Freedom Communications, headquartered in Irvine, California, is a national privately owned information and entertainment company of print publications, broadcast television stations and interactive businesses. The company's print portfolio includes approximately 90 daily and weekly publications, including approximately 30 daily newspapers, plus ancillary magazines and other specialty publications. The broadcast company's stations -- five CBS, two ABC network affiliates and one CW affiliate -- reach more than 3 million households across the country. The Company's news, information and entertainment Web sites complement its print and broadcast properties. Freedom Communications filed for Chapter 11 on Sept. 1, 2009 (Bankr. D. Del. Case No. 09-13046). Attorneys at Young Conaway Stargatt & Taylor, and Latham & Watkins LLP serve as Chapter 11 counsel. Houlihan, Lokey, Howard & Zukin, Inc., serves as financial advisor while AlixPartners LLC is restructuring consultant. Logan & Co. serves as claims and notice agent. Freedom Communications had $757,000,000 in assets against debts of $1,077,000,000 as of July 31, 2009. GREAT POINT: Moody's Assigns 'Ba1' Rating on $220 Mil. Loan ----------------------------------------------------------- Moody's Investors Service has assigned a Ba1 rating to the $220 million senior secured term loan due 2016, to be issued by Great Point Power, LLC. The rating outlook is stable. Proceeds from the transaction, together with sponsor equity, will be used to acquire a portfolio of five projects (including working capital) from affiliates of Energy Investors Funds and to pay related transaction costs. Great Point is a special purpose entity formed by ArcLight Energy Partners Fund IV, L.P. to acquire the five projects. The portfolio consists of four power plants totaling 695 MWs of net generation and an interest in the Neptune Regional Transmission System, a 660 MW (440 MW net) undersea transmission line. Fund IV is a $2.1 billion private equity fund formed by ArcLight Capital Partners, LLC, a private equity investment firm founded in 2001 and focused exclusively on the power and energy sector. ArcLight has approximately $6.8 billion under management, with over 6,000 net MWs in operation or construction across its four funds. ArcLight owns a diverse portfolio of companies in the power generation, transmission and distribution, midstream and upstream sectors. The rating reflects the highly contracted nature of the portfolio of projects, the duration of the contracts, the low operating risk associated with the transmission asset, the credit quality of the contract counterparties and the strong portfolio diversification. In Moody's view, the Great Point portfolio has lower operational risk than pure power generation portfolios due to the fact that a significant portion of cash flow is generated by Neptune, the transmission asset. Additionally, the generation assets have solid operating histories and are expected to generate stable cash flows going forward. However, the recommendation also considers the high leverage associated with the underlying project assets, uncertainty surrounding the final SRAC (short-run avoided cost) structure, which will drive cash flow levels at the largest generation asset based on cash flow (Crockett Cogeneration in California), refinancing risk and the structurally subordinated position of the holding company lenders. The Ba1 senior secured rating for Great Point considers these strengths: 1) Cash flow stability and predictability provided by the long term power purchase agreements between the underlying power projects and high quality, investment grade utility counterparties, and in the case of the Neptune undersea transmission line, a long term firm transportation agreement between Neptune and the Long Island Power Authority, which is rated investment grade at A3; 2) The portfolio is characterized by diversity of location and cash flows as well as fuel and dispatch diversity. In addition, the rating recognizes the lower business risk inherent in the portfolio, in which a significant portion of cash flows (approx. 26% of distributable cash flow to Great Point over the life of the deal) is expected to be generated by the Neptune electric transmission line; 3) The projects generally demonstrate good historical operational performance, supported by tested and commercially proven technology; 4) A six month debt service reserve provided by a letter of credit for the account of the sponsor, ArcLight, rather than Great Point Power; and 5) The projects' management and operating teams are very experienced and highly qualified, with oversight to be provided by Consolidated Asset Management Services, an affiliate of ArcLight. The rating also reflects these areas of credit concern: 1) A high degree of leverage in the underlying project portfolio; 2) The normal operating risk associated with power project assets; 3) Refinancing risk, although this is considered by Moody's to be manageable given the 7-year refinancing window and the relatively small amount of refinancing at the end of the term and the fact that the PPA expiries range from 2020-2030; 4) The structurally subordinated position of the lenders to the holding company, in relation to existing debt at the five projects totaling approximately $744 million as of December 31, 2009; 5) The Ba1 rating also reflects asset concentration as one of the projects -- Crockett Cogeneration in California (rated separately at Baa3 senior secured; stable outlook) -- represents approx. 51% of distributable cash flow to Great Point through 2016; Crockett controls its own dispatch levels starting January 1, 2010, and receives energy payments that are tied to SRAC; and 6) No hard asset security is available to the lenders. The credit facilities will be secured by a perfected first priority security interest in all the assets of Great Point, Great Point's equity interest in the subsidiary companies and the Sponsor's interest in the Borrower. Moody's also considered structural features in the term loan agreement, including a cash sweep in years 1-5 equal to the greater of (i) 50% of excess cash flow after scheduled debt service and (ii) an amount required to achieve a target debt balance, and a cash sweep in years 6 and 7 of 100% of excess cash flow. The transaction provides for only a 1% required annual amortization, with additional amortization to be based upon the cash flow sweep mechanism. There is also a 6 month debt service reserve covering forward interest and scheduled debt service via a letter of credit to be provided by the Sponsor and a set of financial and other covenants that restrict the business and financial activities of the Borrower. The stable outlook reflects the expectation that the portfolio of projects will generate relatively stable and predictable cash flows, since the cash flows are derived from long term contracts with investment grade counterparties. The outlook also assumes the near term stability in the credit quality of the project off- takers and anticipates that the projects will continue to be operated in a manner that allows them to perform as expected. Positive trends that could lead Moody's to consider an upgrade would include a more rapid pay down of the project level debt than currently projected and better than projected base case financial performance. Negative trends that could lead Moody's to consider a downgrade would include credit deterioration by key contractual off-takers, substantial operating performance difficulties that result in a meaningful loss of cash flow available for debt service, a final SRAC structure that is detrimental to the cash flows at Crockett and Great Point, and financial performance that is consistently below expectations. The rating is predicated upon final documentation in accordance with Moody's current understanding of the transaction and final debt sizing consistent with initially projected credit metrics. Great Point Power, LLC, is a special purpose entity formed by ArcLight Capital Partners, LLC to acquire a portfolio consisting of four power plants totaling 695 MWs of net generation and an interest in the Neptune Regional Transmission System, a 660 MW (440 MW net) undersea transmission line. GREAT POINT: S&P Assigns 'BB+' Rating on $220 Mil. Senior Loan -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'BB+' rating to Great Point Power LLC's $220 million senior secured term loan. The project is using proceeds to partly finance the acquisition of a portfolio of electric generation assets that are owned by several private equity funds managed by Energy Investors Funds. S&P also assigned a preliminary recovery rating of '1' to the portfolio, indicating expectation of 90-100% recovery in the event of a default. The outlook is stable. GPP is a special-purpose, bankruptcy-remote entity formed to own and operate a portfolio of four electricity generation assets and one transmission asset. The portfolio is a closed-end portfolio of equity interests in four power plants totaling 695 megawatts of net generation and an interest in a 660 MW (net 440 MW) undersea transmission line between Sayreville, N.J. and Long Island, N.Y. The assets are in New York, New Jersey, Texas, California, and Hawaii. While the portfolio is diverse in terms of customer base, fuel type, and technology, there is limited diversity in revenue sources. Great Point Power Holdings LLC completely owns GPP, and GPPH is in turn 100% owned by ArcLight Energy Partners Fund IV L.P, a $2.1 billion fund that is one of four private equity funds managed by ArcLight Capital Partners, LLC. Ratings are preliminary pending a review of legal documentation. S&P expects GPP to meet Standard & Poor's criteria for special-purpose entities, including the provision of an independent director and a nonconsolidation opinion. IASIS HEALTHCARE: Stock Repurchase Won't Move Moody's 'B2' Rating ----------------------------------------------------------------- Moody's Investors Service commented that IASIS Healthcare Corporation's repurchase of preferred stock and payment of unpaid dividends has no immediate impact on the ratings of the company, including the B2 Corporate Family and Probability of Default Ratings. Moody's understands that the redemption will be funded with a dividend to the parent holding company from available cash at IASIS Healthcare LLC. Moody's last rating action was on April 9, 2007, when a Ba2 rating was assigned to the secured credit facilities of IASIS Healthcare LLC and a Caa1 rating was assigned to the $300 million PIK loan at the parent company. Moody's also withdrew the B1 Corporate Family Rating from IASIS Healthcare LLC and assigned a B2 Corporate Family Rating to IASIS Healthcare Corporation, the highest level in the corporate structure with rated debt and changed the outlook to stable from negative. IASIS Healthcare LLC, a wholly owned subsidiary of IASIS Healthcare Corporation, is headquartered in Franklin, Tennessee. IASIS is an owner operator of acute care hospitals in high growth urban and suburban markets. As of September 30, 2009, IASIS operated 15 acute care hospitals and one behavioral health hospital located in six states. The company also operates Health Choice Arizona, Inc., a Medicaid and Medicare managed health plan in Phoenix. IMS HEALTH: Seeks Shareholders OK of Merger at Feb. 8 Meeting ------------------------------------------------------------- IMS Health Incorporated will hold a Special Meeting of its stockholders on February 8, 2010, at 11:30 a.m. EST, at The Hyatt Regency, 1800 East Putnam Avenue, in Greenwich, Connecticut, to ask shareholders to consider and vote upon a proposal to adopt a merger agreement with Healthcare Technology Holdings, Inc. The Board of Directors recommends that IMS stockholders vote for the proposal to adopt the merger agreement with Healthcare Technology. The merger agreement, dated November 5, 2009, provides for the acquisition of IMS by Healthcare Technology, an entity created by certain affiliates of TPG Capital, L.P. and the Canada Pension Plan Investment Board. IMS stockholders of record at the close of business on Monday, December 28, 2009, are entitled to notice of the special meeting and to vote at the special meeting. About IMS Operating in more than 100 countries, IMS Health Incorporated (NYSE: RX) -- http://www.imshealth.com/-- provides market intelligence to the pharmaceutical and healthcare industries. With $2.3 billion in 2008 revenue and more than 50 years of industry experience, IMS offers market intelligence products and services that are integral to clients' day-to-day operations, including product and portfolio management capabilities; commercial effectiveness innovations; managed care and consumer health offerings; and consulting and services solutions that improve productivity and the delivery of quality healthcare worldwide. As of September 30, 2009, the Company had total assets of $2,110,525,000 against total liabilities of $2,153,203,000. As of September 30, 2009, the Company had non-controlling interests of $1,555,000 and total deficit of $42,678,000. INNOVATIVE COMMUNICATIONS: National Rural Can Acquire St. Maarten ----------------------------------------------------------------- The Hon. Maurice Adriaens of the Netherlands Antilles Minister of Transport and Communications granted unconditional consent for National Rural Utilities Cooperative Finance Corporation to acquire Caribbean Teleview Services N.V. dba St. Maarten Cable TV and East Caribbean Cellular N.V. in connection with its agreement with the Chapter 11 Trustee of Innovative Communication Corporation, according to CNNMoney.com. Report relates that CFC has already received U.S. antitrust and Federal Communications Commission approvals, as well as regulatory approvals from the British Virgin Islands government. CFC awaits approval from the Public Services Commission of the U.S. Virgin Islands. Once that approval is granted, the Chapter 11 Trustee and CFC will request authorization from the U.S. Bankruptcy Court to consummate the transfer of control, report notes. Report says CFC said that it would make a credit bid to acquire the outstanding stock of the ICC-owned companies in early last year. The credit bid is conditioned on approval of regulatory authorities in the jurisdictions where ICC's businesses operate. About CFC National Rural Utilities Cooperative Finance Corporation (CFC) is a cooperative that serves the nation's rural utility systems. With more than $20 billion in assets, CFC provides its member- owners with an assured source of market-priced capital and financial products and services. CFC can be found online at nrucfc.org. About Innovative Communication Based in Christiansted, St. Croix, U.S. Virgin Islands, Innovative Communication Corporation is a telecommunications and media company with extensive holdings throughout the Caribbean basin. The company's operations are in Belize, British Virgin Islands, Guadeloupe, Martinique, Saint-Martin, Sint Maarten, U.S. Virgin Islands and France and include local, long distance and cellular telephone companies, Internet access providers, cable television companies, business systems, and The Virgin Islands Daily News, a Pulitzer Prize-winning newspaper. On Feb. 10, 2006, creditors Greenlight Capital Qualified, L.P., Greenlight Capital, L.P., and Greenlight Capital Offshore, Ltd., filed involuntary chapter 11 petition against Innovative Communication Company LLC and Emerging Communications, Inc., and Jeffrey J. Prosser, the company's principal (Bankr. D. Del. Case Nos. 06-10133 through 06-10135). The Greenlight creditors disclosed US$18,780,614 in total claims. On July 31, 2006, Innovative LLC, Emerging, and Mr. Prosser, filed voluntary chapter 11 petitions (Bankr. D. V.I. Case Nos. 06-30007 through 06-30009). Pursuant to Rule 1003-1 of the Local Bankruptcy Rules of the District Court of the Virgin Islands, Bankruptcy Division, Mr. Prosser, and Bobby Lubana, were designated as the individuals who are the principal operating officers of the alleged debtor. On Dec. 14, 2006, the Delaware Bankruptcy Court entered an order transferring the venue of the involuntary bankruptcy cases transferring to the U.S. District Court for the District of the Virgin Islands, Bankruptcy Division. On July 5, 2007, the Greenlight creditors filed an involuntary chapter 11 petition against Innovative Communication Corporation (Bankr. D. V.I. Case No. 07-30012). The creditors disclosed total aggregate claims of US$56,341,843. Matthew J. Duensing, Esq., and Richard H. Dollison, Esq., at Stryker, Duensing, Casner & Dollison, and Matthew P. Ward, Esq., at Skadden Arps Slate Meagher & Flom LLP, represent the creditors. Stan Springel of Alvarez & Marsal, the Court-appointed chapter 11 trustee, is represented by Andrew Kamensky, Esq., at Hunton & Williams. INTERMUNE INC: To Sell 5MM Shares; Warburg Pincus Has $30MM Offer ----------------------------------------------------------------- InterMune, Inc., on Tuesday said it plans to offer, subject to market and other conditions, 5,000,000 shares of its common stock in an underwritten public offering. The Company expects to grant the underwriters a 30-day option to purchase up to an additional 750,000 shares of common stock in connection with the offering. All of the shares in the offering will be sold by InterMune. The shares will be issued pursuant to a prospectus supplement filed as part of a shelf registration statement previously filed with the Securities and Exchange Commission on Form S-3. In a regulatory filing, the Company said Warburg Pincus Equity Partners, L.P., which is the Company's principal stockholder and an affiliate of one of its directors, has indicated interest in purchasing up to $30 million of the common stock in the offering at the public offering price. "Because this indication of interest is not a binding agreement or a commitment to purchase, any or all of these entities may elect not to purchase any shares in this offering, or the underwriters may elect not to sell any shares in this offering to any or all of these entities," the Company said. Goldman, Sachs & Co. is acting as the sole book-running manager of the offering. A full-text copy of the Company's preliminary prospectus is available at no charge at http://ResearchArchives.com/t/s?4dac Standstill Agreement InterMune on January 19, 2010, entered into an Amendment to Amended and Restated Standstill Agreement with Warburg, Pincus Equity Partners, L.P.; Warburg, Pincus Netherlands Equity Partners I, C.V.; Warburg, Pincus Netherlands Equity Partners III, C.V.; Warburg Pincus & Co.; and Warburg Pincus LLC. The Amendment amends Section 6 of the Amended and Restated Standstill Agreement, dated October 29, 2004, by and among the Company and the Warburg Group. Jonathan S. Leff, a member of the board of directors of the Company, is a managing director of WP LLC and a partner of WP. Following the execution of the Amendment, Section 6 of the Standstill Agreement provides that, among other things, without the prior written consent of a majority of the independent members of the Board of Directors of the Company who are not affiliated with the Warburg Group, no sales of Common Stock beneficially owned by the Warburg Group will be made pursuant to a private sale or other exemption from the registration requirements of the Act if the Warburg Group has knowledge that (i) the purchaser of such shares is a biotechnology or pharmaceutical firm and such purchaser and its affiliates would, after giving effect to such sale, beneficially own more than 10.0% of the Common Stock of the Company then outstanding, or (ii) the purchaser of such shares has announced an unsolicited tender offer for the Common Stock of the Company without the prior consent of a majority of the independent members of the Board of Directors of the Company who are not affiliated with the Warburg Group. The Standstill Amendment provides that the restrictions of Section 6 will no longer apply if the Warburg Group and its affiliates, at the time of a sale, beneficially own 10.0% or less of the Common Stock of the Company. Except for the changes made to Section 6 of the Standstill Agreement pursuant to the Amendment, all other terms and provisions of the Standstill Agreement remain in full force and effect. About InterMune Brisbane, California-based InterMune, Inc. (Nasdaq: ITMN) is a biotechnology company focused on the research, development and commercialization of innovative therapies in pulmonology and hepatology. As of September 30, 2009, the Company had total assets of $157,155,000 against total current liabilities of $44,926,000, deferred rent of $1,060,000, deferred collaboration revenue of $57,263,000, liability under government settlement of $9,117,000, and convertible notes of $128,153,000; resulting in stockholders' deficit of $83,364,000. JARDEN CORPORATION: Moody's Raises Rating on Senior Loan to 'Ba1' ----------------------------------------------------------------- Moody's Investors Service upgraded Jarden Corporation's senior secured credit facility to Ba1 and the senior unsecured notes to B1 due the change in capital structure from upsizing its senior subordinated notes to $492 million from $400 million. All other ratings, including the B1 CFR, were affirmed. The rating outlook remains positive. Jarden recently announced that it had upsized its subordinated note offering to $492 million and that the offering would consist of two pieces: a U.S. dollar part with aggregate principal amount of $275 million and a Euro portion of EUR150 million (approximately $217 million). "The one notch upgrade in the secured credit facility to Ba1 and the senior unsecured notes to B1 reflect the change in the company's capital structure from an additional $92 million of subordinated notes which provides for more cushion of the senior obligations in the event of default" said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. These ratings were upgraded/assessments revised: * Senior secured revolver to Ba1 (LGD 2 -- 19%) from Ba2 (LGD 2 -- 20%); * $735 million secured term loan to Ba1 (LGD 2 -- 19%) from Ba2 (LGD 2 -- 20%); * $600 million term loan Ba1 (LGD 2 -- 19%) from Ba2 (LGD 2 -- 20%); * $300 million senior unsecured notes to B1 (LGD 4, 55%) from B2 (LGD 4, 57%); These ratings were affirmed: * Corporate family rating at B1; * Probability of default rating at B1; * $650 million senior subordinated notes at B3 (LGD 5 -- 85%); * $492 million senior subordinated notes at B3 (LGD 5 -- 85%); * Speculative grade liquidity rating at SGL 2 The last rating action was on January 12, 2010, where Moody's rated Jarden's subordinated notes B3 and affirmed all other ratings. Jarden Corporation is a manufacturer and distributor of niche consumer products used in and around the home. The company's primary segment include Consumer Solutions (which distributes kitchen appliances, and home vacuum packaging systems), Branded Consumables (which distributes playing cards, arts and crafts, plastic cutlery and firelogs), and Outdoor solutions (which distributes a variety of outdoor leisure products under the K2, PureFishing, Coleman and Campingaz brands). Headquartered in Rye, NY the company reported consolidated net sales of approximately $5.1 billion for the twelve months ending September 30, 2009. JOHN KROMER: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: John L. Kromer, Jr. Janet E. Kromer aka Janet Scott 14629 Galt Lake Drive Tampa, FL 33626 Bankruptcy Case No.: 10-00973 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Catherine Peek McEwen Debtors' Counsel: Buddy D. Ford, Esq. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 Email: Buddy@tampaesq.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of $1,389,909 and total debts of $3,284,578. A full-text copy of the Debtors' petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/flmb10-00973.pdf The petition was signed by the Joint Debtors. KNOLOGY INC: Farallon Capital Discloses 9.3% Equity Stake --------------------------------------------------------- Farallon Capital Management, L.L.C., and its various affiliated funds and trusts, disclosed beneficial ownership of in the aggregate 3,342,394 shares, or roughly 9.3%, of the common stock of Knology Inc. Knology, Inc., owns and operates an advanced interactive broadband network and provides residential and business customers broadband communications services, including analog and digital cable television, local and long-distance telephone, high-speed Internet access, and broadband carrier services to various markets in the Southeastern and Midwestern United States. As of September 30, 2009, Knology had total assets of $643,991,000 against total liabilities of $685,932,000. As of September 30, 2009, Knology had accumulated deficit of $627,309,000 and stockholders' deficit of $41,941,000. KRISPY KREME: Board of Directors Adopts Poison Pill Plan -------------------------------------------------------- Krispy Kreme Doughnuts, Inc.'s Board of Directors has adopted a Shareholder Protection Rights Agreement to replace the Company's existing Rights Plan, which expired January 18, 2010. "The new Rights Plan was adopted to deter abusive takeover tactics, but it was not adopted in response to any specific effort to acquire control of the Company. The Company's current market capitalization makes the Company and its shareholders especially vulnerable to a creeping acquisition of control whereby a person can acquire a substantial percentage of the Company's outstanding stock prior to making any public disclosure regarding its control intent and without paying a control premium. Krispy Kreme believes the new Rights Plan, like the existing Rights Plan, will provide the Board of Directors with negotiating leverage if a third party offers to acquire the Company at a price that would not provide shareholders with the full value of their investment. The issuance of the rights has no dilutive effect, will not affect reported earnings per share and is not taxable to Krispy Kreme or its shareholders," said Jim Morgan, Chairman of the Board of Directors and Chief Executive Officer of the Company. In connection with the adoption of the new Rights Plan, the Company's Board of Directors declared a dividend of one right on each outstanding share of the Company's common stock. The dividend will be paid on January 19, 2010 to shareholders of record on January 18, 2010. The rights will trade with, and be represented by, the existing common stock and no further action by shareholders is necessary unless and until a triggering event occurs and the rights become exercisable. Should the rights become exercisable, the Company will notify shareholders. The mechanics of the new Rights Plan are similar to the existing Rights Plan. In general terms, and as in the existing Rights Plan, the rights that will be issued under the new Rights Plan are not exercisable until such time as a person or group becomes the beneficial owner of 15% or more of the Company's common stock immediately following the expiration of the existing Rights Plan. The rights may cause substantial dilution to a person or group that acquires 15% or more of the Company's common stock unless the rights are first redeemed by the Board of Directors. Unlike the existing Rights Plan (which had a 10-year term), the new Rights Plan only has a three-year term. A letter to shareholders regarding the Rights Plan and a summary of certain terms of the Rights Agreement will be mailed to shareholders on or about January 19, 2010. About Krispy Kreme Based in Winston-Salem, North Carolina, Krispy Kreme Doughnuts Inc. (NYSE: KKD) -- http://www.KrispyKreme.com/-- is a retailer and wholesaler of doughnuts. The company's principal business, which began in 1937, is owning and franchising Krispy Kreme doughnut stores where over 20 varieties of doughnuts are made, sold and distributed and where a broad array of coffees and other beverages are offered. Kremeworks, LLC, which is 25%-owned by KKDI, has failed to comply with certain financial covenants related to its indebtedness, a portion of which matured, by its terms, in January 2009. Kremeworks has requested that the lender waive the loan defaults resulting from the covenant violations and refinance the maturing indebtedness. In the event the lender is unwilling to do so and declares the entire indebtedness immediately due and payable, the Company could be required to perform under its guarantee. Krispy Kreme Doughnuts said Kremeworks could have insufficient cash flows from its business to service the indebtedness even if it is refinanced, which might require capital contributions to Kremeworks by the Company and the majority owner of Kremeworks -- which has guarantees of the Kremeworks indebtedness roughly proportionate to those of the Company -- for Kremeworks to comply with the terms of the any new loan agreement. * * * As reported by the Troubled Company Reporter on September 30, 2009, Standard & Poor's Ratings Services revised its ratings outlook on Krispy Kreme Doughnuts to stable from negative. The outlook revision incorporates S&P's expectation that the company will have adequate liquidity in the near term based on S&P's expectation of its performance in the near term, its current cash position, and covenant cushion. S&P affirmed the 'B-' corporate credit rating. While the sales pressure will continue, S&P expects the declines to decelerate and profitability to somewhat stabilize or, at the very least, allow the company to remain covenant compliant in the current and next fiscal year. LAKE AT LAS VEGAS: Unsec. Creditors to Get 10% from Lawsuits ------------------------------------------------------------ Lake at Las Vegas Joint Venture, LLC, and its debtor-affiliates filed with the U.S. Bankruptcy Court for the District of Nevada an amended Plan of Reorganization and explanatory Disclosure Statement. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. The Debtors propose a hearing on the adequacy of information in their Disclosure Statement on February 16, 2010, at 1:30 p.m. (Pacific time.) According to the amended Disclosure Statement, the Plan provides for holders of general unsecured claims to receive their ratable share of a $1 million fund (after expenses) and up to 10% of the net proceeds of the Debtors' litigation claims. As reported in the Troubled Company Reporter on October 15, 2009, general unsecured creditors will receive their ratable share of a $1 million fund and the 6-2/3% share of the litigation recoveries from the creditor trust. Solely for the purposes of the Plan, the assets, claims, and affairs of the Debtors and their estates will be substantively consolidated. In effect, all general unsecured creditors accepting the Plan will receive the same ratable distribution, without regard to which Debtor they have a claim against. A Creditor Trust will be created to hold and prosecute the Debtors' claims against the former insiders and certain avoidance actions, including fraudulent transfer and preference actions. Obligations required to be satisfied in cash under the Plan on and after the Effective Date will be satisfied from the Reorganized Debtors' cash on hand, including the remaining proceeds of the DIP Facility, the lease or sale of assets, revenues, and the proceeds of the exit facility. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/LakeatLas_AmendedDS.pdf A full-text copy of the Plan is available for free at: http://bankrupt.com/misc/LakeatLas_AmendedPlan.pdf Headquartered in Henderson, Nevada, Lake at Las Vegas Joint Venture, LLC and 14 of its debtor-affiliates -- http://www.lakelasvegas.com/-- are owners and developers of 3,592-acre residential and resort destination Lake Las Vegas Resort in Las Vegas, Nevada. Centered around a 320-acre man-made lake, Lake Las Vegas contains more than 9,000 residential units, and also includes two luxury resort hotels (a Loews and a Ritz- Carlton), a casino, a specialty retail village shopping area, marinas, three signature golf courses and related clubhouses, and other real property. The Debtors filed separate petitions for Chapter 11 relief on July 17, 2008 (Bankr. D. Nev. Lead Case No. 08-17814). When Lake at Las Vegas Joint Venture, LLC, filed for protection from its creditors, it listed assets of $100 million to $500 million, and debts of $500 million to $1.0 billion. Courtney E. Pozmantier, Esq., Martin R. Barash, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, Jason D. Smith, Esq., at Santoro, Driggs, Walch, Kearney, Holley & Thompson, Jeanette E. McPherson, Esq., Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, represent the Debtors as counsel. Kaaran E. Thomas, Esq., Ryan J. Works, Esq., at McDonald Carano Wilson LLP, represent the Official Committee of Unsecured Creditors as counsel. LAMBERT PROPERTIES: Court Establishes March 16 as Claims Bar Date ----------------------------------------------------------------- The Hon. Margaret A. Mahoney of the U.S. Bankruptcy Court for the Southern District of Alabama has established March 16, 2010, as the last day for persons and entities to file proofs of claim against Lambert Properties, LLC. The Court also set June 28, 2010, as governmental bar date. Loxley, Alabama-based Lambert Properties, LLC, operates a real estate business. The Company filed for Chapter 11 on Oct. 27, 2009 (Bankr. Case S.D. Ala. No. 09-14987). Barry A. Friedman, Esq., at Barry A. Friedman and Associates P.C., represents the Debtor in its restructuring effort. The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. In its petition, the Debtor listed assets and debts both ranging from $1,000,001 to $10,000,000. LAMBERT PROPERTIES: Files List of Largest Unsecured Creditors ------------------------------------------------------------- Lambert Properties, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Alabama a list of its largest unsecured creditors, disclosing: Entity Claim Amount ------ ------------ Gary S. Lambert, Sr. $3,800,000 1103 N. Hickory St., Suite C Loxley, AL 36551-4457 Baldwin County Revenue Commission $15,489 1705 S. U.S. Highway 31 Bay Minette, AL 36507-2614 Loxley, Alabama-based Lambert Properties, LLC, operates a real estate business. The Company filed for Chapter 11 on Oct. 27, 2009 (Bankr. Case S.D. Ala. No. 09-14987). Barry A. Friedman, Esq., at Barry A. Friedman and Associates P.C., represents the Debtor in its restructuring effort. The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. In its petition, the Debtor listed assets and debts both ranging from $1,000,001 to $10,000,000. LANDAMERICA FIN'L: McGuireWoods Gets $2.7MM in Fees for June-Aug. ----------------------------------------------------------------- Judge Huennekens has allowed the fee applications of these professionals employed in LandAmerica Financial Group Inc.'s Chapter 11 cases for the interim period ending August 2009 in these amounts: A. Debtors' Professionals Professional Period Fees Expenses ------------ --------- ---------- -------- Willkie Farr & 06/01/09- $2,478,163 $115,329 Gallagher LLP 08/31/09 McGuireWoods LLP 06/31/09- 2,772,511 48,527 08/31/09 McGrath North Mullin 12/01/08- 4,676 740 & Kratz, PC LLO 08/31/09 Deloitte Tax LLP 03/23/09- 517,964 11,489 08/31/09 Williams, Mullen, 06/01/09- 38,373 66 Clark & Dobbins, 08/31/09 P.C. B. Official Committee of Unsecured Creditors' Professionals Professional Period Fees Expenses ------------ -------- --------- -------- Bingham McCutchen 06/01/09- $1,719,206 $63,811 LLP 08/31/09 LeClairRyan, A 06/01/09- 404,412 43,810 Professional 08/31/09 Corporation Alvarez & Marsal 06/01/09- 747,189 44,041 North America, LLC 08/31/09 and Alvarez & Marsal Dispute Analysis &Forensic Services, LLC Protiviti Inc. 06/31/09- 378,069 11,611 08/31/09 Tavenner & Beran, 06/01/09- 89,432 703 PLC 08/31/09 About LandAmerica Financial LandAmerica Financial Group, Inc., provides real estate transaction services with offices nationwide and a vast network of active agents. LandAmerica and its affiliates operate through approximately 700 offices and a network of more than 10,000 active agents throughout the world, including Mexico, Canada, the Caribbean, Latin America, Europe, and Asia. LandAmerica Financial Group and its affiliate LandAmerica 1031 Exchange Services, Inc. filed for Chapter 11 protection Nov. 26, 2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co- counsel. Zolfo Cooper is the restructuring advisor. Epiq Bankruptcy Solutions serves as claims and notice agent. Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner & Beran, PLC, serve as counsel to the Creditors Committee of 1031 Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel to the Creditors Committee of LFG. In its bankruptcy petition, LFG listed total assets of $3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30, 2008. On March 6, 2009, affiliate LandAmerica Assessment Corporation, aka National Assessment Corporation, filed its own petition for Chapter 11 relief. Affiliate LandAmerica Title Company filed for for Chapter 11 relief on March 27, 2009. LandAmerica Credit Services, Inc., filed for Chapter 11 in July 2009. Bankruptcy Creditors' Service, Inc., publishes LandAmerica Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by LandAmerica Financial and its affiliate LandAmerica 1031 Exchange Services, Inc. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Gets Nod to Sell Asset-Backed Securities --------------------------------------------------------- Lehman Brothers Holdings Inc. and its affiliated debtors obtained approval of the U.S. Bankruptcy Court for the Southern District of New York to sell their asset-backed securities. LBHI is the beneficial owner of 56 separate series of asset- backed securities issued by dozens of trusts that hold pools of residential mortgage loans, commercial mortgage loans, collateralized loan obligations, and other obligations originated in, among other places, Australia, Italy, Korea, Spain and the United Kingdom. In an order dated January 14, 2010, the Court authorized LBHI to direct Neuberger Berman Fixed Income LLC to take all management actions with respect to the securities. Neuberger, however, is not permitted to purchase securities in connection with corporate actions, restructuring and other work-out activity without the prior written authorization of LBHI, the Court ruled. The Court also authorized LBHI to enter into and to direct Neuberger, on its behalf, to enter into hedging transactions and to post cash, securities or other collateral up to $55 million in the aggregate in connection with those transactions. Purchasers of the securities will take title of the securities free and clear of all liens, claims, encumbrances and other interests, the court order said. Prior to the approval, U.S. Bank National Association filed a statement in Court demanding LBHI to disclose the list of securities they proposed to sell to allow concerned parties to determine whether they have any claims or interests in those securities. U.S. Bank complained that LBHI did not provide sufficient information to enable the bank to determine whether the relief requested affects its rights or interests in the securities. 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 other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Gets Approval of Claims Objection Procedures ------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York has approved the Debtors' proposed process for filing objections to and settlement of claims. In the interest of expediting the process of reconciling the more than 65,000 claims filed against the Debtors as well the more than 46,000 claims scheduled by the Debtors, and reducing the administrative and financial burden imposed on the Court and the Debtors' estates, the Debtors sought approval of certain procedures to: (i) object to Filed Claims and (ii) settle certain claims without further Court approval. The Court ruled that the terms of the order will have no effect on the claims of those creditors that opposed the proposed process until their objections are heard. The opposing creditors include U.S. Bank N.A.; Societe Generale and Canadian Imperial Bank of Commerce; Bundesverband deutscher Banken e.V.; Rogge Global Partners PLC; Banco Bilbao Vizcaya Argentaria S.A.; Bank of New York Mellon; International Bank for Reconstruction and Development; Federal National Mortgage Association; Federal Home Loan Mortgage Corporation and a group of holders of guaranteed notes who are represented by Boston- based Sullivan & Worcester LLP. U.S. Bank objected to the proposed procedures on grounds that they require creditors to provide evidence to the Debtors "without receipt of any meaningful objection" and provide "inadequate time for a meaningful defense" of their claims. "They impermissibly adjust the burdens which normally apply in the claims objection process, affording the Debtors an unfair litigation advantage in the claims resolution process," U.S. Bank's attorney, Ann Acker, Esq., at Chapman and Cutler LLP, in New York, said in court papers. Ms. Acker also complained that the process is unfair to claimants who have already expended significant resources to provide the Debtors with detailed support for filed claims. With respect to the proposed settlement process, Ms. Acker suggested, among other things, that it should require the approval of the Official Committee of Unsecured Creditors in advance of the consummation of a settlement with U.S. Bank. Meanwhile, The Bank of New York Mellon, et al. opposed the proposed process on grounds that the process does not provide creditors with adequate notice or an opportunity to be heard before the Court rules on claims objections; would require creditors to respond in extensive detail and on a very short timeline to cursory omnibus objections containing no supporting detail, among other reasons. 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 other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Proposes to Settle Adams Golf Securities Lawsuit ----------------------------------------------------------------- On or about June 11, 1999, certain individuals who had bought Adams Golf Inc. shares in or traceable to its July 9, 1998 initial public offering filed a class action complaint with the U.S. District Court of the District of Delaware against Adams Golf, officers and three underwriters of the public offering. The complaint alleged violations of the Securities Act of 1933. Although Lehman Brothers Inc. was the Lehman unit that served as underwriter in connection with the public offering, the complaint named Lehman Brothers Holdings Inc. as one of the defendants. LBI was not named a party to the lawsuit. Due to the commencement of LBHI's chapter 11 case, the lawsuit was stayed against LBHI. On or about September 22, 2009, in connection with the lawsuit, the representatives of the plaintiffs filed five proofs of claims in LBHI's bankruptcy case. After almost 10 years of litigation and discovery, the parties reached an agreement to settle the lawsuit and offered LBHI and LBI the opportunity to participate without any cost to either estate. Pursuant to the Settlement Agreement, the plaintiffs will release all claims asserted or that could have been asserted against LBHI and LBI in connection with the lawsuit including disallowance and expungement of the proofs of claims in exchange for payment to be made by the remaining defendants. Both LBHI and LBI will not also be liable for any payment obligation with respect to the settlement. However, they will be required to release nominal indemnification claims for fees and costs incurred in connection with defending the lawsuit, which ceased accruing as of the bankruptcy filing because of the automatic stay. Specifically, the Settlement Agreement provides that: (1) LBHI's and the trustee's entry into the Settlement Agreement is subject to the entry of a final non-appealable order in the Chapter 11 cases and LBI's liquidation proceeding under the Securities Investor Protection Act that approves LBHI's and LBI's entry into the Settlement Agreement and the release of any indemnification claims they may have with respect to the lawsuit; and approves the so-called "claim disallowance." (2) Once a final non-appealable order approving the Settlement Agreement is entered in the District Court, the underwriters implicated in the lawsuit including LBHI and LBI will release any claim for indemnification against Adams Golf or the other underwriters relating to the lawsuit. (3) Upon issuance of the final non-appealable order, any proofs of claim identified by LBHI, the trustee on behalf of LBI, or any other debtor that have been filed or may be filed in the Chapter 11 cases or in the SIPA proceeding by a member of the class seeking damages arising from or relating to the claims resolved by the Settlement Agreement will be deemed disallowed and expunged from the applicable claims register to the extent the holder of that claim has not opted out of the class. Such claim disallowance will occur upon notice by LBHI, the trustee on behalf of LBI or any other Debtor to their respective claims agent. A full-text copy of the Settlement Agreement is available for free at http://researcharchives.com/t/s?4d98 Accordingly, LBHI and James Giddens, LBI's trustee, sought and obtained an order from the U.S. bankruptcy Court for the Southern District of New York, approving the Settlement Agreement. 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 other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: LBSF Sues Millennium to Claim $99-Mil. Payment --------------------------------------------------------------- Lehman Brothers Special Financing Inc. has sued Millennium U.S.A. LP and Millennium Management LLC to compel them to pay as much as $99 million to the company. The suit came after the defendants allegedly refused to pay the money to LBSF for the redemption of its capital contribution, which represents its partnership interest in Millennium USA. LBSF was one of the limited partners of Millennium USA, a New York-based partnership, which invests capital in Millennium Partners L.P. As limited partner, LBSF is entitled to withdraw the capital it contributed to Millennium USA pursuant to the terms of their partnership agreement. The defendants allegedly are using the claim of Millennium Partners against LBSF to evade payment of the $99 million, according to LBSF's attorney, Lori Fife, Esq., at Weil Gotshal & Manges LLP, in New York. Ms. Fife, however, says that the defendants are asserting "patently unlawful and non-mutual setoff rights" against LBSF. "LBSF has a claim against Millennium USA, but Millennium USA has no claim against LBSF, which it could permissibly use to setoff against its obligation to LBSF," she points out. Ms. Fife says the setoff would deprive LBSF of its claim against Millennium USA and transform Millennium Partners' unsecured claim into a secured claim by way of setoff in violation of the bankruptcy laws. LBSF asks the U.S. Bankruptcy Court for the Southern District of New York to declare the unlawfulness of the setoff, and require Millennium USA to turn over the money. In connection with the filing of its complaint, LBSF sought and obtained court approval to file under seal a set of documents containing confidential information, which serve as exhibits to the complaint. 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 other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LIN TV: GAMCO Investors, et al., Disclose 19.05% Stake ------------------------------------------------------ GGCP, Inc.; GAMCO Investors, Inc.; Gabelli Funds, LLC; GAMCO Asset Management Inc.; Teton Advisors, Inc.; Gabelli Securities, Inc.; Gabelli & Company, Inc.; MJG Associates, Inc.; Gabelli Foundation, Inc.; MJG-IV Limited Partnership; and Mario Gabelli disclosed beneficial ownership of in the aggregate 5,488,664 shares, representing 19.05%, of the common stock of LIN TV Corp. LIN TV Corp., together with its subsidiaries, including LIN Television Corporation, is a television station group operator in the United States. At September 30, 2009, the Company had $772,706,000 in total assets against $961,119,000 in total liabilities. At September 30, 2009, the Company reported accumulated deficit of $1,240,739,000, accumulated other comprehensive loss of $33,562,000, and stockholders' deficit of $188,413,000. On November 12, 2009, LIN TV was notified by the New York Stock Exchange that the Company had regained compliance with the NYSE's continued listing standards. The Company had received a non- compliance notification from the NYSE on January 8, 2009, because the average market capitalization of the Company's Class A common stock over a consecutive 30 trading-day period was less than $75 million. The November 12, 2009 notice from the NYSE was delivered following the Company's compliance with the NYSE minimum market capitalization requirements over the prior two consecutive quarters. LINEAR TECHNOLOGY: Names Ex-Mayor Agnos, Gordon to Board -------------------------------------------------------- Linear Technology Corporation said Arthur Agnos, former mayor of San Francisco; and John Gordon, Senior Investment Officer of State Farm Insurance Companies have been named to the Company's Board of Directors. Messrs. Agnos and Gordon will receive compensation for service on the Board of Directors in accordance with the Company's standard compensatory arrangement for non-employee directors. The Company currently pays each non-employee director an annual retainer of $45,000 and a fee of $1,500 for each meeting attended. The Board of Directors also awarded each of Messrs. Agnos and Gordon a restricted stock grant to purchase 3,000 shares of common stock at an exercise price of $0.001 per share. These restricted stock grants vest in full one year from the date of grant. The Board of Directors has established a policy that directors hold at least 50% of the shares granted as restricted stock for five years, unless the director ceases to be a director prior to that time. Messrs. Agnos and Gordon will also enter into a director indemnification agreement with the Company in the form previously filed with the SEC. According to Robert H. Swanson, Jr., Executive Chairman of the Board of Linear Technology, "We are honored to be adding both Art Agnos and John Gordon to our Board of Directors. They bring to our Board a wealth of experience in both the public and private sectors and complement the talents we presently have on our Board. Art Agnos will serve on both the Nominating and Compensation Committees of the Board of Directors and John Gordon will serve on the Audit and Nominating Committees. Their addition to the Company's Board of Directors brings the total number of directors to seven, five of whom are independent." Linear Technology Corporation (NASDAQ-LLTC) -- http://www.linear.com/-- manufactures high performance linear integrated circuits, including high performance amplifiers, comparators, voltage references, monolithic filters, linear regulators, DC-DC converters, battery chargers, data converters, communications interface circuits, RF signal conditioning circuits, uModuleO products, and many other analog functions. As of December 27, 2009, the Company had $1.51 billion in total assets against total current liabilities of $133.71 million, convertible senior notes of $1.28 billion, deferred tax and other long-term liabilities of $207.86 million, resulting in stockholders' deficit of $114.32 million. LINEAR TECHNOLOGY: Posts $75.5MM Net Income for Dec. 27 Quarter --------------------------------------------------------------- Linear Technology Corporation reported financial results for the quarter ended December 27, 2009. Revenue of $256.4 million for the second quarter of fiscal year 2010 increased $20.2 million or 9% compared to the previous quarter's revenue of $236.1 million and increased $7.2 million or 3% over $249.2 million reported in the second quarter of fiscal year 2009. Net income of $75.5 million increased $14.8 million or 24% over the first quarter of fiscal year 2010 and decreased $10.7 million or 12% from the second quarter of fiscal year 2009 which had a gain on the early retirement debt of $14.6 million and a lower tax rate of 20.7% compared to 24.5% this quarter. As of December 27, 2009, the Company had $1.51 billion in total assets against total current liabilities of $133.71 million, convertible senior notes of $1.28 billion, deferred tax and other long-term liabilities of $207.86 million, resulting in stockholders' deficit of $114.32 million. During the December quarter the Company's cash, cash equivalents and marketable securities balance increased by $33.0 million to $942.5 million. The Company is increasing its quarterly dividend from $0.22 per share to $0.23 per share. This marks the 18th consecutive year the Company has increased its dividend. The cash dividend of $0.23 per share will be paid on February 24, 2010, to stockholders of record on February 12, 2010. According to Lothar Maier, CEO, "The Company began to recover from the global recession in the first quarter, but we continued to be relatively cautious as we entered the second quarter given the economic climate and level of uncertainty among our customers. However, the recovery continued throughout the second quarter and we experienced stronger than expected bookings with particular strength in the industrial, communication and computer end- markets. This allowed us to beat the high end of our second quarter revenue guidance as we grew revenues $20.2 million or 9% sequentially. In addition, higher gross margins and tight operating expense controls resulted in a 16% increase in our operating income, thereby increasing our operating margin to 45.1% of sales, up from 42.2% last quarter. "Our factories continue to execute well, enabling us to maintain low lead times which allows our customers to place orders on us close to their demand requirements. Strong second quarter bookings and a related postive book-to-bill ratio that was higher than we have experienced in the past several quarters, leads us to be optimistic as we enter our third quarter. As a result, we are forecasting revenue growth for our third fiscal quarter in the range of 7% to 10% over our second fiscal quarter." A full-text copy of the Company's earnings release is available at no charge at http://ResearchArchives.com/t/s?4dae Linear Technology Corporation (NASDAQ-LLTC) -- http://www.linear.com/-- manufactures high performance linear integrated circuits, including high performance amplifiers, comparators, voltage references, monolithic filters, linear regulators, DC-DC converters, battery chargers, data converters, communications interface circuits, RF signal conditioning circuits, uModuleO products, and many other analog functions. LUNT SILVERSMITH: Agrees to Sell Assets to Reed and Barton ---------------------------------------------------------- According to giftsanddec.com, Lunt Silversmiths Inc. entered into a stalking-horse agreement to assets, including inventory, intellectual property and customer and supplier records to Reed and Barton, absent higher and better bids. Interested purchasers have until Feb. 8, 2010, to submit competing bids for Lunt's assets. Lunt Silversmiths Inc. filed for Chapter 11 protection in December 2009. The Company listed assets and debts of about $3 million each. LYONDELL CHEMICAL: Retains Exclusive Ch. 11 Plan Rights ------------------------------------------------------- Law360 reports that a federal judge ruled on Tuesday that Lyondell Chemical Co. will retain the exclusive right to file its own reorganization plan until April 15, in spite of rumblings from the company's unsecured creditors committee. Lyondell had requested a September 6 extension of the period within which they may solicit acceptances of a plan of reorganization from December 15, 2009, to September 6, 2010. In the Debtors' request for a extension, Andrew M. Troop, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, points out that the unresolved litigation brought by the Official Committee of Unsecured Creditors against the Debtors' prepetition lenders and directors stands in the way of concluding the necessary prerequisites to the Debtors' successful exit from Chapter 11. The Creditors Committee pointed out that the Debtors have offered no justification for a 265-day extension of the exclusive period during which they may solicit acceptances of a plan of reorganization. The Committee said that fault lies with the Ad Hoc Group of Senior Secured Lenders that has threatened to block confirmation of any plan that would allow the Debtors to exit bankruptcy while the Committee Action remained pending against them. According to the Creditors Committee, the Ad Hoc Group's purpose has been to pressure the Debtors to settle the Committee's claims against the financing party defendants in the Committee lawsuit regardless of the Committee's lack of consent. About Lyondell Chemical LyondellBasell Industries is one of the world's largest polymers, petrochemicals and fuels companies. It is the global leader in polyolefins technology, production and marketing; a pioneer in propylene oxide and derivatives; and a significant producer of fuels and refined products, including biofuels. Through research and development, LyondellBasell develops innovative materials and technologies that deliver exceptional customer value and products that improve quality of life for people around the world. Headquartered in The Netherlands, LyondellBasell -- http://www.lyondellbasell.com/-- is privately owned by Access Industries. Basell AF and Lyondell Chemical Company merged operations in 2007 to form LyondellBasell Industries, the world's third largest independent chemical company. LyondellBasell became saddled with debt as part of the US$12.7 billion merger. On January 6, 2009, LyondellBasell Industries' U.S. operations and one of its European holding companies -- Basell Germany Holdings GmbH -- filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code to facilitate a restructuring of the company's debts. The case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell entities, including Equistar Chemicals, LP, Lyondell Chemical Company, Millennium Chemicals Inc., and Wyatt Industries, Inc. filed for Chapter 11. In May 2009, one of the cases was dismissed -- Case No. 09-10068 -- because it is duplicative of Case No. 09- 10040 relating to Debtor Glidden Latin America Holdings. The Hon. Robert E. Gerber presides over the case. Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, serves as the Debtors' bankruptcy counsel. Evercore Partners serves as financial advisors, and Alix Partners and its subsidiary AP Services LLC, serves as restructuring advisors. AlixPartners' Kevin M. McShea acts as the Debtors' Chief Restructuring Officer. Clifford Chance LLP serves as restructuring advisors to the European entities. Lyondell Chemical estimated that consolidated assets total US$27.12 billion and debts total US$19.34 billion as of the bankruptcy filing date. Lyondell has obtained approximately US$8 billion in DIP financing to fund continuing operations. The DIP financing includes two credit agreements: a US$6.5 billion term loan, which comprises a US$3.25 billion in new loans and a US$3.25 billion roll-up of existing loans; and a US$1.57 billion asset-backed lending facility. Luxembourg-based LyondellBasell Industries AF S.C.A. and another affiliate were voluntarily added to Lyondell Chemical's reorganization filing under Chapter 11 on April 24, 2009, in order to seek protection against claims by certain financial and U.S. trade creditors. On May 8, 2009, LyondellBasell Industries added 13 non-operating entities to Lyondell Chemical Company's reorganization filing under Chapter 11 of the U.S. Bankruptcy Code. All of the entities are U.S. companies and were added to the original Chapter 11 filing for administrative purposes. The filings will have no impact on current business or operations as none of the entities manufactures or sells products. Bankruptcy Creditors' Service, Inc., publishes Lyondell Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lyondell Chemical Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) MADISONVILLE TRACE: Case Summary & 2 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Madisonville Trace, L.L.C. 119 Highway 1077 Madisonville, LA 70447 Bankruptcy Case No.: 10-10133 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Elizabeth W. Magner Debtor's Counsel: Eugene B. Gerdes, III, Esq. Post Office Box 2862 Hammond, LA 70404 Tel: (985) 345-9404 Fax: (985) 543-0434 Email: gerdeslaw@i-55.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 2 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/laeb10-10133.pdf The petition was signed by Frank P. Letellier II, managing member of the Company. MAGNA ENTERTAINMENT: Sale Hearing Adjourned ------------------------------------------- BankruptcyData reports that Magna Entertainment filed with the U.S. Bankruptcy Court a second notice of adjournment of the auction and sale hearing for its Maryland Jockey Club. The new hearing date is February 26, 2010. In addition, the Mayor and City Council of Baltimore filed with the U.S. Bankruptcy Court an emergency motion to compel disclosure of the private sale or for continuance of the sale hearing previously scheduled for January 25, 2010. Based in Aurora, Ontario, Magna Entertainment Corp. is North America's largest owner and operator of horse racetracks based on revenue. The Company develops, owns and operates horse racetracks and related pari-mutuel wagering operations, including off-track betting facilities. MEC also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. MEC owns and operates AmTote International, Inc., a provider of totalisator services to the pari-mutuel industry, XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC has a 50% interest in HorseRacing TV(R), a 24-hour horse racing television network, and TrackNet Media Group LLC, a content management company formed for distribution of the full breadth of MEC's horse racing content. Following its failure to meet obligations to lenders led by PNC Bank, National Association, and Wells Fargo Bank, National Association, and controlling shareholder MI Developments Inc.'s decision not to provide further financial backing, Magna Entertainment Corp. and 24 affiliates filed for Chapter 11 on March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720). Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, have been engaged as bankruptcy counsel. Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J. Finnegan, Esq., at Richards, Layton & Finger, P.A., are the Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors' investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent for the Debtors. Magna Entertainment Corp. had total assets of $1.054 billion and total liabilities of $947.3 million based on unaudited consolidated financial statements as of December 31, 2008. MARKET STREET: Taps Lugenbuhl Wheaton as Bankruptcy Counsel ----------------------------------------------------------- Market Street Properties, LLC, asks the U.S. Bankruptcy Court for the Estern District of Louisiana for permission to employ Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as counsel. Lugenbuhl will represent the Debtor in the Chapter 11 case. The hourly rates of Lugenbuhl's personnel are: Attorneys $200 - $350 Paralegals $90 Steward Peck $350 Christopher T. Caplinger $250 Benjamin Kadden $215 Lugenbuhl received a $43,396 retainer for services to be rendered to the Debtor. To the best of the Debtor's knowledge, Lugenbuhl is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Lugenbuhl, Wheaton, Peck, Rankin & Hubbard 601 Poydras Street, Suite 2775 New Orleans, LA 70130 Tel: (504) 568-1990 Fax: (504) 529-7418 Oceanside, New York-based Market Street Properties, LLC, filed for Chapter 11 bankruptcy protection on December 23, 2009 (Bankr. E.D. La. Case No. 09-14172). Christopher T. Caplinger, Esq., who has an office in New Orleans, Louisiana, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. MEAD JOHNSON: To Release Fourth Quarter Earnings on Jan. 28 ----------------------------------------------------------- Mead Johnson Nutrition Company will release its fourth quarter 2009 earnings on January 28, 2010, before the market opens. The company will host a conference call at 8:30 a.m. CST that same day during which company executives will review fourth quarter financial results and respond to questions from analysts and investors. The call will be broadcast over the Internet at http://www.meadjohnson.com/ To listen to the call, go the Web site and click on "Investors." Security analysts and investors wishing to participate by telephone should call 1-877-440-5803, pass code: Mead Johnson. Callers outside of North American should call +1-719-325-4806, to be connected. A replay of the conference call will be available through midnight CST Thursday, Feb. 4,2010, by calling 1-888-203-1112 or +1-719-457-0820, pass code: 5523124. The replay will also be available at http://www.meadjohnson.com/ Effective January 7, 2010, the certificate of incorporation of Mead Johnson Nutrition was amended and restated pursuant to the Second Amended and Restated Certificate of Incorporation of MJN. The Second Amended and Restated Certificate of Incorporation effects these changes, among others: (1) eliminates all references to MJN's class B common stock and related provisions and reclassifies MJN's class A common stock as common stock; (2) makes Section 203 of the Delaware General Corporation Law applicable to MJN; (3) clarifies that members of MJN's board of directors can be removed by MJN's stockholders with or without cause; (4) conforms the exculpatory provisions of MJN's certificate of incorporation to Section 102(b)(7) of the Delaware General Corporation Law; (5) limits mandatory indemnification to directors and officers and makes indemnification of employees and agents permissive; and (6) eliminates obsolete references to Bristol-Myers Squibb Company, a Delaware corporation, MJN's former majority stockholder. About Mead Johnson Glenview, Illinois-based Mead Johnson Nutrition Company (NYSE: MJN) -- http://www.meadjohnson.com/-- manufactures, distributes and sells infant formulas, children's nutrition and other nutritional products. MJN has a broad product portfolio, which extends across routine and specialty infant formulas, children's milks and milk modifiers, pediatric vitamins, dietary supplements for pregnant and breastfeeding mothers, and products for metabolic disorders. The products are generally sold to wholesalers and retailers and are promoted to healthcare professionals, and, where permitted by regulation or policy, directly to consumers. As of September 30, 2009, the Company had $1,964,300,000 in total assets against total liabilities of $2,661,800,000, resulting in shareholders' deficit of $709,200,000. MGT RESTAURANT: Files for Bankruptcy to Improve Financial Status ---------------------------------------------------------------- Becky Bowers at St. Petersburg Times says MGT Restaurant Group filed for Chapter 11 bankruptcy in the U.S. Bankruptcy Court in Tampa to improve its financial strength. The Company listed debts of between $500,000 and $1 million. The company said it owes $390,000 in loan to PNC Bank in Pittsburg, and $170,000 in unpaid rent to STP Redevelopment II of Clearwater, he adds. MGT Restaurant Group dba Atlanta Bread Co. operates a restaurant. MITEL NETWORKS: Moody's Reports Positive View on Public Offering ---------------------------------------------------------------- Moody's Investors Service said Mitel Networks Corporation's proposed initial public offering of common shares could have positive credit implications if successfully completed. Moody's most recent rating action concerning Mitel was taken on September 1, 2009, at which time the company's CFR and PDR were downgraded to Caa1 and the outlook was changed to negative. Based in Ottawa, Ontario, Canada, Mitel Networks provides integrated Internet protocol based enterprise telephony solutions for small and medium sized businesses. MONEYGRAM INT'L: Inks Separation Deal with Ex-CFO Jeffrey Woods --------------------------------------------------------------- Jeffrey R. Woods, Executive Vice President and Chief Financial Officer of MoneyGram International, Inc., and MGI have entered into a Separation Agreement and Release of All Claims, dated as of January 15, 2010, pursuant to which Mr. Woods' employment with MGI ceased effective January 15, 2010. Mr. Woods left the Company for personal reasons. Under the Separation Agreement, contingent upon Mr. Woods signing a release of claims, Mr. Woods will receive these benefits: (i) $440,000 as salary severance payable in six equal monthly installments following Mr. Woods' separation from service; and (ii) continuation of health and life insurance coverage through January 15, 2011. Under the terms of Mr. Woods' employment offer letter dated July 28, 2009, for fiscal year 2009, Mr. Woods was eligible to receive a guaranteed bonus equal to 50% of his Base Target Bonus of $264,000. Therefore, Mr. Woods will also receive $132,000 as bonus severance payable in a lump sum when annual Management and Line of Business Incentive Plan bonuses are paid to other MIP participants for fiscal year 2009. The Separation Agreement provides for mutual non-disparagement obligations and provides that Mr. Woods continues to be bound by the obligations set forth in the Employee Trade Secret, Confidential Information and Post-Employment Restriction Agreement between Mr. Woods and MGI. On December 22, 2009, MoneyGram made an optional $40 million prepayment on its tranche B term loan under the senior secured credit facility. Including this latest payment, MoneyGram will have paid $187 million toward its outstanding debt obligation in 2009. This represents a 19% decrease in the company's total outstanding debt since January 1, 2009. About MoneyGram International Minneapolis, Minnesota, MoneyGram International (NYSE:MGI) -- http://www.moneygram.com/-- offers more control and more choices for people separated by distance or with limited bank relationships to meet their financial needs. MoneyGram helps consumers to pay bills quickly and safely send money around the world in as little as 10 minutes. Its global network is comprised of 180,000 agent locations in nearly 190 countries and territories. MoneyGram's convenient and reliable network includes retailers, international post offices and financial institutions. At September 30, 2009, the Company had $5.90 billion in total assets against $5.94 billion in total liabilities and $830.9 million in total mezzanine equity, resulting in $863.8 million in stockholders' deficit. MONACO COACH: Former Execs Seek To Nix Dealer's Price Suit ---------------------------------------------------------- Law360 reports that former executives of the Monaco Coach Corp. have asked a judge to throw out an antitrust suit lodged by Giant Inland Empire RV Center Inc., a dealer accusing the liquidating manufacturer of engaging in price discrimination by selling its wares to a competing dealer at bargain prices. Monaco Coach Corporation, a national manufacturer of motorized and towable recreational vehicles, is ranked as the number one producer of diesel-powered motorhomes. Headquartered in Coburg, Oregon, with manufacturing facilities in Oregon and Indiana, the Company offers a variety of RVs, from entry-level priced towables to custom-made luxury models under the Monaco, Holiday Rambler, Safari, Beaver, McKenzie, and R-Vision brand names. The Company operates motorhome-only resorts in California, Florida, Nevada and Michigan. Monaco Coach is listed on the Pink Sheets under the symbol "MCOAQ". As of September 27, 2008, the Company had $442.1 million in total assets and $208.8 million in total liabilities. Monaco Coach Corporation and its affiliates filed for Chapter 11 on March 5 (Bankr. D. Del., Lead Case No. 09-10750). Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as the Debtors' counsel. Dennis A. Meloro, Esq., Diane E. Vuocolo, Esq., Donald J. Detweiler, Esq., Kevin Finger, Esq., Monica Loftin Townsend, Esq., and Sean Bezark, Esq., at Greenberg Traurig, LLP, represent the official committee of unsecured creditors. Omni Management Group LLC serves as the Debtors' claims, balloting, noticing and administrative agent. MORRIS PUBLISHING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Morris Publishing Group, LLC dba Albion Shopper dba Allegan Flashes Shopping Guide dba Ardmore Daily Ardmoreite dba Arlington Sun dba Arkansas City Travelers dba Auburndale Shopper dba Bartow Shopper dba Blue Springs Examiner, LLC, a Missouri LLC dba Blue Springs Examiner dba Bluffton Today dba Boat Broker dba Brainerd Dispatch dba Broadcast Direct Marketing dba Bryan County Now dba Bulleyes Marketing dba Capital City Weekly dba Car Paper dba Career Paper dba Central Florida Manufactured Home dba Cimarrone Living (Florida Times) dba CJExtra (Topeka) dba Clay Sun dba Clay County Line dba The Citizen News dba Coastal Castles dba Coastal Cruising dba Coastal Senior dba Coastal Bride dba Columbus Area Choice dba County Lines dba Conway dba Destination Media dba Discover Jacksonville dba Dispatch News dba Dodge City Daily Globe dba Drift dba Drive dba Echo Publishing and Printing dba Echoland Metro dba Echoland/Piper Shopper dba Eco Latino dba Effingham Now dba Employment Now dba Events Magazine dba First Coast Home Finder dba Flashes Publishers dba Flashes Shopping Guide dba Flashes Quad-Cities Shopper dba Frenship Today.com dba The Girard Press dba Glenwood Post dba Grand Island Independent dba H Magazine: The Pulse of Today's Health dba Hamilton Herald dba The Hampton County Guardian dba Hannibal Courier-Post dba Heartland Shopper dba Heartland Delivery dba Hers Kansas dba Her Voice (Winter Haven) dba Her Voice (Grand Island) dba Her Voice (Brainerd) dba Hillsdale Daily News dba Holland Flashes dba Holland Sentinel dba The Examiner of Independence, LLC, a Missouri LLC dba The Examiner of Independence dba Inside the Gate (Florida Times) dba The Jasper Shopper dba JAX AirNews dba Jaxpack Direct dba Kalamazoo Express dba Kalamazoo Flashes dba Kings Bay Periscope dba La Estrella dba Lake Wales Shopper dba Lake County Echo dba Lakeland Homefinder dba Lakeland Shopper dba Lake Country Echo dba Lake Shore Flashes dba Mandarin Sun dba Mayport Mirror dba Mid Nebraska Connection dba Midwest Postal dba Missouri Valley Shopper dba Morris Digital Library dba Nassau Sun dba Nassau Neighbor dba The Newton Kansan, LLC, a Kansas LLC dba The Newton Kansan dba Neighbor's Weekend (Brainerd) dba Norfolk Area Shopper dba North Hampton Living dba Northside Sun dba Northwest St. Johns dba Okatie Sun dba Oak Grove Shopper, LLC, a Missouri LLC dba Oak Grove Shopper dba Off The Record dba Palm Coast Neighborhood dba The People-Sentinel dba Pine River Journal dba Piper Shopper dba Pittsburg Morning Sun dba Quest for the Presidency dba Prairie Shopper dba Prairie Shopper Plus dba Redlands Marketing dba Ridge Shopper dba Rumble dba Salt River Journal dba Sampler dba Shawnee News-Star dba Senior Times dba She's OK! dba Skirt! Magazine dba Shoppers Weekly dba Shoppers Advantage dba Shorelines Sun dba Sourdough Sentinel dba South Hampton Living dba Southside Sun dba Smart Target dba Spotlight dba St. Augustine Best Read Where Quick Guide dba St. Johns Sun dba St. Johns Connection dba Stonehurst Plantation Living (Florida Times) dba Summit Morning News dba Sylvania Telephone dba The Extra dba The Florida Times-Union dba The Georgia Times-Union dba The News and Farmer and Wadley Herald dba The Jefferson Reporter dba The McDuffie Mirror dba The Polk Shopper dba The St. Augustine Record dba The Sunland Shopper dba Tip Off Shopping Guide dba Topeka Capital-Journal dba Town & Country Extra dba Trade and Transaction dba Trade West dba Visitor's Guide-St. Augustine dba Visitor's Guide-City of Jacksonville dba Visitor's Guide-St. Johns County dba Waters Edge dba West Michigan Senior Times dba Westside Sun dba Winter Haven News Chief dba Winter Haven Shopper dba York News-Times dba Zeeland Sentinel dba Zeeland Flashes 725 Broad Street Augusta, GA Bankruptcy Case No.: 10-10134 Debtor-affiliate filing separate Chapter 11 petitions: Entity Case No. ------ -------- Morris Publishing Group, LLC 10-10134 Athens Newspapers, LLC 10-10135 Broadcaster Press, Inc. 10-10136 Florida Publishing Company 10-10137 Homer News, LLC 10-10138 Log Cabin Democrat, LLC 10-10139 Morris Publishing Finance Company 10-10140 MPG Allegan Property, LLC 10-10141 MPG Holland Property, LLC 10-10142 Southeastern Newspapers Company, LLC 10-10143 Southwestern Newspapers Company, L.P. 10-10144 Stauffer Communications, Inc. 10-10145 The Oak Ridger, LLC 10-10146 The Sun Times LLC 10-10147 Yankton Printing Company 10-10148 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Southern District of Georgia Judge: John S. Dalis About the Business: Morris Publishing Group, LLC, is a privately held media company based in Augusta, Ga. Morris Publishing currently owns and operates 13 daily newspapers as well as nondaily newspapers, city magazines and free community publications in the Southeast, Midwest, Southwest and Alaska. The petition says assets and debts are $100 million to $500 million. Debtors' Counsel: Mark A Berkoff, Esq. Nicholas M Miller, Esq. Deborah M Gutfeld, Esq. NEAL, GERBER & EISENBERG LLP Two North LaSalle Street, Suite 1700 Chicago, IL 60602-3801 Telephone: (312) 269-8000 Fax: (312) 269-1747 Debtors' Co-Counsel: James T. Wilson, Jr., Esq. 945 Broad Street, Suite 420 Augusta, GA 30901-1289 Telephone: (706) 722-4933 Fax: (706) 722-0472 Debtors' Financial Advisor: Lazard Ltd. Debtors' Claims Processing Agent: Kurtzman Carson Consultants Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 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/gasb10-10134.pdf Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wilmington Trust FSB Indenture Trustee $278,500,000 for 7% Senior Subordinated Notes Due 2013 Abitibi Consolidated trade $365,000 Sales Corporation Flint Group trade $96,826 Yahoo Inc. trade $79,793 Boise Inc. trade $75,832 R.R. Donnelley trade $40,019 Zones trade $34,406 Trend Offset Printing trade $33,078 Donlen Corporation trade $31,911 Adpay Inc. trade $22,376 Libredigital trade $20,200 World Color (USA) Corp. trade $18,656 Manistique Papers Inc. trade $16,968 Eastman Kodak trade $16,257 Doodad Southeast trade $13,468 Hamilton Circ Supplies trade $13,288 St. Moritz Building trade $11,742 Services Inc. Custom Business Systems trade $8,863 LLC Affinity Express trade $8,501 Flashes Printing trade $8,276 The petition was signed by Steve K. Stone, senior vice president and chief financial officer of the Company. NATIONAL CINEMEDIA: Names Earl Weihe as EVP and Operations Head --------------------------------------------------------------- The Board of Directors of National CineMedia, Inc., on January 14, 2010, appointed Earl B. Weihe, 61, as Executive Vice President and Chief Operations Officer. Prior to this appointment, Mr. Weihe served as Senior Vice President of Operations for National CineMedia, LLC since July 2005. From his original hire in March 2002 until July 2005, Mr. Weihe served as Vice President of Operations for National CineMedia, LLC and its predecessor, Regal CineMedia Corporation. Thomas C. Galley, National CineMedia's former Executive Vice President and Chief Technology and Operations Officer, left the Company effective as of December 1, 2009. Pursuant to a Separation Agreement and Release and Consulting Agreement dated as of December 2, 2009, Mr. Galley now performs consulting services for the Company commencing on December 2 and ending February 27, 2012. Mr. Galley will receive certain payments and benefits, including, but not limited to: (i) payments equal to an aggregate sum of $641,175.00, payable on such dates and in such amounts as set forth in the Separation Agreement; and (ii) such bonus payments under the 2009 Performance Bonus Plan as Mr. Galley would have been entitled to had he continued to be employed by the Company. During the term of the Separation Agreement and as set forth in the Separation Agreement, Mr. Galley will continue vesting in a certain portion of unvested stock options and shares of restricted stock previously granted to him, subject to the terms of the 2007 Equity Incentive Plan, as amended, and achievement of the specified cumulative "Free Cash Flow" targets, if applicable. About National CineMedia National CineMedia, Inc., is the holding company of National CineMedia, LLC. NCM LLC operates the largest digital in-theatre network in North America, allowing NCM to distribute advertising, Fathom entertainment programming events and corporate events under long-term exhibitor services agreements with American Multi-Cinema Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment Group; and Cinemark USA, Inc., a wholly owned subsidiary of Cinemark Holdings, Inc. NCM LLC also provides such services to certain third-party theater circuits under "network affiliate" agreements, which expire at various dates. As of October 1, 2009, the Company had $607,800,000 in total assets against $1,112,300,000 in total liabilities. NATIONAL CINEMEDIA: Board Grants Stock Options to Execs ------------------------------------------------------- The Compensation Committee of National CineMedia, Inc.'s Board of Directors, with the approval of the Board, on January 14, 2010, granted stock options and performance-based restricted stock awards to each of the Company's executive officers: Number of Shares of Number of Total Restricted Stock Number of Name Stock Options Shares ---- ---------- --------- --------- Kurt C. Hall 76,787 230,360 307,147 President, CEO and Chairman Clifford E. Marks 41,136 123,407 164,543 President of Sales and Marketing Gary W. Ferrera 28,992 86,975 115,967 EVP and CFO Ralph E. Hardy 15,235 45,704 60,939 EVP and General Counsel Earl B. Weihe 6,961 20,882 27,843 EVP and COO Executive Officers 169,111 507,328 676,439 as a Group The stock options are scheduled to vest 33.33% each year over the next three years, subject to continuous service. The stock options have a 10-year term and an exercise price of $16.97, the closing price of the Company's common stock on January 14, 2010, the date of approval of the grants. The restricted stock awards are scheduled to vest based upon achievement of at least 90% of the actual cumulative Free Cash Flow target at the end of the three-year measurement period. The restricted stock awards include the right to receive dividend equivalents, subject to vesting. A summary of how the number of vested shares of restricted stock will be determined based on the level of achievement of actual cumulative Free Cash Flow: Award Vesting % Free Cash Flow Target Actual % --------------- ------------------------------ 100% 100% 50% 90% None <90% If actual cumulative Free Cash Flow is between 90% and 100% of the target, the award will vest proportionately. If actual cumulative Free Cash Flow exceeds 100% of the Free Cash Flow target for the measurement period, the participant will receive an additional grant of shares of restricted stock that will vest 60 days following the last day of the measurement period. The number of additional shares of restricted stock will be determined by interpolation, but will not exceed 50% of the number of shares of restricted stock that vest as set forth up to 110% of the targeted cumulative Free Cash Flow. Upon vesting of the restricted stock and exercise of the options described above, National CineMedia, LLC will issue common membership units to the Company equal to the number of shares of the Company's common stock represented by such restricted stock and options. On January 14, 2010, the Compensation Committee, with the approval of the Board, approved these 2010 base salaries: 2010 Base 2009 Base Name Salary Salary ---- --------- --------- Kurt C. Hall President, CEO and Chairman $735,400 $721,000 Clifford E. Marks President of Sales and Marketing $709,200 $695,300 Gary W. Ferrera EVP and CFO $357,000 $350,000 Ralph E. Hardy EVP and General Counsel $262,200 $228,400 Earl B. Weihe EVP and Chief Operations Officer $200,000 $179,500 About National CineMedia National CineMedia, Inc., is the holding company of National CineMedia, LLC. NCM LLC operates the largest digital in-theatre network in North America, allowing NCM to distribute advertising, Fathom entertainment programming events and corporate events under long-term exhibitor services agreements with American Multi-Cinema Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment Group; and Cinemark USA, Inc., a wholly owned subsidiary of Cinemark Holdings, Inc. NCM LLC also provides such services to certain third-party theater circuits under "network affiliate" agreements, which expire at various dates. As of October 1, 2009, the Company had $607,800,000 in total assets against $1,112,300,000 in total liabilities. NINE LIVES: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Nine Lives, LLC 1305 E Riverside Dr., #11 Saint George, UT 84790 Bankruptcy Case No.: 10-20539 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Debtor's Counsel: Daniel R. Robison, Esq. 1079 E. Riverside Dr., Suite 102 St. George, UT 84790 Tel: (435) 656-3227 Fax: (866) 640-3938 Email: dan@robisonlaw.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Sharlynn V. Carter, president of the Company. NOVADEL PHARMA: Inks Common Stock Agreement With Seaside 88 ----------------------------------------------------------- NovaDel Pharma Inc. entered into a Common Stock Purchase Agreement with Seaside 88, LP whereby the Company agreed to issue and sell to Seaside, and Seaside agreed to purchase from the Company, 500,000 shares of the Company's common stock, $0.001 par value per share, once every two weeks for 26 closings over a 52-week period. Pursuant to the terms of the Agreement, at the initial closing, the offering price of the Common Stock equaled 87% of the volume weighted average trading price of the Common Stock during the trading day immediately prior to the initial closing date. At each subsequent closing, on each 14th day thereafter, the offering price of the Company's Common Stock will equal 87% of the volume weighted average trading price of the Common Stock for the ten-day trading period immediately preceding each subsequent closing date. If, with respect to any subsequent closing, the volume weighted average trading price of the Company's Common Stock for the three trading days immediately prior to such closing is below $0.25 per share, then the particular subsequent closing will not occur and the aggregate number of Shares to be purchased shall be reduced by 500,000 shares of Common Stock. Accordingly, on Jan. 15, 2010, the Company had its tenth closing of the Offering pursuant to which Seaside purchased 500,000 shares of the Company's Common Stock at a price per share of $0.18, having an aggregate value of approximately $91,000, and the Company received net proceeds of approximately $86,770, after deducting commissions and $1,500 in non-accountable expenses, pursuant to the terms of the Agreement. About NovaDel Pharma Flemington, New Jersey-based NovaDel Pharma Inc. (NYSE AMEX: NVD) -- http://www.novadel.com/-- is a specialty pharmaceutical company developing oral spray formulations for a broad range of marketed drugs. The Company's proprietary technology offers, in comparison to conventional oral dosage forms, the potential for faster absorption of drugs into the bloodstream leading to quicker onset of therapeutic effects and possibly reduced first pass liver metabolism, which may result in lower doses. Oral sprays eliminate the requirement for water or the need to swallow, potentially improving patient convenience and adherence. As of September 30, 2009, the Company had $2.27 million in total assets against $9.67 million in total liabilities, resulting in stockholders' deficit of $7.40 million. The Company filed with the Securities and Exchange Commission its Annual Report for the year ended December 31, 2008, which included an audit opinion with a "going concern" explanatory paragraph. The going-concern explanatory paragraph from NovaDel's independent registered public accounting firm -- J.H. Cohn LLP in Roseland, New Jersey -- expressed substantial doubt, based upon current financial resources, as to whether NovaDel can continue to meet its obligations beyond 2009 without access to additional working capital. PENN TRAFFIC: No Rival Bids Received; Cancels Jan. 21 Auction ------------------------------------------------------------- NetDockets reports that following the January 19 deadline for the submission of competing bids, The Penn Traffic Company filed a notice with the Bankruptcy Court reporting that the company received no qualifying competing bids for its assets and, therefore, the company had canceled the January 21 auction for its assets. NetDockets says the Company will proceed directly to the previously-scheduled January 25, 2010 hearing to seek final court approval of its proposed global sale transaction with Tops Markets, LLC. NetDockets relates, however, that a Penn Traffic employee is seeking a seven-day extension of the deadline to submit a qualifying bid. In a letter to the Court, the employee, NetDockets says, claims that a group of five employees is seeking to "form a [sic] Employee Stock Ownership Plan to buy the Company out of bankruptcy." The employee letter claims that the employee group has "just located funding" and has secured "equity partners" who "have provided proof of their ability to perform" and attaches letters from Jesup & Lamont Securities Corporation and Ameri-First Enterprises Corporation as evidence in support of these statements. According to NetDockets, while the Ameri-First letter does state that it is being provided with respect to a "strategic proposal . . . for Ameri-First and ESOP to join forces to purchase and provide the solutions for solving the economic problems of the Penn Traffic food store chain business," it provides few details regarding the terms on which they would propose to acquire Penn Traffic's assets. It does state that the bidders' objectives are "to provide the funding to pay off the creditors 100% of the monies owed by Penn Traffic and with [sic] a plan for growing the company, keeping all employees and re-opening 29 stores that are now closed." However, contrary to the employee group's letter to the court, Ameri-First's letter (which is dated January 17, 2010) requests "a fourteen (14) days [sic] extension to prepare a proper bid that will collectively serve the creditors, employees and the company. Ameri-First also requests 72 hours for the 14% good faith deposit to be held in escrow by the court giving our attorney and accountant a proper opportunity to review the documents provided by Penn Traffic Company." Therefore, it is somewhat unclear from the documents whether the group seeks a seven-day extension or a longer extension, NetDockets says. At present, neither the court nor Penn Traffic has filed a response or ruling regarding the letter. Tops Markets Deal Penn Traffic's agreement with Tops Markets provides for a purchase price of $85 million in cash plus the assumption of certain liabilities and the consensual reduction of certain claims against Penn Traffic. Tops Markets will buy the assets absent higher and better bids. The Court has approved a 3% breakup fee payable to Tops Markets in the event that it is not the winning bidder for the assets. About Penn Traffic Syracuse, New York-based The Penn Traffic Company -- dba P&C Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets in Pennsylvania, upstate New York, Vermont, and New Hampshire under the Bilo, P&C and Quality trade names. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Delaware Case No. 09-14078). Ann C. Cordo, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist the Company in its restructuring effort. Donlin Recano is the Company's claims agent. The Company listed $150,347,730 in assets and $136,874,394 in liabilities as of May 4, 2009. These affiliates also filed separate Chapter 11 petition: Sunrise Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P and C Food Markets, Inc. of Vermont; and P.T. Development, LLC. PRIME COLORANTS: Exits From Chapter 11 Protection ------------------------------------------------- Frank Esposito at Plastic News reports that Prime Colorants Inc. exited bankruptcy after former company owner, Ed Honicker, agreed to slash and amend his claim. Based in Franklin, Tennessee, Prime Colorants Inc. filed for Chapter 11 protection on December 13, 2009 (Bankr. M.D. Tenn. Case No. 09-14215). Timothy G. Niarhos, Esq., represents the Debtor. In its petition, the Debtor listed both assets and debts of between $1 million and $10 million. QSGI INC: Wants a February 17 Chapter 11 Plan Filing Extension -------------------------------------------------------------- QSGI, Inc., et al., asked the U.S. Bankruptcy Court for the Southern District of Florida to extend until February 17, 2010, their exclusive period to file a Chapter 11 Plan and Disclosure Statement. The Debtors filed this request before the January 18 expiration of their exclusive period to file a plan. The Debtors related that they are considering an opportunity which could result in an additional source of funds to the estate. Palm Beach, Florida-based QSGI, Inc., and its affiliates provide technology services and maintenance geared towards both uses of enterprise class hardware as well as the uses of business - competing hardware. The Debtors filed for Chapter 11 on July 2, 2009 (Bankr. S.D. Fla. Lead Case No. 09-23658). Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara, Landau P.A., represents the Debtors in their restructuring efforts. The Debtors listed between $10 million and $50 million each in assets and debts. QUALITY STORES: Supreme Court Declines to Hear Payout Case ---------------------------------------------------------- The U.S. Supreme Court has declined to review an appeals court decision that payouts that were made to former shareholders of Quality Stores Inc. as part of a leveraged buyout and that helped tip the company into bankruptcy cannot be recovered, even though it was a private company, Law360 reports. Based in Muskegon, Michigan, Quality Stores Inc. is a specialty retailer of farm and agriculture-related merchandise. On October 22, 2001, the Company was sent to bankruptcy after a group of holders of the 10-5/8% senior notes filed an involuntary petition before the U.S. Bankruptcy Court for the Western District of Michigan, in Grand Rapids. Under laws relating to an involuntary bankruptcy filing, the Company is permitted to operate its business in the ordinary course, unless the Court orders otherwise. RAYMOND PROFESSIONAL: Lawyer Can't Represent Debtor-Subsidiary -------------------------------------------------------------- WestLaw reports that counsel representing a Chapter 11 debtor- parent company and its debtor-subsidiary had an actual conflict of interest warranting counsel's disqualification from representing the debtor-subsidiary with respect to a claim in which the debtor- parent asserted ownership over an account for which the debtor- subsidiary and its prepetition subcontractor, but not the debtor- parent, were signatories. The debtor-parent's claim was contrary to the interests of the debtor-subsidiary's bankruptcy estate and its creditors, including the subcontractor. In re Raymond Professional Group, Inc., --- B.R. ----, 2009 WL 4906589 (Bankr. N.D. Ill.) (Schmetterer, J.). Engineering and design company Raymond Professional Group, Inc. -- http://www.raymond-co.com/index.cfm?fuseaction=home-- and five of its affiliates filed Chapter 11 petitions (Bankr. N.D. Ill. Case No. 06-16748) on December 18, 2006. The Debtors are represented by Jason M. Torf, Esq., at Schiff Hardin LLP in Chicago. When the Debtors sought Chapter 11 protection, they estimated their assets and debts between $1 million and $100 million. R.B.G. CORP: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: R.B.G. Corp. 2295 Airways Blvd Memphis, TN 38114 Bankruptcy Case No.: 10-20410 Chapter 11 Petition Date: January 14, 2010 Court: United States Bankruptcy Court Western District of Tennessee (Memphis) Judge: Paulette J. Delk Debtor's Counsel: Darryl W. Humphrey, Esq. 4646 Poplar Avenue, Suite 530 Memphis, TN 38117-4435 Tel: (901) 881-5107 Fax: (901) 761-4446 Email: ddagdm@bellsouth.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company says it does not have unsecured creditors who are non insiders when they filed their petition. The petition was signed by Ricky Pitre, owner of the Company. READER'S DIGEST: Prepares to Emerge By January 31 ------------------------------------------------- Judge Robert Drain of the U.S. Bankruptcy Court for the Southern District of New York confirmed the Plan of Reorganization filed by The Reader's Digest Association, Inc., and its debtor affiliates on January 15, 2010, clearing the way for the Debtors to emerge from bankruptcy by January 31, 2010. "The Court's confirmation of our restructuring plan is a major step for our company and provides RDA with a strong foundation for our future," Mary Berner, Reader's Digest's president and chief executive officer, said in a statement. Under the terms of the Plan, Reader's Digest will reduce its total debt by 75% from more than $2.2 billion to approximately $555 million. General unsecured creditors, including the retirees, will get a 3.3% to 3.6% recovery on estimated claims of $110 million to $120 million. Pursuant to the Plan, holders of the Debtors' senior secured debt will receive equity, effectively transferring ownership of RDA to a lender group led by J.P. Morgan Chase & Co. Furthermore, under the Plan, suppliers will be paid. Senior executives at Reader's Digest testified at the January 15 confirmation hearing that company suppliers are crucial to its operations and any disruption to the supply chain could put the publisher out of business, David McLaughlin of Dow Jones reported. "It was very clear to me that we would put at risk our ability to rely on those suppliers" if we do not pay them 100 cents on the dollar, Reader's Digest's chief financial officer, Thomas Williams, was quoted by Dow Jones as saying. "The plan results in very material deleveraging of the debtor," Judge Drain said, according to Don Jeffrey at Bloomberg News. "It's also going to preserve Reader's Digest and its core businesses as going concerns. That going concern will emerge on a very healthy and viable basis," Mr. Jeffrey further quoted Judge Drain as saying. The Court has not yet entered a written confirmation order. The Debtors, however, filed a proposed findings of fact, conclusions of law and order confirming the Plan, a full-text copy of which is available for free at: http://bankrupt.com/misc/RDA_Proposed_Findings_011510.pdf Debtors Supplement Plan Prior to the January 15 confirmation hearing, the Debtors modified the Plan to include: (i) the addition of a section on payment of fees and expenses of the newly-defined Ad Hoc Noteholders' Committee, which would compose of certain informal group of Holders of the Senior Subordinated Notes, (ii) the addition of the latest Plan supplements. The Debtors, in the amended Plan, disclosed that the Board of Directors of the Reorganized Debtors will be composed of: (1) Norman S. Matthews, chairman; (2) Carl Wilson; (3) Mary G. Berner; (4) James B. Hawkes; (5) Karen R. Osar; (6) Frederic G. Reynolds; (7) Peter Stern; and (8) Donald Steiner. The amended exhibits filed by the Debtors are: -- Amended Form of Exit Credit Agreement, a full-text copy of which is available for free at: http://bankrupt.com/misc/RDA_PlanSupp_ExhA_01082010.pdf -- Amended Form of the New Second Priority Term Loan Agreement, a full-text copy of which is available for free at http://bankrupt.com/misc/RDA_PlanSupp_ExhB_01082010.pdf -- second supplement to the schedule of executory contracts and unexpired leases proposed to be assumed pursuant to the Plan, available for free at: http://bankrupt.com/misc/RDA_PlanSupp_Contracts_011410.pdf -- second supplement to the schedule of executory contracts and unexpired leases proposed to be rejected pursuant to the Plan, available for free at: http://bankrupt.com/misc/RDA_PlanSupp_Contracts2_011410.pdf Court Rejects Retirees' Objections Mr. McLaughlin further reports that Judge Drain rejected Reader's Digest retirees' argument that the Plan unfairly discriminates against similar groups of creditors, saying that the distribution scheme meets requirements of the Bankruptcy Code and is key to the company's effort to remain viable. Judge Drain has maintained that the restructuring would provide a material deleveraging and allow Reader's Digest to emerge from bankruptcy "on a very healthy and viable basis." Prior to the approval of the Plan, numerous retirees file separate letters to the Court asking Judge Drain to consider their various situations in connection with their pensions with the Debtors: Albert S. Dammeyer Julia M. McClure Barry Liebman Kari G. Regan Bob Meldahl Larry Stone Bruce G. Koe Lawrence Elliott Carlos De Heredia Logan L. Wai Carole Brown Marcia Lefkowitz Carole M. Howard Mary T. Berthelot Carolyn H. Montgomery Michael G. Hutchinson Cary H. Baer Naomi Bernstein (Kinsler) Charles Kim Nina Bell Allen David C. Stathem Patrick & Sylvia Kenny Edward B. Harkin Peter L. Clark Edward T. Thompson Richard J. Berenson Edwin B. Kolsby Robert W. Adam Edwin J. Phelps, Jr. Ronald L. Cole Fran Osborne Stanley L. Englebardt Gregory A. Battistello Steve G. Harron Heikki K. Helenius Terry A. Kirkpatrick H. Michael Casey Thomas J. Daly Jeanmarie Gelinas Tom Belli Jean Daniello Vernon Thomas John G. Hubbell William Schulz John Haines William Totten On behalf of the RD Retiree Group, LLC, Christopher R. Belmonte, Esq., at Satterlee Stephens Burke & Burke LLP, in New York, notified the Court that the decision in DBSD North America, Inc., 2009 WL 3491060, No. 09-13061 (REG) (Bankr. S.D.N.Y. 2009), which the Retiree Group and the Debtors both cited, is currently on appeal to the U.S. District Court for the Southern District of New York on issue affecting the absolute priority rule. The Reader's Digest Pension Trustees No. 2 Limited, however, in its capacity as trustee of The Reader's Digest Pension Scheme in United Kingdom, and on behalf of the beneficiaries of the UK Pension Scheme submitted a statement in support of confirmation of the Debtors' Plan. The UK Pension Scheme, together with other parties, has entered into a settlement agreement the Debtors to resolve their claims against the bankruptcy estates. Experian Marketing Solutions, Inc., and Original Sound Record, Co. and Original Sound Entertainment also filed Plan objections in connection with their contracts and unexpired leases to be assumed pursuant to the Plan. In their response to the Plan objections, the Debtors asserted that the Plan provides for the continuation of retiree benefits. They also emphasized that the Plan satisfies the applicable confirmation requirements under Section 1129 of the Bankruptcy Code. The Debtors also filed a memorandum of law supporting the approval of the Plan, which memorandum was supported by the separate declarations filed by Albert L. Perruzza, Douglas J. Friske, Lawrence Young, Thomas A. Williams and Jeffrey E. Finger. The Debtors also filed a summary of status of non-substantive objections to the confirmation of the Plan, which objections composed mostly of claims relating to cure amounts. Copies of the memorandum and the summary are available for free at: http://bankrupt.com/misc/RDA_Reply_Summary_011410.pdf http://bankrupt.com/misc/RDA_Memo_SupportingPlan_011210.pdf Plan Gets Overwhelming Support Financial Balloting Group LLC and Kurtzman Carson Consultants LLC file separate certifications reporting the voting and tabulation results with respect to the Plan. Accept Reject --------------- --------------- Voting Class Number % Number % ------------ ------ --- ------ --- Class 3 202 100% 0 0% Prepetition Credit Agreement Claims Class 4 212 99.53% 1 0.46% Unsecured Ongoing Operations Claims Class 5 190 51.91% 176 48.09% Other General Unsecured Claims Class 6 221 99.10% 2 0.90% Senior Subordinated Note Claims Class 10 237 100.00% 0 0% Intercompany Claims Except for Class 5 - Other General Unsecured Claims, the Plan gets overwhelming support from the different voting Classes. About The Reader's Digest Association RDA is a global multi-brand media and marketing company that educates, entertains and connects audiences around the world. The company builds multi-platform communities based on branded content. With offices in 44 countries, it markets books, magazines, and music, video and educational products reaching a customer base of 130 million in 78 countries. It publishes 94 magazines, including 50 editions of Reader's Digest, the world's largest-circulation magazine, operates 65 branded Web sites generating 22 million unique visitors per month, and sells 40 million books, music and video products across the world each year. Its global headquarters are in Pleasantville, N.Y. Reader's Digest said that as of June 30, 2009, it had total assets of $2.2 billion against total debts of $3.4 billion. Reader's Digest, together with its 47 affiliates, filed for Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529). Kirkland & Ellis LLP has been engaged as general restructuring counsel. Mallet-Prevost, Colt & Mosle LLP has been tapped as conflicts counsel. Ernst & Young LLP is auditor. Miller Buckfire & Co, LLC, is financial advisor. AlixPartners, LLC, is restructuring consultant. Kurtzman Carson Consultants is notice and claims agent. The Official Committee of Unsecured Creditors is tapping BDO Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as investment banker and Otterbourg, Steindler, Houston & Rosen, P.C., as counsel. Bankruptcy Creditors' Service, Inc., publishes Reader's Digest Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Reader's Digest and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) READER'S DIGEST: Proposes to Settle with RD Pension Trustees No. 2 ------------------------------------------------------------------ The Reader's Digest Association Inc. and its units ask the Court to approve their settlement agreement with The Reader's Digest Pension Trustees No. 2 Limited, acting in its capacity as trustee of the UK Pension Scheme, the Board of the Pension Protection Fund, and The Reader's Digest Association Limited. The Debtors also seek for a shortened notice period with respect to their request. James H.M. Sprayregen P.C., Esq., at Kirkland & Ellis LLP, in New York, tells Judge Drain that the settlement will resolve significant liabilities related to a defined pension plan in the United Kingdom and avoids liquidation of RDA's UK subsidiary, RDA UK, which would undoubtedly have a considerable negative impact on the value of the Debtors' bankruptcy estates. Specifically, the Settlement Agreement resolves certain large claims asserted by the Trustee and the PPF in the Debtors' Chapter 11 cases and provides for the Debtors to contribute funding on account of the UK Pension Scheme to ensure against the potential liquidation of RDA UK in the face of its substantial defined pension liabilities. The UK Pension Scheme's deficit is in excess of GBP109 million, and the Trustee and PPF have jointly filed 48 contingent, unliquidated proofs of claim in each of the Debtors' Chapter 11 cases to protect their entitlement to any money that could flow from the Chapter 11 Debtors to the UK Pension Scheme as a result of a potential investigation by the Pensions Regulator. As part of the resulting compromise among the Parties, and in exchange for release and withdrawal of the claims filed by the PPF and the Trustee and in satisfaction of RDA UK's liability under the UK Pension Scheme, the Debtors have agreed to make a lump sum payment and provide certain other consideration to the Trustees and the PPF, Mr. Sprayregen discloses. He asserts that the consideration constitutes reasonably equivalent value and fair consideration in satisfaction of the liability related to the UK Pension Scheme and is necessary to avoid liquidation of RDA UK, and thus, preserve value for the Debtors' and the global Reader's Digest Association enterprise. The salient terms of the Settlement Agreement are: (a) Debtors, RDA UK and the Trustee will cooperate to facilitate that the Section 75 debt obligations of the UK Pension Scheme and all associated liabilities will be apportioned between a Newco and RDA UK in accordance with the terms of the Regulated Apportionment Arrangement to ensure that if necessary, the UK Pension Scheme will, in its entirety, be able to meet the eligibility requirements for admission into the PPF upon an insolvency event for the purpose of Section 121 of the Pensions Act 2004 occurring in relation to Newco. Newco is a newly incorporated UK company, which will have assumed the status as principal employer of the UK Pension Scheme in the place of RDA UK; (b) These considerations will be paid or otherwise transferred in connection with the Compromise, and are the bases that the Trustee agrees to the satisfaction of the claims against RDA UK and the UK Pension Scheme Claims as well as clearance of all other parties, including the Debtors: * after approval of the Settlement Agreement, the Debtors or Reorganized Debtors will deposit into an escrow account GBP10,931,400 or $18 million; * within 10 business days after the effective date of the Debtors' Plan, the Debtors or Reorganized Debtors will deposit into the Escrow Account for the benefit of the UK Pension Scheme, undated certificates or other instruments evidencing a 33% equity interest in RDA UK; * Pursuant to the Parties' Call Option Agreement, the Debtors will retain a call option on the UK Pension Scheme's 33% equity interest in RDA UK for five years from the date the UK Pension Scheme is transferred to the PPF, which may be exercised by paying GBP1,821,900 to the UK Pension Scheme; and * the Debtors will pay all professional fees, costs and expenses incurred by the Trustee and the PPF related to the UK Pension Scheme, and all reasonable professional fees, costs and expenses incurred by the Trustee; and (c) The consideration will also be paid in satisfaction of RDA UK's liability under the UK Pension Scheme but that satisfaction of liability will only take effect if and when the RAA is put in place in relation to the UK Pension Scheme. A full-text copy of the Settlement Agreement can be obtained for free at: http://bankrupt.com/misc/RDA_UKPension_Settement_011410.pdf The Debtors subsequently filed an amended copy of the settlement agreement consisting mostly of minor changes in the terms and language used in the original agreement. About The Reader's Digest Association RDA is a global multi-brand media and marketing company that educates, entertains and connects audiences around the world. The company builds multi-platform communities based on branded content. With offices in 44 countries, it markets books, magazines, and music, video and educational products reaching a customer base of 130 million in 78 countries. It publishes 94 magazines, including 50 editions of Reader's Digest, the world's largest-circulation magazine, operates 65 branded Web sites generating 22 million unique visitors per month, and sells 40 million books, music and video products across the world each year. Its global headquarters are in Pleasantville, N.Y. Reader's Digest said that as of June 30, 2009, it had total assets of $2.2 billion against total debts of $3.4 billion. Reader's Digest, together with its 47 affiliates, filed for Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529). Kirkland & Ellis LLP has been engaged as general restructuring counsel. Mallet-Prevost, Colt & Mosle LLP has been tapped as conflicts counsel. Ernst & Young LLP is auditor. Miller Buckfire & Co, LLC, is financial advisor. AlixPartners, LLC, is restructuring consultant. Kurtzman Carson Consultants is notice and claims agent. The Official Committee of Unsecured Creditors is tapping BDO Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as investment banker and Otterbourg, Steindler, Houston & Rosen, P.C., as counsel. Bankruptcy Creditors' Service, Inc., publishes Reader's Digest Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Reader's Digest and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) READER'S DIGEST: $43-Mil. Sale of CompassLearning Assets Approved ----------------------------------------------------------------- Bankruptcy Judge Robert Drain granted in its entirety and approved in all respects The Readers Digest Association Inc. and its units' request to sell their CompassLearning business, pursuant to an Asset Purchase Agreement dated November 30, 2009, between CompassLearning, Inc., and WRC Media, Inc., and CompassLearning Acquisition Corporation, a Delaware corporate formed by Marlin Equity II, L.P. All objections to the Sale Motion that have not been withdrawn, waived or settled, and all reservations of are, except as provided in other orders of the Court, overruled on the merits with prejudice. Prior to the Sale's approval, Northwest Evaluation Association and Random House, Inc., separately withdrew their objections to the Debtors' Assumption Notice. The Sale is approved free and clear of claims, and the Buyer Group will not be deemed to be a legal successor, or otherwise be deemed a successor to the Debtors. The APA and all of the transactions contemplated in it are approved in all respects. The Court also authorized and directed the Debtors to assume and assign each of the Assumed Contracts to the Buyer free and clear of all Claims pursuant to Sections 105(a) and 365 of the Bankruptcy Code. In support of the Sale Order, the Debtors filed with the Court these documents: -- Supplemental Assumption Schedule; -- transcript of the Auction; -- Two stand-alone amendments to the version of the APA previously filed with the Court; and -- chart listing all objections and responses to the Sale Motion, the Debtors' response and the status of each objection. Full-text copies of the supplements are available for free at: http://bankrupt.com/misc/RDA_Assumption_Schedule_010610.pdf http://bankrupt.com/misc/RDA_Sale_Exhibits_010610.pdf About The Reader's Digest Association RDA is a global multi-brand media and marketing company that educates, entertains and connects audiences around the world. The company builds multi-platform communities based on branded content. With offices in 44 countries, it markets books, magazines, and music, video and educational products reaching a customer base of 130 million in 78 countries. It publishes 94 magazines, including 50 editions of Reader's Digest, the world's largest-circulation magazine, operates 65 branded Web sites generating 22 million unique visitors per month, and sells 40 million books, music and video products across the world each year. Its global headquarters are in Pleasantville, N.Y. Reader's Digest said that as of June 30, 2009, it had total assets of $2.2 billion against total debts of $3.4 billion. Reader's Digest, together with its 47 affiliates, filed for Chapter 11 on August 24 (Bankr. S.D.N.Y. Case No. 09-23529). Kirkland & Ellis LLP has been engaged as general restructuring counsel. Mallet-Prevost, Colt & Mosle LLP has been tapped as conflicts counsel. Ernst & Young LLP is auditor. Miller Buckfire & Co, LLC, is financial advisor. AlixPartners, LLC, is restructuring consultant. Kurtzman Carson Consultants is notice and claims agent. The Official Committee of Unsecured Creditors is tapping BDO Seidman, LLP, as financial advisor, Trenwith Securities, LLP, as investment banker and Otterbourg, Steindler, Houston & Rosen, P.C., as counsel. Bankruptcy Creditors' Service, Inc., publishes Reader's Digest Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Reader's Digest and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) RESCARE INC: Moody's Confirms Corporate Family Rating at 'Ba3' -------------------------------------------------------------- Moody's Investors Service confirmed the ratings of ResCare, Inc., including the Ba3 Corporate Family Rating and Probability of Default Rating. At the same time Moody's changed the rating outlook to negative. This concludes the rating review for possible downgrade, initiated December 3, 2009. Concurrently, Moody's rated the proposed new $275 million senior secured credit facility Ba1, LGD2, 19%. Prior to the ratings review the outlook had been stable. The confirmation of the long-term ratings reflects the company's recent consent from lenders which avoided a covenant violation due to an anticipated litigation related charge, as well as the progress the company has made towards refinancing its current credit facility. The confirmation of the long-term ratings assumes the refinancing transaction will close in the near-term. The confirmation of the Ba3 is also supported by ResCare's scale and leading competitive position in its markets, good revenue diversity by state and its conservative leverage profile. The Ba3 is constrained by ResCare's dependence on Medicaid and other government funding programs which limits organic revenue growth and profitability margins. The ratings are also constrained by the very litigious nature of the business and the risk of future large legal liabilities. The change in the outlook to negative incorporates several unfavorable legal developments over the past year, including the recent Selk verdict. While Moody's believes ResCare has adequate liquidity to absorb the monetary damages in this case, Moody's are concerned about the potential for increased legal and insurance costs in the future, as well other related risks. The negative outlook also reflects the challenges the company faces related to the economy and state Medicaid budgets. Moody's believes all of these factors may lead to pressure on profitability margins and weakening of credit metrics. Moody's rates the current $250 million revolver Ba1, LGD2, 16%. Moody's anticipate that Moody's will withdraw the ratings on this facility upon the close of the proposed refinancing transaction. Ratings confirmed: * Corporate Family Rating, Ba3 * Probability of Default Rating, Ba3 * $250 million Senior Secured Revolver due 2010, Ba1, LGD2, 16% * $150 million Senior Unsecured Notes due 2013, B1, LGD5, 75% Ratings assigned: * $275 million Senior Secured Revolver due 2013, Ba1, LGD2, 19% The outlook was changed to negative. The last rating action was December 3, 2009, when Moody's placed the ratings under review for possible downgrade. ResCare'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 of tolerance for risk. These attributes were compared against other issuers both within and outside of ResCare's core industry and the ratings are believed to be comparable to those other issuers of similar credit risk. ResCare, headquartered in Louisville, Kentucky, is a leading provider of residential, training, educational and support services to individuals with special needs, including persons with mental retardation and developmental disabilities, at-risk youth and those experiencing barriers to employment. The Community Services Group, roughly 72% of revenues in 2008, administers programs to people with developmental disabilities and the elderly in both residential and non-residential settings. The Employment and Training Services Group, roughly 14% of 2008 revenues, operates job training and placement programs to disadvantaged job seekers. The Job Corp Training Services business, roughly 11% of 2008 revenues, provides educational and vocational skills training to underprivileged youths through the federal Job Corps program. Consolidated revenues for the twelve months ended September 30, 2009, approximated $1.6 billion. RIVER OF LIFE: Case Summary & 15 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: River of Life Church, Inc. 377 Direct Connection Drive Rossville, GA 30741-3773 Bankruptcy Case No.: 10-10242 Chapter 11 Petition Date: January 18, 2010 Court: United States Bankruptcy Court Eastern District of Tennessee (Chattanooga) Judge: John C. Cook Debtor's Counsel: Kyle R. Weems, Esq. Suite 203, 5312 Ringgold Road Chattanooga, TN 37412 Tel: (423) 624-1000 Email: weemslaw@earthlink.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $$1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 15 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/tneb10-10242.pdf The petition was signed by Alan C. Crider, president of the Company. ROBERT LUPO: Court Okays Hiring of Hanify & King as Bankr. Counsel ------------------------------------------------------------------ Robert N. Lupo sought and obtained permission from the Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts to employ Hanify & King, Professional Corp. as bankruptcy counsel. H&K will, among other things: a. advise the Debtor with respect to any plan proposed by the Debtor and any other matters relevant to the formulation and negotiation of a plan or plans of reorganization; b. represent the Debtor at hearings and matters pertaining to his affairs as debtor and debtor-in-possession; c. prepare necessary and appropriate applications, motions, answers, orders, reports, and other pleadings and other documents, and review financial and other reports filed in the Debtor's Chapter 11 case; and d. advise the Debtor regarding his ability to initiate actions to collect and recover property for the benefit of the estate. The Debtor seeks to employ H&K under a general retainer at the firm's standard hourly rates because of the extensive services that may be required and the fact that the full extent of the services aren't known at this time. H&K has a retainer in the sum of $17,346.50. Andrew Lizotte, a shareholder of H&K, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Weston, Massachusetts-based Robert N. Lupo filed for Chapter 11 bankruptcy protection on December 10, 2009 (Bankr. D. Mass. Case No. 09-21945). Andrew G. Lizotte, Esq., at Hanify & King, P. C., assists the Debtor in his restructuring effort. The Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in liabilities. ROBERT LUPO: Files Schedules of Assets & Liabilities ---------------------------------------------------- Robert N. Lupo has filed with the U.S. Bankruptcy Court for the District of Massachusetts its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $0 B. Personal Property $162,131 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $5,983,500 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $276,598 ----------- ----------- TOTAL $162,131 $6,260,098 Weston, Massachusetts-based Robert N. Lupo filed for Chapter 11 bankruptcy protection on December 10, 2009 (Bankr. D. Mass. Case No. 09-21945). Andrew G. Lizotte, Esq., at Hanify & King, P. C., assists the Debtor in his restructuring effort. The Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in liabilities. ROBERT LUPO: Gets Interim Okay to Use Cash Collateral ----------------------------------------------------- Robert N. Lupo sought and obtained interim authorization from the Hon. Frank J. Bailey of the U.S. Bankruptcy Court for the District of Massachusetts to use cash collateral until January 8, 2010. The attorneys for the Debtor -- Andrew G. Lizotte, Esq., and Natalie Sawyer, Esq., at Hanify & King -- explained that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtor wants to use the cash collateral generated by 15 properties in Massachusetts owned individually by the Debtor or jointly with another party. The Debtors will use the collateral pursuant to a weekly budget, a copy of which is available for free at: http://bankrupt.com/misc/ROBERT_LUPO_budget.pdf In exchange for using the cash collateral, the Debtor proposes to grant the secured lenders holding a first priority position with respect to the properties with a replacement lien on postpetition rents, plus assurance of payment of real estate taxes, current condominium fees, and insurance, as adequate protection for the secured claims held by the senior lenders. The senior lenders and junior lienholders will continue to maintain a security interest in the rents generated postpetition, to the extent that the senior lenders and junior lienholders held valid perfected liens upon the rents prior to the Petition Date. Lisa Ann Jacobs, MD MPH, Realtor and Property Manager for the Debtor, objected to the Debtor's cash collateral, particularly to the payment of no commissions and no property management fees to Ms. Jacobs. According to Ms. Jacobs, the estimate of cost of 6% of collected rents is too low for property management. Ms. Jacobs is asking a management fee of (12%):(6%) for the Debtor and (6%) for herself. Leslie Greer, Esq., represents Ms. Jacobs in this case. The Debtor's request for cash collateral use also faced objection from Rockland Trust Company, which says that "at the time of the loans, three of the Rockland Properties were owned in three separate trusts purportedly for the benefit of various individuals in addition to the Debtor. On or about the day prior to filing the petition initiating these proceedings, the Debtor purported to terminate the Trusts and recorded deeds to the three properties to himself, individually. In view of these transfers, Rockland reserves the right to contest whether the Debtor's filing was in good faith and/or whether the three Trust Properties should be treated as 'single asset real estate' under Bankruptcy Code." Rockland wants segregation of cash collateral, evidence of revenue and expenses, and actual versus budget report on revenue and expenses on a periodic basis. Posternak Blankstein & Lund LLP represents Rockland in this case. The requested cash collateral use was also objected by SunTrust Mortgage, Inc., and BAC Home Loans Servicing, L.P. A hearing on the Debtor's request for use of cash collateral was scheduled to be heard on January 8, 2010. Weston, Massachusetts-based Robert N. Lupo filed for Chapter 11 bankruptcy protection on December 10, 2009 (Bankr. D. Mass. Case No. 09-21945). Andrew G. Lizotte, Esq., at Hanify & King, P. C., assists the Debtor in his restructuring effort. The Debtor listed $10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000 in liabilities. RONALD ALAN DAVIDOFF: Updated Chapter 11 Case Summary ----------------------------------------------------- Debtor: Ronald Alan Davidoff 8445 N 15th Street Phoenix, AZ 85020 Bankruptcy Case No.: 10-01175 Chapter 11 Petition Date: January 15, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Charles G. Case II Debtor's Counsel: Dean M. Dinner, Esq. Nussbaum & Gillis 14500 N. Northsight Blvd., Suite 116 Scottsdale, AZ 85260-0001 Tel: (480) 609-0011 Email: ddinner@nussbaumgillis.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 14 largest unsecured creditors is available for free at: http://bankrupt.com/misc/azb10-01175.pdf The petition was signed by Mr. Davidoff. RUFFIN ROAD: Case Summary & 1 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Ruffin Road Office Park LP 26478 Ynez Road Temecula, CA 92591 Bankruptcy Case No.: 10-11060 Chapter 11 Petition Date: January 14, 2010 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Thomas C. Nelson, Esq. 550 West C Street, Suite 1850 San Diego, CA 92101 Tel: (619) 236-1245 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified AT&T with a trade debt claim for $689 as its largest unsecured creditor. A full-text copy of the Debtor's petition, including a list of its largest unsecured creditor, is available for free at: http://bankrupt.com/misc/cacb10-11060.pdf The petition was signed by Kevin Tucker, president of General Partner of the Company. RUMSEY LAND: Updated Chapter 11 Case Summary -------------------------------------------- Debtor: Rumsey Land Co., LLC 535 16th Street, Suite 600 Denver, CO 80202 Bankruptcy Case No.: 10-10691 Chapter 11 Petition Date: January 15, 2010 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: Howard R. Tallman Debtor's Counsel: Aaron A. Garber, Esq. 303 E. 17th Ave., Ste. 500 Denver, CO 80203 Tel: (303) 832-2400 Email: aag@kutnerlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Rod Guerrieri, the company's manager. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Dave Marshall $2,303,130 535 16th Street Suite 600 Denver, CO 80202 Breakwater Capital $1,457,408 6162 Seagrass Lane Napa, FL 341112 Lake Vista Holdings, LLC $750,000 PO Box 990486 Naples, FL 34116 Renaissance $654,126 535 16th Street Suite 600 Denver, CO 80202 Noro Investments $575,997 534 16th Street Suite 600 Denver, CO 80202 South Platte L and W $538,269 535 16th Street Suite 600 Denver, CO 80202 Camenlsh Land Co. $370,707 535 16th Street Suite 600 Denver, CO 80202 T&I $217,184 Pueblo Bank $203,495 Schneider Land $149,296 Dan Briggs $127,452 John R. Green $125,808 Yokam Land Holdings $125,348 Lake Carlisle $125,084 JRK Water Holdings $101,852 Ellis Family Trust $100,000 Breakwater Capital Group $83,658 II, LLC John Armour $63,216 Jack Pruet $58,260 Berenbaum, Weinshlenk & $39,679 Eason RYAN STICKLER: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Ryan William Stickler 297 Moffett Road Dothan, AL 36301 Bankruptcy Case No.: 10-10080 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Middle District of Alabama (Dothan) Judge: William R. Sawyer Debtor's Counsel: Cameron-RRL A. Metcalf, Esq. Espy, Metcalf & Espy, P.C. P.O. Drawer 6504 Dothan, AL 36302 Tel: (334) 793-6288 Email: cam@espymetcalf.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 $1,464,000, and total debts of $2,362,558. A full-text copy of Mr. Stickler's petition, including a list of his 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/almb10-10080.pdf The petition was signed by Mr. Stickler. SARASOTA ESTATE: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Sarasota Estate & Jewelry Buyers, Inc. 640 S. Washington Blvd., Suite 240 Sarasota, FL 34236 Bankruptcy Case No.: 10-00789 Chapter 11 Petition Date: January 15, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Michael G. Williamson Debtor's Counsel: Kevin P. O'Brien, Esq. Law Offices of Kevin P. O'Brien, P.A. 805 West Azeele Street Tampa, FL 33606 Tel: (813) 549-1490 Fax: (813) 387-3050 Email: kevinpaobrien@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The petition was signed by Haiel Suwaity, president of the Company. SENESCO TECHNOLOGIES: NYSE Amex Accepts Listing Compliance Plan --------------------------------------------------------------- Senesco Technologies, Inc., disclosed that on January 14, 2010, it received notice from the NYSE Amex LLC stating that the exchange had accepted the Company's compliance plan and granted it an extension until April 29, 2011 to regain compliance with the NYSE's continued listing standards. As previously disclosed, Senesco is not in compliance with Section 1003(a)(iii) of the NYSE company guide with stockholder's equity of less than $6,000,000 and losses from continuing operations and/or net losses in its five most recent fiscal years. Based on this, the Company submitted a plan advising the NYSE of action it will take that it believes would bring Senesco into compliance with the NYSE's continued listing standards by the end of the extension period. During the extension period, the Company remains subject to periodic review by NYSE Staff. Failure to make progress consistent with the plan or to regain compliance with the continued listing standards by the end of the extension period could result in Senesco being delisted from the NYSE. About Senesco Technologies, Inc. Senesco Technologies, Inc. is a U.S. biotechnology company, headquartered in New Brunswick, NJ. Senesco has initiated preclinical research to trigger or delay cell death in mammals (apoptosis) to determine if the technology is applicable in human medicine. SHALAN ENTERPRISES: Meeting of Creditors Set for January 26 ----------------------------------------------------------- The U.S. Trustee for Region 16 will convene a meeting of Shalan Enterprises, LLC's creditors on January 26, 2010, at 11:00 a.m. The meeting will be held at 725 S Figueroa St., Room 2610, Los Angeles, California. This is the first meeting of creditors required under Section 341(a) of the U.S. 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. Marina Del Rey, California-based Shalan Enterprises, LLC, a Nevada limited liability company, was formed in 1999 for the purpose of owning, operating and leasing and/or selling properties. The Company filed for Chapter 11 bankruptcy protection on November 25, 2009 (Bankr. C.D. Calif. Case No. 09-43263). The Company has assets of $12,540,000, and total debts of $7,426,313. SHAWN HUDSPETH: Case Summary & 11 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Shawn Paul Hudspeth Jennifer Lynne Hudspeth aka Jennifer Lynne Johnson 11208 Deprise Cove San Diego, CA 92131 Bankruptcy Case No.: 10-00487 Chapter 11 Petition Date: January 14, 2010 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Louise DeCarl Adler Debtors' Counsel: Craig E. Dwyer, Esq. 8745 Aero Drive, Suite 301 San Diego, CA 92123 Tel: (858) 268-9909 Fax: (858) 268-4230 Email: craigedwyer@aol.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtors' petition, including a list of their 11 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/casb10-00487.pdf The petition was signed by the Joint Debtors. SHERWOOD FARMS: Case Summary & 15 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Sherwood Farms, Inc. fdba American Mercantile Corporation 13613 Honeycomb Road Groveland, FL 34736 Bankruptcy Case No.: 10-00578 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 Debtor Affiliate Filing Separate Chapter 11 Petition: Debtor: Sherwood Investments Overseas Limited Incorporated Bankruptcy Case No.: 10-00584 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 About the Business: Groveland, Florida-based Sherwood Farms Inc. is a grower and wholesaler of orchids. Sherwood said owes $7 million to first and second-lien lenders. Sherwood said in a filing that cash, accounts receivable, inventory, and real property are worth $8 million. Chapter 11 Petition Date: January 15, 2010 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Mariane L. Dorris, Esq. Latham Shuker Eden & Beaudine LLP 390 North Orange Avenue, Suite 600 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: bankruptcynotice@lseblaw.com The petition was signed by Julian Benscher, the company's president. Sherwood Farm's List of 15 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AK Nursery Inc. Trade debt $3,000 Amerigas Trade debt $53,893 Bank of America Credit Card $33,700 Best Plant Nursery Trade debt $1,522 BWI Trade debt $1,328 Ceramo Company Trade debt $4,764 Chase Credit Card Credit Card $29,000 Floralife Trade debt $820 IC Industries Trade debt $2,664 Industrial Battery Trade debt $730 John Henry Company Trade debt $982 Label It Trade debt $2,162 Packaging Corp of America Trade debt $1,466 ProSource One Trade debt $14,816 Wholesale Plant Industry Trade debt $472 The petition was signed by Julian Benscher, the company's authorized agent. Sherwood Investment's List of 2 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Julain Benscher Loan $3,780,000 5165 Iselworth Country Club Windermere, FL 34786 Lee J. Maher Loan $1,128,900 c/o Solar Blue LLC 189 S Orange Avenue #2100 Orlando, FL 32801 SIX FLAGS: Increases Exit Financing to $830 Million --------------------------------------------------- Six Flags, Inc., and its debtor affiliates launched new loans totaling $830 million to finance their exit from bankruptcy, James M. Coughlin, the companies' general counsel, disclosed in a regulatory filing with the U.S. Securities and Exchange Commission dated January 7, 2010. The $830 million Exit Financing is backed by JPMorgan Chase & Co., Bank of America Merrill Lynch, Barclays Capital and Deutsche Bank. To recall, Judge Christopher S. Sontchi of the United States Bankruptcy Court for the District of Delaware, on December 21, 2009, authorized the Debtors to enter into the exit financing arrangements pursuant to Section 363(b) of the Bankruptcy Code. Pursuant to the Exit Financing Commitment earlier approved by Judge Sontchi, the aggregate principal amount of new loans amounted to $800 million -- composed of a $650,000,000 six-year term loan and a revolving credit loan in an aggregate principal amount of $150,000,000. In the current Exit Financing, the term loan was increased to $680 million. The Exit Facility is a part of a fully-funded Plan of Reorganization that the Debtors filed with the Bankruptcy Court on December 18, 2009. The Plan contemplates the entry by Six Flags into Exit Facilities, which will consist of the Exit Term Loan and the Exit Revolving Credit Facility, including a $450 million rights offering backstopped by certain bondholders of Six Flags Operations Inc., an intermediate holding company. In connection with the development of the Plan and to determine whether the Plan satisfies the feasibility standard, the Debtors prepared financial projections, which assume the Exit Term Loan in the amount of $680 million, a six-year maturity date, an interest rate 4.25% above LIBOR, with a LIBOR floor of 2%, quarterly principal payments of approximately $1.6 million, and no excess cash flow principal payments; and an Exit Revolving Credit Facility with a maximum availability on the Effective Date of $150 million, a maturity of five years, an interest rate of four 4.25% above LIBOR, with a LIBOR floor of 2%, and an unused line fee of one 1.5%. The Exit Revolving Credit Facility will be used to finance seasonal working capital and other general corporate needs on an ongoing basis. The Plan also contemplates the entry by the Debtors into the New TW Loan. The New Term Loan is backed by TW-SF LLC or any other affiliate of Time Warner Inc., as the Lender with a $150 million facility, which amount will be permanently reduced on a dollar- for-dollar basis to the extent of each draw under the facility. The Borrowers in the new TW Loan are SFOG Acquisition A, Inc.; SFOG Acquisition B, LLC; SFOT Acquisition I, Inc.; and SFOT Acquisition II Inc. -- the "Acquisition Parties," with SFI, SFO, SFTP, as Guarantors, and each subsidiary of SFI who are or in the future become guarantors under the Exit Facilities. The loan has a term of five years from each funding and an amortization of 100% of SFI's share of preferred distributions from partnership parks applied to pay down the loans. Projections assume the New TW Loan will be used to finance future put obligations after the Company funds the first $10 million to $15 million, has a five year maturity, and an interest rate of 5.25% above LIBOR, with a LIBOR floor of 2.50%. The Debtors expect the Confirmation of the Plan to occur in March 2010, with Six Flags expected to emerge from bankruptcy shortly thereafter. A full-text copy of the Debtors' Exit Facility Disclosure is available for free at http://ResearchArchives.com/t/s?4d37 About Six Flags 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. Six Flags is scheduled to begin a contested confirmation hearing on March 8 where it will seek approval of a Chapter 11 reorganization plan. Noteholders are offering an alternative plan. 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- SIX FLAGS: Gets Protective Order On Confidential Materials ---------------------------------------------------------- Judge Christopher S. Sontchi of the United States Bankruptcy Court for the District of Delaware issued a 26-page protective order that governs the production of documents and other information in connection with all proceedings relating to the confirmation of any plan of reorganization or approval of any disclosure statement in connection with Six Flags Inc.'s bankruptcy proceedings. The Court issued the Protective Order upon the consent of (a) the Debtors, (b) the Ad Hoc Committee of Six Flags Operations Noteholders, (c) the Official Committee of Unsecured Creditors, (d) the Ad Hoc Committee of Six Flags, Inc. Noteholders, (e) JP Morgan Chase Bank, N.A., (f) the Blackstone Group L.P., and (g) the first lien lender Steering Committee, and each of their members, officers, directors, employees, consultants, retained experts, and outside counsel. These Parties recognize that discovery in this action may require production of certain business records and other materials containing confidential and proprietary business or financial information. The parties seek to litigate this action without jeopardizing any Party or non-party's interests in the confidentiality of that information. The Court, upon finding that sufficient cause exist to grant the relief, determines that: (1) Documents and information that likely will be produced in discovery in connection with the Litigation contains commercially sensitive and proprietary business information. The confidentiality of this information has substantial economic and competitive value, and disclosure thereof could cause harm to the Parties; (2) The Court specifically finds that the harm that would result to the privacy of the Parties and other persons in interest from disclosure of the confidential and proprietary information in this case outweighs public interest in access to the information. Based on these findings, Judge Sontchi ruled that any documents or pleadings filed with the Court that constitute, quote, describe, or refer to Protected Material will be filed under seal. These documents or pleadings will remain sealed through the duration of the case, including appeals. A full-text copy of the Protective Order is available for free at http://bankrupt.com/misc/SixF_ConfidentialityProtectiveOrder.pdf About Six Flags 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. Six Flags is scheduled to begin a contested confirmation hearing on March 8 where it will seek approval of a Chapter 11 reorganization plan. Noteholders are offering an alternative plan. 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- SIX FLAGS: Assumes Eight Non-Residential Leases ----------------------------------------------- Six Flags Inc. and its units sought and obtained the Court's approval of (i) their assumption of eight unexpired leases of nonresidential real property and (ii) the proposed cure amounts with respect to the assumption of the leases: Property Cure Amount -------- ----------- MIS Data Center Grand Prairie Tarrant County, Texas $0 Six Flags Roller Coaster Cuts King of Prussia Montgomery County, Philadelphia $14,408 Six Flags Roller Coaster Cuts West Hartford County, Connecticut $0 Corporate Apartment West 48th Street, Apartment 363 New York $0 Warehouse Space 757 109th Street Arlington, Tarrant County, Texas $0 Six Flags Discovery Kingdom $0 Six Flags New England 1792 Main Street Agawam, Hampton County Massachusetts $0 Six Flags New England 1762 Main Street Agawam, Hampton County Massachusetts $0 Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, tells the Court that since the Petition Date, as part of the their ongoing restructuring efforts, the Debtors have been working diligently with their advisors to identify which of the Leases are no longer beneficial to the Debtors' estates, and which Leases are necessary to the Debtors' ongoing operations. As part of this process, the Debtors have identified eight Leases which, in the Debtors' business judgment, are necessary to sustain their business operations through and upon their emergence from these Chapter 11 cases. In order to comply with the cure requirements of Section 365 of the Bankruptcy Code, the Debtors propose to pay cure amounts to each applicable landlord under the Leases. The Cure Amounts reflect the cure amounts owed with respect to the Leases according to the Debtors books and records as of December 1, 2009. The Debtors propose to pay the Cure Amounts within 10 business days of entry of the order approving this motion, or on another date as the parties may agree. The Debtors ask the Court to require from any party that objects to the Cure Amounts to file their objections not later than January 28, 2010. If no valid objection is timely received, the Debtors will be authorized to assume the Lease upon entry of the Order, and the Debtors' proposed Cure Amount will be fixed. About Six Flags 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. Six Flags is scheduled to begin a contested confirmation hearing on March 8 where it will seek approval of a Chapter 11 reorganization plan. Noteholders are offering an alternative plan. 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- SMITHFIELD FOODS: John Morrell Unit to Close Sioux City Plant ------------------------------------------------------------- John Morrell & Co. said it would permanently close its hog processing and fresh meat fabrication plant located in Sioux City, Iowa, effective April 20, 2010. The Sioux City plant processes hogs and produces boneless loins and other fresh pork products. John Morrell is a subsidiary of Smithfield Foods, Inc. "We deeply regret having to close this facility," said Joseph B. Sebring, president of John Morrell. "We recognize that layoffs and plant closings are difficult for everyone concerned. But at the same time, we believe this is a necessary business decision. The Sioux City plant is one of the oldest, most outdated and least efficient plants in the Smithfield system," he continued. Nathan Becker at Dow Jones Newswires reports that Smithfield has been culling supply amid a string of losses in its pork- production segment amid sharply lower prices. Dow Jones says the Company in December reported that the red ink from continuing operations lessened in its latest quarter as results improved at all of its businesses except for its hog- production unit. The Sioux City plant closure will affect 1,450 hourly and salaried employees. The company will confer with union officials regarding this transition. The company will comply with the federal Worker Adjustment and Retraining Notification Act (WARN), and will provide employees with a 90-day notification of the plant closure. Under the WARN Act, the company also will notify state dislocated worker units so that they can promptly offer dislocated worker assistance. WARN Act notices, where appropriate, are being issued today. "The consistent quality of our products is extremely important and is a daily priority. We are constantly improving our facilities and equipment to ensure a safer, higher-quality product. In this case, the Sioux City plant was constructed in 1959 and would require significant capital expenditures to outfit it with the next generation of pork processing technology. In this adverse business environment those capital needs simply cannot be met," said Mr. Sebring. "Furthermore, the Sioux City plant design, layout, and footprint severely limit our operating and sales flexibility and our ability to produce value-added packaged meats products and maximize production throughput. The refrigeration system is antiquated and inefficient and the plant lacks any significant refrigerated storage space," he continued. The company said that three other Smithfield plants -- located in Sioux Falls, South Dakota; Denison, Iowa; and Crete, Nebraska -- have the capacity to partially absorb the number of hogs that are currently being processed at Sioux City and that it will transfer some of the Sioux City production to those plants in the near term. This partial transfer of production capacity will not require the company to secure additional employees. In addition, the company stated that it will honor all production contracts at Sioux City and that Smithfield has no further plans for plant closures in the foreseeable future. With sales of $12 billion, Smithfield Foods Inc. -- http://www.smithfieldfoods.com/-- is the leading processor and marketer of fresh pork and packaged meats in the United States, as well as the largest producer of hogs. SOLECO INC: Court OKs Continuation of Section 341(a) Meeting ------------------------------------------------------------ Soleco, Inc., sought and obtained permission from the Hon. R. Kimball Mosier of the U.S. Bankruptcy Court for the District of Utah to continue the 341 hearing set for January 14, 2009. The U.S. Trustee for Region 19 had set a meeting of creditors in Soleco's Chapter 11 cases for January 14, 2010, at 2:00 p.m. The meeting was scheduled to be held at 405 South Main Street, Suite 250, Salt Lake City, UT 84111. The attorney for the Debtor, Rocky D. Crofts, Esq., at The Law Office of Rocky D. Crofts, P.C., said, "The creditors have not received notice of the hearing and as such an effective hearing won't occur. Further, counsel for the Debtor will be out of the country until January 21, 2009." Mr. Crofts said that the Debtor will re-notice the hearing at its own expense and provide proper proof of the notice once a date is provided. Ogden, Utah-based Soleco Incorporated filed for Chapter 11 bankruptcy protection on December 11, 2009 (Bankr. D. Utah Case No. 09-33830). Rocky D. Crofts, Esq., at Law Office of Rocky D Crofts, PC, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. SOLECO INC: Taps Rocky D. Crofts as Bankruptcy Counsel ------------------------------------------------------ Soleco, Inc., has asked for authorization from the U.S. Bankruptcy Court for the District of Utah to employ Rocky D. Crofts and his firm, The Law Office of Rocky D. Crofts, P.C., as bankruptcy counsel. Mr. Crofts will, among other things: a. advise the Debtor of its rights, powers, duties as a debtor-in-possession, and in fulfilling its duties; b. prepare motions, applications, reports, pleadings, and papers in connection with the responsibilities of the Debtor as the Debtor sees fit; and c. aid in the preparation and consummation of a plan of reorganization. Mr. Croft, the sole shareholder of The Law Office of Rocky D. Crofts, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Rocky D. Crofts received of $1,539 from the Debtor, of which $1,039 was paid for the Chapter 11 filing fee and the remaining $500 was for the commencement of work on the file. The firm will apply to the Court for allowance of compensation for all services performed and reimbursement of expenses incurred after the Debtor's retention of the firm. Ogden, Utah-based Soleco Incorporated filed for Chapter 11 bankruptcy protection on December 11, 2009 (Bankr. D. Utah Case No. 09-33830). Rocky D. Crofts, Esq., at Law Office of Rocky D Crofts, PC, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. SMURFIT-STONE: Removal Period Extended to April 21 -------------------------------------------------- Smurfit-Stone Container Corp. and its units obtained a third extension of the period within which they may file notices of removal of claims and causes of action pursuant to Section 1452 of the Bankruptcy Code and Rule 9027 of the Federal Rules of Bankruptcy Procedure. The removal period is extended by 120 days, through and including April 21, 2010. James F. Conlan, Esq., at Sidley Austin LLP, in Chicago, Illinois, submitted that cause exists to further extend the Removal Period because the size of the Debtors' business operations and the large number of Debtors involved have caused the Debtors' management and advisors to devote an extraordinary amount of time ensuring the Debtors meet the requirements of the Chapter 11 process while maintaining smooth business operations. Furthermore, the Debtors have undertaken substantial efforts to negotiate, formulate and present a Joint Plan of Reorganization for Smurfit-Stone Container Corporation and its Debtor Subsidiaries and Plan of Compromise and Arrangement for Smurfit- Stone Container Canada Inc. and Affiliated Canadian Debtors and related Disclosure Statement, Mr. Conlan noted. 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) SMURFIT-STONE: Gets Nod for Smurfit Kappa Settlement ---------------------------------------------------- Smurfit-Stone Container Corp. and its units sought and obtained authority from the U.S. Bankruptcy Court to enter into a settlement agreement with Smurfit International B.V., Smurfit Kappa Packaging LLC, Smurfit Carton Y Papel DeMexico, S.A. DE C.V., and Smurfit Services Limited t/a Smurfit Group Services. In addition, the Debtors were authorized by the Court to assume a certain supply agreement. James F. Conlan, Esq., at Sidley Austin LLP, in Chicago, Illinois, relates that in February 2003, Smurfit B.V., an affiliate of Smurfit Kappa, purchased the European operations of Smurfit-Stone Container Corporation, one of the Debtors, which include Europa Carton AG, a German paperboard and corrugated container company, pursuant to a certain stock purchase agreement. The terms of the Stock Purchase Agreement provided, among other things, that SSCC would indemnify Smurfit B.V. for any losses arising from certain potential tax liabilities related to Europa Carton. In conjunction with the execution of the Stock Purchase Agreement, SSCC entered into a Containerboard Supply Agreement with an affiliate of Smurfit B.V., Smurfit Carton. Mr. Conlan says that the Supply Agreement (i) obligates the Smurfit Kappa Entities to purchase a minimum number of tons of containerboard from SSCC annually, and (ii) currently expires on September 30, 2013. In March 2009, the German taxing authority finalized its assessment of a EUR5,876,705 tax deficiency claim against Europa Carton. On August 26, 2009, Smurfit B.V. timely filed a proof of claim against SSCC for the Assessed Tax Deficiency based upon SSCC's agreement to indemnify Smurfit B.V. in connection with the Stock Purchase Agreement. Mr. Conlan discloses that throughout the Chapter 11 cases, Smurfit Kappa and the Debtors have been involved in good faith, arm's-length discussions regarding the Assessed Tax Deficiency and the terms of the Supply Agreement. As a result of the discussions, Smurfit Kappa and the Debtors have reached a global resolution to resolve all issues relating to the Assessed Tax Deficiency and Supply Agreement which manifests itself through the parties' entry into an amendment to the Supply Agreement and the Settlement Agreement. The key provisions of the resolution are: (a) The Debtors will pay EUR4,300,000 to Smurfit Kappa in full satisfaction of its prepetition claim, within seven calendar days after execution of the Settlement Agreement. (b) In consideration for payment of the Indemnity Claim, Smurfit Kappa agrees to withdraw, with prejudice, the claim previously asserted against the Debtors. Smurfit Kappa further agrees not to file or otherwise assert against the Debtors any lien related in any way to any remaining prepetition amounts allegedly owed to SK by the Debtors. Furthermore, if Smurfit Kappa has taken steps to file or assert a lien prior to entering into the Agreement, they agree to take the necessary steps to remove the lien as soon as practicable after receipt of payment of the Indemnity Claim. (c) In further consideration for payment of the Indemnity Claim, Smurfit Kappa agrees to enter into an amendment to the Supply Agreement which provides for a three year extension of the Supply Agreement and an adjustment of the payment terms under the Supply Agreement in favor of the Debtors. 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) SMURFIT-STONE: Unit to Return More in Chapter 7, Aurelius Says -------------------------------------------------------------- Aurelius Capital Management LP and Columbus Hill Capital Management LP ask the Court to covert the Chapter 11 case of Stone Container Finance Company of Canada II, one of the Debtors, to a case under Chapter 7 of the Bankruptcy Code. Aurelius and Columbus are managers of funds that hold approximately 62% of the outstanding principal amount of the 7 3/8% Senior Notes due July 15, 2014 issued by Finance II on July 20, 2004. Scott D. Cousins, Esq., at Greenberg Traurig LLP, in Wilmington, Delaware, relates that Aurelius and Columbus made their request because "it has become abundantly clear that the interests of Finance II are being sacrificed for the benefit of the other Debtors and that the recovery of Finance II's creditors is unfairly being subverted in the process." Mr. Cousins notes that: * Creditors of Finance II will receive a significantly greater recovery in a Chapter 7 case than they will if Finance II remains in a Chapter 11 case. * Finance II has no on-going operations, no employees, no reasonable likelihood of rehabilitation and no reorganizational purpose. The Debtors themselves intend to dissolve Finance II upon consummation of the Amended Plan. * Finance II's officers and directors are grossly mismanaging the Finance II estate by failing to pursue recovery on Finance II's only known material assets, which are claims against other Debtors and Finance II's officers and directors in the Chapter 11 cases. * Finance II's officers and directors suffer from disabling conflicts that make it impossible for them to act in Finance II's best interest. * The only possible justification for Finance II remaining in Chapter 11 is to benefit the other Debtors, which is not a legally permissible reason to maintain Finance II's Chapter 11 case. Only conversion of Finance II's case to a case under Chapter 7 will allow maximization of the recoveries for Finance II and its creditors, Mr. Cousins asserts. He insists that "cause" exists for the conversion of the case, and conversion is clearly in the best interests of Finance II's estate and creditors. Finance II's only directors are Patrick J. Moore, Steven Klinger and John R. Murphy, all of whom are also executives of Smurfit Stone Container Corporation or its affiliates. Mr. Moore is the chairman of the board and the chief executive officer of SSCC, as well as a director and an officer of Finance II, and an employee of SSCC or one of its affiliates that is dominated and controlled by SSCC. Mr. Moore is subject to an employment agreement and SSCC's management incentive plan under which his compensation is tied in part to the success of SSCC. Mr. Moore also owns shares of stock in SSCC, is a participant in an employee incentive plan and will be entitled to certain equity grants if the Debtors' Chapter 11 Plan of Reorganization is confirmed. Instead of trying to maximize the value of Finance II, the SSCC Executives have engaged in gross mismanagement and self- dealing with respect to Finance II and have violated their fiduciary duties of loyalty and care to Finance II's creditors by refusing to take actions that are manifestly in the best interests of Finance II's creditors, Mr. Cousins relates. He explains that because of their conflicted loyalties to the other Debtors, the SSCC Executives have subordinated their duties to Finance II by affirmatively misusing their control of and neglecting their duties to Finance II to benefit Finance II's affiliated Debtors and the SSCC Executives, all to the harm and prejudice of Finance II and its creditors. As a result of the abdication of their fiduciary duties by the SSCC Executives, Finance II has meritorious Related Party Claims against those parties which should be pursued for the benefit of Finance II's creditors, however, the Debtor' Chapter 11 Plan of Reorganization purports to release and enjoin those claims, Mr. Cousins argues. Although Finance II has no operations to restructure, it does have significant assets including a certain "Wind-up Claim" against its parent company Smurfit-Stone Container Enterprise, an intercompany claim against Smurfit-Stone Container Canada, and breach of fiduciary duty and other related party claims against the SSCC Executives and other fiduciaries, Mr. Cousins discloses. He notes that upon information and belief, all of Finance II's known assets are comprised of claims against other Debtors or Finance II's own officers and directors. As the owner of Finance II, SSCE is required under Section 135 of the Companies Act to make contributions to Finance II in an amount sufficient to satisfy all of Finance II's debts and obligations to Finance II's creditors, Mr. Cousins says. He submits that the Wind-up Claim is a separate and independent claim held by Finance II against SSCE, and in particular is a separate and independent obligation of SSCE in addition to its other debt obligations. Finance II's corporate structure is typical of many Canada-U.S. cross-border financing structures which make use of an unlimited liability company formed under the laws of Nova Scotia because a ULC is treated as a corporation for Canadian tax purposes but as a "disregarded entity" for U.S. federal income tax purposes. "SSCE should not be permitted to derive significant tax benefits from the ULC structure and then, when it is convenient, deprive Finance II's creditors of the benefit to which they are entitled by virtue of Finance II's corporate structure," Mr. Cousins asserts. Notwithstanding the clear conflicts of interest between Finance II and the other U.S. Debtors, and the clear self-dealing by the SSCC Executives in violation of their fiduciary duties of loyalty and care to Finance II and its creditors, Mr. Cousins argues that Finance II was and continues to be "represented" by Sidley Austin LLP and Stikeman Elliott LLP in connection with the development and prosecution of the Plan. Both Sidley Austin LLP and Stikeman Elliott LLP have debilitating conflicts that should disqualify them from continuing to represent Finance II while also representing the other Debtors, Mr. Cousins asserts. He adds that the lack of representation of Finance II is apparent in the treatment of Finance II's Claims against each of the U.S. Debtors and Canadian Debtors in the Plan. Under the Plan, the Debtors proposes to wind up Finance II but only after structuring it to deprive the holder of the benefit of the Wind-up Claim by treating it inappropriately. If treated as an allowed claim, the Wind-up Claim is classified as an intercompany claim against SSCE, Mr. Cousins points out. He explains that there is no principled basis for classifying the Wind-up Claim separate from general unsecured claims against SSCE. "Such classification serves only to permit the Debtors to avoid paying the Wind-up Claim the same recovery general unsecured creditors of SSCE would receive and to disenfranchise Finance II," Mr. Cousins says. With regard to the Intercompany Claim, it is classified in its own class against SSC Canada. Mr. Cousins explains that the classification scheme is designed to permit the Debtors to avoid providing the Intercompany Claim the same recovery and voting rights as the other general unsecured claims or intercompany claims against SSC Canada, which is a transparent attempt to create an impaired accepting class at SSC Canada. For these reasons, Aurelius and Columbus ask the Court to grant their 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) SMURFIT-STONE: Hinrichs Non-Compete Pact Approved by Court ---------------------------------------------------------- Smurfit-Stone Container Corp. and its units sought and obtained approval from the Bankruptcy Court to enter into a confidential Non-compete and Consulting Agreement with Charles A. Hinrichs, the Debtors' former senior vice president and chief financial officer. The Court approved the Debtors' request after the Debtors' certified that there were no objections as of December 15, 2009. While acting as the Debtors' SVP and CFO, Mr. Hinrichs was employed pursuant to an Employment Agreement, which included significant non-competition and non-solicitation provisions. As of the effective termination date of his employment, Mr. Hinrichs' combined annual base salary and bonus potential was $752,400, James F. Conlan, Esq., at Sidley Austin LLP, in Chicago, Illinois notes. He further discloses that separate from the Employment Agreement, Mr. Hinrichs is also a vested participant in the Jefferson Smurfit Corporation Supplemental Income Pension Plan II and his SIPP benefit has a lump sum payment value amounting to $1,437,615. The Debtors, however, have not assumed the SIPP nor the Employment Agreement and Mr. Hinrichs, therefore, has a claim against the Debtors for payment under the SIPP and a separate claim under his Employment Agreement. Mr. Conlan explains that the Debtors seek to obtain the benefits of Mr. Hinrichs' extensive knowledge, particularly as it relates to claims and other financial matters through a consultancy arrangement to extend through the later of the date one year after the cessation of his employment or until May 18, 2010, or the effective date of the Debtors' plan of reorganization. In connection with the proposed consultancy arrangement, Mr. Hinrichs will agree to non-compete and non-solicitation provisions extending two years after the termination of his employment, and release all claims against the Debtors. In exchange for the added services and protections, the Debtors propose paying Mr. Hinrichs $1,800,000, which takes into account the value of his approximately $1,400,000 benefit claim and also provides a reasonable payment -- that is significantly less than one year of his annual compensation potential during his last year of employment -- for the valuable consulting services and non-competition obligations with which he will comply. Additionally, Mr. Hinrichs will release all claims against the Debtors, including his prepetition claims under his Employment Agreement for severance pay equal to two times his combined annual base salary and bonus potential, which is approximately $1,500,000, which he has agreed is limited to $752,400 pursuant to Section 502(b)(7) of the Bankruptcy Code. Mr. Conlan contends that the proposed $1,800,000 payment to Mr. Hinrichs is more reasonable when compared to the gross value of Mr. Hinrichs' claims under his Employment Agreement plus the SIPP that total approximately $2,900,000, and even when compared to the $2,200,000 gross value of his claims. "In sum, the total proposed payment to Mr. Hinrichs of $1,800,000 is only a portion of the value of his total claims against the [Debtors], in exchange for which the [Debtors] will receive his additional critical services, his release of claims, and his agreement to the non-competition and non-solicitation protections," Mr. Conlan explains. Accordingly, the Debtors believe that the proposed consultancy arrangement is in the best interests of their estates and creditors and a product of the Debtors' sound business judgment. The Debtors note that they have consulted with the Official Committee of Unsecured Creditors, which supports the proposal. A full-text copy of the Non-Compete Agreement is available for free at http://bankrupt.com/misc/SmurfHinrichsAgrmt.pdf 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) SUNWEST MANAGEMENT: Kandu Capital Buys Ohio Living Community ------------------------------------------------------------ Kandu Capital, LLC, along with its operating company, Bloomfield Senior Living, announced the acquisition of a new senior living community in Ohio on January 15, 2010. This is Kandu's second transaction this month as it continues to expand its portfolio of independent and assisted living, memory care, skilled nursing and mental health facilities throughout the United States. The Northwesterly Assisted Living Community, located in Lakewood, Ohio, was built in 1988 and consists of 55,000 square feet sitting on 1-acre. The Northwesterly is a 91-unit assisted living community. Tony Kantor, Director of Finance, stated, "We have allocated significant resources to enhance the community. With these upgrades, the Northwesterly will be the leading community in the area." Bradley Dubin, Director of Acquisitions, added, "Lakewood is a mature, stable, inviting community with a rich history and promising future, which offers both the amenities of metropolitan living and the intimacy of a small town. We are thrilled to bring over 40 years of experience and success into the market, and we will continue to pursue other opportunities in Ohio aggressively." Sunwest Management, Inc., previously owned the Northwesterly. Kandu, leveraging its senior management's sophisticated investing experience, successfully acquired this asset out of a complex bankruptcy 363-sale. Kandu closed the transaction all cash. This acquisition follows Kandu's integrated approach of selectively acquiring and managing well-located, value-add, independent living, assisted living and memory care communities throughout the Midwest. Kandu intends to acquire additional senior living communities in this geographic region. About Sunwest Management Founded in Oregon in 1991, Sunwest Management -- http://www.sunwestmanagement.com/-- remains one of the largest private senior living providers in the country and is a significant Oregon employer. In 2008, the company engaged Hamstreet & Associates and Alvarez & Marsal to serve as financial advisors. Clyde Hamstreet is founder and principal of Hamstreet & Associates, a Portland-based, nationally recognized turnaround firm that is leading the effort to provide quality care, preserve value, and help Sunwest meet its obligations to creditors and investors. Michael Grassmueck is the founder and principal of Grassmueck Group, a national firm that specializes in fiduciary and insolvency services, which is based in Portland, Ore. He has served as a trustee in bankruptcy and as fiduciary in the state and federal courts in thousands of cases for more than 25 years. 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. SUNWEST MANAGEMENT: Emeritus JV to Buy 134 Communities ------------------------------------------------------ Emeritus Corporation has entered into a joint venture agreement with Blackstone Real Estate Advisors VI, L.P., and Columbia Pacific Advisors, an affiliate of the Chairman and Co-CEO of Emeritus, in connection with the acquisition by the Joint Venture of approximately 134 communities currently operated by an affiliate of Sunwest Management, a Salem, Oregon-based operator of senior living communities. BREA will have up to an 80% equity interest in the Joint Venture and Emeritus and Columbia Pacific each will have up to a 10% equity interest in the Joint Venture. The Joint Venture has entered into a purchase and sale agreement to acquire the 134 communities from Sunwest for approximately $1.15 billion. The Joint Venture will post a $50 million purchase deposit in conjunction with the signing. The purchase includes cash, the assumption of secured debt, and the potential equity rollover of up to $25 million by the existing Sunwest investors. In conjunction with the proposed acquisition, Emeritus entered into an agreement with the Joint Venture to manage the portfolio of communities for a fee equal to 5% of gross revenues. In addition, the Joint Venture agreement contains provisions to allow Emeritus a right of first opportunity to purchase the communities or the Joint Venture interests at fair value, and includes a profit sharing provision for Emeritus if the Joint Venture's internal rate of return exceeds established thresholds. Mr. Dan Baty, Chairman and Co-CEO of Emeritus, said, "This represents an opportunity to layer in our core product, within our geographic footprint in a structure with Blackstone that has been successful for us in the past. We have spent significant time and resources to understand the operational and physical requirements of these communities so that we can efficiently integrate them into our nationwide operating structure." The purchase and sale agreement is subject to bankruptcy court approvals and finalization of loan modifications with the secured creditors. The bankruptcy court process also includes an open bidding period and process that will allow other qualified parties to bid on the portfolio. About Sunwest Management Founded in Oregon in 1991, Sunwest Management -- http://www.sunwestmanagement.com/-- remains one of the largest private senior living providers in the country and is a significant Oregon employer. In 2008, the company engaged Hamstreet & Associates and Alvarez & Marsal to serve as financial advisors. Clyde Hamstreet is founder and principal of Hamstreet & Associates, a Portland-based, nationally recognized turnaround firm that is leading the effort to provide quality care, preserve value, and help Sunwest meet its obligations to creditors and investors. Michael Grassmueck is the founder and principal of Grassmueck Group, a national firm that specializes in fiduciary and insolvency services, which is based in Portland, Ore. He has served as a trustee in bankruptcy and as fiduciary in the state and federal courts in thousands of cases for more than 25 years. 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. TATANKA DEVELOPMENT: Court Dismisses Reorganization Case -------------------------------------------------------- The Hon. Peter J. McNiff of the U.S. Bankruptcy Court for the District of Wyoming approved the dismissal of Tatanka Development Company, LLC's Chapter 11 case. The Bank of Jackson Hole, a secured creditor, requested for the dismissal of the Debtor case relating that: -- the Debtor lacks prospects for an effective reorganization; -- the sole purpose in filing was to take advantage of the automatic stay and prevent the foreclosure of the mortgages; and -- the House was transferred to the Debtor on the eve of the foreclosure sale, without consent or notice to frustrate BOJH's remedy for the Debtor's default. Jackson, Wyoming-based Tatanka Development Company, LLC, filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Wyo. Case No. 09-21174). Mark E. Macy, Esq., at Macy Law Office, P.C., assists the Company in its restructuring effort. According to the schedules, the Company has assets of $11,501,174, and total debts of $6,231,627. TAYLOR-WHARTON: Files Schedules of Assets and Liabilities --------------------------------------------------------- Taylor-Wharton International, LLC, filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $24,549,186 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $149,164,271 E. Creditors Holding Unsecured Priority Claims $3,245 F. Creditors Holding Unsecured Non-priority Claims $88,122,677 ----------- ----------- TOTAL $24,549,186 $237,290,193 Taylor-Wharton International, LLC, is the world's leading technology, service and manufacturing network for gas applications involving pressure vessels and precision valves. Taylor-Wharton International operates three complementary businesses from 16 manufacturing, sales, warehouse and service facilities in six countries on four continents, and markets its products in over 80 countries worldwide. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. Delaware Case No. 09-14089). The Company listed $10,000,001 to $50,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. These affiliates of the Company also filed separate Chapter 11 petitions: Alpha One, Inc.; American Welding & Tank, LLC; Beta Two, Inc.; Delta Four, Inc.; Epsilon Five, Inc.; Gamma Three, Inc.; Sherwood Valve, LLC; Taylor-Wharton Intermediate Holdings LLC; Taylor-Wharton International LLC; TW Cryogenics LLC; TW Cylinders LLC; TW Express LLC; and TWI-Holding LLC. TERRACE GATE: Case Summary & 2 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Terrace Gate Realty, LLC 3075 Richmond Terrace Staten Island, NY 10303 Bankruptcy Case No.: 10-40358 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Dennis E. Milton Debtor's Counsel: Paul Hollender, Esq. Corash & Hollender PC 1200 South Avenue, Suite 201 Staten Island, NY 10314 Tel: (718) 442-4424 Fax: (718) 273-4847 Email: info@silawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 2 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nyeb10-40358.pdf The petition was signed by Yasar Tahmaz, managing & sole member of the Company. TERREL REID: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: Terrel Reid Sharon Davies 131 First Avenue North Ketchum, ID 83340 Bankruptcy Case No.: 10-40057 Chapter 11 Petition Date: January 15, 2010 Court: United States Bankruptcy Court District of Idaho [LIVE] (Twin Falls) Judge: Jim D. Pappas Debtors' Counsel: Matthew Todd Christensen, Esq. Angstman, Johnson & Associates, PLLC 3649 N. Lakeharbor Lane Boise, ID 83703 Tel: (208) 384-8588 Fax: (208) 853-0117 Email: mtc@angstman.com Thomas James Angstman, Esq. Angstman Johnson & Associates, PLLC 3649 N Lakeharbor Ln Boise, ID 83703 Tel: (208) 384-8588 Fax: (208) 853-0117 Email: mindy@angstman.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by the Joint Debtors. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ American Express Credit card $14,837 American Express Optima Credit card $8,214 Bank of America Van $10,588 ($0 secured) Bank of America 15 East Deloney, $709,000 233 S. Wacker Drive Jackson, Wyoming and ($0 secured) Ste. 2800 131 N. 1st Ave., Chicago, IL 60606 Ketchum, ID Bank of America Davies Reid, Inc. $601,258 233 S. Wacker Drive inventory ($0 secured) Ste. 2800 Chicago, IL 60606 Bank of America Default fees $75,000 Jackson Magazine Advertising $1,315 Keybank Credit card $20,900 KPCW Advertising $1,000 Mills Publication Advertising $486 Mountain Express Advertising $986 SLC Magazine/RMS Advertising $450 The Cabin Literary Center Advertising $1,200 The Catalogs Advertising $1,815 US Bank Credit card $20,000 US Bank Credit card $18,586 United Mileage Plus Credit card $25,100 United Mileage Plus Credit card $25,062 Wells Fargo Credit card $33,355 Wells Fargo Credit card $29,211 THOMAS LACASSE: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Thomas James LaCasse 134 Normandy Rd Longmeadow, MA 01106 Bankruptcy Case No.: 10-30088 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court District of Massachusetts (Springfield) Judge: Henry J. Boroff Debtor's Counsel: Laird J. Heal, Esq. 78 Worcester Road P.O. Box 365 Sterling, MA 01564 Tel: (978) 422-0135 Fax: (978) 422-0463 Email: LJHeal@verizon.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of $4,110,325, and total debts of $2,675,369. A full-text copy of Mr. LaCasse's petition, including a list of his 8 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/mab10-30088.pdf The petition was signed by Mr. LaCasse. THOMAS SCHULTHEIS: Wants MS & M to Handle Reorganization Case ------------------------------------------------------------- Thomas K. Schultheis and Toni L. Schultheis ask the U.S. Bankruptcy Court for the Central District of California for permission to employ Michaelson, Susi & Michaelson, a Professional Corporation as counsel. MS & M will perform services related to the Chapter 11 case of the Debtors Franklyn S. Michaelson, a member of MS & M, tells the Court that the firm received a prepetition retainer of $50,000. The hourly rates of MS & M's personnel are: Peter Susi $475 Mr. Michaelson $475 Jon Gura $340 Legal Assistants $95 Mr. Michaelson assures the Court that MS & M is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Michaelson can be reached at: Michaelson, Susi & Michaelson 7 W Figueroa Street 2nd Fl Santa Barbara, CA 93101-3191 Tel: (805) 965-1011 Santa Barbara, California-based Thomas K. Schultheis and Toni L. Schultheis filed for Chapter 11 on November 25, 2009 (Case C.D. Calif. No. 09-14964). The Debtors say they do not have unsecured creditors who are non-insiders. In their petition, the Debtors listed assets and debts both ranging from $10,000,001 to $50,000,000. According to the schedules, the Debtor have assets of $34,888,100, and total debts of $10,450,000. TOUSA INC: Gets Nod for Sale Deal with NexGen --------------------------------------------- Tousa Inc. and its units obtained permission from the Bnakruptcy Court of their entry into a Real Estate Purchase and Sale Agreement with NexGen Lot Holdings, L.L.C., contemplating a sale of certain of TOUSA Homes' assets in its Colorado Region for $739,800, subject to higher bids. Typically, a sale of the Debtors' property for less than $1 million would be accomplished via notice to certain parties-in- interest pursuant to a Non-Core Asset Sales Order dated March 3, 2008. In their current request, however, the Debtors' "Borrowing Base" value of $1,605,449 attributed to the Property exceeds to the proposed cash purchase price. Thus, the Debtors filed a formal motion with the Court for permission to enter into the NexGen Lot Agreement. The Debtors historically conducted homebuilding operations in various metropolitan markets located throughout Colorado. Within the Colorado Region, TOUSA Homes developed, among other properties, Castlewood Ranch community located in Castle Rock, Colorado, Riverdale Park subdivision located in Thornton, Colorado, the Jasper Street condominiums located in Commerce City, Colorado, and Fox Meadow community located in Longmont, Colorado. Paul Steven Singerman, Esq., at Berger Singerman, P.A., in Miami, Florida, relates that TOUSA Homes owns 244 lots in the Communities. Consistent with their revised business plan and to sell their remaining interests in the Communities and in the overall Colorado Region, the Debtors began marketing the Colorado unsold lots as independent communities in April 2009. To that end, four offers were received by TOUSA Homes. Upon analysis, TOUSA Homes determined that NexGen presented the highest and best offer for two reasons: (1) NexGen's offer contemplated a purchase price of $739,800, which was significantly higher than each of the other offers received; and (2) NexGen's offer would facilitate a sale of all of TOUSA Homes' remaining real estate interests in the Communities and thus, would ensure immediate and definite finality with respect to TOUSA Homes' interests in the Communities, as opposed to piecemeal or protracted sales of individual lots in each of the Communities over an extend period of time. Accordingly, TOUSA Homes and NexGen entered into the Agreement, the salient terms of which are: * NexGen will pay $739,800 for the 244 Colorado Unsold Lots, together with all improvements and fixtures and all related rights and appurtenances related to the Property. In additional, with respect to Jasper Street, NexGen will acquire TOUSA Homes' rights with respect to 18 completed garage spaces. With respect to Riverdale Park, NexGen may confirm during the due diligence process that the right to use 24 garage units is allocated by the Covenants, Conditions and Restrictions for Riverdale Park to use by the owners of the lots within that community. A list of Lots subject to the proposed Sale is available for free at: http://bankrupt.com/misc/Tousa_SoldLots.pdf * TOUSA Homes will assume and assign to NexGen any contracts and agreements resulting in rights and obligations with respect to the development of the Property and the construction and sale of homes, including an agreement regarding the payments of marketing fees for a third party with respect to Castlewood Ranch. In addition, TOUSA Homes will assume and assign, to the extent possible, all of its rights in and to the construction plans. TOUSA Homes will also assume and assign all rights and responsibilities as declarant of all owners' associations for which TOUSA Homes is the declarant and which affect the Property. The Debtors believe that there are no cure amounts associated with the assumption of the Assigned Contracts. Moreover, the Debtors will provide notice of the Sale Motion to each of the counterparties to the Assigned Contracts. * The Agreement is expressly subject to the Court's entry of an order approving the Agreement. The Closing is scheduled to take place on the 15th day after the expiration of an Inspection Period, which is a 45-day period beginning on November 16, 2009. The sale of the Property pursuant to the Agreement will allow TOUSA Homes to sell its remaining unsold lots in the Communities for the highest and best possible price, Mr. Singerman maintains. About Tousa Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TOUSA INC: Gets Approval of Sale Pacts with High Pointe ------------------------------------------------------- Tousa Inc. and its units obtained permission from the Bankruptcy Court for TOUSA Homes, Inc., to enter into contracts for the purchase and sale of (i) Sorrel Ranch Filings 3 and 4; and (ii) Sorrel Ranch Filings 7, 9, and 10, to High Pointe Holdings, L.L.C., for a total of $722,500, subject to higher and better bids. The Debtors developed the Sorrel Ranch subdivision in Aurora, Colorado. They marketed the Sorrel Ranch Unsold Lots since April 2009 in relation to their revised business plan. Certain offers for the purchase of the Sorrel Ranch assets in bulk were received. Upon analysis, TOUSA Homes determined that High Pointe's offer was the highest and best received. Paul Steven Singerman, Esq., at Berger Singerman, P.A., in Miami, Florida, asserts High Pointe's offer is superior for these reasons: (1) High Pointe's offer contemplated a total purchase price for the Properties of $722,500, which, when compared to other offers, reflected a higher overall net value for all of the subject properties. While the Debtors received an offer to purchase Filings 3 and 4 for a higher price than High Pointe's offer, no other party, except for High Pointe, was willing to also purchase Filings 7, 9, and 10. (2) High Pointe's offer would facilitate a sale of all of lots within Sorrel Ranch and thus, would ensure immediate and definite finality with respect to TOUSA Homes' interests in the Properties, as opposed to piecemeal or protracted sales of individual lots over an extended period of time. (3) The high monthly carrying costs associated with Sorrel Ranch necessitate the sale of the Properties as soon as Possible, holding out for any marginally higher price is negated by expensive carrying costs. (4) High Pointe is a local residential builder and real estate investment company, which has previously done business with the Debtors. The Debtors believe that High Pointe is ready, willing and able to close the transaction contemplated under the Agreements without delay. Accordingly, after engaging in arm's-length negotiations, TOUSA Homes and High Pointe entered into the Agreements. The salient terms of the Filings 3 and 4 Purchase Agreement are: (a) High Pointe will pay $350,000, subject to any closing adjustments, for the 150 lots, together with all improvements and fixtures and all related rights and appurtenances related to the Property. (b) TOUSA Homes will assume and assign to High Pointe any contracts and agreements resulting in rights and obligations with respect to the development of the Property and the construction and sale of homes, including any contracts and agreements with any governmental entity, agency or authority or utility company or district. The Debtors believe that there are no cure amounts associated with the assumption of the Assigned Contracts. Moreover, the Debtors will provide notice of the Sale Motion to each of the counterparties to the Assigned Contracts. (c) Closing is scheduled to take place on the 5th day after the expiration of an Inspection Period, which is a 30-day period beginning on November 13, 2009. TOUSA Homes must deliver to High Pointe documentation demonstrating compliance with the Non-Core Asset Sales Order. The salient terms of the Filings 7, 9, and 10 Purchase Agreement are: (a) High Pointe will acquire 5 lots for $372,500, subject to any closing adjustments, together with all improvements and fixtures and all related rights and appurtenances related to the Property. (b) TOUSA Homes will assume and assign to High Pointe any contracts and agreements resulting in rights and obligations with respect to the development of the Property and the construction and sale of homes, including any contracts and agreements with any governmental entity, agency or authority or utility company or district. The Debtors believe that there are no cure amounts associated with the assumption of the Assigned Contracts. Moreover, the Debtors will provide notice of the Sale Motion to each of the counterparties to the Assigned Contracts. (c) Closing is scheduled to take place on the 5th day after the expiration of an Inspection Period, which is a 30-day period beginning on November 13, 2009. High Pointe must deliver to High Pointe documentation demonstrating compliance with the Non-Core Asset Sales Order. The Debtors typically accomplish sales of properties less than $1 million via notice to certain parties-in-interest pursuant to the Non-Core Asset Sales Order entered March 3, 2008. However, in light of a recent third party indication of interest with respect to the Properties, the Debtors filed a formal sale motion with respect to the Sorrel Ranch Property to ensure that public notice of the sale of the Properties is provided. About Tousa Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TOUSA INC: Wins Nod for Rejection of Kendall Pointe Agreements -------------------------------------------------------------- Tousa Inc. and its units obtained the Court's authority to reject executory contracts related to a property development known as Kendall Pointe nunc pro tunc to the Petition Date. Debtor TOUSA Homes Florida, L.P., is the owner of a tract of land intended for the Kendall Pointe residential development. In January 2006, TOUSA Florida entered into and recorded against the Property a declaration of covenants and restrictions. The Declaration imposes certain contractual obligations on the Debtor during the time period between the Debtor's commencement of the property development and the Debtors' sell-out of all of the developed lots within the Property to builders or home buyers. The Debtor's contractual obligations include the requirement to: (a) either fund excess expenses incurred by the homeowners association, the Townhomes of Kendall Pointe Homeowners Association created by the Debtor to operate and manage the common areas of the development or pay an amount equal to the number of developer's unsold lots times the amount of assessments levied against homeowners; and (b) construct various recreational facilities within the development. In addition, the Debtor entered into certain oral and written development obligations related to Kendall Pointe, including the obligation to construct and complete certain horizontal infrastructure facilities, including completion of pavement of roadways. The Debtor has determined that its Contract Obligations are burdensome because the cost to perform them is greater than the benefit to its estate. Paul Steven Singerman, Esq., at Berger Singerman, P.A., in Miami, Florida, relates that the Debtor's decision is consistent with a revised business plan that has been filed under seal with the Court. He further clarifies that the Debtor's rejection of the Declaration Obligations does not destroy the scheme of development contemplated by the Declaration's covenants that run with the land. It is only the Debtor's personal obligations during the time frame between filing of the Petition Date and sale of the development lots that are affected, Mr. Singerman elaborates. About Tousa Inc. Headquartered in Hollywood, Florida, TOUSA Inc. (Pink Sheets: TOUS) -- http://www.tousa.com/-- fka Technical Olympic U.S.A. Inc., dba Technical U.S.A., Inc., Engle Homes, Newmark Homes L.P., TOUSA Homes Inc. and Newmark Homes Corp. is a leading homebuilder in the United States, operating in various metropolitan markets in 10 states located in four major geographic regions: Florida, the Mid-Atlantic, Texas, and the West. The Debtor and its debtor-affiliates filed for separate Chapter 11 protection on January 29, 2008 (Bankr. S.D. Fla. Case No. 08- 10928). The Debtors have selected M. Natasha Labovitz, Esq., Brian S. Lennon, Esq., Richard M. Cieri, Esq., and Paul M. Basta, Esq., at Kirkland & Ellis LLP; and Paul Steven Singerman, Esq., at Berger Singerman, to represent them in their restructuring efforts. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' independent auditor and tax services provider. Kurtzman Carson Consultants LLC acts as the Debtors' Notice, Claims & Balloting Agent. TOUSA's direct subsidiary, Beacon Hill at Mountain's Edge LLC dba Eagle Homes, filed for Chapter 11 Protection on July 30, 2008 (Bankr. S.D. Fla. Case No. 08-20746). It listed assets between $1 million and $10 million, and debts between $1 million and $10 million. The Official Committee of Unsecured Creditors hired Patricia A. Redmond, Esq., and the law firm Stearns Weaver Weissler Alhadeff & Sitterson, P.A., as its local counsel. TOUSA Inc.'s balance sheet at June 30, 2008, showed total assets of $1,734,422,756 and total liabilities of $2,300,053,979. Bankruptcy Creditors' Service, Inc., publishes TOUSA Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TOUSA Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRAVELPORT LLC: Launches Discounted Offer for Floating Rate Notes ----------------------------------------------------------------- Travelport LLC has commenced a cash tender offer for an aggregate principal amount of various notes, such that the maximum aggregate consideration for the Notes to be purchased in the tender offer, excluding accrued and unpaid interest, will be $350,000,000: * its Senior Euro Floating Rate Notes due 2014; * its Senior Dollar Floating Rate Notes due 2014; * its 10-7/8% Senior Subordinated Euro Notes due 2016; * its 9-7/8% Senior Dollar Notes due 2014; and * its 11 7/8% Senior Subordinated Dollar Notes due 2016. The terms and conditions of the tender offer are described in an Offer to Purchase, dated January 20, 2010, and a related Letter of Transmittal, which are being sent to holders of Notes. Aggregate Principal Late Tender Early Total Title of Amount Offer Tender Tender Offer Security Outstanding Consideration Premium Consideration -------- ----------- ------------- ------- ------------- Sr Euro Floating Rate Notes due 2014 EUR171,600,000 EUR965 EUR20 EUR985 Sr. Dollar Floating Rate Notes due 2014 $144,000,000 $965 $20 $985 10-7/8% Senior Subordinated Euro Notes due 2016 EUR141,800,000 EUR1,050 EUR20 EUR1,070 9-7/8% Sr. Dollar Notes due 2014 $443,000,000 $1,055 $20 $1,075 11-7/8% Senior Subordinated Dollar Notes due 2016 $247,300,000 $1,080 $20 $1,100 Holders of Notes must validly tender and not validly withdraw their Notes on or before 5:00 p.m., New York City time, on February 2, 2010, unless extended to be eligible to receive the applicable Total Tender Offer Consideration. Holders of Notes who validly tender their Notes after the Early Tender Date and on or before the Expiration Date will be eligible to receive only the applicable Late Tender Offer Consideration. In addition to the applicable Total Tender Offer Consideration or Late Tender Offer Consideration, holders whose Notes are accepted for purchase in the tender offer will receive accrued and unpaid interest to, but excluding, the date on which the tender offer is settled, which currently is expected to be February 18, 2010. The tender offer will expire at 11:59 p.m., New York City time, on February 17, 2010, unless extended. As set forth in the Offer to Purchase, validly tendered Notes may be validly withdrawn at any time on or before 5:00 p.m., New York City time, on February 2, 2010, unless extended. The completion of the tender offer is subject to the satisfaction of certain conditions described in the Offer to Purchase, including, without limitation, the completion of the initial public offering of shares of Travelport Holdings (Jersey) Limited (to be re-registered as a public limited company and re-named Travelport plc), which will become the indirect parent of the Company -- IPO Condition -- and admission of the shares to trading on the London Stock Exchange. The Company reserves the right, in its sole discretion, to waive any and all conditions to the tender offer with respect to one or more tranches of Notes. The Company reserves the right to increase the Maximum Payment Amount without extending withdrawal rights except in limited circumstances where the Company determines additional withdrawal rights are required by law. The Company's obligations to accept any Notes tendered and to pay the applicable consideration for them are set forth solely in the Offer to Purchase and the related Letter of Transmittal. This press release is neither an offer to purchase nor a solicitation of an offer to sell any Notes. The tender offer is made only by, and pursuant to the terms of, the Offer to Purchase, and the information in this news release is qualified by reference to the Offer to Purchase and the related Letter of Transmittal. Subject to applicable law, the Company may amend, extend or waive conditions to, or terminate, the tender offer. UBS Securities LLC is the dealer manager for the tender offer for the Notes denominated in U.S. dollars and UBS Limited is the dealer manager for the Notes denominated in euros. Persons with questions regarding the tender offer should contact: * with respect to the Dollar Notes: UBS Securities LLC at (203) 719-4210 (call collect) or (888) 719-4210 (Attention: Liability Management Group) and * with respect to the Euro Notes: UBS Limited at 44 20 7567 0525 (Attention: Liability Management Group). Requests for copies of the Offer to Purchase, the related Letter of Transmittal and other related materials should be directed to Global Bondholder Services Corporation, the Information Agent and Depositary for the tender offer, at (212) 430-3774 (for banks and brokers only) or (866) 470-4300 (for all others and toll-free). About Travelport Travelport Limited -- http://www.travelport.com/-- the indirect parent company of Travelport LLC, and guarantor on an unsecured basis of the Notes, provides critical transaction processing solutions, offering broad based business services to companies operating in the global travel industry. Travelport Limited is comprised of the global distribution system business that includes the Worldspan and Galileo brands; GTA, a global, multi-channel provider of hotel and ground services; Airline IT Solutions, which hosts mission critical applications and provides business and data analysis solutions for major airlines. With 2008 revenues of $2.5 billion, Travelport Limited operates in 160 countries and has approximately 5,300 employees. Travelport Limited also owns approximately 48% of Orbitz Worldwide (OWW), a global online travel company. Travelport Limited is a private company owned by affiliates of The Blackstone Group, One Equity Partners, Technology Crossover Ventures and Travelport management. TRAVELPORT LLC: Moody's Reviews 'B2' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service placed Travelport LLC's B2 Corporate Family Rating, and all debt instrument ratings, under review for possible upgrade. The rating action reflects the company's intention to list on the London Stock Exchange and to raise proceeds of approximately US$2 billion. Moody's expects that the large majority of this will be used to amortise the group's outstanding debt, including the PIK currently valued at c.US$600 million. Once the IPO has been finalized, Moody's believes that the CFR could be raised by up to two notches. At that time, Moody's will also review the final capital structure in order to determine the ratings of the individual debt instruments. Moody's estimates that on a pro-forma basis, the group's debt/EBITDA will fall to c.4.3x as of September 2009 (as adjusted by Moody's) versus 6.4x actually. Moody's note, in addition, the group's stated target to reach a reported net debt/EBITDA ratio of 1.5-2x over the medium term. While the company's cash generation potential makes this target achievable, Moody's note that the group's earnings remain highly exposed to volatility in the travel sector, in particular air travel, which could impact the credit profile going forward. Nevertheless, Moody's also note IATA's forecasts of a recovery in passenger numbers in international air travel in 2010, albeit with yields remaining depressed. This should be beneficial for Travelport, whose earnings profile is more exposed to passenger transaction volumes than yields. Travelport's liquidity should remain strong following the pending IPO and benefits from an undrawn RCF of US$270 million maturing in 2012 which is expected to remain undrawn. The revolver contains financial covenants for leverage, which will benefit from additional headroom following the IPO, although Moody's notes that covenant headroom tightened in 2009 due to weaker earnings. The company's liquidity is supported by its general ability to generate positive, albeit variable, free cash flows (before dividends), as well as its 48% stake in Orbitz (B2, negative outlook). Finally, the company has negligible near-term debt maturities until its credit facilities expire in 2013. The review for possible upgrade reflects Moody's expectation of a significant strengthening in the company's credit profile following the pending IPO, and Moody's view that the travel industry, in particular air travel, is expected to see some resumption in growth in 2010 in terms of volumes, which is a key driver for Travelport's earnings. Ratings affected by the rating action include: -- Corporate Family Rating of B2 placed under review for possible upgrade; -- Ba3 senior secured ratings; B3 senior unsecured ratings; and Caa1 senior subordinate ratings placed under review for possible upgrade. The last rating action for Travelport LLC was on 9 October 2009, when the ratings of the senior secured credit facilities were lowered to Ba3 from Ba2 as a result of a change in the capital structure following a repayment of the majority of the PIK loan (c.US$835 million out of US$1.1 billion) at Travelport Holdings Ltd., the parent company of Travelport LLC. Headquartered in Ireland, Travelport is a leading provider of transaction processing services to the travel industry through its two main business networks, the global distribution system business, which includes the Group's airline information technology solutions business, and the Gullivers Travel Associates business. In the 12 months to September 2009 the company generated revenues of c.US$2.2 billion. TRAVELPORT LLC: S&P Puts 'B-' Rating on CreditWatch Positive ------------------------------------------------------------ Standard & Poor's Ratings Services said it placed its 'B-' long- term corporate credit ratings on U.S.-based travel services provider Travelport LLC and its indirect parent Travelport Holdings Ltd., on CreditWatch with positive implications. S&P also placed all the debt ratings on CreditWatch with positive implications. This follows the announcement that Travelport is seeking a listing at the London Stock Exchange. The CreditWatch placement reflects S&P's view of the potential strengthening of Travelport LLC and Travelport Holdings Ltd.'s financial profile likely to stem from its proposed initial public offering, which the company expects to raise approximately $2 billion in capital. Furthermore, the Blackstone affiliate Technology Crossover Ventures and One Equity Partners and Travelport's management will potentially sell additional shares equal to up to 15% of the offer in the event of over-allotment, according to Travelport. "Although the details of the proposed transaction are yet to be determined, S&P consider a positive rating action likely if the IPO goes ahead and if a substantial portion of the proceeds is used to reduce net indebtedness," said Standard & Poor's credit analyst Eve Greb. "We assume that the remaining part (about $600 million) of the original $1.1 billion payment-in-kind loan issued by Travelport Holdings will be repaid out of the IPO proceeds." S&P believes that Travelport will continue to benefit from its cost-reduction program, under which it has achieved $355 million to date, including synergies from combining the reservation systems Galileo and Worldspan. However, given the full effect of the decline in travel demand, which began in late 2008 and continued well into 2009, S&P believes credit measures (adjusted for the PIK debt) are likely to have weakened by year-end 2009. Nevertheless, S&P believes that revenues and EBITDA will recover modestly in 2010. S&P also expect moderate economic growth, resulting in somewhat improved credit metrics. Although all of Travelport's assets are pledged to a secured credit facility, it has minimal debt maturities ($20 million- $25 million a year) through 2011. "We aim to resolve the CreditWatch placement on Travelport once the details of the transaction have been finalized and the ultimate success, or otherwise, of its proposed $2 billion IPO is assured," said Ms. Greb. "A successful IPO would likely result in an upgrade of more than a one notch." In addition, Standard & Poor's will review the group's business and financial strategies before resolving the CreditWatch placement. TURKEY HILL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Turkey Hill Golf, LLC dba Sun Air Country Club c/o Julie E Willis 50 Sun Air Blvd East Haines City, FL 33844 Bankruptcy Case No.: 10-00975 Chapter 11 Petition Date: January 19, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Michael G. Williamson Debtor's Counsel: Buddy D. Ford, Esq. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 Email: Buddy@tampaesq.com Estimated Assets: $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 $2,463,050, and total debts of $3,716,523. 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/flmb10-00975.pdf The petition was signed by Julie E. Willis, managing member of the Company. UAL CORP: DOT Fines United $30,000 For Advertising Violations ------------------------------------------------------------- The U.S. Department of Transportation disclosed in a public statement dated January 15, 2010, that it assessed a $30,000 civil penalty against United Air Lines, Inc. for failing to disclose the full price consumers must pay for air transportation as required by the Department's rules. "Our fare advertising rules are designed to ensure that consumers know how much they will pay for a ticket and are able to compare prices when choosing which carrier to fly," said U.S. Transportation Secretary Ray LaHood. "We expect airlines to comply with our rules and will continue to take enforcement action when necessary." The Department's Aviation Enforcement Office found that for about 60 hours, United failed to include the 7.5% federal excise tax in fares in the initial search results page of its Web site. Under DOT rules, all fares published by airlines must include the full price to be paid by consumers, with the only exceptions being government taxes and fees that are assessed on a per-passenger basis. Because the excise tax is based on a percentage of the ticket price and is not a per-passenger charge, DOT rules require that it be incorporated into the advertised fare. The DOT noted that on August 25, 2009, it fined United $75,000, for failing to provide appropriate notice of taxes and fees at the first point a fare was advertised on its Web site, and for publishing each-way fares without making it clear that they were available only for a roundtrip flight. At that time, United was required to pay $37,500 of the penalty immediately, with the rest payable if the carrier violated the price advertising rules again within one year, the DOT explained. As a result of this most recent violation, United was required to pay the additional $37,500, the DOT said. About UAL Corporation Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. (United Airlines Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) UAL Corp. carries a 'Caa1' probability of default rating from Moody's, 'B-' long term foreign issuer credit rating from Standard & Poor's, and 'CCC' long term issuer default rating from Fitch. UAL CORP: T. O'Toole Named SVP, Chief Marketing Officer ------------------------------------------------------- UAL Corporation, parent company of United Airlines, announced that it has named Thomas (Tom) F. O'Toole senior vice president, chief marketing officer. In his new role, Mr. O'Toole will be responsible for developing and implementing the company's marketing, e-commerce, contact center and merchandising strategies. With almost 30 years of marketing experience - 20 in the hotel industry - Mr. O'Toole was most recently chief marketing officer and chief information officer for Global Hyatt Corporation where he led brand marketing, distribution, reservations and information technology for all operating companies and brands worldwide. Throughout Mr. O'Toole's almost 14-year career at Hyatt, he served in several senior leadership roles, developing brand strategies that ultimately led to the transformation of the marketing and IT functions and creation of new customer benefits. "With Tom's arrival, we are further building the strength of the senior management team that is in place throughout United," said John Tague, president - United Airlines. Mr. O'Toole will report to Jeff Foland, senior vice president - Worldwide Sales and Marketing. "Tom is a seasoned leader who recognizes the importance we place on innovating and delivering against our customers' expectations," said Mr. Foland. "His breadth of experience in the hospitality industry makes him the ideal person to lead our marketing efforts and build a brand that reflects the good work we are doing to operate an industry-leading airline and improve customer satisfaction." "This is a great time to join the United team," said Mr. O'Toole. "United is clearly focused on the fundamentals of running a good airline while progressively working to improve the customer experience, and many customers like myself are noticing the progress it has made." Mr. O'Toole will start later this month. About UAL Corporation Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. (United Airlines Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) UAL Corp. carries a 'Caa1' probability of default rating from Moody's, 'B-' long term foreign issuer credit rating from Standard & Poor's, and 'CCC' long term issuer default rating from Fitch. UAL CORP: Will Release Fourth Quarter Results January 27 -------------------------------------------------------- UAL Corporation (Nasdaq: UAUA), the holding company whose primary subsidiary is United Air Lines, Inc., announced that the company will release its fourth quarter 2009 financial results on Wednesday, January 27, 2010, and hold its financial conference call that day at 2 p.m. Eastern Time. A live, listen-only webcast will be available on the Investor Relations section of united.com (http://www.united.com/ir) The webcast will be archived on the website until the release of the company's first quarter 2010 financial results. About UAL Corporation Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) -- http://www.united.com/-- is the holding company for United Airlines, Inc. United Airlines is the world's second largest air carrier. The airline flies to Brazil, Korea and Germany. The company filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. (United Airlines Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) UAL Corp. carries a 'Caa1' probability of default rating from Moody's, 'B-' long term foreign issuer credit rating from Standard & Poor's, and 'CCC' long term issuer default rating from Fitch. UNIVERSITY SHOPPES: BofA Wants Reorganization Case Dismissed ------------------------------------------------------------ Bank of America, N.A., a secured creditor in the Chapter 11 case of University Shoppes, LLC, asks the U.S. Bankruptcy Court for the Southern District of Florida to: (i) dismiss the Chapter 11 proceeding; (ii) grant BofA complete relief from the automatic stay to complete the foreclosure case through sale and exercise all of its rights and remedies under the loan documents and applicable law; and (iii) grant BofA limited stay relief to proceed in the foreclosure case through the entry of a final judgment of foreclosure and any post-judgment proceedings except for a sale of the property. BofA is successor by merger to Lasalle Bank, N.A., as Trustee for the Registered Holders of JP Morgan Chase Commercial Mortgage Securities Corp. 2006-LDP8, Commercial Mortgage Pass-Through Certificates, Series 2006-LDP8. The Debtor is obligated to BofA under a May 1, 2006, Promissory Note in the principal amount of $25.5 million. The note is secured by a mortgage and security agreement and an assignment of leases and rents, among other instruments. Both the mortgage and assignment of rents grant the lender an assignments of rents and provide for the appointment of a receiver on default. BofA, through its counsel Shutts & Bowen, LLP, relates that the Debtor: -- filed the Chapter 11 case as a bad faith filing under Phoenix Piccadilly. -- violated the provisions of the loan documents; -- failed to turn over all of its accounts and cash, well as its accounting records, lease records and other documents to Michael Fay as court appointed receiver; and -- mismanaged a property through a related property management company. Miami Lakes, Florida-based University Shoppes, LLC, has filed for Chapter 11 bankruptcy protection on November 19, 2009 (Bankr. S.D. Fla. Case No. 09-35544). Paul DeCailly, Esq., who has an office in Tampa, Florida, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. UNIVERSITY SHOPPES: Wants Paul DeCailly as Bankruptcy Counsel ------------------------------------------------------------- University Shoppes, LLC asks the U.S. Bankruptcy Court for the Southern District of Florida for permission to employ Paul DeCailly, Esq. as counsel. Mr. DeCailly will, among other things: a. prepare and file schedules, statement of financial affairs and statement of executory contracts; b. represent the Debtor-in-possession at all meetings of creditors, hearings, pretrial conferences, and trials in the case or any litigation arising in connection with the case; and c. prepare, file and present to the court of any pleading requesting relief. Mr. DeCailly received $7,500 for prepetition services and costs of $1039 for the filing fee To the best of the Debtor's knowledge, Mr. DeCailly is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. DeCailly can be reached at: 3111 W. Dr. Martin Luther King Jr. Blvd, No. 100 Tampa, FL 33607 Tel: (813) 286-2909 Fax: (866) 906-5977 Miami Lakes, Florida-based University Shoppes, LLC, has filed for Chapter 11 bankruptcy protection on November 19, 2009 (Bankr. S.D. Fla. Case No. 09-35544). Paul DeCailly, Esq., who has an office in Tampa, Florida, assists the Company in its restructuring effort. The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. UNO RESTAURANT: Uno Chicago Grill Sent to Chapter 11 Bankruptcy --------------------------------------------------------------- Uno Restaurant Holdings Corporation announced January 20 a restructuring which will recapitalize the Company and eliminate substantial debt through the conversion of $142 million of senior notes into a controlling equity stake. The recapitalization will give Uno the resources to invest in its growth opportunities. "The steps we've taken represent the culmination of many months of work on the part of the Company, its current owners and the Noteholder Group made up of members comprising a majority of the Company's outstanding Notes," said Frank Guidara, President and CEO of Uno. "The Uno brand is strong; it's the balance sheet that needs fixing. T[he] announcement marks the beginning of a new era for Uno wherein the Company will no longer be saddled with a burdensome debt load. Accordingly, we will now be able to leverage our operational strength which, combined with the substantially improved cash flow expected to result from our restructuring, will put us in a position to make long-term investments in the future of Uno's core businesses, Uno Chicago Grill restaurants, Uno Due Go, Uno Express and our Uno Foods Consumer Products Business." In order to most effectively consummate this restructuring, Uno elected to file a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court, Southern District of New York. The Company's filing involves a pre-arranged reorganization transaction which includes a negotiated term sheet outlining the material terms of the restructuring plan and related plan support agreements from the Noteholder Group. In addition, subject to certain conditions, Uno has negotiated the terms under which they intend to seek court approval for a debtor-in-possession financing facility of $52,000,000 from its existing senior lender, Wells Fargo Capital Finance, Inc. and the Noteholder Group. Mr. Guidara added, "With our anticipated debtor-in-possession financing and the support of a majority of the holders of our Notes, we commence this process on very solid financial footing and we expect to exit Chapter 11 in an expeditious manner. From the perspective of our customers, it will be business as usual in our restaurants and consumer products business and they will see the same commitment to quality and service that they have come to expect from the Uno brand. We are also working very closely with our employees, vendors and partners and we expect no disruption to our daily operations." In conjunction with the petition with the Court, the Company filed a variety of customary "first day" motions to support its employees and vendors during the reorganization process. The Company's filings also include a Summary of Principal Terms of Proposed Restructuring which outlines the material elements of the Company's plan of reorganization as well as Restructuring Support Agreements supporting the Company's Plan Term Sheet executed by Twin Haven Capital Partners, LLC and Coliseum Capital Management, LLC which comprise the Noteholder Group and hold a majority of the Company's outstanding Notes. "The Noteholder Group has spent several months working with us in crafting this solution to Uno's excessive debt burden," Frank Guidara stated. "Their support of our restructuring plan as well as their substantial participation in the expected debtor-in- possession credit facility, led by our long-standing lender Wells Fargo Capital Finance, Inc, is a clear indication of their strong sponsorship for our plan to move Uno into the future on a solid foundation. The fact is the lifting of our heavy debt burden has invigorated our team. Uno is alive and well and the best days are very much ahead." About Uno Restaurant Based in Boston, Uno Restaurant Holdings Corporation -- http://www.unos.com/-- includes 179 company-owned and franchised full-service Uno Chicago Grill units located in 28 states, the District of Columbia, Puerto Rico, South Korea, the United Arab Emirates, Honduras, Kuwait, and Saudi Arabia. The company also operates a fast casual concept called Uno Due Go(R), a quick serve concept called Uno Express(R), and a consumer foods division which supplies airlines, movie theaters, hotels, airports, travel plazas, schools and supermarkets with both frozen and refrigerated private-label foods and branded Uno products. Uno Restaurant filed for Chapter 11 on January 20, 2010 (Bankr. S.D.N.Y. Case No. 10-10209). Weil, Gotshal & Manges LLP serves as bankruptcy counsel. Kurtzman Carson Consultants LLC serves as claims and notice agent. Uno listed assets of $145 million against debt totaling $172 million. The company blamed the filing on a significant decline in sales resulting from the recession and reduced consumer spending. UNO RESTAURANT: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Uno Restaurant Holdings Corporation 100 Charles Park Road Boston, MA, 02132 Bankruptcy Case No.: 10-10209 Debtor-affiliate filing separate Chapter 11 petitions: Entity Case No. ------ -------- Pizzeria Uno of Columbus Avenue, Inc. 10-10208 Uno Restaurant Holdings Corporation 10-10209 UR of Columbia MD, Inc. 10-10210 Uno of Astoria, Inc. 10-10211 Uno of Manchester, Inc. 10-10212 UR of Newington NH, LLC 10-10213 Uno of Aurora, Inc. 10-10214 Uno of Massachusetts, Inc. 10-10215 UR of Columbia MD, LLC 10-10216 Uno of Bangor, Inc. 10-10217 Uno of New Jersey, Inc. 10-10218 Uno of Concord Mills, Inc. 10-10219 Uno of Crestwood, Inc. 10-10220 UR of Danbury CT, Inc. 10-10221 Uno of Daytona, Inc. 10-10222 Uno of New York, Inc. 10-10223 Uno of Dover NH, Inc. 10-10024 UR of Paoli PA, Inc. 10-10225 Uno of Dulles, Inc. 10-10226 UR of Plymouth MA, LLC 10-10227 UR of Fairfield CT, Inc. 10-10228 Uno of Falls Church, Inc. 10-10229 UR of Portsmouth NH, Inc. 10-10230 Uno of Georgesville, Inc. 10-10231 UR of Swampscott MA, LLC 10-10232 UR of Fayetteville NY, LLC 10-10233 Uno of Gurnee Mills, Inc. 10-10234 UR of Taunton MA, LLC 10-10235 UR of Fredericksburg VA, LLC 10-10236 Uno of Providence, Inc. 10-10237 UR of Tilton NH, LLC 10-10238 Uno of Hagerstown, Inc. 10-10239 UR of Gainesville VA, LLC 10-10240 UR of Towson MD, Inc. 10-10241 UR of Virginia Beach VA, LLC 10-10242 Uno Haverhill, Inc. 10-10243 SL Uno Waterfront, Inc. 10-10244 UR of Inner Harbor MD, Inc. 10-10245 UR of Webster NY, LLC 10-10246 Uno of Henrietta, Inc. 10-10247 UR of Winter Garden FL, LLC 10-10248 SLA Brockton, Inc. 10-10249 UR of Keene NH, Inc. 10-10250 UNO of Highlands Ranch, Inc. 10-10251 UR of Wrentham MA, Inc. 10-10252 UR of Landover MD, Inc. 10-10253 Uno of Indiana, Inc. 10-10254 SLA Due, Inc. 10-10255 URC II, LLC 10-10256 Uno of Kingstowne, Inc. 10-10257 UR of Mansfield MA, LLC 10-10258 URC, LLC 10-10259 SLA Lake Mary, Inc. 10-10260 Uno of Kirkwood, Inc. 10-10261 Waltham Uno, Inc. 10-10262 UR of Melbourne FL, LLC 10-10263 SLA Mail II, Inc. 10-10264 Westminster Uno, Inc. 10-10265 Uno of Schaumburg, Inc. 10-10266 Uno of Lombard, Inc. 10-10267 UR of Merritt Island FL, LLC 10-10268 UNO of Manassas, Inc. 10-10269 UR of Methuen MA, Inc. 10-10270 SLA Mail, Inc. 10-10271 Uno of Smithtown, Inc. 10-10272 UR of Milford CT, Inc. 10-10273 SLA Norfolk, Inc. 10-10274 UR of Millbury MA, LLC 10-10275 8250 International Drive Corporation 10-10276 Uno of Smoketown, Inc. 10-10277 SLA Norwood, Inc. 10-10278 UR of Nashua NH, LLC 10-10279 Aurora Uno, Inc. 10-10280 Uno of Tennessee, Inc. 10-10281 UR of New Hartford NY, LLC 10-10282 SLA Su Casa, Inc. 10-10283 B.S. Acquisition Corp. 10-10284 Uno of Victor, Inc. 10-10285 B.S. of Woodbridge, Inc. 10-10286 SLA Uno, Inc. 10-10287 Pizzeria Uno of Ballston, Inc. 10-10288 Uno Restaurant of Columbus, Inc. 10-10289 Fairfax Uno, Inc. 10-10290 SLA Vernon Hills, Inc. 10-10291 Uno Restaurant of Great Neck, Inc. 10-10292 Franklin Mills Pizzeria, Inc. 10-10293 Su Casa, Inc. 10-10294 Uno Restaurant of St. Charles, Inc. 10-10295 Pizzeria Uno of Forest Hills, Inc. 10-10296 Herald Center Uno Rest. Inc. 10-10297 Uno Acquisition Parent, Inc. 10-10298 Kissimmee Uno, Inc. 10-10299 Uno Restaurant of Woburn, Inc. 10-10300 Pizzeria Uno of Bay Ridge, Inc. 10-10301 Pizzeria Uno of Kingston, Inc. 10-10302 Marketing Services Group, Inc. 10-10303 Pizzeria Uno of Lynbrook Inc. 10-10304 Newington Uno, Inc. 10-10305 Pizzeria Uno of Bayside, Inc. 10-10306 Newport News Uno, Inc. 10-10307 Newton Takery, Inc. 10-10308 Pizzeria Uno Bethesda, Inc. 10-10309 Paramus Uno, Inc. 10-10310 Pizzeria Uno of Brockton, Inc. 10-10311 Pizzeria Uno of Norfolk, Inc. 10-10312 Uno Bay, Inc. 10-10313 Pizzeria Due, Inc. 10-10314 Uno Restaurants II, LLC 10-10315 Pizzeria Uno of Buffalo, Inc. 10-10316 Pizzeria Uno Corporation 10-10317 Pizzeria Uno of Paramus, Inc. 10-10318 Uno Restaurants, LLC 10-10319 Uno Enterprises, Inc. 10-10320 Pizzeria Uno of Dock Square, Inc. 10-10321 Uno Foods Inc. 10-10322 UR of Attleboro MA, LLC 10-10323 Pizzeria Uno of East Village Inc. 10-10324 Pizzeria Uno of 86th Street, Inc. 10-10325 Pizzeria Uno of Penn Center, Inc. 10-10326 Pizzeria Uno of Albany Inc. 10-10327 UR of Bel Air MD, Inc. 10-10328 Uno Foods International, LLC 10-10329 Pizzeria Uno of Fair Oaks, Inc. 10-10330 Pizzeria Uno of Altamonte Springs, Inc. 10-10331 Pizzeria Uno Reston, Inc. 10-10332 UR of Bowie MD, Inc. 10-10333 Uno Holdings II LLC 10-10334 Pizzeria Uno of Fairfield, Inc. 10-10335 UR of Clay NY, LLC 10-10336 Uno Holdings LLC 10-10337 Pizzeria Uno of South Street Seaport, Inc. 10-10338 Uno of America, Inc. 10-10339 Pizzeria Uno of Washington, DC, Inc. 10-10340 Pizzeria Uno of Springfield, Inc. 10-10341 Pizzeria Uno of Westfarms, LLC 10-10342 SL Uno Greece, Inc. 10-10343 Pizzeria Uno of Syracuse, Inc. 10-10344 Pizzeria Uno of Union Station, Inc. 10-10345 SL Uno Gurnee Mills, Inc. 10-10346 Pizzeria Uno, Inc. 10-10347 Plizzettas of Burlington, Inc. 10-10348 SL Uno Hyannis, Inc. 10-10349 Plizzettas of Concord, Inc. 10-10350 SL Uno Maryville, Inc. 10-10351 Saxet Corporation 10-10352 SL Uno Portland, Inc. 10-10353 SL Properties, Inc. 10-10354 SL Uno Potomac Mills, Inc. 10-10355 SL Uno Burlington, Inc. 10-10356 SL Uno University Blvd., Inc. 10-10357 SL Uno Ellicott City, Inc. 10-10358 SL Uno Franklin Mills, Inc. 10-10359 SL Uno Frederick, Inc. 10-10360 Chapter 11 Petition Date: January 20, 2010 Court: United States Bankruptcy Court Southern District of New York Judge: Martin Glenn About the Business: Based in Boston, Uno Restaurant Holdings Corporation includes 179 company-owned and franchised full-service Uno Chicago Grill units located in 28 states, the District of Columbia, Puerto Rico, South Korea, the United Arab Emirates, Honduras, Kuwait, and Saudi Arabia. The company also operates a fast casual concept called Uno Due Go(R), a quick serve concept called Uno Express, and a consumer foods division which supplies airlines, movie theaters, hotels, airports, travel plazas, schools and supermarkets with both frozen and refrigerated private-label foods and branded Uno products. For more information, visit http://www.unos.com/ Debtors' Counsel: Jeffrey L. Tanenbaum, Esq. Joseph H. Smolinsky, Esq. Sherri L. Toub, Esq. Tal S. Sapeika, Esq. Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153 Tel: 212-310-8000 Fax: 212-310-8007 http://www.weil.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 US AIRWAYS: Wellington Discloses 12.3% Equity Stake --------------------------------------------------- Wellington Management Company, LLP, in its capacity as investment adviser, disclosed with the U.S. Securities and Exchange Commission on January 11, 2010, that it beneficially owns 19,814,118 shares of US Airways Group, Inc., common stock, representing 12.30% of shares outstanding. As of October 16, 2009, there were approximately 161,102,717 shares of US Airways Group, Inc. common stock outstanding. 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: Pilots Protest Las Vegas Base Closure ------------------------------------------------- The US Airline Pilots Association (USAPA), representing the pilots of US Airways, picketed at McCarran International Airport in Las Vegas to bring attention to US Airways' announced closure of its Las Vegas crew base. USAPA believes closing this base will have a detrimental impact on passengers, employees, Las Vegas tourism and the Nevada economy due to the losses of hundreds of jobs, flights to and from Las Vegas and associated tax revenue. US Airways has announced plans to reduce its daily flight schedule in Las Vegas to only 36 flights -- 26 mainline and 10 Express -- by February 1, 2010. This reduction means the loss of over 300 jobs at the airport and the transfer of another 150 plus pilot and mechanic jobs. "We want to ensure that Las Vegas residents and visitors understand the impact this closure will have on their travel options, the local economy and their neighbors' livelihoods," said Captain Mike Cleary, president of USAPA. "They will face few direct flights and limited travel opportunities, especially to global destinations, along with reduced competition and higher fares. Many U.S. cities that once enjoyed non-stop service to Las Vegas will be left with fewer to no options by which to enjoy the city's many attractions. Furthermore, the loss of hundreds of local jobs will likely ripple through the already depressed housing market, causing higher unemployment and lost tax revenue." The decision to cut US Airways' presence in Las Vegas comes on the heels of news that air traffic is increasing at McCarran airport. The airport recently reported that passenger volume increased in November for the first time in 21 months. Las Vegas Strip hotels have also reported increases in occupancy rates and convention bookings in the third quarter of 2009. "US Airways is abandoning Las Vegas, one of the most popular vacation destinations in the world, on the eve of its turnaround," Captain Cleary continued. "This ill-conceived plan represents the resumption of the long-term trend of shrinkage and retreat for US Airways. Someday, it must decide to stand and fight, rather than shy away from the competition, or we are destined to repeat its tragic history. The pilots are willing and ready to compete, while management prefers to run away with their obscenely-inflated compensation packages. They show no apparent regard for the countless families left to financial ruin because of their needless and senseless reductions." USAPA urges concerned residents, passengers and employees to contact US Airways and their government officials to request that US Airways CEO Doug Parker reconsider his decision to close operations in Las Vegas. Information on how to contact Parker and Las Vegas and Nevada lawmakers can be found at www.KeepVegasWorking.com. About USAPA Headquartered in Charlotte, N.C., the US Airline Pilots Association (USAPA) represents more than 5,000 US Airways pilots in seven domiciles across the United States. Visit the USAPA Web site at www.USAirlinePilots.org. 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. VO LLC: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------- Debtor: VO, LLC 6806 Eastern Avenue Baltimore, MD 21224 Bankruptcy Case No.: 10-10912 Chapter 11 Petition Date: January 15, 2010 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: James F. Schneider Debtor's Counsel: Mark F. Scurti, Esq. Hodes, Pessin & Katz, P.A. 901 Dulaney Valley Road, Suite 400 Towson, MD 21204 Tel: (410) 938-8800 Fax: (410) 832-5607 Email: mscurti@hpklegal.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 $1,300,000, and total debts of $2,487,364. A list of the Company's 6 largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb10-10912.pdf The petition was signed by John Vontran, authorized member of the company. WASHINGTON MUTUAL: Seeks Final Extension of Plan Exclusivity ------------------------------------------------------------ Bill Rochelle at Bloomberg News reports that Washington Mutual Inc. for a fifth and final time is asking for an extension of the exclusive right to propose a reorganization plan. WaMu said it can't propose a plan until resolution of lawsuits against the Federal Deposit Insurance Corp. and JPMorgan Chase & Co. The Court will convene a hearing February 22 to consider WaMu's request for exclusivity until March 26. Bankruptcy law provides that a company's exclusive right to file a plan expires 18 months after it files for bankruptcy. Lawsuit Among Parties Washington Mutual filed a suit in March 2009 against the FDIC before the U.S. District Court in Washington after its claim in the bank receivership was denied. The Debtor seeks to recover $6.5 billion in capital contributions, $4 billion in preferred securities and $3 billion in tax refunds. The lawsuit contends the FDIC sold the bank for substantially less than the assets were worth. The holding company believes the bank's assets were worth more than the bank's debt. In April 2009, JPMorgan, which acquired Washington Mutual Bank, filed in the Bankruptcy Court a complaint against Washington Mutual and WMI Investment Corp., and Federal Deposit Insurance Corporation, seeking (i) to ensure that it is not divested of the assets and interests purchased in good faith from the FDIC, as receiver for WMB; and (ii) for indemnification and recovery against the Debtors for certain liabilities that may be asserted against JPMorgan, as successor by merger to WMB, pursuant to a Purchase and Assumption Agreement dated September 25, 2008, with the FDIC. In mid-April 2009, Washington Mutual countered with its own lawsuit against JPM in the Bankruptcy Court, seeking recovery of $4 billion it was holding in deposit accounts at its bank unit when the thrift unit was taken over in September by the FDIC and immediately transferred to JPMorgan Chase & Co. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. The Company operates in four segments: the Retail Banking Group, which operates a retail bank network of 2,257 stores in California, Florida, Texas, New York, Washington, Illinois, Oregon, New Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and Connecticut; the Card Services Group, which operates a nationwide credit card lending business; the Commercial Group, which conducts a multi-family and commercial real estate lending business in selected markets, and the Home Loans Group, which engages in nationwide single-family residential real estate lending, servicing and capital markets activities. Washington Mutual Bank was taken over September 25 by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns 100% of the equity in WMI Investment. Weil Gotshal & Manges represents the Debtors as counsel. When WaMu filed for protection from its creditors, it listed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment listed assets of $500,000,000 to $1,000,000,000 with zero debts. Bankruptcy Creditors' Service Inc. publishes Washington Mutual Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Washington Mutual Inc. (http://bankrupt.com/newsstand/or 215/945-7000). WIDEOPENWEST FINANCE: Moody's Puts 'B1' Rating on $250 Mil. Notes ----------------------------------------------------------------- Moody's Investors Service assigned a B1 rating to WideOpenWest Finance, LLC's proposed $250 million Incremental Senior Secured Term Loan Facility (made available under the company's existing first lien credit agreement) and affirmed all existing ratings. Proceeds from the facility will be used to fund WOW's recently announced acquisition, add cash to the company's balance sheet (approximately $10 million) and pay fees and expenses. Moody's views the proposed transaction to be credit neutral, with little- to-no discernable impact on the key factors that might influence the company's fundamental benchmark ratings, and as such the B2 Corporate Family Rating and Probability of Default Rating remain unchanged. The rating outlook is stable. WOW has recently signed a letter of intent to acquire a set of cable assets (comprised of eighty-five thousand subscribers) in one of its existing markets for approximately $230 million. Excluding synergies, Moody's anticipates the transaction will result in pro forma debt-to-EBITDA leverage of 6.4x at December 31, 2009 (including Moody's standard adjustments). While funding of the incremental facility is not contingent upon completion of the proposed acquisition, Moody's has assumed proceeds would be used in such a manner. Should the acquisition not be consummated, the company could use proceeds to pursue other acquisitions or growth opportunities, and/or to repay the accreted portion of its second lien term loan or fund a dividend of up to an estimated $33 million (at present, based on the company's total net leverage restriction of 6.5x). Moody's has taken these rating actions: Issuer: WideOpenWest Finance, LLC * Corporate Family Rating -- affirmed B2 * Probability of Default Rating -- affirmed B2 * New Incremental First Lien Term Loan -- assigned B1 (LGD 3, 41%) * Senior Secured Revolving Credit Facility due 2013 -- affirmed B1 (to LGD 3, 41% from LGD 3, 40%) * Senior Secured First Lien Term Loan due 2014 -- affirmed B1 (to LGD 3, 41% from LGD 3, 40%) * Senior Secured Second Lien Term Loan due 2015 -- affirmed Caa1 (to LGD 6, 92% from LGD 6, 90%) * Rating Outlook - Stable While the proposed acquisition will increase WOW's revenues by approximately 18%, the company's scale remains relatively modest. Additionally, ratings continue to reflect WOW's high financial leverage and competition from much larger cable operators and direct broadcast satellite service providers that are generally more (and often much more) creditworthy and subsequently have better access to financial capital and other operational resources. The company's ratings also remain somewhat constrained by the risks inherent to its business model as an overbuilder, although over time this risk will continue to be partially mitigated if further share and penetration gains are realized. The ratings are supported by an improving financial profile, nonetheless, and reasonably good underlying value that is ascribed to the company assets, which remain levered but poised to continue growing as further penetration gains and margin improvements are realized by a management team with a demonstrated track record of being strong operators. Moody's last rating action for WOW was on August 31, 2009, when Moody's upgraded the company's CFR and PDR to B2 from B3. Headquartered in Englewood, Colorado, WideOpenWest Finance, LLC, is a competitive broadband provider offering cable TV, high speed Internet services and telephony. The Company had approximately 432,000 basic video subscribers as of September 30, 2009, across markets in portions of Michigan, Illinois, Ohio, and Indiana. WOW generated $563 million in revenue for twelve month period ended September 30, 2009. WILLIAMS PARTNERS: Moody's Reviews 'Ba2' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service placed Williams Partners, LP's Ba2 Corporate Family Rating and senior unsecured debt ratings under review for possible upgrade. Moody's also affirmed The Williams Companies, Inc.'s Baa3 senior unsecured ratings, and the Baa2 senior unsecured ratings of Transcontinental Gas Pipe Line Company, LLC, and Northwest Pipeline GP. These rating actions are in response to Williams announced plan of contributing substantially all of its midstream and pipeline assets to WPZ. The rating outlooks for Williams, Transco and Northwest are stable. "This large asset contribution from Williams gives Williams Partners the size, business risk mix and leverage profile of a Baa3 rated MLP," commented Pete Speer, Moody's Vice President. "Although this reduces the asset base that directly supports Williams' creditors, the planned reduction in debt at Williams combined with it retaining a substantial E&P business and control over Williams Partners supported the affirmation of Williams' Baa3 rating." WPZ will have pro forma adjusted Debt/EBITDA of approximately 4.1x at December 31, 2009, which is forecasted to decline to around 3.5x in 2010. Based on WPZ's scale, business risk profile and expected financial policies Moody's expects to upgrade WPZ's issuer and existing senior unsecured debt ratings to Baa3 following the completion of the transaction. Moody's has assigned Baa3 ratings to the proposed $3.5 billion senior unsecured notes offering, subject to the completion of transaction in accordance with Moody's understanding and a review of the final documentation. Williams will control WPZ through its 2% general partner interest and own an additional 78% of WPZ through common units. This ownership interest will give Williams continued access to WPZ's operating cash flows through distributions paid on the common units. However, the structural subordination of Williams' creditors relative to the midstream and pipeline businesses will significantly increase due to the debt issuance at WPZ. This structural subordination generally would result in Williams' ratings being notched down from WPZ's Baa3 rating. Despite this structural subordination to WPZ's debt, the Baa3 ratings for Williams were affirmed because of the planned $3 billion debt reduction at Williams and the continued direct ownership of a large exploration and production (E&P) business, along with the Canadian midstream, olefins and a 25.5% interest in Gulfstream. The E&P business has proved reserves and production volumes that are in the low Baa range in Moody's E&P Rating Methodology, but is heavily concentrated in the Piceance basin and in natural gas. The rating affirmation is based on the transactions occurring as outlined to us, including the achievement of approximately $3 billion of debt reduction at Williams. Williams intends to contribute substantially all of its pipeline and midstream operations to WPZ in exchange for 203 million units of WPZ and the net proceeds from a proposed offering of $3.5 billion of WPZ senior unsecured notes. The net proceeds will be used by Williams to fund a tender offer for $3 billion of Williams' outstanding debt. WPZ has also announced its intention to exchange WPZ common units for all of the publicly held common units of Williams Pipeline Partners, LP, effectively consolidating WMZ into WPZ. WPZ will be one of the largest master limited partnerships in North America following the asset contribution from Williams. It will wholly own two major regulated interstate pipelines, Transco and Northwest, and hold a 24.5% interest in a third pipeline, Gulfstream Natural Gas System, LLC. These assets provide a stable earnings base that is forecasted to provide around 44% of WPZ EBITDA in 2010. The midstream assets include natural gas gathering, treating and processing; NGL fractionation, storage and transportation; and deepwater production handling and oil transportation. These operations are concentrated in Colorado, New Mexico, Wyoming and the Gulf of Mexico. Nearly half of midstream's forecasted 2010 EBITDA is from fee based revenues and the partnership intends to hedge a significant proportion of its natural gas liquid and natural gas exposure to reduce the impact of commodity price fluctuations on its 2010 EBITDA. The last rating action on Williams, Transco and Northwest was on February 23, 2009, when Moody's changed the respective rating outlooks to stable from negative following Williams' announcement that it would not pursue the separation of one or more of its principal business units. The last rating action on WPZ was on November 6, 2008 when Moody's changed the rating outlook to negative from stable. The Williams Companies, Inc., is headquartered in Tulsa, Oklahoma, and through its subsidiaries is engaged in the exploration and production, gathering, processing and interstate transportation of natural gas. WILLIAMS PARTNERS: Fitch Puts Issuer Rating on Positive Watch ------------------------------------------------------------- Fitch Ratings has placed the Issuer Default Rating and unsecured debt rating for Williams Partners L.P. and the co-issuer of its outstanding notes, Williams Partners Finance Corporation, on Rating Watch Positive following the announcement that The Williams Companies, Inc. is proposing to consolidate its regulated pipeline and midstream operations under WPZ. Fitch expects to upgrade WPZ's IDR and unsecured debt rating to 'BBB-' from 'BB' pending the offering by WPZ of $3.5 billion new WPZ's debt, also to be rated 'BBB-', that is planned for early February as part of WMB's organizational restructuring. In addition, Fitch has affirmed outstanding ratings for WMB and its two debt issuing pipeline subsidiaries, Transcontinental Gas Pipeline Company, LLC and Northwest Pipeline GP, as listed below. The Rating Outlook is Stable for WMB, TGPL and NWP. Under a proposed multi-step transaction WMB will contribute the majority of its pipeline and natural gas midstream assets, along with its general partner and limited partner interests in Williams Pipeline Partners L.P., into WPZ. In exchange, WPZ will issue approximately 200 million common units to WMB and issue $3.5 billion of new WPZ unsecured notes with net proceeds going to WMB to fund a tender for up to $3 billion of outstanding WMB debt. The asset contribution and the WMB debt tender offer are expected to close in mid-February. Following the asset contribution, WPZ will launch an exchange offer for the public common units in WMZ. At completion of the transaction, WPZ will be one of the four largest master limited partnerships. WPZ's Rating Watch Positive status reflects a strengthening operating and financial profile and investment grade pro forma credit measures. Fitch expects WPZ's pro forma 2010 debt to EBITDA to be under 4.0 times and its distribution coverage to meet or exceed the current industry norms of approximately 1.2x. However, actual results will be affected by changes in natural gas liquids and natural gas prices throughout the year and the ability of WPZ to effectively hedge its price exposure. The scale and scope of WPZ's operations will increase materially. Also, the quality and predictability of cash flow will improve through its ownership of WMB's premier FERC regulated interstate pipelines, TGPL and NWP. As a result of the above positive considerations, WPZ's financial flexibility and access to capital will improve. Commodity price exposure to WPZ from its midstream operations, while still a negative consideration, will be reduced with its future mix of assets. As contemplated, WMB will continue to own 100% of its exploration and production assets, its Canadian, Venezuelan and olefins midstream operations and a 25% interest in Gulfstream Pipeline. Its ownership of WPZ will increase to 80% from 24% pre-transaction and functional changes will be minimal. While WMB's parent company debt will be reduced by $3 billion following execution of the tender offer, resulting in improved standalone credit measures, cash flows from pipeline and certain midstream assets will be further subordinated under the new organizational structure. Fitch believes the overall effect on WMB's credit profile from the organizational restructuring to be neutral. TGPL's and NWP's ratings will be maintained at one notch above the IDR of WPZ, their immediate parent company. Fitch has affirmed these ratings: The Williams Companies, Inc. -- IDR at 'BBB-'; -- Senior unsecured debt at 'BBB-'; -- Junior subordinated convertible debentures at 'BB'. Transcontinental Gas Pipeline Company, LLC -- IDR at 'BBB'; -- Senior unsecured debt at 'BBB'. Northwest Pipeline GP -- IDR at 'BBB'; -- Senior unsecured debt at 'BBB'. * Daniel Kerrigan joins Bridge Associates as a Managing Director ---------------------------------------------------------------- Daniel J. Kerrigan has joined Bridge Associates LLC as a managing director in the firm's turnaround and restructuring practice. Mr. Kerrigan will be based in the firm's New York office. "We are pleased to welcome Dan to the team," stated Louis E. Robichaux IV, Managing Director and Co-Managing Member of Bridge Associates. "Mr. Kerrigan's breadth of experience across a broad array of industries is a welcome addition to Bridge." Mr. Kerrigan joins Bridge as a member of the senior management team focusing on leading engagements and enhancing the firm's business and presence in New York. Mr. Kerrigan has more than 16 years of diversified business and professional experience including 11 years of advising troubled companies, their creditors, investors and other stakeholders. As a turnaround advisor, Mr. Kerrigan has managed both creditor and debtor engagements of distressed-company situations, including large bankruptcies and company restructurings with debt levels ranging from $50 million to more than $3 billion. "Our entire management team is delighted that Dan has joined the firm. Dan will be based in Bridge's New York office, reinforcing our commitment to the New York restructuring market," said David N. Phelps, Managing Director and Co-Managing Member of Bridge Associates. Mr. Kerrigan earned his B.B.A. in Public Accounting from Pace University. He is a member of the Association of Insolvency and Restructuring Advisors, American Bankruptcy Institute and Turnaround Management Association. Bridge Associates LLC -- http://www.bridgeassociatesllc.com-- is a national turnaround, crisis management and financial advisory services firm. * David Savner Returns to Jenner & Block Firm ---------------------------------------------- David A. Savner, the former Senior Vice President, General Counsel, and Secretary for leading global defense contractor General Dynamics, has returned to Jenner & Block as a partner in the Firm's Chicago office. During his nearly 12 years of service as the chief legal officer for General Dynamics, Mr. Savner was instrumental in helping to transform the company from a $4 billion enterprise into a $31 billion global leader in the defense industry. Prior to joining General Dynamics, Mr. Savner was a partner at Jenner & Block and Chair of the Firm's Corporate Practice. "We are thrilled that David is returning to Jenner & Block," said Managing Partner Susan C. Levy. "David was a transformative leader at General Dynamics, a long-time client of the Firm. He possesses an incredible knowledge of corporate law and vast experience in handling the unique legal and regulatory issues facing today's publicly traded and privately held companies. We're excited that he will be joining our Corporate Practice again to continue his remarkable career." "David brings to our Corporate Practice tremendous experience in handling the entire range of transactional, governance, compliance and securities matters, both within and outside the defense industry," said Joseph P. Gromacki, Chair of the Firm's Corporate Practice. "We are truly honored to have him join our team and to be able to offer his extraordinarily valuable strategic insights to clients." At General Dynamics, Mr. Savner led a worldwide legal department of approximately 80 attorneys. During his tenure, he successfully pursued and executed a number of key acquisitions and transactions that helped General Dynamics evolve into a 21st century global leader in marine and land combat systems, aerospace, and information systems and technology. "I am very excited to return to Jenner & Block," said Mr. Savner. "I have long admired, both as an in-house counsel and as a private practitioner, the Firm's unwavering commitment to its core values of providing exceptional client service and pro bono service to the needy. I look forward to building new client relationships, reconnecting with former colleagues as a partner, and giving back to the community at my new home." During his tenure, Mr. Savner led the General Dynamics legal team in the company's acquisition and successful integration of over 50 businesses around the globe. Among his most notable accomplishments while at General Dynamics, Mr. Savner spearheaded the acquisition of the defense businesses of GTE Government Systems Corporation and Motorola; the purchase of Gulfstream Aerospace Corporation; and the acquisition of the combat vehicle business of General Motors Corporation. In addition, he was a leader at the company in its purchase of the naval shipyards in San Diego, California and Bath, Maine, as well as the creation of General Dynamics' European land systems group. The aggregate value of these key acquisitions for the company is $20 billion. In the early 1990s, Mr. Savner led the Jenner & Block legal team in representing General Dynamics in the disposition of certain company assets, including the sale of the F-16 fighter aircraft program to Lockheed. Mr. Savner left Jenner & Block in April 1998 to join General Dynamics as Senior Vice President of Law and Secretary. From May 1999 until the end of 2009, he served as Senior Vice President, General Counsel and Secretary of the company. He is a 1965 graduate of Northwestern University and received his J.D. from Northwestern University School of Law in 1968. He serves as a Director of Everybody Wins, a reading and mentoring program. Mr. Savner rejoins a vibrant Corporate Practice at the Firm. The Corporate Practice has just completed a very active year. In 2009, the Firm served as lead M&A counsel to General Motors in the widely publicized 363 sale that enabled the automotive manufacturer to successfully emerge from bankruptcy. The Firm's corporate team also successfully completed transactions for companies such as General Dynamics, Bayside Capital, Honeywell, KPS Capital Partners, Viskase Corporation and Wolters Kluwer. In September 2009, Robert S. Osborne, former Group Vice President and General Counsel of General Motors, also rejoined Jenner & Block's Corporate Practice. * Chapter 11 Cases with Assets & Liabilities Below $1,000,000 ------------------------------------------------------------- Recent Chapter 11 cases filed with assets and liabilities below $1,000,000: In Re Emanika Associates Architects, Inc. Bankr. Ariz Case No. 10-00110 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re KZSW Television Incorporated Bankr. C.D. Calif. Case No. 10-10194 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/cacb10-10194.pdf In Re Filipino-American Council of San Francisco, Inc. Bankr. N.D. Calif. Case No. 10-30013 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re HRMC, Inc. Bankr. N.D. Calif. Case No. 10-40075 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/canb10-40075.pdf In Re Children's Angelcare Aid International Bankr. S.D. Calif. Case No. 10-00074 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/casb10-00074.pdf In Re Craig Hart Bankr. S.D. Calif. Case No. 10-00095 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/casb10-00095p.pdf See http://bankrupt.com/misc/casb10-00095c.pdf In Re Flavinese Cafe, LLC Bankr. Conn. Case No. 10-50015 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/ctb10-50015.pdf In Re Manuel DeJesus Bankr. Conn. Case No. 10-50012 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/ctb10-50012.pdf In Re AC Direct, Inc. Bankr. M.D. Fla. Case No. 10-00080 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/flmb10-00080.pdf In Re PlanFirst Payment Solutions, Inc. Bankr. M.D. Fla. Case No. 10-00110 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/flmb10-00110.pdf In Re All For The Earth Foundation Bankr. S.D. Fla. Case No. 10-10096 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/flsb10-10096.pdf In Re Harold Reynolds Workman Bankr. N.D. Ga. Case No. 10-20065 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re Mobile Closings USA P.C Bankr. N.D. Ga. Case No. 10-60421 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/ganb10-60421.pdf In Re Crimson Lion Productions Inc. dba Studio 19 Photography Bankr. Kan. Case No. 10-10008 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re Kramp, Inc. dba Tiny Bubbles Bankr. E.D. La. Case No. 10-10009 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/laeb10-10009.pdf In Re Michael J Cunningham Sally Michelle Cunningham Bankr. Mass. Case No. 10-40043 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re Meto Services LLC Bankr. E.D. N.Y. Case No. 10-70035 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re Duane Street Design Studio, LLC Bankr. S.D. N.Y. Case No. 10-10044 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/nysb10-10044.pdf In Re Massam Inc. Bankr. W.D. N.Y. Case No. 10-20007 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/nywb10-20007.pdf In Re John Gilbert Singletary, Jr. Carla Cerethia Singletary Bankr. S.C. Case No. 10-00075 Chapter 11 Petition Filed January 5, 2010 Filed As Pro Se In Re New Life Fellowship Church of Lancaster Bankr. N.D. Texas Case No. 10-40206 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/txnb10-40206.pdf In Re Capateli Investments, L.L.C. Bankr. S.D. Texas Case No. 10-50005 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/txsb10-50005.pdf In Re Dermagenics US, Inc. Bankr. W.D. Tenn. Case No. 10-20078 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/tnwb10-20078.pdf In Re Greystone Research, Inc. Bankr. W.D. Tenn. Case No. 10-20085 Chapter 11 Petition Filed January 5, 2010 See http://bankrupt.com/misc/tnwb10-20085.pdf In Re Eduardo Esquivias Quintong Elizabeth Guina Quintong Bankr. N.D. Calif. Case No. 10-40115 Chapter 11 Petition Filed January 6, 2010 See http://bankrupt.com/misc/canb10-40115.pdf In Re Eric Steven Joost Janet Irene Dehring Bankr. N.D. Calif. Case No. 10-10023 Chapter 11 Petition Filed January 6, 2010 See http://bankrupt.com/misc/canb10-10023.pdf In Re Villa Carmel Apts., LLC Bankr. Ariz. Case No. 10-00546 Chapter 11 Petition Filed January 10, 2010 See http://bankrupt.com/misc/azb10-00546.pdf In Re Joseph M. DeBilio Bankr. C.D. Calif. Case No. 09-23812 Chapter 11 Petition filed December 10, 2009 See http://bankrupt.com/misc/cacb09-23812p.pdf See http://bankrupt.com/misc/cacb09-23812c.pdf In Re Wayne Narvis Phillips Patsy L Phillips Bankr. N.D. Calif. Case No. 10-40254 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/canb10-40254.pdf In Re The Wellness Center, Inc. Bankr. Colo. Case No. 09-36338 Chapter 11 Petition filed December 10, 2009 See http://bankrupt.com/misc/cob09-36338p.pdf See http://bankrupt.com/misc/cob09-36338c.pdf In Re Glenwood B. Jordan, DDS, MS, PC Bankr. S.D. Texas Case No. 09-39436 Chapter 11 Petition filed December 10, 2009 See http://bankrupt.com/misc/txsb09-39436p.pdf See http://bankrupt.com/misc/txsb09-39436c.pdf In Re Glenwood Burnell Jordan Bankr. S.D. Texas Case No. 09-39437 Chapter 11 Petition filed December 10, 2009 See http://bankrupt.com/misc/txsb09-39437p.pdf See http://bankrupt.com/misc/txsb09-39437c.pdf In Re PRP, Inc. Bankr. S.D. Ala. Case No. 10-00094 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/alsb10-00094.pdf In Re Alan Maynard Johnson Sandra Kay Johnson Bankr. Ariz. Case No. 10-00578 Chapter 11 Petition Filed January 11, 2010 Filed As Pro Se In Re Central Occupational Medicine Providers-Ontario, A Medical Corporation Bankr. C.D. Calif. Case No. 10-10754 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10754.pdf In Re Comp-Anaheim, Inc. Bankr. C.D. Calif. Case No. 10-10757 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10757.pdf In Re Co Comp-Corona, Inc. Bankr. C.D. Calif. Case No. 10-10758 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10758.pdf In Re Comp-Industry, Inc. Bankr. C.D. Calif. Case No. 10-10760 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10760.pdf In Re Comp-Moreno Valley, Inc. Bankr. C.D. Calif. Case No. 10-10761 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10761.pdf In Re Corprint, Inc. Bankr. C.D. Calif. Case No. 10-10091 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10911.pdf In Re New Island Associates, a California Limited Partnership Bankr. C.D. Calif. Case No. 10-11041 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-11041.pdf In Re Ralph Donald Spencer, II aka Ralph D. Spencer, II dba RDS Architects Elizabeth Ford Spencer aka Elizabeth F. Spencer Bankr. C.D. Calif. Case No. 10-10911 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/cacb10-10911.pdf In Re 20th St Mangrove, LLC Bankr. E.D. Calif. Case No. 10-20569 Chapter 11 Petition Filed January 11, 2010 Filed As Pro Se In Re Kenneth G. Slusser aka Ken Slusser aka Kenneth Slusser dba Terminal Tech dba Term Tech Christine E. Slusser aka Chris Slusser dba Terminal Tech dba Term Tech Bankr. E.D. Calif. Case No. 10-10208 Chapter 11 Petition Filed January 11, 2010 Filed As Pro Se In Re John Jefferson Vitalich Maria Teresa Aurigue Vitalich Bankr. N.D. Calif. Case No. 10-50221 Chapter 11 Petition Filed January 11, 2010 Filed As Pro Se In Re T&R Transport, Inc. Bankr. S.D. Calif. Case No. 10-00315 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/casb10-00315.pdf In Re Paul D. Enright Bankr. Colo. Case No. 10-10343 Chapter 11 Petition Filed January 11, 2010 Filed As Pro Se In Re Bantel Telecom, LLC Bankr. S.D. Fla. Case No. 10-10481 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/flsb10-10481.pdf In Re Clubhouse Investments, Inc. dba Huddle House of Rincon dba Huddle House of Pooler dba Huddle House of Garden City dba Huddle House of Springfield dba Huddle House of Savannah Crossing dba Huddle House of Millen dba Huddle House of Statesboro dba Huddle House of Whitemarsh Island dba Huddle House of Athens/Prince Avenue dba Huddle House of Athens/Atlanta Highway dba Huddle House of Commerce dba Club Holdings, Inc. dba Jenn Mill, Inc. dba Huddle House of Wayensboro dba Huddle House of Sylvania dba Huddle House of Swainsboro dba Huddle House of Reidsville dba Huddle House of Athens/Danielsville Road dba Huddle House of Elberton dba Huddle House of Danielsville, GA dba Huddle House of Hartwell dba Huddle House of Gainesville dba Huddle House of Toccoa Bankr. S.D. Ga. Case No. 09-61175 Chapter 11 Petition filed December 11, 2009 See http://bankrupt.com/misc/gasb09-61175p.pdf See http://bankrupt.com/misc/gasb09-61175c.pdf In Re Laundromat Cooperative Partnership dba Laundry Works dba Washland Laundromat fdba Washland Partnership Bankr. N.D. Ill. Case No. 10-00770 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/ilnb10-00770.pdf In Re Cosmetic/Family Dentistry Uppr Marl P.A. Bankr. Md. Case No. 10-10610 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/mdb10-10610.pdf In Re Claire Suthar Kenneth Suthar Bankr. Mass. Case No. 10-10229 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/mab10-10229.pdf In Re Fulcher Tire Sales & Service, Inc. Bankr. E.D. N.C. Case No. 10-00172 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/nceb10-00172.pdf In Re TAAF, LLC Bankr. E.D. N.C. Case No. 10-00171 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/nceb10-00171.pdf In Re Todd Fulcher, LLC Bankr. E.D. N.C. Case No. 10-00174 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/nceb10-00174.pdf In Re No Question Bankr. E.D. Pa. Case No. 10-20070 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/paeb10-20070.pdf In Re Broz, Inc. Bankr. W.D. Pa. Case No. 10-20131 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/pawb10-20131.pdf In Re Mitchell Shelton Construction Co., Inc. Bankr. E.D. Tenn. Case No. 09-17994 Chapter 11 Petition filed December 11, 2009 See http://bankrupt.com/misc/tneb09-17994p.pdf See http://bankrupt.com/misc/tneb09-17994c.pdf In Re Shimmer & Bilal, Inc. Bankr. N.D. Texas Case No. 10-40312 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/txnb10-40312.pdf In Re Surplus Floors, Inc. dba Surplus Floors Outlet Bankr. N.D. Texas Case No. 10-30305 Chapter 11 Petition Filed January 11, 2010 See http://bankrupt.com/misc/txnb10-30305.pdf In Re Duk H. Han Bankr. C.D. Calif. Case No. 10-11104 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/cacb10-11104.pdf In Re Jassem Shoe Corporation Bankr. C.D. Calif. Case No. 10-11211 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/cacb10-11211.pdf In Re B&R Property Management, Inc. Bankr. S.D. Fla. Case No. 10-10526 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/flsb10-10526.pdf In Re Great Spirts, Inc., dba Great Spirits Liqour & Fine Wines Bankr. S.D. Fla. Case No. 10-10599 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/flsb10-10599.pdf In Re JNZ, Inc. dba The Butcher's Block Bankr. N.D. Ga. Case No. 10-60931 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/ganb10-60931.pdf In Re Lambros J. Kutrubis aka Al Kutrubis Bankr. N.D. Ill. Case No. 10-00870 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/ilnb10-00870.pdf In Re John T. Dickey Bankr. N.J. Case No. 10-10788 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/njb10-10788.pdf In Re Michael Timothy Dunn Bankr. N.M. Case No. 10-10099 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/nmb10-10099.pdf In Re Gordon E. Dukes aka Gordon Edward Dukes Bankr. E.D. N.Y. Case No. 10-70205 Chapter 11 Petition Filed January 12, 2010 Filed As Pro Se In Re A&W Pizzeria & Restaurant, Inc. dba Tony's Ristorante & Pizzeria Bankr. E.D. N.Y. Case No. 10-70229 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/nyeb10-70229.pdf In Re South Shore Packers, Inc. Bankr. E.D. N.Y. Case No. 10-70232 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/nyeb10-70232.pdf In Re Frederick Dreher, D.D.S., P.C. Bankr. N.D. N.Y. Case No. 10-10060 Chapter 11 Petition filed January 12, 2010 See http://bankrupt.com/misc/nynb10-10060p.pdf See http://bankrupt.com/misc/nynb10-10060c.pdf In Re 976 Enterprises, Inc. Bankr. S.D. N.Y. Case No. 10-10137 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/nysb10-10137.pdf In Re JTC Unloading Service, Inc. Bankr. W.D. Pa. Case No. 10-20138 Chapter 11 Petition Filed January 12, 2010 See http://bankrupt.com/misc/pawb10-20138.pdf In Re Caliber R.E. & Development, L.L.C. dba Century 21 Catalina Realty dba Caliber R.E., L.L.C. (Former Name; Changed 6/5/2002) Bankr. Ariz. Case No. 10-00932 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/azb10-00932.pdf In Re Hans Jorgen Meidell Katharine Dunn Meidell Bankr. Ariz. Case No. 10-00811 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/azb10-00811.pdf In Re Rock Hard Designs, Inc. Bankr. Ariz. Case No. 10-00805 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/azb10-00805.pdf In Re Fulgencio Rodriguez Aquilina Rodriguez Bankr. C.D. Calif. Case No. 10-10134 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/cacb10-10134.pdf In Re Gaetano David Addamo Bankr. C.D. Calif. Case No. 10-10129 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/cacb10-10129.pdf In Re John M. Knox Jacqueline M. Knox Bankr. C.D. Calif. Case No. 10-10391 Chapter 11 Petition filed January 13, 2010 See http://bankrupt.com/misc/cacb10-10391p.pdf See http://bankrupt.com/misc/cacb10-10391c.pdf In Re Terra Linda Properties, LLC Bankr. C.D. Calif. Case No. 10-10923 Chapter 11 Petition Filed January 13, 2010 Filed As Pro Se In Re Roos V, Inc. dba Mattress King Bankr. N.D. Ga. Case No. 10-61096 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/ganb10-61096.pdf In Re Roos IV, Inc. dba Mattress King Bankr. N.D. Ga. Case No. 10-61097 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/ganb10-61097.pdf In Re James Jones Company, Inc. dba JJC fdba Nighthawk Express Bankr. S.D. Miss. Case No. 10-50058 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/mssb10-50058.pdf In Re Herbert S. Penrose Bankr. Nev. Case No. 10-50086 Chapter 11 Petition Filed January 13, 2010 Filed As Pro Se In Re Russell Ft. Apache Holdings, LLC Bankr. Nev. Case No. 10-10472 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/nvb10-10472.pdf In Re A & A General Contracting LLC Bankr. N.J. Case No. 10-10807 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/njb10-10807.pdf In Re BBSR Management, LLC dba Barnacle Ben's Seafood Rest. Bankr. N.J. Case No. 10-10882 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/njb10-10882.pdf In Re Suede Promotions, LLC Bankr. N.J. Case No. 10-10830 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/njb10-10830.pdf In Re Coile, Inc. Bankr. E.D. Tenn Case No. 10-30120 Chapter 11 Petition filed January 13, 2010 See http://bankrupt.com/misc/tneb10-30120p.pdf See http://bankrupt.com/misc/tneb10-30120c.pdf In Re Stephen Eugene Cochran dba One Last Cast Wine And Spirits Bankr. M.D. Tenn Case No. 10-00260 Chapter 11 Petition filed January 13, 2010 See http://bankrupt.com/misc/tnmb10-00260.pdf In Re Taylor Brothers, Incorporated Bankr. E.D. Va. Case No. 10-30216 Chapter 11 Petition Filed January 13, 2010 See http://bankrupt.com/misc/vaeb10-30216.pdf In Re Warren Cornelius Colley Bankr. E.D. Va. Case No. 10-70133 Chapter 11 Petition Filed January 13, 2010 Filed As Pro Se In Re Henry Benjamin Bankr. Ariz. Case No. 10-01091 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/azb10-01091.pdf In Re Louis A. Costarella Laura A. Costrella Bankr. Ariz. Case No. 10-01052 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/azb10-01052.pdf In Re I.Khan Holdings, LLC Bankr. C.D. Calif. Case No. 10-11411 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/cacb10-11411.pdf In Re Condon Construction, Inc. Bankr. Colo. Case No. 10-10572 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/cob10-10572.pdf In Re American Sales Marketing Bankr. Del. Case No. 10-10110 Chapter 11 Petition filed January 14, 2010 See http://bankrupt.com/misc/deb10-10110p.pdf See http://bankrupt.com/misc/deb10-10110c.pdf In Re Hartsfield Electric Services, LLC Bankr. N.D. Fla. Case No. 10-40028 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/flnb10-40028.pdf In Re Peninsula Development Corporation of South Florida Bankr. S.D. Fla. Case No. 10-10751 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/flsb10-10751.pdf In Re Kwitchurbeliakin, LLC aka Thunderbird Lanes Bankr. N.D. Ind. Case No. 10-30091 Chapter 11 Petition Filed January 14, 2010 Filed As Pro Se In Re Frank Willing Jennifer Willing Bankr. Md. Case No. 10-10887 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/mdb10-10887.pdf In Re Kenneth Tyson Bankr. N.D. Ohio Case No. 10-10251 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/ohnb10-10251.pdf In Re Detroit Avenue Realty Co. Bankr. N.D. Ohio Case No. 10-10252 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/ohnb10-10252.pdf In Re Fellini's Cafe, Inc. Bankr. E.D. Pa. Case No. 10-10270 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/paeb10-10270.pdf In Re Elizabeth G. Jones Bankr. W.D. Pa. Case No. 10-20211 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/pawb10-20211.pdf In Re # JD'S Landscaping and Trucking, Inc. Bankr. W.D. Pa. Case No. 10-20210 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/pawb10-20210.pdf In Re World Premiere Marketing dba Global Response Technologies Bankr. Utah Case No. 10-20396 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/utb10-20396.pdf In Re 5358 East Greenwich LLC Bankr. Vt.Case No. 10-10050 Chapter 11 Petition Filed January 14, 2010 See http://bankrupt.com/misc/vtb10-10050.pdf In Re Alex Chevrolet Inc. Bankr. N.D. W.Va. Case No. 10-00061 Chapter 11 Petition Filed January 14, 2010 Filed As Pro Se In Re Blue Ribbon Auto Sales, Inc. Bankr. Ariz. Case No. 10-01189 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/azb10-01189.pdf In Re Vision Waste & Recycling, LLC Bankr. Ariz. Case No. 10-01146 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/azb10-01146.pdf In Re Mama Franceschi's, LP dba Capurro's Bankr. N.D. Calif. Case No. 10-30109 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/canb10-30109.pdf In Re Durango Marble & Granite, LLC Bankr. Colo. Case No. 10-10701 Chapter 11 Petition filed January 15, 2010 See http://bankrupt.com/misc/cob10-10701p.pdf See http://bankrupt.com/misc/cob10-10701c.pdf In Re Michael Nathan Schweitz dba Tacos Nayarit dba Precision Granite Works, LLC dba Unison, LLC dba Durango Marble & Granite, LLC Bankr. Colo. Case No. 10-10698 Chapter 11 Petition filed January 15, 2010 See http://bankrupt.com/misc/cob10-10698p.pdf See http://bankrupt.com/misc/cob10-10698c.pdf In Re Anno Nuovo, Inc. dba Stefano's Family Restaurant Bankr. M.D. Fla. Case No. 10-00803 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/flmb10-00803.pdf In Re Marcial Eduardo Solorzano Bankr. M.D. Fla. Case No. 10-00778 Chapter 11 Petition Filed January 15, 2010 Filed As Pro Se In Re MGT Restaurant Group Inc. dba Atlanta Bread Company Bankr. M.D. Fla. Case No. 10-00790 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/flmb10-00790.pdf In Re Reliance Aviation- Fort Lauderdale, Inc. Bankr. S.D. Fla. Case No. 10-10930 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/flsb10-10930.pdf In Re Mountaintop Advisers, Ltd. Bankr. Minn. Case No. 10-40278 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/mnb10-40278.pdf In Re El Jefe's Mexican Grill, LLC Bankr. Nev. Case No. 10-10603 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/nvb10-10603.pdf In Re AFC Realty Capital, Inc. Bankr. N.J. Case No. 10-11083 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/njb10-11083.pdf In Re Atlantic Gastroenterology Associates, P.A. Bankr. N.J. Case No. 10-11077 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/njb10-11077.pdf In Re KDJ Advertising, LLC Bankr. S.D. N.Y. Case No. 10-10186 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/nysb10-10186.pdf In Re Chloe, LLC Bankr. E.D. Okla. Case No. 10-80035 Chapter 11 Petition Filed January 15, 2010 Filed As Pro Se In Re # 1 Auto Group Incorporated Bankr. E.D. Pa. Case No. 10-10294 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/paeb10-10294.pdf In Re Larry Eugene Ahlman aka Larry E. Ahlman fdba DASALA, LLC dba Doubledave's Pizza Sandra Ahlman Bankr. S.D. Texas Case No. 10-70034 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/txsb10-70034.pdf In Re Milan Physical Therapy, PC Bankr. W.D. Tenn. Case No. 10-10150 Chapter 11 Petition Filed January 15, 2010 See http://bankrupt.com/misc/tnwb10-10150.pdf In Re Richard Louis Alexander Bankr. W.D. Wis. Case No. 10-10248 Chapter 11 Petition Filed January 15, 2010 Filed As Pro Se In Re Lero Property Investments, LLC Bankr. C.D. Calif. Case No. 10-10571 Chapter 11 Petition filed January 17, 2010 See http://bankrupt.com/misc/cacb10-10571p.pdf See http://bankrupt.com/misc/cacb10-10571c.pdf In Re The Loon Cafe, Ltd. Bankr. N.D. Ill.Case No. 10-01590 Chapter 11 Petition Filed January 17, 2010 See http://bankrupt.com/misc/ilnb10-01590.pdf In Re SGC Enterprises Inc. Bankr. N.D. Ala. Case No. 10-80160 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/alnb10-80160.pdf In Re Superior Car Wash Systems, Inc. Bankr. Ariz. Case No. 10-01239/ 10-01247 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/azb10-01239.pdf See http://bankrupt.com/misc/azb10-01247.pdf In Re Twelve Signs, Incorporated dba Starscroll Bankr. C.D. Calif. Case No. 10-11758 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/cacb10-11758.pdf In Re Florida Body Shop And Rebuilders, Inc. Bankr. M.D. Fla. Case No. 10-00942 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/flmb10-00942.pdf In Re Surinder Rani Joshi Bankr. M.D. Fla. Case No. 10-00913 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/flmb10-00913.pdf In Re Synergy Contracting, LLC Bankr. S.D. Iowa Case No. 10-00159 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/iasb10-00159.pdf In Re Krave Entertainment, LLC dba Krave dba Harmon Theater Bankr. Nev. Case No. 10-10672 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/nvb10-10672.pdf In Re Bastone, Inc. aka Iannellis Cucina Bankr. S.D. N.Y. Case No. 10-22073 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/nysb10-22073.pdf In Re Templar Consulting, LLC dba Templar Tactics Bankr. E.D. N.C. Case No. 10-00334 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/nceb10-00334.pdf In Re M.E. Supply Co. Bankr. N.D. Ohio Case No. 10-40143 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/ohnb10-40143.pdf In Re Frey Mechanical Group, Inc. Bankr. E.D. Pa. Case No. 10-10349 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/paeb10-10349.pdf In Re Minnie Mouse Children's Learning Center, Inc. dba Minnie's Learning Academy dba Minnie's Learning Academy, Inc. Bankr. W.D. Tenn. Case No. 10-20502 Chapter 11 Petition Filed January 18, 2010 See http://bankrupt.com/misc/tnwb10-20502.pdf In Re Billy Fred Boland aka B. F. Boland dba Boland Homes & Real Estate dba Boland Lanes & Amusement dba Boland Farm Betty Jenelle Boland aka Betty Trawick Boland aka Jenelle Boland Bankr. M.D. Ala. Case No. 10-10082 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/almb10-10082.pdf In Re Abraham Ryngler Jodi Ryngler Bankr. C.D. Calif. Case No. 10-10591 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/cacb10-10591.pdf In Re WMARTIN, LLC Bankr. C.D. Calif. Case No. 10-11470 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/cacb10-11470.pdf In Re Jahi Chinyelo Mirembe aka Creative Business Services Mosi Mawusi Mays-Mirembe aka Mosi MFT Mays-Mirembe Bankr. N.D. Calif. Case No. 09-40536 Chapter 11 Petition Filed January 19, 2010 Filed As Pro Se In Re Mike Ming Chen Bankr. N.D. Calif. Case No. 10-50462 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/canb10-50462.pdf In Re Rocky Mountain Air Solutions, Inc. Bankr. Colo. Case No. 10-10843 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/cob10-10843.pdf In Re Michael S. Longenecker Bankr. M.D. Fla. Case No. 10-01013 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/flmb10-01013.pdf In Re Cardiovascular Diagnostic Image, Inc. Bankr. S.D. Fla. Case No. 10-11088 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/flsb10-11088.pdf In Re Desert Pines Family Health Centers dba Desert Pines Chiropractic Bankr. Nev. Case No. 10-10734 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/nvb10-10734.pdf In Re Ocean Park Diner Inc. Bankr. E.D. N.Y. Case No. 10-70314 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/nyeb10-70314.pdf In Re Yetish, Inc. dba Yetish Pallet, Inc. Bankr. E.D. N.Y. Case No. 10-40376 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/nyeb10-40376.pdf In Re 360 Properties, LLC Bankr. E.D. Okla. Case No. 09-80039 Chapter 11 Petition Filed January 19, 2010 Filed As Pro Se In Re Corporacion Collazo-Rodriguez, Inc. Bankr. Puerto Rico Case No. 10-00271 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/prb10-00271.pdf In Re Nu-Buildn Associates Inc. Bankr. N.D. Texas Case No. 09-30433 Chapter 11 Petition Filed January 19, 2010 Filed As Pro Se In Re Take 3 Trailers, Inc. dba T 3 Truck Equipment, Inc. Bankr. W.D. Texas Case No. 10-10128 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/txwb10-10128.pdf In Re Shell Bowl, LLC Bankr. N.D. W.Va. Case No. 10-00078 Chapter 11 Petition Filed January 19, 2010 See http://bankrupt.com/misc/wvnb10-00078.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. Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, 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 2010. 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 ***