/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100305.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, March 5, 2010, Vol. 14, No. 63 Headlines ABITIBIBOWATER INC: To Sell Three Inactive Sawmills in Quebec ABITIBIBOWATER INC: Ernst & Young Submits 4th & 5th Reports ACCURIDE CORPORATION: SCSF Reduced Equity Stake to 3.2% ACCURIDE CORPORATION: Tinicum Capital Stake at 0% ADVANCED CELL: Inks Employment Deal with CEO William Caldwell ADVANCED CELL: Sells Discount Notes for $1,752,500 AFFILIATED MEDIA: Obtains Confirmation for Plan of Reorganization ALLEN CAPITAL: Files Schedules of Assets and Liabilities AMERICAN ACCESSORIES: Voluntary Chapter 11 Case Summary AMERICAN INT'L: Alico Sale Clears Tax Hurdles; Deal Seen By Sunday ANIXTER INT'L: Unit Offers to Buy 10% Notes due 2014 ANNY'S GILBERT GATEWAY: Voluntary Chapter 11 Case Summary AUTO SPA PROPERTIES: Voluntary Chapter 11 Case Summary AUTOBACS STRAUSS: Former Parent Says Plan Unconfirmable AVENTINE RENEWABLE: Court Approves Ports Lease and Eight Amendment AVIS BUDGET: FMR, Fidelity Hold 14.726% of Common Stock AVIS BUDGET: Moody's Affirms Corporate Family Rating at 'B2' AVIS BUDGET: Proposes Amendment to Senior Secured Credit Facility AVIS BUDGET: S&P Assigns 'B' Rating on $400 Mil. Senior Notes AVIS BUDGET: Unit to Sell $400 Million of Senior Notes AVIS BUDGET: Vanguard Group Holds 5.28% of Common Stock BACHRACH ACQUISITION: Court Approves Sale to B&B BASHAS' INC: Sending Stand-Alone Plan to Creditors for Voting BEAR ISLAND: Five Members Named to Creditors Panel BEAR ISLAND: Taps Garden City Group as Claims Agent BEAR ISLAND: Taps Troutman Sanders as Co-Counsel BEAR ISLAND: Wants Deadline for Filing of Schedules Extended BERNARD MADOFF: UBS, Ernst & Young Win Bid to Block Lawsuits BIG CEDAR CREEK: Case Summary & 3 Largest Unsecured Creditors BOYD GAMING: Moody's Reviews 'B1' Corporate Family Rating BREWERY LOFT PARTNERS: Case Summary & 20 Largest Unsec. Creditors BROADSTRIPE LLC: Plan Exclusivity Extended to April 27 BTA BANK: Restructuring Receives Recognition in U.S. CANWEST GLOBAL: President & Chief Executive Officer Resigns CARBURTON PROPERTIES: Voluntary Chapter 11 Case Summary CATALYST PAPER: Proceeds with Distressed Exchange CENTRAL VALLEY: Sells 66 Franchises for $39 Million CHARLES PHILIP COWIN: Files List of Unsecured Creditors CITADEL BROADCASTING: Reports $50.5-Mil. Operating Income for Q4 CITADEL BROADCASTING: Wants Until June 18 to Remove Actions CITADEL BROADCASTING: Proposes April 21 Claims Bar Date CITADEL BROADCASTING: Committee Wants EPIQ to Provide Info CITY OF HOPE: Case Summary & 20 Largest Unsecured Creditors COACHMEN INDUSTRIES: Bradley Louis Radoff Holds 7.9% Stake COACHMEN INDUSTRIES: Indian Creek Holds 9.3% of Common Stock COACHMEN INDUSTRIES: Unit Inks Contract with Private Developer COLONIAL BANCGROUP: Asks for Plan Exclusivity Until June 18 COLONIAL BANCGROUP: Tax Refunds to Be Placed in Segregated Account CONTOS DEVELOPMENT: Voluntary Chapter 11 Case Summary CORUS BANKSHARES: Receives Event of Default Notices COSINE COMMUNICATIONS: Incurs $597,000 Net Loss for 2009 COUDERT BROTHERS: Administrator Blasts Statek $85-Mil. Appeal CRESCENT RESOURCES: Wants Plan Exclusivity Until June 1 CRESCENT RESOURCES: Authorized to Hire RBS Securities DANNY'S SAN TAN: Voluntary Chapter 11 Case Summary DBSI COLONY WEST: Voluntary Chapter 11 Case Summary DELTA PETROLEUM: Aletheia Research Holds Less Than 5% Stake DELTA PETROLEUM: First Trust Holds 6.6% of Common Stock DELTA PETROLEUM: Steinberg Holds 1.58% of Common Stock DENNY'S CORP: BlackRock Holds 6.12% of Common Stock DENNY'S CORP: FMR, Fidelity Hold 12.653% of Common Stock DENNY'S CORP: Keeley Asset Management Holds 5.9% of Common Stock DEWOSKIN PROPERTIES: Case Summary & 10 Largest Unsecured Creditors DIAMOND BAY: Promises 100% Recovery for Unsecureds after Sale DIRECTV HOLDINGS: Moody's Upgrades Senior Ratings From 'Ba2' DOYLESTOWN PARTNERS: Case Summary & 2 Largest Unsecured Creditors EDITHA DIWA MASACAYAN: Voluntary Chapter 11 Case Summary ERICKSON RETIREMENT: Court Abates Motions Pending Confirmation ERICKSON RETIREMENT: Court to Hear DIP Reimbursements Today ERICKSON RETIREMENT: Strategic Entities Question HCP Deal EUROGAS INC: Posts $394,754 Net Loss in Q3 2009 EXPRESS LLC: Upsized Offering Cues Moody's to Retain 'B2' Ratings F & F LLC: HWI Cash Collateral Hearing Slated for March 25 FLYING J: Gets Nod for March 19 Auction for Bakersfield Refinery FLYING J: Leasing Restaurants to Denny's FOURTH QUARTER 118: Wants Until May 3 to Propose Chapter 11 Plan FOURTH QUARTER XLVII: Wants Until May 3 to File Chapter 11 Plan FREDERICK SIKORA: Case Summary & 20 Largest Unsecured Creditors GOOD SUCCESS CHRISTIAN: Case Summary & 12 Largest Unsec. Creditors GENERAL MOTORS: Executive Changes Announced GENERAL GROWTH: Posts $1.3 Billion Net Loss for 2009 GENERAL GROWTH: Has Restructures $10.6-Bil. in Debts of 205 Units GLOMETRO INC: Files Schedules of Assets & Liabilities GLOMETRO INC: Section 341(a) Meeting Scheduled for March 16 GLOMETRO INC: Taps Robert T. Kawamoto as Bankruptcy Counsel GRACEWAY PHARMACEUTICALS: Moody's Reviews Caa1 Corp. Family Rating GREAT LAKES TRUCKLAND: Case Summary & 3 Largest Unsec. Creditors GUITARS AND CADILLACS: Case Summary & 20 Largest Unsec. Creditors HCA INC: To Offer $1 Billion Senior Secured First Lien Notes HOLLY RAJ INC: Case Summary & 4 Largest Unsecured Creditors HUDSON'S FURNITURE: Case Summary & 20 Largest Unsecured Creditors INTELLIPHARMACEUTICALS: Posts $1.8 Mln Loss in Period Ended Nov 30 JAPAN AIRLINES: Starts Tokyo-Dubai Codeshare Flights with Emirates JAPAN AIRLINES: Seeks Approval From MLIT for Fuel Surcharge JAPAN AIRLINES: Stock Delisted, Ends Final Trading at JPY1 JAZZ PHARMACEUTICALS: Posts $6.8 Million Net Loss for 2009 JOBSITE INC: Case Summary & 20 Largest Unsecured Creditors LAS VEGAS MONORAIL: Files Schedules of Assets and Liabilities LEAP WIRELESS: Pocket Joint Venture Won't Move Moody's 'B2' Rating LEVEL 3 COMMS: Had $3.695-Mil. Communications Revnue for FY2009 LIMITED BRANDS: S&P Changes Outlook to Stable; Affirms 'BB' Rating LINDA WOOLF: Case Summary & 16 Largest Unsecured Creditors LODGENET INTERACTIVE: Anchorage Advisors No Longer Holds Shares LODGENET INTERACTIVE: FMR, Fidelity Hold 5.590% of Common Stock LODGENET INTERACTIVE: Inks Employment Deal with Elsenbast as CFO LOG LLC: Case Summary & 16 Largest Unsecured Creditors MAGNA ENTERTAINMENT: Gets Nod to Borrow Additional $7MM MALUHIA DEV'T: Files List of Unsecured Creditors MARQUISE 7 ENTERPRISES: Case Summary & 2 Largest Unsec. Creditors MASCO CORPORATION: Fitch Affirms Issuer Default Rating at 'BB+' MESA AIR: Gets Final Nod to Employ Imperial as Fin'l Advisor MESA AIR: Committee Proposes Macquarie as Financial Advisor MESA AIR: Committee Gets Nod for Morrison as Counsel MILLIPORE CORP: S&P Affirms Corporate Credit Rating at 'BB+' MIRA ENTERPRISES: Files for Chapter 11 Bankruptcy MONTEVALLO APARTMENTS: Case Summary & 1 Largest Unsecured Creditor MUEBLERIA PROVINCIAL: Case Summary & 13 Largest Unsec. Creditors NEXTMEDIA GROUP: Court Fixes March 29 as Claims Bar Date NEXTMEDIA GROUP: Plan Confirmation Hearing Set for March 22 NIGHTLIFE ENTERPRISES: Recession, Debt Woes Forced Bankruptcy NORTEL NETWORKS: Has Settlement With ATC, et al. NORTEL NETWORKS: Proposes Settlement With Jabil Circuit, et al. NORTEL NETWORKS: Gets Nod for Deal with Velenio Holdings NOVADEL PHARMA: Inks Common Stock Purchase Deal with Seaside 88 NPS PHARMACEUTICALS: BlackRock Holds 7.57% of Common Stock NPS PHARMACEUTICALS: Columbia Wanger Holds 8.6% of Common Stock NPS PHARMACEUTICALS: GLG Partners Holds 5.55% of Common Stock NPS PHARMACEUTICALS: Sells REGPARA Royalty Rights to DRI NYC OFF-TRACK: No Decision Yet on Eligibility for Chapter 9 OCCUPATIONAL & MEDICAL: Seeks Recognition of Aussie Proceedings OSHKOSH CORP: S&P Raises Issue-Level Rating on Securities to 'BB' OVB LLC: Case Summary & 4 Largest Unsecured Creditors OXFORD SQUARE: Case Summary & 14 Largest Unsecured Creditors PALM INC: S&P Affirms Corporate Credit Rating at 'CCC+' PARK LANE ASSOCIATES: Case Summary & 20 Largest Unsec. Creditors PARMALAT SPA: Prosecutors Want Stiffer Sentence for Tanzi PARMALAT SPA: Settles EUR1 Bil. PCF Claims PARMALAT SPA: Creditors Convert Warrants for 107,277 Shares PHILADELPHIA NEWSPAPERS: Lenders Want Auction Suspended QUANTUM CORP: S&P Changes Outlook to Positive; Affirms 'B-' Rating REGENT COMMUNICATIONS: Committee Organizational Meeting March 10 RENEW PAPER: Files for Bankruptcy Protection to Sell Assets ROBERT DAY: Case Summary & 20 Largest Unsecured Creditors ROBERT GONZALEZ: Case Summary & 20 Largest Unsecured Creditors RQB RESORT: Wins Court Approval to Use Cash SELKIRK COGEN: Moody's Downgrades Senior Rating to 'Ba2' SENSATA TECH: Launches Cash Tender Offer to Buy Senior Notes SENSATA TECHNOLOGIES: S&P Puts 'B-' Rating on CreditWatch Positive SEQUENOM INC: SAM, Brookside et al. No Longer Hold Shares SEVEN SEAS: Moody's Withdraws 'B3' Corporate Family Rating S.H. LEGGITT: Files List of Unsecured Creditors S.H. LEGGITT: Taps Martinec Winn as Bankruptcy Counsel SHEARER'S FOODS: Moody's Assigns Corporate Family Rating at 'B1' SHOPPES AT SILVER: M&T Bank Offers $1 to Acquire Assets SIX FLAGS: Texas Comptroller Says Plan Not Confirmable SIX FLAGS: Gets Go Signal for Pact With Commonwealth Insurance SIX FLAGS: Sued by Kentucky State Fair Board for Fraud SOLUTIA INC: Moody's Affirms Corporate Family Rating at 'B1' SOLUTIA INC: S&P Raises Corporate Credit Rating to 'BB-' SPANSION INC: Exclusive Solicitation Period Extended to March 8 SPANSION INC: Settles With Warn Act Plaintiffs for $8.56MM SPANSION INC: Committee Asks Silver Lake to Respond to Subpoenas SPIRIT FINANCE: S&P Downgrades Corporate Credit Rating to 'CC' STERLING CHEMICALS: S&P Withdraws 'B-' Corporate Credit Rating SUN WEST ESTATES: Case Summary & 20 Largest Unsecured Creditors SWOOZIE'S INC: Case Summary & 39 Largest Unsecured Creditors TAVERN ON THE GREEN: To Be Converted to Ch. 7 Liquidation TAVERN ON THE GREEN: Has Potential Bidder for Trademark TELCORDIA TECHNOLOGIES: Moody's Affirms B3 Ratings TERRA INDUSTRIES: Fitch Puts Issuer Ratings on Evolving Watch THORNBURG MORTGAGE: Executives Sued by Chapter 11 Trustee TLC VISION: Shareholders Seek Official Committee TRILOGY INTERNATIONAL: S&P Junks Rating on Senior Secured Loan TROPICANA ENTERTAINMENT: NJCC Approves Sale of Casino to Icahn TROPICANA ENTERTAINMENT: Aztar Evansville Could Get Name Change TROPICANA ENTERTAINMENT: Union Fund Asks Lift Stay to Pursue Claim TROPICANA ENTERTAINMENT: Fee Auditor Issue Report on Fee Apps. TW TELECOM: Moody's Assigns 'B2' Rating on $430 Mil. Notes UAL CORP: Blackrock Reports 5.24% Equity Stake UAL CORP: LMM LLC Reports 4.54% Equity Stake UAL CORP: Citadel Reports 4% Equity Stake UAL CORP: Appaloosa Owns 3.04 Million Shares of Common Stock USEC INC: Earns $58.9 Million for Fourth Quarter 2009 USEC INC: Inks 2nd Amended Credit Agreement with JPMorgan Chase UTEX COMMUNICATIONS: Case Summary & 18 Largest Unsecured Creditors UTSTARCOM INC: Viraj Patel Steps Down as Vice President VERENIUM CORP: Capital Ventures, Heights Capital Hold 5.8% Stake VERENIUM CORP: Extends Joint Devt. Program with BP Until 1 VERENIUM CORP: Highbridge Owns 8.29% of Common Stock VERENIUM CORP: Invesco Ltd. No Longer Holds Shares VERENIUM CORP: Marxe and Greenhouse Hold 12.8% of Common Stock VERENIUM CORP: Unit Extends BP Biofuels Joint Development Deal VISANT HOLDING: Moody's Affirms Corporate Family Rating at 'B1' WASHINGTON MUTUAL: Close to Settlement of JPMorgan Dispute WE THE PEOPLE: Organizational Meeting to Form Panel on March 9 WGMJR INC: Case Summary & 6 Largest Unsecured Creditors WHG DEVELOPMENT LLC: Case Summary & 5 Largest Unsecured Creditors WHIRLPOOL CORPORATION: Moody's Changes Outlook to Stable WILLIAM BUCKLES: Files Schedules of Assets & Liabilities WILLIAM BUCKLES: Taps Reissman & Blanchard as Bankr. Counsel WILLIAM BUCKLES: Section 341(a) Meeting Scheduled for March 8 WORKSTREAM INC: Janus Capital Holds 1.5% of Common Stock YIGAL RAPPAPORT: Case Summary & 20 Largest Unsecured Creditors ZAYAT STABLES: Bank Agreement to Keep Stables Open Ahead of Derby ZHONE TECHNOLOGIES: Receives NASDAQ Deficiency Notice * Oneida Pension Ruling Could Spur Backlash * Bill to Prohibit Executive Bonuses in Bankruptcy * Chadbourne & Parke Appoints Three Counsel and Two In'l Partners * Willkie Farr's Shelley Chapman to be New York Bankruptcy Judge * BOOK REVIEW: Taking America - How We Got from the First Hostile Takeover to Megamergers, Corporate Raiding and Scandal ********* ABITIBIBOWATER INC: To Sell Three Inactive Sawmills in Quebec ------------------------------------------------------------- AbitibiBowater is selling its three inactive sawmills at Roberval, Saint-Fulgence and Lebel-sur-Quevillon in Quebec, Canada as part of its restructuring efforts, CBC News Canada reported late February. The Company confirmed that it is on a six-week hunt for buyers of the Mills, which have been temporarily closed since 2009. Abitibi spokesperson Pierre Choquette said that "the bidding process itself is a requirement, because we're under restructuring right now, so we need to make sure we get the best value possible at the end of the process." Mr. Choquette told CBC News that there are no immediate plans to close the mills for good if they don't sell within six weeks. Denis Labeaume, head of the union for the Roberval mill, doesn't expect the mill to close under a new buyer, said the report. Meanwhile, Bridgewater Paper Company Limited is laying-off 163 more employees in Liverpool, in addition to the previously announced 108 job cuts. The Company is ceasing production at the Liverpool mill while it searches for a buyer, CBC News Canada reported February. About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 23 pulp and paper facilities and 28 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Ernst & Young Submits 4th & 5th Reports ----------------------------------------------------------- Ernst & Young, Inc., in its capacity as information officer, apprised Mr. Justice Gascon on February 8, 2010, of updates with respect to the Chapter 11 proceedings of the CCAA Applicants. Under its Fourth Information Officer Report, E&Y disclosed that, among other things, the Debtors have sought and obtained permission from the U.S. Bankruptcy Court for the District of Delaware: (i) to enter into a settlement compromise under Rule 2019 of the Bankruptcy Code with Augusta Newsprint Company to set off mutual debts and for a modification of the automatic stay; (ii) to reject a certain call agreement related to Augusta Newsprint made as of July, 2004, as amended, between Woodbridge International Holdings Limited, Woodbridge International Holdings S.A., the Woodbridge Company Limited, Abitibi Consolidated Sales Corporation and ACI; (iii) to enter into a series of transactions necessary to effect payment of certain intercompany debt related to a potential $55.25 million Canadian withholding tax liability as also approved by the Canadian Court on December 1, 2009; (iv) to enter into a Purchase and Sale Agreement with CIT Partners, LLC, as purchaser, for the sale of certain property located in Lufkin, Texas; a lease relating to a paper machine; and certain executory contracts; (v) for Bowater Alabama LLC, a subsidiary of Bowater Newsprint South LLC, to enter into and perform its obligations under a real and personal property sale contract for the sale of certain assets located in Shelby County, Alabama; (vi) to assume certain unexpired leases of non-residential real property and setting cure amounts with respect to those properties; and (vii) to implement bid procedures for the sale of certain recycling assets of Abitibi-Consolidated Corp., a subsidiary of Donohue Corp. The Information Officer has also been advised that the Debtors continue to file notices of settlement of ordinary course claims and notices of the assumption, assignment and rejection of leases and executory contracts in the usual manner. Similarly, other administrative expense claims, fee applications and lift stay motions continue to be resolved in the usual manner. A full-text copy of the Fourth Information Officer's Report is available for free at: http://bankrupt.com/misc/CCAA_4thInfoOfcrReport.pdf Fifth Report In its fifth report dated February 17, 2010, Ernst & Young, Inc., in its capacity as information officer, apprised Mr. Justice Gascon of these orders entered by the United States Bankruptcy Court for the District of Delaware relating to Chapter 11 proceedings of the CCAA Applicants: (i) Approval of the stipulation between the Debtors and Wells Fargo Bank, N.A., in its capacity as administrative agent for the lenders party to a certain term loan agreement regarding the use of proceeds from the sale of certain assets in Lufkin, Texas; (ii) Approval of the supplemental joint administration of the Chapter 11 cases of ABH LLC I and ABH Holding Company with the other Debtors, as part of the CCAA Applicants' and the Debtors' tax restructuring steps the Canadian Court approved on December 1, 2009; (iii) Authorization of Abitibi Consolidated Sales Corp. to (a) enter into a purchase and sale agreement with respect to the sale of certain real property that constituted ACSC's former paper mill operations in Steilacoom, Washington to Ralston Investments, Inc. free and clear of all liens; (b) assign executory contracts and unexpired leases; and (c) pay the seller's broker's commission equal to 6% of the purchase price; (iv) Approval of a settlement agreement among certain individual Claimants and the Debtors and relating to personal injury caused by a traffic accident; (v) Extension of the Debtors' exclusive periods to file a Chapter 11 plan through and including April 15, 2010 and to solicit the acceptance of that plan through and including June 11,2010; (vi) Approval of a cross-border claims protocol establishing procedures with respect to the review and reconciliation of claims filed against the Cross-Border Petitioners, which was also approved in the CCAA Proceedings by the Canadian Court on January 18, 2010; (vii) Approval of Bowater Inc.'s assumption of the Sludge Dewatering Project Agreement No. BOW2013JP with Turner Specialty Services LLC; and (viii) Approval of a stipulation between the U.S. Debtors, Aurelius Capital Management, LP, the Official Committee of Unsecured Creditors, Avenue Investments, L.P., Wachovia Bank N.A., Fairfax Financial Holdings Ltd., Bank of Nova Scotia and Law Debenture Trust Company of New York, as DIP Indenture Trustee, regarding the amendment of the final order approving the DIP Financing. The Information Officer further told Mr. Justice Gascon that the Debtors also obtained Court orders for: (i) the allowance and payment of an administrative expense claim for US$396,953 against Bowater and a claim for US$334,741 against Bowater Canada Forest Products, Inc.; (ii) the dismissal of the Chapter 11 case of ABH LLC 2, a special purpose vehicle which was formed in connection with a series of transactions designed to address a potential US$55.25 million withholding tax liability through the payment of certain intercompany debt; (iii) authority for the Official Committee of Unsecured Creditors to commence and prosecute certain claims of the Debtors' estates pursuant to Section 548 of the Bankruptcy Code against Wells Fargo Bank, National Association, as successor administrative agent for the ACCC Term Lenders, and requesting an extension of related investigation deadlines; and (v) the establishment of April 7, 2010 as the final date for any person who was an employee of the Debtors as of April 16, 2009, to file proofs of claim in the Chapter 11 proceedings. George L. Miller, Chapter 7 Trustee for the Bankruptcy Estates of Pope & Talbot, Inc., also sought the Bankruptcy Court's authority to file a prepetition claim for US$530,619, which motion is scheduled to be heard on March 23, 2010. A full-text copy of the February 17 Information Officer's Report is available for free at: http://bankrupt.com/misc/CCAA_5thInfoOfcrReport.pdf About AbitibiBowater Inc. Headquartered in Montreal, Canada, AbitibiBowater Inc. -- http://www.abitibibowater.com/-- produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 23 pulp and paper facilities and 28 wood products facilities located in the United States, Canada, the United Kingdom and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ACCURIDE CORPORATION: SCSF Reduced Equity Stake to 3.2% ------------------------------------------------------- SCSF Equities, LLC, Sun Capital Partners V, L.P. and their related entities disclosed that on February 26, 2010, they ceased to be the beneficial owners of more than 5% of the old common stock of Accuride Corp. As of Feb. 26, they are deemed to own 4,106,107 shares, equivalent to 3.2% of the total stock outstanding. A full-text copy of SCSF Equities, LLC's amended Schedule 13-D is available for free at http://researcharchives.com/t/s?567c About Accuride Corp. Accuride Corporation (OTC BB: ACUZ) -- http://www.accuridecorp.com/ -- claims to be one of the largest and most diversified manufacturers and suppliers of commercial vehicle components in North America. Accuride's products include commercial vehicle wheels, wheel-end components and assemblies, truck body and chassis parts, seating assemblies and other commercial vehicle components. Accuride's products are marketed under its brand names, which include Accuride, Gunite, Imperial, Bostrom, Fabco, Brillion, and Highway Original. Accuride filed for Chapter 11 in Delaware and emerged from bankruptcy five months later on February 26, 2010. Attorneys at Irell & Manella LLP and Reed Smith LLP served as counsel. Morris Anderson & Associates was financial advisor. ACCURIDE CORPORATION: Tinicum Capital Stake at 0% ------------------------------------------------- Tinicum Capital Partners II, L.P., Tinicum Capital Partners II Parallel Fund, L.P., Tinicum Lantern II L.L.C., Terence M. O'Toole, and Eric M. Ruttenberg disclose that as of February 26, 2009, they have ceased to be the beneficial owners of any equity securities of Accuride Corporation. On February 26, 2010, Accuride Corporation and its domestic subsidiaries emerged from Chapter 11 protection, and all outstanding shares of the Company's common stock and other equity interest were cancelled. A full-text copy of Tinicum Capital Partners II, L.P.'s amended Schedule 13-D is available for free at: http://researcharchives.com/t/s?567b About Accuride Corp. Accuride Corporation (OTC BB: ACUZ) -- http://www.accuridecorp.com/ -- claims to be one of the largest and most diversified manufacturers and suppliers of commercial vehicle components in North America. Accuride's products include commercial vehicle wheels, wheel-end components and assemblies, truck body and chassis parts, seating assemblies and other commercial vehicle components. Accuride's products are marketed under its brand names, which include Accuride, Gunite, Imperial, Bostrom, Fabco, Brillion, and Highway Original. Accuride filed for Chapter 11 in Delaware and emerged from bankruptcy five months later on Feb. 26, 2010. Attorneys at Irell & Manella LLP and Reed Smith LLP served as counsel. Morris Anderson & Associates was financial advisor. ADVANCED CELL: Inks Employment Deal with CEO William Caldwell ------------------------------------------------------------- Advanced Cell Technology, Inc., on February 22, 2010, entered into an employment agreement with William M. Caldwell, IV, who has been the Company's chief executive office and chairman since January 2005. Pursuant to the Employment Agreement, the parties agreed as follows: -- Mr. Caldwell will continue to serve as the Company's chief executive officer, for a term of two and 1/3 years commencing on October 1, 2009, subject to earlier termination as provided therein. The term under the Employment Agreement will renew automatically for additional one year terms unless either party provides written notice of intent not to renew the Employment Agreement at least 90 days prior to such automatic renewal. -- The Company will pay Mr. Caldwell an initial base salary of $480,000 per annum, which base salary will increase annually by not less than the annual increase in the consumer price index, and may be increased during the term by a greater amount at the sole discretion of the Company's board of directors. -- Within 10 days of execution of the Employment Agreement, the Company will pay Mr. Caldwell a retention bonus of $100,000. -- Commencing in the 2010 calendar year, the Company will pay Mr. Caldwell an annual bonus based on the performance of the Company's common stock. The Company may also pay Mr. Caldwell additional bonuses in the Company's sole discretion. -- The Company will recommend to the Company's board of directors that the Company issue to Mr. Caldwell restricted common stock in an amount equal to the greater of (a) 70,000,000 shares or (b) 7% of the Company's fully diluted shares of issued and outstanding common stock. -- If Mr. Caldwell's employment under the Employment Agreement is terminated by the Company without cause, or by Mr. Caldwell for good reason the Company will pay Mr. Caldwell severance of two years' base salary. About Advanced Cell Based in Worcester, Massachusetts, Advanced Cell Technology, Inc., is a biotechnology company focused on developing and commercializing human embryonic and adult stem cell technology in the emerging fields of regenerative medicine. Principal activities to date have included obtaining financing, securing operating facilities, and conducting research and development. The Company has no therapeutic products currently available for sale and does not expect to have any therapeutic products commercially available for sale for a period of years, if at all. The Company's ability to continue its research and development activities is dependent upon the ability of management to obtain additional financing as required. At September 30, 2009, the Company had $6,380,040 in total assets against $75,147,467 in total liabilities, resulting in $70,817,898 in stockholders' deficit. At September 30, 2009, the Company had $1,297,592 in total current assets against $66,275,699 in total current liabilities. The Company has noted it has losses from operations, negative cash flows from operations, a substantial stockholders' deficit and current liabilities exceed current assets. The Company may thus not be able to continue as a going concern and fund cash requirements for operations through the next 12 months with current cash reserves. The Company was able to raise additional cash during the third quarter of 2009. Notwithstanding success in raising capital, there continues to be substantial doubt about the Company's ability to continue as a going concern. ADVANCED CELL: Sells Discount Notes for $1,752,500 -------------------------------------------------- Advanced Cell Technology, Inc., disclosed that on February 18, 2010, pursuant to the second closing under a Subscription Agreement, it sold to subscribers, original issue discount promissory notes in the aggregate principal amount of $2,103,000, for an aggregate purchase price of $1,752,500 -- including $67,500 paid for by forgiveness of legal fees -- and issued 14,020,000 Class A Warrants. In connection with the second closing under the Subscription Agreement, on February 18, the Company issued 250,000 shares of common stock, valued at $25,000, to Momona Capital LLC, as a due diligence fee. Immediately following the second closing under the Subscription Agreement, the Company had 824,886,586 shares of common stock issued and outstanding. On November 12, 2009, the Company entered into a subscription agreement with certain subscribers. The Company agreed to sell original issue discount promissory notes in the principal amount of a minimum of $2,400,000, for a purchase price of a minimum of $2,000,000. The Notes will be convertible into shares of the Company's common stock at a conversion price of $0.10. Pursuant to the Subscription Agreement, the Company also agreed to issue (i) one-and-one third Class A warrants for each two shares of common stock underlying the Notes, to purchase shares of the Company's common stock with a term of five years and an exercise price of $0.108, (ii) additional investment rights, exercisable until 9 months after the initial closing date of the Subscription Agreement, to purchase (a) original issue discount promissory notes -- AIR Notes -- with the same terms as the Notes, in the principal amount of up to the principal amount of the Notes to be purchased by the Subscribers, for a purchase price of up to the purchase price paid by the Subscribers for the Notes, with a conversion price of $0.10, and (b) one-and-one third Class B warrants for each two shares of common stock underlying the AIR Notes, to purchase shares of the Company's common stock with a term of five years and an exercise price of $0.108. The Company will be required to redeem the Notes monthly commencing in May 2010, in the amount of 14.28% of the initial principal amount of the Notes, in cash or common stock at the Company's option (subject to the conditions set forth in the Notes), until the Notes are paid in full. Pursuant to the initial closing under the Subscription Agreement, on November 12 and November 13, 2009, the Company sold Notes in the aggregate principal amount of $2,103,000 for an aggregate purchase price of $1,752,500. Pursuant to the initial closing under the Subscription Agreement, the Company also issued an aggregate of (i) 14,020,000 Class A Warrants, and (ii) Additional Investment Rights for the purchase of up to (a) $4,206,000 principal amount of AIR Notes for a purchase price of up to $3,505,000 and (b) 28,040,000 Class B Warrants. The Subscribers also agreed to purchase, subject to customary conditions, additional Notes in the principal amount of $2,103,000, for a purchase price of $1,752,500, in a second closing to occur within 90 days of the initial closing. About Advanced Cell Based in Worcester, Massachusetts, Advanced Cell Technology, Inc., is a biotechnology company focused on developing and commercializing human embryonic and adult stem cell technology in the emerging fields of regenerative medicine. Principal activities to date have included obtaining financing, securing operating facilities, and conducting research and development. The Company has no therapeutic products currently available for sale and does not expect to have any therapeutic products commercially available for sale for a period of years, if at all. The Company's ability to continue its research and development activities is dependent upon the ability of management to obtain additional financing as required. At September 30, 2009, the Company had $6,380,040 in total assets against $75,147,467 in total liabilities, resulting in $70,817,898 in stockholders' deficit. At September 30, 2009, the Company had $1,297,592 in total current assets against $66,275,699 in total current liabilities. The Company has noted it has losses from operations, negative cash flows from operations, a substantial stockholders' deficit and current liabilities exceed current assets. The Company may thus not be able to continue as a going concern and fund cash requirements for operations through the next 12 months with current cash reserves. The Company was able to raise additional cash during the third quarter of 2009. Notwithstanding success in raising capital, there continues to be substantial doubt about the Company's ability to continue as a going concern. AFFILIATED MEDIA: Obtains Confirmation for Plan of Reorganization ----------------------------------------------------------------- Affiliated Media, Inc., obtained confirmation for its plan of reorganization, paving the way for it to emerge from chapter 11 protection just six weeks after filing for it. The Hon. Kevin J. Carey of U.S. Bankruptcy Court for the District of Delaware confirmed the plan at a hearing today. The plan reduces the company's debt from approximately $930 million to approximately $165 million. "We knew we had a good plan going in, and it had been approved by the lenders before it was filed," said William Dean Singleton, Chairman and Chief Executive Officer of MediaNews Group. "We are pleased that it won confirmation, and that our company is now well-positioned for the changing days ahead." The reorganization involves no management change or change of control of the company. The company reached agreement on terms of the plan with its lenders prior to filing for protection on Jan. 22, 2010. Affiliated Media asked the Bankruptcy Court to sign off on the prepackaged reorganization plan, despite mounting objections in recent days over the terms of the plan. Among other parties, Bank of New York Mellon Trust Co. and Warner Gateway Partners objected to the prepackaged Chapter 11 plan. Terms of the Plan Holders of senior notes aggregating $583.1 million will receive 88% of the common stock, a $150 million secured term loan and certain cash payments. Majority of the senior lenders approved the terms of the plan prior to the bankruptcy filing. Holders of other secured claims would retain their claims and have their rights unaltered. Under the Plan, holders of general unsecured claims would retain their claims or would be paid in full. Holders of $326 million in subordinated notes, if they support the plan, would receive warrants to purchase stock of the reorganized company. If they reject the Plan, they won't recover anything. Holders of equity interests are wiped out. Copies of the Plan and disclosure statement are available for free at: http://bankrupt.com/misc/AFFILIATED_MEDIA_ch11plan.pdf http://bankrupt.com/misc/AFFILIATED_MEDIA_ds.pdf About Affiliated Media Denver, Colorado-based Affiliated Media, Inc., aka MediaNews Group, Inc., is the holding company of MediaNews Group Inc., which owns 54 daily newspapers including the Denver Post and the San Jose Mercury News, along with television and radio broadcasters. The Company filed for Chapter 11 bankruptcy protection on January 22, 2010 (Bankr. D. Delaware Case No. 10-10202). Hughes Hubbard & Reed LLP is the Debtor's general bankruptcy counsel, while Daniel B. Butz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, is the Debtor's co-bankruptcy counsel. Wilkinson Barker Knauer, LLP, is the Debtor's special FCC counsel. Carl Marks Advisory Group LLC is the Debtor's restructuring advisor. Rothschild Inc. is the Debtor's financial advisor. Epiq Bankruptcy Solutions, LLC, is the Debtor's claims agent. Sitrick and Company Inc. is the Debtor's communications consultant. The Company listed $100,000,001 to $500,000,000 in assets and $500,000,001 to $1,000,000,000 in liabilities. ALLEN CAPITAL: Files Schedules of Assets and Liabilities -------------------------------------------------------- Allen Capital Partners, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $220,325,201 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $23,485,377 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $137,136,859 ----------- ----------- TOTAL $220,325,201 $160,622,236 San Diego, California-based Allen Capital Partners, LLC, dba The Allen Group, filed for Chapter 11 bankruptcy protection on January 25, 2010 (Bankr. N.D. Tex. Case No. 10-30562). Mark MacDonald, Esq., at MacDonald + MacDonald, P.C., assists the Company in its restructuring effort. Lain, Faulkner & Co. is the Debtor's financial advisor. The Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities in its petition. The Debtor's affiliate -- DLH Master Land Holding, LLC, dba The Allen Group -- filed a separate Chapter 11 bankruptcy petition. AMERICAN ACCESSORIES: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: American Accessories, Inc. 2605 State Hwy 91 North Denison, TX 75020 Bankruptcy Case No.: 10-40723 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Brenda T. Rhoades Debtor's Counsel: Anthony Reed, Esq. The Reed Law Firm 2591 Dallas Parkway, Suite 300 Frisco, TX 75034 Tel: (972) 731-4380 Fax: (469) 287-5719 Email: areed@thereedlawfirm.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 Martha Powdrill, president of the Company. AMERICAN INT'L: Alico Sale Clears Tax Hurdles; Deal Seen By Sunday ------------------------------------------------------------------ The Wall Street Journal's Serena Ng, Leslie Scism, and Jeffrey McCracken report that people familiar with the matter said The Internal Revenue Service has told lawyers for American International Group Inc. and MetLife Inc. that it ruled in their favor on a tax question, paving the way for a $15 billion sale of AIG's American Life Insurance Co. to Metlife. One source told the Journal the tax authorities delivered the ruling in writing Thursday. One source told the Journal boards of the two companies are prepared to meet and finalize the deal this weekend. It could be announced as early as Sunday night, the Journal says. The Journal notes the tax issue concerns whether Alico would have to withhold U.S. taxes on income it distributes to foreign holders of its annuities and life-insurance products. Alico, which is domiciled in Delaware but derives over 80% of its revenue overseas, has been operating under the assumption that it won't have to withhold such taxes. The Journal says the issue came up because MetLife was concerned about future financial liabilities if the IRS one day decided that Alico would have to withhold such taxes. AIG and Alico asked the IRS several weeks ago for a "private letter ruling" that would confirm their interpretation of the tax-withholding issue. As reported by the Troubled Company Reporter on February 12, 2010, Emre Peker, Zachary R. Mider and Hugh Son at Bloomberg News said three people with knowledge of the matter indicated that MetLife may pay AIG $8 billion in stock and the rest in cash for ALICO. One of the sources told Bloomberg, the stock payment to AIG may include common shares and preferred stock, and that the deal would leave AIG with one of the biggest stakes in MetLife. Sources told Bloomberg some of the cash may come from a $5 billion bridge loan from banks including JPMorgan Chase & Co., Bank of America Corp., Deutsche Bank AG, and Credit Suisse Group AG. AIG CEO Robert Benmosche, who was previously connected with MetLife, was prohibited from participating in negotiations with MetLife. About AIG 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. ANIXTER INT'L: Unit Offers to Buy 10% Notes due 2014 ---------------------------------------------------- Anixter International Inc. and its Anixter Inc. subsidiary announced today an offer by Anixter Inc. to purchase for cash any and all of its 10% Senior Notes due 2014. Anixter International has unconditionally guaranteed the obligations of Anixter Inc. under the notes. The consideration for each $1,000.00 principal amount of notes validly tendered (and not validly withdrawn) and accepted for payment pursuant to the offer is $1,140.00 per $1,000.00 principal amount of notes, plus an early participation payment of $30.00 per $1,000.00 principal amount of notes (the "Early Participation Payment") for those holders who validly tender (and do not validly withdraw) their notes prior to 5:00 p.m. EDT on March 17, 2010 (the "Early Participation Payment Deadline"). Accrued interest to, but not including, the applicable payment date will also be paid in cash on all validly tendered and accepted notes. Holders who validly tender their notes after the Early Participation Payment Deadline will not receive the Early Participation Payment. The offer is scheduled to expire at 5:00 p.m. EDT on April 1, 2010, unless extended or earlier terminated. The offer is subject to the satisfaction or waiver of certain conditions. The offer is not subject to the receipt of any minimum amount of tenders. Holders who validly tender (and do not validly withdraw) their notes at or prior to the Early Participation Payment Deadline and whose notes are accepted for purchase will receive payment on the initial payment date, which is expected to be March 18, 2010. Holders who validly tender (and do not validly withdraw) their notes after the Early Participation Payment Deadline and whose notes are accepted for purchase will receive payment on the final payment date, which is expected to be April 5, 2010. The complete terms and conditions of the offer are set forth in an Offer to Purchase and related Letter of Transmittal that are being sent to holders of notes. BofA Merrill Lynch is the Dealer Manager for the tender offer. Questions regarding the offer may be directed to BofA Merrill Lynch at (888) 292-0070 (toll-free) and (646) 855-3401 (collect). Headquartered in Glenview, Illinois, Anixter International Inc. is a leading global distributor of communications products and electrical and electronic wire & cable, and a leading distributor of fasteners and other small parts to Original Equipment Manufacturers. * * * As reported on March 5, 2009, Moody's Investors Service assigned a Ba2 rating to Anixter Inc.'s proposed $200 million guaranteed senior unsecured notes, due 2014. Moody's also affirmed the Ba2 corporate family rating of Anixter International Inc. and the B1 rating on Anixter's 3.25% LYON's notes. ANNY'S GILBERT GATEWAY: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Anny's Gilbert Gateway, LLC 15509 N. Scottsdale Road Scottsdale, AZ 85254 Bankruptcy Case No.: 10-05583 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Eileen W. Hollowell Debtor's Counsel: Bert L. Roos, Esq. 5045 N. 12th St, Suite B Phoenix, AZ 85014 Tel: (602) 242-7869 Fax: (602) 242-5975 Email: blrpc85015@msn.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 Dennis M. Naughton, general counsel of the Company. AUTO SPA PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Auto Spa Properties of Sixes Road, LLC P.O. Box 4428 Canton, GA 30114 Bankruptcy Case No.: 10-66363 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Mary Grace Diehl Debtor's Counsel: William L. Rothschild, Esq. Ellenberg, Ogier, Rothschild & Rosenfeld 170 Mitchell Street, S.W. Atlanta, GA 30303-3424 Tel: (404) 525-4000 Email: br@eorlaw.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 Steve Anderson. AUTOBACS STRAUSS: Former Parent Says Plan Unconfirmable ------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Japan's Autobacs Seven Co., the former parent of Autobacs Strauss Inc., says that the plan of Autobacs Strauss should not be sent to creditors for voting. Autobacs Seven contends the plan can't be confirmed because it violates the so-called absolute priority rule, which says that stockholders can't retain ownership when creditors aren't paid in full. The former parent notes that the current owner, GRL Capital Advisors LLC, is making no contribution to the plan and therefore can't retain its equity interest. According to the report, Autobacs Strauss, Inc., doing business as Strauss Discount Auto, has filed a reorganization plan that would give ownership to GRL Capital Advisors LLC once general unsecured creditors have been paid 45% of claims estimated to be $15.2 million. The Plan provides that unsecured creditors will receive notes allowing them to be paid 53.25% within two years of plan confirmation from a portion of cash flow. If distributions are less within two years, then the notes increase so creditors would receive as much as 65% from cash flow. In addition, unsecured creditors will receive most of the proceeds from a pending lawsuit against the parent company, Japan's Autobacs Seven Co. A portion of lawsuit recoveries would be applied against the notes. The Company itself can receive a portion of lawsuit recoveries from the parent. The Plan provides that avoidance actions against creditors will be waived. The treatment of the parent under the Plan depends on the outcome of the lawsuit. If the creditors have their way, the parent, which has a claim for $44 million, will see its claim subordinated. About Autobacs Strauss Headquartered in South River, New Jersey, Autobacs Strauss Inc. -- http://www.straussauto.com/-- sells after-market automotive parts and accessories, and operate automotive service centers located in New York, New Jersey, Philadelphia, Bethlehem and Pennsylvania. The Company operates 86 retail store locations and has about 1,450 employees. The Company filed for Chapter 11 protection on February 4, 2009 (Bankr. D. Del. Case No. 09-10358). Edward J. Kosmowski, Esq., at Young Conaway Stargatt & Taylor, LLP, represents the Debtor in its restructuring efforts. As of January 3, 2009, the Debtor had total assets of $75,000,000 and total debts of $72,000,000. The Chapter 11 case is Strauss's third. The preceding Chapter 11 case ended with confirmation of a Chapter 11 plan in April 2007. The Company was then named R&S Parts & Service Inc. AVENTINE RENEWABLE: Court Approves Ports Lease and Eight Amendment ------------------------------------------------------------------ On February 24, 2010, the U.S. Bankruptcy Court for the District of Delaware entered an order approving the assumption of the Lease by Aventine Renewable Energy - Mt. Vernon Vernon, LLC and Aventine Renewable Energy Holdings, Inc., including the eighth amendment thereto. On December 10, 2009, Mt. Vernon, LLC, a wholly-owned indirect subsidiary of the Company, and the Ports of Indiana entered into an Eighth Amendment to the Lease Agreement and Reaffirmation of Guaranty dated October 31, 2006, under which Aventine is a guarantor. The effectiveness of the amendment to the Lease was subject to approval by the Bankruptcy Court in connection with Aventine's bankruptcy proceedings. Under the lease, the Ports lease to Mt. Vernon, LLC the real estate located at the Port of Indiana-Mount Vernon, on which Mt. Vernon, LLC is obligated to construct two operating plants. The amendment, among other things, reschedules the completion and commencement of production of ethanol for the initial "Phase I" plant, establishes criteria for the completion and commencement of production for the Phase II plant, extends the deadline for the employment of 50 full time positions at the facility, inserts a waiver by the Ports of certain occurrences as events of default and amends certain minimum wharfage payments and payment dates. A full-text copy of the Form 8-K filing is available at no charge at http://researcharchives.com/t/s?56f1 As reported in the Troubled Company Reporter on February 26, 2010, Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware confirmed on February 24, 2010, the First Amended Joint Plan of Reorganization of the Debtors. The Plan includes a backstop lending agreement in connection with the issuance of senior secured notes in the face amount of $105 million. A copy of the confirmation order is available for free at: http://bankrupt.com/misc/aventine.confirmationorder.pdf About Aventine Renewable Pekin, Illinois-based Aventine Renewable Energy Holdings, Inc. (Pink Sheets: AVRN) -- http://www.aventinerei.com/-- is a producer and marketer of ethanol to many leading energy companies in the United States. In addition to ethanol, Aventine also produces distillers grains, corn gluten meal, corn gluten feed, corn germ and brewers' yeast. Morgan Stanley Capital Partners IV bought Aventine in May 2003 from Williams Cos. Aventine had a public offering in May 2006. The Morgan Stanley group retained 28% of the stock at year's end. The Company and its affiliates filed for Chapter 11 on April 7, 2009 (Bankr. D. Del. Lead Case No. 09-11214). Joel A. Waite, Esq., and Ryan M. Bartley, Esq., at Young, Conaway, Stargatt & Taylor, serves as bankruptcy counsel to the Debtors. Davis Polk & Wardwell is special tax counsel and Houlihan, Lokey, Howard & Zukin, Inc., is the financial advisor. Garden City Group, Inc., has been engaged as claims agent. Scott D. Cousins, Esq., and Donald J. Detweiler, Esq., at Greenberg Traurig, LLP, serve as counsel to the official committee of unsecured creditors. When it filed for bankruptcy protection from its creditors, Aventine Renewable listed between $100 million and $500 million each in assets and debts. AVIS BUDGET: FMR, Fidelity Hold 14.726% of Common Stock ------------------------------------------------------- FMR LLC and Edward C. Johnson 3d disclosed that they may be deemed to beneficially own 15,019,094 shares or roughly 14.726% of the common stock of Avis Budget Group Inc. Fidelity Management & Research Company, a wholly owned subsidiary of FMR LLC, is the beneficial owner of 13,704,356 shares or 13.437% of the Common Stock outstanding of Avis Budget Group as a result of acting as investment adviser to various investment companies. Edward C. Johnson 3d and FMR LLC, through its control of Fidelity, and the funds each has sole power to dispose of the 13,704,356 shares owned by the Funds. About Avis Budget Group Avis Budget Group (NYSE: CAR) -- http://www.avisbudgetgroup.com/ -- provides vehicle rental services, with operations in more than 70 countries. Through its Avis and Budget brands, the Company is a general-use vehicle rental company in each of North America, Australia, New Zealand and certain other regions based on published airport statistics. Avis Budget Group is headquartered in Parsippany, N.J. and has roughly 24,000 employees. At December 31, 2009, the Company had $10.093 billion in total assets against total current liabilities of 1.284 billion, total liabilities exclusive of liabilities under vehicle programs of $4.033 billion, and liabilities under vehicle programs of $5.828 billion, resulting in stockholders' equity of $222 million. * * * As reported by the Troubled Company Reporter on February 19, 2010, Moody's Investors Service changed the rating outlook for Avis Budget Car Rental LLC to Positive from Negative. The company's ratings remain unchanged -- Corporate Family Rating at B2; Probability of Default Rating at B2; senior secured credit facilities at Ba3; senior unsecured at Caa1; and Speculative Grade Liquidity rating at SGL-3. The change in outlook reflects the considerable improvement that continues to take place in Avis' operating, competitive, and funding environment. As reported by the TCR on February 4, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Avis Budget Group Inc. to 'B+' from 'B-'. S&P also raised the other ratings on the company by two notches, and the recovery ratings on the company's secured and unsecured debt remain unchanged. AVIS BUDGET: Moody's Affirms Corporate Family Rating at 'B2' ------------------------------------------------------------ Moody's Investors Service affirmed the B2 Corporate Family Rating and B2 Probability of Default Rating of Avis Budget Car Rental LLC., and raised the rating of the company's senior secured credit facility to Ba2 from Ba3 and the rating of its senior unsecured debt to B3 from Caa1. Moody's also assigned a B3 rating to the company's $400 million issuance of senior unsecured notes, the proceeds of which will be used to reduce outstandings under the company's secured credit facility. The rating outlook remains positive. The upgrade of the instrument ratings anticipates a successful closing of both the $400 million note issuance, and the amend and extend undertaking negotiated with secured lenders. The rating action reflects the shift in Avis' capital structure that will result from the issuance of the new unsecured debt, the related reduction in secured debt, and the application of Moody's Loss Given Default Methodology. Pro forma for the completion of the contemplated transactions the total amount of senior secured debt capacity will fall from $1,925 million to $1,500 million, with actual outstandings falling from $775 million to $325 million. The company's senior unsecured debt will increase from $1,345 million to $1,745 million. Under the amend and extend undertaking Avis' $775 million term loan due 2012 will be reduced to $265 million maturing in 2014 and $60 million due 2012; the company's $1,150 million revolving credit facility due 2011 will be amended to a $965 million facility due 2013 and approximately $210 million due 2011. In addition, financial covenants in the amended and extended facilities will afford Avis greater headroom. The extended maturity profile and less restrictive covenant provisions will help to improve Avis' liquidity profile within the SGL-3 Speculative Grade Liquidity rating category. Notwithstanding this improvement, Avis' funding strategy will remain highly dependent upon the company's ability to access the ABS market on an annual basis to fund its seasonal fleet requirements. Consequently, the company's liquidity profile remains adequate, as indicated by the SGL-3 liquidity rating. The positive rating outlook reflects considerable improvement that continues to take place in Avis' operating, competitive, and funding environment. These improvements should enable the company to steadily improve key credit metrics through 2010. The last rating action on Avis was a change in the outlook to positive on February 17, 2010. Avis Budget Car Rental LLC, headquartered in Parsippany, NJ, is a leading competitor in the US on-airport car rental sector. AVIS BUDGET: Proposes Amendment to Senior Secured Credit Facility ----------------------------------------------------------------- Avis Budget Group, Inc., has proposed an amendment to its senior secured credit facility. The Company would reduce the maximum aggregate amount of debt outstanding under its senior secured credit facility to $1.5 billion -- from more than $1.9 billion -- extend the maturities of a substantial portion of the credit facility by two years, increase the interest rate spreads by 50 basis points on the extended portions of the credit facility, significantly reduce the principal amount of the term loan outstanding under the facility, revise the financial and non- financial covenants under the facility to provide more flexibility to the Company, and pay normal and customary fees and expenses. If the senior secured credit facility amendment is successfully completed, the Company expects that, immediately following the completion of the amendment, the credit facility would be comprised of: $965 million of revolving credit commitments expiring in 2013, $210 million of revolving credit commitments expiring in 2011, $265 million of term loan debt maturing in 2014, and $60 million of term loan debt maturing in 2012. As of March 3, 2010, there are no borrowings outstanding under the revolving credit portion of the credit facility. Although the Company has already received commitments from lenders for the proposed amendment, such amendment is subject to a reduction in the amount of term loan outstanding (which condition the Company intends to help satisfy with the proceeds of the senior notes offering) and satisfaction of customary closing conditions. There can be no assurance that the proposed amendment to the senior secured credit facility or the senior notes offering will be completed as contemplated or at all. A copy of the current draft of the senior secured credit agreement, as amended by the proposed amendment, is available at no charge at http://ResearchArchives.com/t/s?56ee The members of the lending consortium are: * JPMORGAN CHASE BANK, N.A., as Administrative Agent and as a Lender; * DEUTSCHE BANK SECURITIES INC., as Syndication Agent; * DEUTSCHE BANK AG NEW YORK BRANCH, as a Lender; * BANK OF AMERICA, N.A., as a Documentation Agent and as a Lender; * CREDIT AGRICOLE CORPORATE & INVESTMENT BANK NEW YORK BRANCH (formerly known as Calyon), as a Documentation Agent and as a Lender; * CITICORP USA, INC., as a Documentation Agent and as a Lender; and * WACHOVIA BANK, NATIONAL ASSOCIATION, as Documentation Agent and as a Lender About Avis Budget Group Avis Budget Group (NYSE: CAR) -- http://www.avisbudgetgroup.com/ -- provides vehicle rental services, with operations in more than 70 countries. Through its Avis and Budget brands, the Company is a general-use vehicle rental company in each of North America, Australia, New Zealand and certain other regions based on published airport statistics. Avis Budget Group is headquartered in Parsippany, N.J. and has roughly 24,000 employees. At December 31, 2009, the Company had $10.093 billion in total assets against total current liabilities of 1.284 billion, total liabilities exclusive of liabilities under vehicle programs of $4.033 billion, and liabilities under vehicle programs of $5.828 billion, resulting in stockholders' equity of $222 million. * * * As reported by the Troubled Company Reporter on February 19, 2010, Moody's Investors Service changed the rating outlook for Avis Budget Car Rental LLC to Positive from Negative. The company's ratings remain unchanged -- Corporate Family Rating at B2; Probability of Default Rating at B2; senior secured credit facilities at Ba3; senior unsecured at Caa1; and Speculative Grade Liquidity rating at SGL-3. The change in outlook reflects the considerable improvement that continues to take place in Avis' operating, competitive, and funding environment. As reported by the TCR on February 4, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Avis Budget Group Inc. to 'B+' from 'B-'. S&P also raised the other ratings on the company by two notches, and the recovery ratings on the company's secured and unsecured debt remain unchanged. AVIS BUDGET: S&P Assigns 'B' Rating on $400 Mil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' rating to Avis Budget Car Rental LLC's $400 million senior unsecured notes. Avis Budget Car Rental LLC is the primary operating subsidiary of Avis Budget Group Inc. S&P also assigned a recovery rating of '5' to the notes, indicating its expectation for modest (10%-30%) recovery in a payment default scenario. At the same time, S&P assigned a 'BB' rating to Avis Budget Car Rental's proposed amended and extended $1.5 billion secured credit facility that matures in 2014, with a recovery rating of '1', indicating very high (90%-100%) recovery of principal in a payment default scenario. The company intends to use the proceeds from the senior unsecured notes to reduce debt under its current credit facility. The reduction in the current credit facility will satisfy conditions of the amendment and extension. When the company amends and extends the credit facility, S&P expects to raise the ratings on its other outstanding senior unsecured notes to 'B' from 'B-', and raise the recovery rating on the notes to '5' from '6', indicating modest (10%-30%) recovery of principal in a payment default scenario. S&P expects lenders will have improved recovery prospects in a payment default, following completion of the new financings, which will result in a reduced secured borrowing in the capital structure. The ratings on Avis Budget Group and Avis Budget Car Rental reflect the company's highly leveraged financial profile; the price-competitive and cyclical nature of on-airport car rentals, its major business; and improving (albeit still weak) operating performance. The ratings also incorporate the company's position as a major U.S. on-airport car renter and the strong cash flow this business generates. The outlook is stable. "S&P could raise ratings if the industry maintains discipline and demand continues to recover, resulting in operating margins (after depreciation) improving to the midteens percent level," said Standard & Poor's credit analyst Lisa Jenkins. However, S&P consider this scenario unlikely over the next year. "S&P also don't expect to lower the ratings, unless demand weakens materially, resulting in pricing pressure and lower margins," she continued. Ratings List Avis Budget Group Inc. Avis Budget Car Rental LLC Corp. credit rating B+/Stable/-- Ratings Assigned $400 mil. senior unsecured notes B Recovery rating 5 Proposed amended extended $1.5 bil. secd credit facility BB Recovery rating 1 AVIS BUDGET: Unit to Sell $400 Million of Senior Notes ------------------------------------------------------ Avis Budget Group, Inc., said its wholly owned subsidiary, Avis Budget Car Rental, LLC, is planning to offer $400 million aggregate principal amount of senior notes. The notes will be senior obligations of Avis Budget Car Rental, LLC, and will be guaranteed on a senior basis by the Company and certain of its domestic subsidiaries. The offering is subject to market and customary conditions. The Company intends to use the net proceeds of the offering, together with cash on hand, to repay outstanding indebtedness under its floating rate term loan (which, including the effect of interest rate hedges, has an effective interest rate of 9.2%) and for general corporate purposes. The notes and the related guarantees have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. About Avis Budget Group Avis Budget Group (NYSE: CAR) -- http://www.avisbudgetgroup.com/ -- provides vehicle rental services, with operations in more than 70 countries. Through its Avis and Budget brands, the Company is a general-use vehicle rental company in each of North America, Australia, New Zealand and certain other regions based on published airport statistics. Avis Budget Group is headquartered in Parsippany, N.J. and has roughly 24,000 employees. At December 31, 2009, the Company had $10.093 billion in total assets against total current liabilities of 1.284 billion, total liabilities exclusive of liabilities under vehicle programs of $4.033 billion, and liabilities under vehicle programs of $5.828 billion, resulting in stockholders' equity of $222 million. * * * As reported by the Troubled Company Reporter on February 19, 2010, Moody's Investors Service changed the rating outlook for Avis Budget Car Rental LLC to Positive from Negative. The company's ratings remain unchanged -- Corporate Family Rating at B2; Probability of Default Rating at B2; senior secured credit facilities at Ba3; senior unsecured at Caa1; and Speculative Grade Liquidity rating at SGL-3. The change in outlook reflects the considerable improvement that continues to take place in Avis' operating, competitive, and funding environment. As reported by the TCR on February 4, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Avis Budget Group Inc. to 'B+' from 'B-'. S&P also raised the other ratings on the company by two notches, and the recovery ratings on the company's secured and unsecured debt remain unchanged. AVIS BUDGET: Vanguard Group Holds 5.28% of Common Stock ------------------------------------------------------- The Vanguard Group, Inc., disclosed that it may be deemed to beneficially own 5,394,485 shares or roughly 5.28% of the common stock of Avis Budget Group Inc. Avis Budget Group (NYSE: CAR) -- http://www.avisbudgetgroup.com/ -- provides vehicle rental services, with operations in more than 70 countries. Through its Avis and Budget brands, the Company is a general-use vehicle rental company in each of North America, Australia, New Zealand and certain other regions based on published airport statistics. Avis Budget Group is headquartered in Parsippany, N.J. and has roughly 24,000 employees. At December 31, 2009, the Company had $10.093 billion in total assets against total current liabilities of 1.284 billion, total liabilities exclusive of liabilities under vehicle programs of $4.033 billion, and liabilities under vehicle programs of $5.828 billion, resulting in stockholders' equity of $222 million. * * * As reported by the Troubled Company Reporter on February 19, 2010, Moody's Investors Service changed the rating outlook for Avis Budget Car Rental LLC to Positive from Negative. The company's ratings remain unchanged -- Corporate Family Rating at B2; Probability of Default Rating at B2; senior secured credit facilities at Ba3; senior unsecured at Caa1; and Speculative Grade Liquidity rating at SGL-3. The change in outlook reflects the considerable improvement that continues to take place in Avis' operating, competitive, and funding environment. As reported by the TCR on February 4, 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Avis Budget Group Inc. to 'B+' from 'B-'. S&P also raised the other ratings on the company by two notches, and the recovery ratings on the company's secured and unsecured debt remain unchanged. BACHRACH ACQUISITION: Court Approves Sale to B&B ------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York has entered an order approving the sale of Bachrach Acquisition LLC's assets to newly formed company B&B Bachrach, LLC. The sale procedures scheduled an auction for February 22 to consider other bids for the assets. The auction, however, was cancelled as no parties submitted competing bids. B&B Bachrach is buying the assets for $5.25 million. According to Bill Rochelle at Bloomberg News, the Official Committee of Unsecured Creditors opposed the sale, noting that B&B is 25% controlled by insiders. The Committee argued that the sale will leave Bachrach administratively insolvent and the sale solely benefits secured lenders, who will take home most of the sale proceeds. The asset purchase agreement provides that B&B will (i) make a cash payment of $3,000,000, to be conveyed to Wells Fargo, (i) issue a note of $500,000 for the benefit of retained professionals, (iii) issue a note of $450,000 for the benefit of creditors, and (iv) issue a note of $200,000 for the benefit of Weatherproof Garment Company. An escrow fund, partly funded by Wells Fargo, will be established to cover the professional fees and expenses for winding down the Debtor's case occurring after the closing of the APA. The sale order also provides that the Debtor's exclusive right to file a plan and disclosure statement and solicit approval thereof is terminated as it applies to the Creditors Committee. About Bachrach Acquisition Headquartered in New York City, Bachrach Acquisition, LLC -- http://www.bachrach.com/-- sells men's apparel and has stores in 13 states. The Company filed for Chapter 11 on May 6, 2009 (Bankr. S.D.N.Y. Case No. 09-12918). Clifford A. Katz, Esq., Evan J. Salan, Esq., Henry G. Swergold, Esq., and Teresa Sadutto-Carley, Esq., at Platzer, Swergold, Karlan, Levine, Goldberg & Jaslow, LLP, represent the Debtor in its restructuring effort. The formal lists of assets and liabilities show assets on the books for $20.2 million and debt totaling $24.2 million, including $8.1 million secured as of the petition date. BASHAS' INC: Sending Stand-Alone Plan to Creditors for Voting ------------------------------------------------------------- Bashas' Inc. will present its reorganization plan for confirmation by the Bankruptcy Court at a hearing on April 6. Confirmation objections are due March 26. Bashas' is sending its reorganization plan to creditors for voting after it received approval of the explanatory disclosure statement. Deadline to return ballots is on March 30. The Official Committee of Unsecured Creditors co-proposed the Plan. Bashas' received from Albertson's LLC an offer to buy the business at a value to be between $260 million and $290 million. Bashas', however, is pursuing its own stand-alone plan, under which it will continue to operate its Arizona business post-emergence. Bashas' said Albertsons' offer "would not pay creditors in full" and thus is not a desirable alternative to the existing plan. Bashas' plan, on the other hand, promises to pay unsecured creditors in full with interest over time. Unsecured creditors, which have claims aggregating $47 million, would receive 10% when the plan becomes effective with 10% paid annually for five years. The remainder of their claims would be paid on the fifth anniversary of plan confirmation. Secured bank lenders owed $110 million and secured noteholders owed $87 million would receive full payment. They would receive full payment with interest in five years if they accept the plan, and full payment with interest in 10 years if they reject the plan. The secured bank lenders are Bank of America, Compass Bank and Wells Fargo. The secured noteholders are comprised of T Prudential Insurance Co. of America, Northern Life Insurance Co., Hartford Life Insurance Co., Reliastar Life Insurance Co., Pruco Life Insurance Co., Prudential Retirement Insurance and Annuity Co., and United of Omaha Life Insurance Co. A copy of the Plan is available for free at: http://bankrupt.com/misc/Bashas_Amended_Plan.pdf A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/Bashas_Amended_DS.pdf About Bashas' Inc. Bashas' Inc. is a 77-year-old grocery chain that owns 158 retail stores located throughout Arizona. It is doing business as National Grocery, Bashas Food, Bashas' United Drug, Food City, Eddie's Country Store, A,.J. Fine Foods, Western Produce, Bashas' Distribution Center, Sportsman's, and Bashas' Dine. The Company and its affiliates filed for Chapter 11 bankruptcy protection on July 12, 2009 (Bankr. D. Ariz. Case No. 09-16050). Frederick J. Petersen, Esq., at Mesch, Clark & Rothschild, P.C., assists the Debtors in their restructuring efforts. Michael W. Carmel, Ltd., is the Debtors' co-counsel. Deloitte Financial Advisory LLP serves as financial advisors. Epiq Bankruptcy Solutions, LLC, serves as claims and notice agent. In its bankruptcy petition, Bashas' listed $100 million to $500 million each in assets and debts. BEAR ISLAND: Five Members Named to Creditors Panel -------------------------------------------------- Robert B. Van Arsdale, the Assistant U.S. Trustee for Region 4, appoints five members to the Official Committee of Unsecured Creditors in Bear Island Paper Company, LLC's Chapter 11 cases. The Committee members include: 1) Rappahannock Electric Cooperative Attn: Cynthia M. Spitler 247 Industrial Court (22408) P.O. Box 7388 Fredericksburg, VA 22404-7388 Phone: (540) 891-5980 Fax: (540) 891-5991 E-mail: cspitler@myrec.coop 2) Voith Paper Fabrics & Rolls Systems, Inc. Attn: Stephanie Vincent Legal Department 2200 N. Roemer Road Appleton, WI 54911 Phone: (920) 358-2204 Fax: (920) 731-1391 E-mail: stephanie.vincent@voith.com 3) CrossGlobe Transport Attn: David C. Robertson 11023 Washington Hwy #150 Glen Allen, VA 23059 Phone: (804) 412-4502 Fax: (804) 550-2304 E-mail: drobertson@crossglobegroup.com 4) Hanover County Attn: Rebecca Randolph P.O. Box 470 7516 County Complex Road Hanover, VA 23069-0470 Phone: (804) 365-6035 Fax: (804) 365-6302 E-mail: rbrandolph@co.hanover.va.us 5) Falling Creek Log Yard Inc. Attn: Micelle Gilman P.O. Box 644 Ashland, VA 23005 Phone: (804) 798-6121 Fax: (804) 798-6151 E-mail: fallingcrk@aol.com About Bear Island White Birch is the second-largest newsprint producer in North America. As of December 31, 2009, the WB Group held a 12% share of the North American newsprint market and employed roughly 1,300 individuals (the majority of which reside in Canada). Additionally, for the 12 months ended December 31, 2009, the WB Group maintained an annual production capacity of roughly 1.3 million metric tons of newsprint and directory paper, up to 50% of which consists of recycled content, and achieved net sales of roughly $667 million. Bear Island's assets are almost exclusively located in the U.S. Bear Island Paper Company, L.L.C., filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Virginia on February 24, 2010. The company's parent, White Birch Paper Company, filed for bankruptcy protection under Canada's Companies' Creditors Arrangement Act, before the Superior Court for the Province of Quebec, Commercial Division, Judicial District of Montreal, Canada. White Birch and five other affiliates -- F.F. Soucy Limited Partnership; F.F. Soucy, Inc. & Partners, Limited Partnership; Papier Masson Ltee; Stadacona Limited Partnership; and Stadacona General Partner, Inc. -- also sought bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code. Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia Beach, Virginia; and Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP, in New York, serve as counsel to White Birch, as Foreign Representative. Kirkland & Ellis and Troutman Sanders also serve as Chapter 11 counsel to Bear Island. AlixPartnes LLP serves as financial/restructuring advisor to Bear Island, and Lazard Freres & Co., serves as investment banker. Chief Judge Douglas O. Tice, Jr., handles the Chapter 11 and Chapter 15 cases. BEAR ISLAND: Taps Garden City Group as Claims Agent --------------------------------------------------- Bear Island Paper Company, L.L.C., has sought authorization from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ The Garden City Group, Inc., as notice, claims and solicitation agent. Garden City will, among other things: a. prepare and serve a variety of documents on behalf of the Debtor in its Chapter 11 case; b. act as a balloting agent; c. maintain an official claims register in the Debtor's Chapter 11 case by docketing proofs of claim and proofs of interest in a database; and d. update the official claims register in accordance with court orders. Garden City will be compensated for its services based on its administration agreement with the Debtor. A copy of the agreement is available for free at: http://bankrupt.com/misc/BEAR_ISLAND_administrationpact.pdf Emily S. Gottlieb, a senior director of Garden City, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. About Bear Island White Birch is the second-largest newsprint producer in North America. As of December 31, 2009, the WB Group held a 12% share of the North American newsprint market and employed roughly 1,300 individuals (the majority of which reside in Canada). Additionally, for the 12 months ended December 31, 2009, the WB Group maintained an annual production capacity of roughly 1.3 million metric tons of newsprint and directory paper, up to 50% of which consists of recycled content, and achieved net sales of roughly $667 million. Bear Island's assets are almost exclusively located in the U.S. Bear Island Paper Company, L.L.C., filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Virginia on February 24, 2010. The company's parent, White Birch Paper Company, filed for bankruptcy protection under Canada's Companies' Creditors Arrangement Act, before the Superior Court for the Province of Quebec, Commercial Division, Judicial District of Montreal, Canada. White Birch and five other affiliates -- F.F. Soucy Limited Partnership; F.F. Soucy, Inc. & Partners, Limited Partnership; Papier Masson Ltee; Stadacona Limited Partnership; and Stadacona General Partner, Inc. -- also sought bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code. Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia Beach, Virginia; and Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP, in New York, serve as counsel to White Birch, as Foreign Representative. Kirkland & Ellis and Troutman Sanders also serve as Chapter 11 counsel to Bear Island. AlixPartnes LLP serves as financial/restructuring advisor to Bear Island, and Lazard Freres & Co., serves as investment banker. Chief Judge Douglas O. Tice, Jr., handles the Chapter 11 and Chapter 15 cases. BEAR ISLAND: Taps Troutman Sanders as Co-Counsel ------------------------------------------------ Bear Island Paper Company, L.L.C., has sought permission from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ Troutman Sanders LLP as bankruptcy and restructuring co- counsel. Troutman Sanders will, among other things: (a) advise and consult on the conduct of the Debtor's bankruptcy cases, including all of the legal and administrative requirements of operating in Chapter 11; (b) attend meetings and negotiate with representatives of creditors, Debtor's employees and other parties in interest; (c) advise the Debtor in connection with any sales of assets or business combinations, including the negotiation of asset, stock purchase, merger or joint venture agreements, evaluating competing offers, drafting appropriate corporate documents with respect to the proposed sales, and counseling the Debtor in connection with the closing of the sales; and (d) advise the Debtor in connection with any postpetition financing and cash collateral arrangements and negotiate and draft documents relating thereto, and provide advice and counsel with respect to any prepetition financing arrangements. Troutman Sanders will be paid based on the hourly rates of its personnel: Partners $335-$900 Counsel $290-$675 Associates $220-$525 Legal Assistants $135-$290 Support Staff $135-$290 Jonathan L. Hauser, a partner at Troutman Sanders, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. The Debtor is also retaining the firm of Kirkland & Ellis, LLP, as bankruptcy and restructuring co-counsel in these chapter 11 proceedings. Troutman Sanders and KE have assured the Debtor that they will use their best efforts to avoid the duplication of services in these chapter 11 proceedings. About Bear Island White Birch is the second-largest newsprint producer in North America. As of December 31, 2009, the WB Group held a 12% share of the North American newsprint market and employed roughly 1,300 individuals (the majority of which reside in Canada). Additionally, for the 12 months ended December 31, 2009, the WB Group maintained an annual production capacity of roughly 1.3 million metric tons of newsprint and directory paper, up to 50% of which consists of recycled content, and achieved net sales of roughly $667 million. Bear Island's assets are almost exclusively located in the U.S. Bear Island Paper Company, L.L.C., filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Virginia on February 24, 2010. The company's parent, White Birch Paper Company, filed for bankruptcy protection under Canada's Companies' Creditors Arrangement Act, before the Superior Court for the Province of Quebec, Commercial Division, Judicial District of Montreal, Canada. White Birch and five other affiliates -- F.F. Soucy Limited Partnership; F.F. Soucy, Inc. & Partners, Limited Partnership; Papier Masson Ltee; Stadacona Limited Partnership; and Stadacona General Partner, Inc. -- also sought bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code. Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia Beach, Virginia; and Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP, in New York, serve as counsel to White Birch, as Foreign Representative. Kirkland & Ellis and Troutman Sanders also serve as Chapter 11 counsel to Bear Island. AlixPartnes LLP serves as financial/restructuring advisor to Bear Island, and Lazard Freres & Co., serves as investment banker. Chief Judge Douglas O. Tice, Jr., handles the Chapter 11 and Chapter 15 cases. BEAR ISLAND: Wants Deadline for Filing of Schedules Extended ------------------------------------------------------------ Bear Island Paper Company, L.L.C., has asked the U.S. Bankruptcy Court for the Eastern District of Virginia for additional time to file schedules of assets and liabilities, schedules of executor contracts and unexpired leases and statement of financial affairs until seven days before the meeting of creditors pursuant to Section 341 of the U.S. Bankruptcy Code. The Debtor says that it hasn't yet completed the compilation of information required to complete the schedules and statements due to the complexity and diversity of its operations, hundreds of potential creditors, and the numerous critical operational matters that the Debtor's accounting and legal personnel must address in the early days of the Debtor's Chapter 11 case, the limited staff available to perform the required internal review of the Debtor's business and affairs, the related Chapter 15 cases and the Canadian subsidiaries of the Debtor's parent company (White Birch Paper Holding Company). About Bear Island White Birch is the second-largest newsprint producer in North America. As of December 31, 2009, the WB Group held a 12% share of the North American newsprint market and employed roughly 1,300 individuals (the majority of which reside in Canada). Additionally, for the 12 months ended December 31, 2009, the WB Group maintained an annual production capacity of roughly 1.3 million metric tons of newsprint and directory paper, up to 50% of which consists of recycled content, and achieved net sales of roughly $667 million. Bear Island's assets are almost exclusively located in the U.S. Bear Island Paper Company, L.L.C., filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Eastern District of Virginia on February 24, 2010. The company's parent, White Birch Paper Company, filed for bankruptcy protection under Canada's Companies' Creditors Arrangement Act, before the Superior Court for the Province of Quebec, Commercial Division, Judicial District of Montreal, Canada. White Birch and five other affiliates -- F.F. Soucy Limited Partnership; F.F. Soucy, Inc. & Partners, Limited Partnership; Papier Masson Ltee; Stadacona Limited Partnership; and Stadacona General Partner, Inc. -- also sought bankruptcy protection under Chapter 15 of the U.S. Bankruptcy Code. Jonathan L. Hauser, Esq., at Troutman Sanders LLP, in Virginia Beach, Virginia; and Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis LLP, in New York, serve as counsel to White Birch, as Foreign Representative. Kirkland & Ellis and Troutman Sanders also serve as Chapter 11 counsel to Bear Island. AlixPartnes LLP serves as financial/restructuring advisor to Bear Island, and Lazard Freres & Co., serves as investment banker. Chief Judge Douglas O. Tice, Jr., handles the Chapter 11 and Chapter 15 cases. BERNARD MADOFF: UBS, Ernst & Young Win Bid to Block Lawsuits ------------------------------------------------------------ Stephanie Bodoni at Bloomberg News reports that UBS AG and Ernst & Young LLP won a Luxembourg court ruling potentially blocking hundreds of claims by investors who lost money in funds tied to Bernard Madoff's fraud. Luxembourg's commercial court said in a ruling March 4 concerning 10 test cases that investors can't bring individual lawsuits for damages. The court said it's up to the liquidators of the funds that invested with Madoff to seek the "recovery of the capital assets." According to the report, the Luxembourg case comes as UBS aims to post its first annual profit since 2006 this year and halt withdrawals by wealthy clients after spinning off toxic assets. Bloomberg recounts that investors who lost millions of dollars through Access International Advisors LLC's LuxAlpha Sicav- American Selection fund filed more than 100 lawsuits against UBS and Ernst & Young for "seriously neglecting" their fund supervisory duties. UBS served as the custodian for LuxAlpha. About Bernard L. Madoff 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.) BIG CEDAR CREEK: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Big Cedar Creek Development, LLC 103 North Main Street Jasper, GA 30143 Bankruptcy Case No.: 10-20948 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Gainesville) Debtor's Counsel: John J. McManus, Esq. John J. McManus & Associates, P.C. Building H, 3554 Habersham at Northlake Tucker, GA 30084 Tel: (770) 492-1000 Email: jmcmanus@mcmanus-law.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 $1,800,000, and total debts of $3,349,658. A full-text copy of the Debtor's petition, including a list of its 3 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ganb10-20948.pdf The petition was signed by Julio J. Gonzalez, sole member of the Company. BOYD GAMING: Moody's Reviews 'B1' Corporate Family Rating --------------------------------------------------------- Moody's Investors Service placed the ratings of Boyd Gaming Corporation's on review for possible downgrade. The decision to place Boyd on review reflects Moody's heightened concern regarding the company's ability to achieve and sustain debt/EBITDA below 6.0 times by the end of fiscal 2010 -- the target leverage needed to maintain its B1 Corporate Family Rating. These ratings were affected: -- Corporate Family Rating at B1 -- Probability of Default Rating at B1 -- Senior subordinated notes at B3 Boyd has an SGL-3 Speculative Grade Liquidity rating which indicates adequate liquidity. The company's $3 billion revolver is not rated. Despite significant cost cutting, Boyd's consolidated revenue and profitability continues to be hurt by the company's significant exposure to the Las Vegas Locals market. The Las Vegas Locals market accounts for about 40% of Boyd's consolidated wholly-owned property-level EBITDA. "Earnings visibility in the Las Vegas Locals market remains weak and Moody's are concerned that Boyd may experience a further and significant EBITDA decline from that business segment in 2010," stated Keith Foley, Senior Vice President. "Boyd's debt/EBITDA -- currently at about 7 times and already considered high for a B1 rating -- may increase to a level more consistent with a lower rating." Moody's review will focus on Boyd's ability and willingness to reduce leverage to a level considered more appropriate for its current rating. Also considered will be the company's ability to maintain compliance with its bank agreement financial covenants. Although the financial covenants in Boyd's bank agreement were recently relaxed, continued and significant declines in consolidated EBITDA could challenge the company's ability to maintain compliance. The last rating action for Boyd was on December 17, 2009, when Moody's commented that the company's ratings were not immediately affected by its announcement that it made a non-binding proposal to acquire Station Casinos, Inc. Boyd owns and operates gaming and entertainment facilities located in Nevada, Mississippi, Illinois, Louisiana, and Indiana. The company is also 50% partner in a joint venture that owns and operates the Borgata Hotel Casino in Atlantic City, New Jersey. Boyd generates about $1.64 billion of annual net revenue. BREWERY LOFT PARTNERS: Case Summary & 20 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Brewery Loft Partners, L.P. aka Lone Star Brewery 600 Lone Star Blvd. San Antonio, TX 78204 Bankruptcy Case No.: 10-50784 Chapter 11 Petition Date: March 1, 2010 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Chief Bkptcy Judge Ronald B. King Debtor's Counsel: Pedro V. Hernandez, Jr., Esq. 5820 IH 10 West, Suite 100 San Antonio, TX 78201 Tel: (210) 224-1111 Fax: (210) 732-0158 Email: pvhlawcpa@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/txwb10-50784.pdf The petition was signed by Mark F. Tolley. BROADSTRIPE LLC: Plan Exclusivity Extended to April 27 ------------------------------------------------------ Bill Rochelle at Bloomberg News reports that Broadstripe LLC received an extension until April 27 of the exclusive right to propose a reorganization plan. Broadstripe already filed a reorganization plan to carry out an agreement reached before the Chapter 11 filing with holders of the first- and second-lien debt. But like in the previous extension requests, Broadstripe noted that the official committee of unsecured creditors has filed a lawsuit seeking to invalidate the lenders' liens. Until the suit is resolved, the Committee won't support a plan that recognizes the validity of the lenders' claims. The Company said progress is being held up by $158 million in claims filed by two rival cable operators for alleged failure to complete asset purchase agreements. About Broadstripe LLC Headquartered in Chesterfield, Missouri, Broadstripe LLC -- http://www.broadstripe.com/-- provides videos and telephone services to consumers and business in Maryland, Michigan, Washington and Oregon. The Company and five of its affiliates filed for Chapter 11 protection on January 2, 2009 (Bankr. D. Del. Lead Case No. 09-10006). Attorneys at Ashby & Geddes, and Gardere Wynne Sewell LLP represent the Debtors in their restructuring efforts. The Debtors tapped FTI Consulting Inc. as their restructuring consultant, and Epiq Bankruptcy Consultants LLC as their claims agent. In its petition, Broadstripe listed assets and debts between $100 million and $500 million. BTA BANK: Restructuring Receives Recognition in U.S. ---------------------------------------------------- Anvar Saidenov, the chairman of JSC BTA Bank, said that on March 2 the U.S. Bankruptcy Court for the Southern District of New York entered an order granting BTA's application for recognition under Chapter 15 of its current restructuring proceeding in Kazakhstan as a "foreign main proceeding". This order imposes a stay on, among other things, any proceedings against BTA or against its property in the U.S. BTA Bank earlier said a court in Kiev, Ukraine, on February 17 issued a ruling "recognizing" the legitimacy of its debt restructuring process. BTA Bank also said Dec. 22 the High Court of Justice of England and Wales recognized the bank's restructuring, giving the bank a suspension of proceedings against its assets. About BTA Bank BTA Bank AO (BTA Bank JSC), formerly Bank TuranAlem AO -- http://bta.kz/-- is a Kazakhstan-based financial institution, which is involved in the provision of banking and financial products for private and corporate clients. The BTA Group is one of the leading banking groups in the Commonwealth of Independent States and has affiliated banks in Russia, Ukraine, Belarus, Georgia, Armenia, Kyrgyzstan and Turkey. In addition, the Bank maintains representative offices in Russia, Ukraine, China, the United Arab Emirates and the United Kingdom. The Bank has no branch or agency in the United States, and its primary assets in the United States consist of balances in accounts with correspondent banks in New York City. As of 30 November 2009 the Bank employed 5,043 people inside and 4 people outside Kazakhstan. It has no employees in the United States. Most of the Bank's assets, and nearly all its tangible assets, are located in Kazakhstan. JSC BTA Bank, also known as BTA Bank of Kazakhstan, filed for Chapter 15 bankruptcy protection in New York on Feb. 4, 2010 (Bankr. S.D.N.Y. Case No. 10-10638), listing more than $1 billion in both assets and debt. BTA Bank wants the Bankruptcy Court in Manhattan to enter an order recognizing the voluntary judicial restructuring proceeding that was initiated by the bank in the Specialized Financial Court of Almaty City in Kazakhstan and opened pursuant to an Oct. 16, 2009 decision of the Financial Court, as a foreign main proceeding pursuant to 11 U.S.C. Secs. 1515 and 1517. BTA Bank is represented in the Chapter 15 proceedings by White & Case LLP. CANWEST GLOBAL: President & Chief Executive Officer Resigns ----------------------------------------------------------- Canwest Global Communications Corp. disclosed that Mr. Leonard Asper has tendered his resignation as President and Chief Executive Officer and all other director and officer positions with Canwest and its subsidiaries in order to pursue other business opportunities and to avoid any concerns regarding potential conflicts of interest. Mr. Asper will continue to provide the Company with advice through a consulting agreement until such time that Canwest emerges from CCAA protection. Mr. Asper's positions will not be filled given the Company's court-supervised restructuring which commenced in October 2009, and the Company's newspaper and online publishing group pursuing a separate court-supervised financial restructuring plan, which commenced in January. Canwest's television broadcasting businesses will continue under the leadership of President and CEO Mr. Peter Viner and his senior management team. Canwest Limited Partnership, Canwest (Canada) Inc. and their subsidiaries, which operate Canwest's newspaper publishing and online operations, will also continue under its existing senior management team. "I would like to thank Leonard for his years of dedicated leadership and unwavering commitment to Canwest," said Derek Burney, Canwest's Chairman of the Board. "His vision and determination over the last decade has been instrumental in shaping the Canadian media landscape." The remaining Board members Derek Burney, David Drybrough, David Kerr and Margot Micallef are Independent directors actively involved in the Company's financial restructuring activities. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- an international media company, is Canada's largest media company. In addition to owning the Global Television Network, Canwest is Canada's largest publisher of English language daily newspapers and owns, operates and holds substantial interests in conventional television, out-of-home advertising, specialty cable channels, web sites and radio stations and networks in Canada, New Zealand, Australia, Turkey, Indonesia, Singapore, the United Kingdom and the United States. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CARBURTON PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Carburton Properties 8, LLC 1001 S.W. 5th Avenue, Suite 1300 Portland, OR 97204 Bankruptcy Case No.: 10-10762 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Robert K. Beste, Jr., Esq. Cohen Seglias Pallas Greenhall & Furman Suite 205, Nemours Bldg. 1007 Orange St. Wilmington, DE 19801 Tel: (302) 425-5089 Fax: (302) 425-5097 Email: rbeste@cohenseglias.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. CATALYST PAPER: Proceeds with Distressed Exchange ------------------------------------------------- Catalyst Paper is pursuing an offer to exchange its senior unsecured notes with an 8.625% coupon due 2011 for new senior secured notes due December 2016. Under the exchange offer, holders who validly tender and do not validly withdraw their Old Notes will receive, for each $1,000 principal amount of Old Notes accepted for exchange, $830 in principal amount of New Notes. Holders will also receive an additional $50 in principal amount of New Notes as an early tender amount for each $1,000 principal amount of Old Notes accepted for exchange that are validly tendered before Feb. 25, 2010, and not withdrawn. Catalyst Paper disclosed that US$318,676,000 in principal amount of the Old Notes, or 89.96% of the outstanding Old Notes, had been validly tendered as of the expiration of the early tender and withdrawal date on February 25, 2010. The current exchange offer has been extended and is set to expire on March 5, 2010. In light of the tenders received to date, Catalyst has determined to reduce the minimum tender condition to US$318,676,000 in principal amount of the Old Notes, which represents the principal amount of Old Notes that have been validly tendered as of the Early Payment Date and which remains the principal amount of Old Notes tendered. Accordingly, this reduction in the minimum tender condition is in effect a waiver of that condition. Because the withdrawal date of the Exchange Offer has expired, holders that have already tendered their Old Notes in the Exchange Offer may not withdraw their tenders or revoke their consents, unless Catalyst re-opens the withdrawal period in its discretion, or as otherwise provided in the Offer Documents. About Catalyst Paper Headquartered in Richmond, British Columbia, Catalyst Paper Corporation (TSX:CTL) manufactures diverse specialty printing papers, newsprint and pulp. Its customers include retailers, publishers and commercial printers in North America, Latin America, the Pacific Rim and Europe. With six mills strategically located in British Columbia and Arizona, Catalyst has a combined annual production capacity of 2.5 million tones. At September 30, 2009, the Company had C$2.20 billion in total assets against C$1.29 billion in total liabilities. At September 30, 2009, the Company had liquidity of C$192.9 million, comprised of C$90.6 million cash, and availability of C$102.3 million on the Company's asset-based loan facility. * * * In March 2010, Standard & Poor's Rating Services said it kept its ratings, including its 'CC' long-term corporate credit rating, on Vancouver-based Catalyst Paper Corp. on CreditWatch with negative implications, where they were placed Nov. 25, 2009. Catalyst Paper continues to pursue an offer to exchange its senior unsecured notes with an 8.625% coupon due 2011 for new senior secured notes due December 2016. Standard & Poor's will likely lower the ratings on Catalyst Paper to 'SD' (selective default) upon completion of the exchange offer. "Standard & Poor's views the offer as distressed because it represents a discount on the face value of the existing senior unsecured debt," said Standard & Poor's credit analyst Jatinder Mall. CENTRAL VALLEY: Sells 66 Franchises for $39 Million --------------------------------------------------- According to Chain Leader, the sale of 66 Jack in the Box Franchises reaps $39,018,877, which exceeded the stalking horse bid of $27 million. The winning bid were awarded to a group led by Ben Nematzadeh for 31 units in the Fresno and Chico/Redding areas; Anil Yadav for 31 units in the Sacramento area; Romesh Japra for Eureka and Crescent City; and Jyoti Madhura for the remaining two units in the Fresno area. The auction, report says, was conducted by National Franchise sale in February 2010 under the direction of Beverly N. McFarland, Chapter 11 Trustee for Central Valley Food Services Inc. The sale is expected to close in April 2010. Based in Reoseville, California, Central Valley Food Services Inc. operates a chain of restaurant. The company filed for Chapter 11 protection on Sept. 18, 2009 (Bankr. E.D. Calif. Case No. 09- 18993). Matthew R. Eason, Esq., represents the Debtor in its restructure efforts. The Debtor listed assets of less than $50,000, and liabilities of between $10 million and $50 million. CHARLES PHILIP COWIN: Files List of Unsecured Creditors ------------------------------------------------------- Charles Philip Cowin has filed with the U.S. Bankruptcy Court for the Northern District of Illinois a list of 20 largest unsecured creditors. A full-text copy of the Debtor's list of creditors is available for free at http://bankrupt.com/misc/txsb10-31478.pdf Houston, Texas-based Charles P. Cowin filed for Chapter 11 bankruptcy protection on February 24, 2010 (Bankr. S.D. Texas Case No. 10-31478). Richard L. Fuqua, II, Esq., at Fuqua & Keim, assists the Company in its restructuring effort. The Company estimated assets and debts at $10,000,001 to $50,000,000. CITADEL BROADCASTING: Reports $50.5-Mil. Operating Income for Q4 ---------------------------------------------------------------- Citadel Broadcasting Corporation reported certain results for the quarter and year ended December 31, 2009. Three Months Ended Years Ended December 31, December 31, ------------------ --------------------- 2009 2008 2009 2008 -------- -------- -------- ---------- (Unaudited, amounts in thousands) Net revenue $192,858 $214,231 $723,620 $863,121 Operating income (loss) 50,473 (787,331) (841,399) (1,024,017) Operating income 50,473 49,166 144,254 205,631 Segment operating income 65,443 67,254 218,501 289,944 Net revenue for the fourth quarter of 2009 was $192.9 million as compared to $214.2 million for the fourth quarter of 2008, a decrease of $21.3 million, or 9.9%. This decline was due in part to the discontinuance of certain network programs as well as the absence of political revenues in the fourth quarter of 2009. Excluding the discontinued programs, net revenues would have declined by approximately 7.4%. Our Radio Markets segment (radio stations) net revenue was $161.2 million in the fourth quarter of 2009 compared to $169.8 million in the same period in 2008, a decrease of approximately $8.6 million or 5.1% principally due to a decline in political revenue. Generally, Citadel's stations in larger metropolitan markets performed better than those stations in medium to small metropolitan markets. Operating income for the fourth quarter of 2009 was $50.5 million as compared to an operating loss of $787.3 million in the corresponding 2008 period. The fourth quarter of 2008 included an impairment charge of approximately $836.5 million. Excluding such charge, the operating income for the fourth quarter of 2009 was approximately $50.5 million compared to the $49.2 million in the fourth quarter of 2008, an increase of approximately $1.3 million, or 2.6%. Segment operating income (a non-GAAP financial measure generally defined as operating income (loss) adjusted to exclude depreciation and amortization, stock-based compensation, corporate general and administrative expenses, non-cash amounts related to contract obligations, asset impairment and disposal charges, local marketing agreement fees, and other, net) was $65.4 million for the fourth quarter of 2009, compared to $67.3 million for the fourth quarter of 2008. This decrease of $1.9 million, or 2.8%, was entirely due to the decline at the Radio Network segment. The Company?s Radio Markets segment operating income was essentially flat for the quarter. Farid Suleman, Chairman and Chief Executive Officer of Citadel Broadcasting Corporation, commented: "The current economic environment for our industry combined with the Company's bankruptcy filing made for a difficult fourth quarter. However, our focus on expense reductions enabled the Company to generate segment operating income of over $65 million or a decline of less than 3% when compared to the fourth quarter of 2008. In spite of the bankruptcy filing, the Company has continued to make all of the interest payments required under its senior debt and had approximately $57.4 million in cash as of December 31, 2009. The Company did not need to secure debtor in possession financing." Segment Results The table below presents net revenue and segment operating income for the Company for the three and twelve months ended December 31, 2009 and 2008. Three Months Ended Years Ended December 31, December 31, ----------------- -------------------- 2009 2008 2009 2008 -------- -------- -------- ---------- (Unaudited, amounts in thousands) Net revenue: Radio markets $161,243 $169,779 $604,120 $688,815 Radio network 32,537 46,418 123,418 181,798 Eliminations (922) (1,966) (4,339) (7,492) -------- -------- -------- ---------- Net revenue $192,858 $214,231 $723,620 $863,121 ======== ======== ======== ========== Segment operating income: Radio markets $59,518 $59,656 $214,942 $261,405 Radio network 5,925 7,598 3,559 28,539 -------- -------- -------- ---------- Segment operating income $465,443 $67,254 $218,501 $289,944 ======== ======== ======== ========== Bankruptcy Proceedings On December 20, 2009, Citadel Broadcasting Corporation, and certain of its subsidiaries filed voluntary petitions in the United States Bankruptcy Court for the Southern District of New York seeking relief under the provisions of Chapter 11 of Title 11 of the United States Code. In connection with the Chapter 11 cases, on February 3, 2010, the Debtors filed with the Court a proposed joint plan of reorganization and a related disclosure statement pursuant to Chapter 11. Copies of the Plan and Disclosure Statement are publicly available and may be accessed free of charge at the Debtors' private website at http://www.kccllc.net/citadel Our Station Portfolio Citadel Broadcasting Corporation is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. Citadel is comprised of 166 FM stations and 58 AM stations in the nation?s leading markets, in addition to the ABC Radio Network business, which is one of the three largest radio networks in the United States. For more information, visit www.citadelbroadcasting.com Supplemental Disclosures Regarding Non-GAAP Financial Information (Unaudited; Amounts in thousands) The following table sets forth the Company's segment operating income (loss) for the quarters and years ended December 31, 2009 and 2008. The Company defines "segment operating income" as operating income (loss) adjusted to exclude the following line items included in its statement of operations: depreciation and amortization, stock-based compensation, corporate general and administrative expenses, non-cash amounts related to contract obligations, asset impairment and disposal charges, local marketing agreement fees, and other, net. Segment operating income, among other things, is used by the Company?s management to evaluate the Company's operating performance, to value prospective acquisitions, and as the basis of incentive compensation targets for certain management personnel. In addition, this measure is among the primary measures used by management for the planning and forecasting of future periods. The Company believes the presentation of this measure is relevant and useful for investors because it allows investors to view the performance in a manner similar to the method used by the Company's management, helps improve their ability to understand the Company's operating performance and makes it easier to compare the Company?s results with other companies that have different financing and capital structures or tax rates. In addition, this measure is also among the primary measures used externally by the Company's investors, analysts and peers in its industry for purposes of valuation and comparing the operating performance of the Company to other companies in its industry. Since segment operating income is not a measure of performance calculated in accordance with accounting principles generally accepted in the United States of America ("GAAP"), it should not be considered in isolation of, or as a substitute for, operating income or loss, net income or loss, cash flows provided by operating, investing and financing activities, or other income or cash flow statement data prepared in accordance with GAAP. Segment operating income, as the Company calculates it, may not be comparable to similarly titled measures employed by other companies. In addition, segment operating income does not necessarily represent the residual cash flow that is available for discretionary expenditures and excludes other non- discretionary expenditures, including among others, mandatory debt service requirements. As a result, segment operating income is not necessarily a measure of the Company's liquidity or its ability to fund its cash needs. Segment operating income does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in the Company's business. As segment operating income excludes certain financial information compared with operating income or loss, the most directly comparable GAAP financial measure, users of this financial information should consider the types of events and transactions that are excluded. As required by the Securities and Exchange Commission ("SEC"), the Company provides below a reconciliation of segment operating income to operating income or loss, the most directly comparable amount reported under GAAP. 3-months ended Year Ended Dec. 31, 2009 Dec. 31, 2009 ------------- ------------- Segment operating income: Radio markets $59,518,000 $214,942,000 Radio network 5,925,000 3,559,000 Asset impairment and - - disposal charges Corporate general and (5,216,000) (25,380,000) administrative, incl. stock-based compensation Local marketing agreement (257,000) (1,027,000) fees Stock-based compensation (1,393,000) (5,400,000) expense Depreciation & amortization (7,574,000) (35,599,000) Other, net (530,000) (6,841,000) --------------- ------------- Total operating income $50,473,000 ($841,399,000) (loss) =============== ============= About Citadel Broadcasting Citadel Broadcasting Corporation (OTC BB: CTDB) -- http://www.citadelbroadcasting.com/-- is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. Citadel is comprised of 166 FM stations and 58 AM stations in the nation's leading markets, in addition to Citadel Media, which is one of the three largest radio networks in the United States. Citadel Broadcasting filed for Chapter 11 with 50 affiliates on Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422). The Company listed assets of $1.4 billion and debt of $2.5 billion in its Chapter 11 filing. Kirkland & Ellis LLP is serving as legal counsel and Lazard Freres & Co. LLC as financial advisor for the restructuring. Kurtzman Carson Consultants is serving as claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Citadel Broadcasting Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Citadel Broadcasting Corp. and other affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CITADEL BROADCASTING: Wants Until June 18 to Remove Actions ----------------------------------------------------------- Rule 9027 of the Federal Rules of Bankruptcy Procedure sets forth the time periods for filing notices to remove claims or causes of action. Specifically, 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: -- 90 days after the order for relief in the case under the Code; -- 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 Code; or -- 30 days after a trustee qualifies in a Chapter 11 reorganization case but not later than 180 days after the order for relief. By this motion, Citadel Broadcasting Corporation and its debtor- affiliates seek a 90-day extension of the Removal Period, through and including June 18, 2010, without prejudice to their right to seek further extensions. Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York, relates that since the Petition Date, the Debtors have worked diligently on a number of critical matters, like stabilizing their business operations, negotiating and drafting key restructuring documents, and preparing their schedules of assets and liabilities and statements of financial affairs, and are not yet prepared to decide which, if any, of the civil actions they will seek to remove to the Court. The time within which the Debtors may file notices of removal for Civil Actions that have not been stayed expires on March 20, 2010. Mr. Henes argues that if an extension is not granted, the Debtors will not have sufficient time to adequately consider whether removal of the Civil Actions is necessary. About Citadel Broadcasting Citadel Broadcasting Corporation (OTC BB: CTDB) -- http://www.citadelbroadcasting.com/-- is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. Citadel is comprised of 166 FM stations and 58 AM stations in the nation's leading markets, in addition to Citadel Media, which is one of the three largest radio networks in the United States. Citadel Broadcasting filed for Chapter 11 with 50 affiliates on Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422). The Company listed assets of $1.4 billion and debt of $2.5 billion in its Chapter 11 filing. Kirkland & Ellis LLP is serving as legal counsel and Lazard Freres & Co. LLC as financial advisor for the restructuring. Kurtzman Carson Consultants is serving as claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Citadel Broadcasting Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Citadel Broadcasting Corp. and other affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CITADEL BROADCASTING: Proposes April 21 Claims Bar Date ------------------------------------------------------- Citadel Broadcasting Corp. and its units ask the United States Bankruptcy Court for the Southern District of New York to establish these dates as the deadline for entities to file proofs of claim in their Chapter 11 cases: (a) April 21, 2010, at 5:00 p.m. (Prevailing Pacific Time) for all claims, including administrative claims, except government claims; (b) June 18, 2010, at 5:00 p.m. (Prevailing Pacific Time) for all governmental units. Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York, relates that the Debtors anticipate that there may be over a thousand potential claimants in the Chapter 11 cases, which raises the possibility of a time consuming claims reconciliation process. "Because the Debtors hope to exit Chapter 11 expeditiously as part of a streamlined financial restructuring, the Debtors desire to begin the claims process as soon as possible," Mr. Henes says. To effectuate the desired result, the Debtors need complete and accurate overview-level information regarding the nature, amount and status of asserted claims, Mr. Henes further asserts. He notes that some of the analysis is well underway, but the precise nature and scope of asserted claims will be clearly established only after a claims bar date has been set. Certain claimants, however, are exempted from the Bar Date. These are those: -- that have already filed a proof of claim; -- whose claims are listed in the Debtors' schedules of assets and liabilities and are not "disputed," "contingent," or "unliquidated"; -- whose claims have been allowed by the Court; -- whose claims have been paid in full; -- whose claims have specific deadlines established by the Court; -- whose claims are intercompany claims; -- whose claims are allowable as an expense of administration, except claims under Section 503(b)(9) of the Bankruptcy Code; -- who are current employees of the Debtors and whose claims are in the ordinary course of business like wages and commissions; -- who are holders of claims that are limited exclusively to the repayment of principal, interest or other applicable fees and charges owed under any bond or note issued by the Debtors pursuant to an indenture or a credit agreement; and -- who are holders of equity interests, which are based exclusively upon an interest in the equity ownership of any of the Debtors. On or before March 16, 2010, the Debtors propose to mail written a notice of the Bar Date to parties-in-interest. For creditors whose addresses are unknown, the Debtors propose to publish notice of the Bar Date in the national editions of "The Wall Street Journal" and "USA Today" on or before March 23, 2010. Mr. Henes tells the Court that the Debtors may need to establish supplemental bar dates to ensure that all known and unknown creditors receive a "Bar Date Package". To minimize any time and expense associated with having to seek subsequent orders from the Court, the Debtors ask that they be permitted to establish Supplemental Bar Dates upon the written consent of the U.S. Trustee and the Official Committee of Unsecured Creditors. For any Claimant who fails to file a Proof of Claim on or before the Bar Date or a Supplemental Bar Date, the Debtors propose that the Claimant will be forever barred, estopped and enjoined from asserting a claim against the Debtors, and the Debtors' property will be forever discharged from any and all indebtedness or liability with respect to the Claim, and the holder will not: (a) be treated as a creditor with respect to the Claim; (b) participate in any distribution on account of the claim; or (c) be permitted to receive further notices regarding the Claim. About Citadel Broadcasting Citadel Broadcasting Corporation (OTC BB: CTDB) -- http://www.citadelbroadcasting.com/-- is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. Citadel is comprised of 166 FM stations and 58 AM stations in the nation's leading markets, in addition to Citadel Media, which is one of the three largest radio networks in the United States. Citadel Broadcasting filed for Chapter 11 with 50 affiliates on Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422). The Company listed assets of $1.4 billion and debt of $2.5 billion in its Chapter 11 filing. Kirkland & Ellis LLP is serving as legal counsel and Lazard Freres & Co. LLC as financial advisor for the restructuring. Kurtzman Carson Consultants is serving as claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Citadel Broadcasting Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Citadel Broadcasting Corp. and other affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CITADEL BROADCASTING: Committee Wants EPIQ to Provide Info ---------------------------------------------------------- The Official Committee of Unsecured Creditors in Citadel Broadcasting Corp. asks the Court for authority to implement certain procedures to enable the Committee's compliance with Section 1102(b)(3) of the Bankruptcy Code, including, without limitation, establishing a "Committee Website". According to Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavin LLP, in New York, the Procedures will allow the Committee to satisfy its statutory obligations to provide access to information to the Debtors' general unsecured creditors and to solicit and receive comments from the unsecured creditors in accordance with Section 1102(b)(3). In connection with the implementation of the Procedures, and to further fulfill its statutory obligations in an efficient and effective manner, the Committee seeks to retain Epiq Bankruptcy Solutions LLC as its Web site administration agent. The information available on the Committee Web site will include: a. general information regarding the Chapter 11 Cases; b. the contact information for the Debtors, the Debtors' counsel and the Committee's counsel; c. the date by which unsecured creditors must file proofs of claim; d. the voting deadline with respect to any Chapter 11 plan of reorganization filed in the Chapter 11 Cases; e. the claims docket, as and when established by the Debtors or their claims agent; f. a general overview of the Chapter 11 process; g. press releases (if any) issued by the Debtors or the Committee; h. filings, if any, made by the Debtors with the Securities and Exchange Commission; i. the Debtors' monthly operating reports; j. a list of upcoming omnibus hearing dates and the calendar of matters on the hearing dates; k. available transcripts from all hearings in the Chapter 11 Cases; l. material pleadings and orders filed in the Chapter 11 Cases; m. answers to frequently asked questions; n. links to other relevant Web sites; and o. any other information that the Committee, in its sole and absolute discretion, deems appropriate, which may include contact information for entities that have appeared as transferees of claims under Rule 3001(e)(2) of the Federal Rules of Bankruptcy Procedure. In addition to establishing the Committee Web site, the Committee will establish an e-mail address to allow unsecured creditors to send questions and comments concerning the Chapter 11 Cases. A link to the Committee E-mail Address will be made available on the Committee Web site. Epiq's Retention In order to establish and maintain the Committee Web site in an efficient manner, the Committee seeks to retain Epiq as its Web site Administration Agent. Mr. Hansen says that the reasonable fees and expenses of the Committee and its agents, including Epiq, relating to the establishment and maintenance of the Committee Web site, other than the fees and expenses of the Committee's retained professionals, will be payable by the Debtors in the ordinary course and treated as administrative expenses pursuant to Section 503(b) of the Bankruptcy Code. The Debtors will pay Epiq based on its hourly rates: Clerk $40 to $60 Case Manager (Level 1) $125 to $175 IT Programming Consultant $140 to $190 Case Manager (Level 2) $185 to $220 Senior Case Manager $225 to $275 Senior Consultant $295 About Citadel Broadcasting Citadel Broadcasting Corporation (OTC BB: CTDB) -- http://www.citadelbroadcasting.com/-- is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. Citadel is comprised of 166 FM stations and 58 AM stations in the nation's leading markets, in addition to Citadel Media, which is one of the three largest radio networks in the United States. Citadel Broadcasting filed for Chapter 11 with 50 affiliates on Dec. 20, 2009, in Manhattan (Bankr. S.D.N.Y. Case No. 09-17422). The Company listed assets of $1.4 billion and debt of $2.5 billion in its Chapter 11 filing. Kirkland & Ellis LLP is serving as legal counsel and Lazard Freres & Co. LLC as financial advisor for the restructuring. Kurtzman Carson Consultants is serving as claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Citadel Broadcasting Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Citadel Broadcasting Corp. and other affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) CITY OF HOPE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: The City of Hope Community Church, Inc. dba Taste of Victory dba Victory Billing and Collection Management fka Victory Drive Deliverance Temple 203 West Victory Drive Savannah, GA 31405-1717 Bankruptcy Case No.: 10-40473 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Southern District of Georgia (Savannah) Debtor's Counsel: C. James McCallar, Jr., Esq. McCallar Law Firm P.O. Box 9026 Savannah, GA 31412 Tel: (912) 234-1215 Fax: (912) 236-7549 Email: mccallarlawfirm@aol.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/gasb10-40473.pdf The petition was signed by Theodore Jackson, CEO & CFO of the company. COACHMEN INDUSTRIES: Bradley Louis Radoff Holds 7.9% Stake ---------------------------------------------------------- Bradley Louis Radoff disclosed that as of December 31, 2009, he may be deemed to own 1,285,000 shares, which represents 7.9%, of the shares of common stock of Coachmen Industries, Inc. Coachmen Industries, Inc., doing business as All American Group, is one of America's premier systems-built construction companies operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of specialty vehicles through a joint venture with ARBOC Mobility, LLC. All American Group is a publicly held company with stock quoted and traded on the over-the-counter markets under the ticker COHM.PK. All American Group includes All American Homes, LLC and Mod-U- Kraf, LLC, which combined are one of the nation's largest builders of systems-built residential homes. Models range from single- story ranches to spacious two-story colonials to beautifully rustic log homes, under the Ameri-Log(R) brand. A line of solar homes that can generate low to zero energy bills is available under the Solar Village(R) brand. All American Building Systems, LLC, builds large scale projects such as apartments, condominiums, dormitories, hotels, military and student housing. The Company's construction facilities are located in Colorado, Indiana, Iowa, North Carolina and Virginia. * * * In March 2009, Coachmen's independent public accounting firm, Ernst & Young LLP, said that despite the Company's sale of the assets related to its RV Segment, its recurring net losses and lack of current liquidity raise substantial doubt about its ability to continue as a going concern. Coachmen said its ability to continue as a going concern is highly dependent on its ability to obtain financing or other sources of capital. COACHMEN INDUSTRIES: Indian Creek Holds 9.3% of Common Stock ------------------------------------------------------------ Indian Creek Investors LP; Indian Creek Asset Management LLC; and Gary Siegler disclosed that as of December 31, 2009, they may be deemed to hold 1,506,000 shares or roughly 9.3% of the common stock of Coachmen Industries, Inc. Indian Creek Asset Management is the general partner of the Fund. Mr. Siegler is the controlling person of Indian Creek Asset Management. About Coachmen Industries Coachmen Industries, Inc., doing business as All American Group, is one of America's premier systems-built construction companies operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of specialty vehicles through a joint venture with ARBOC Mobility, LLC. All American Group is a publicly held company with stock quoted and traded on the over-the-counter markets under the ticker COHM.PK. All American Group includes All American Homes, LLC and Mod-U- Kraf, LLC, which combined are one of the nation's largest builders of systems-built residential homes. Models range from single- story ranches to spacious two-story colonials to beautifully rustic log homes, under the Ameri-Log(R) brand. A line of solar homes that can generate low to zero energy bills is available under the Solar Village(R) brand. All American Building Systems, LLC, builds large scale projects such as apartments, condominiums, dormitories, hotels, military and student housing. The Company's construction facilities are located in Colorado, Indiana, Iowa, North Carolina and Virginia. * * * In March 2009, Coachmen's independent public accounting firm, Ernst & Young LLP, said that despite the Company's sale of the assets related to its RV Segment, its recurring net losses and lack of current liquidity raise substantial doubt about its ability to continue as a going concern. Coachmen said its ability to continue as a going concern is highly dependent on its ability to obtain financing or other sources of capital. COACHMEN INDUSTRIES: Unit Inks Contract with Private Developer -------------------------------------------------------------- All American Building Systems, LLC, a subsidiary of Coachmen Industries, Inc., on March 1, 2010, entered into a contract with a private developer for the construction of two modular apartment buildings in Dubuque, Iowa. This contract is for the first phase of a housing project that the Company anticipates will involve the construction of 12 apartment buildings containing a total of 216 dwelling units, with a total project price of $13 million. The contract price for the design, construction, delivery, and finish of the two apartment buildings currently under contract with the Company is $2.4 million, and work on these buildings is to begin immediately. The Company anticipates that the bulk of the revenue for the two apartment buildings will be recognized in the second quarter of 2010. The Company has revised its financial results for the fourth quarter of 2009, ending December 31, 2009. The revision was related to the accounting treatment of a two-year $20.0 million loan agreement as borrowers with H.I.G. All American, LLC, and resulted in balance sheet classification changes, and a non-cash charge to earnings. In a shareholder update on February 16, 2010, Richard M. Lavers, the Company's President and Chief Executive Officer, acknowledged the Company is "not out of the woods yet." "There are signs of the beginning of a housing market recovery, and several predictions of a fairly robust recovery in 2010, but we have not yet witnessed a recovery," Mr. Lavers said. According to Mr. Lavers, the Company anticipates increased housing revenues in 2010. "However, we expect that the first quarter will still be very difficult, and unusually heavy snows and extreme cold weather throughout much of our market area will not help," he said. "On the specialty vehicle side, our ARBOC Mobility bus business was increasingly profitable in the 2nd half of 2009, and we expect it to remain so. Our plans call for more than doubling our shipments of the ARBOC Mobility bus in 2010. At present, we have backlog, orders under contract and bid awards to carry us through mid-May. In addition, throughout 2009 we developed other specialty vehicle product categories which we expect to introduce in 2010," he added. About Coachmen Industries Coachmen Industries, Inc., doing business as All American Group, is one of America's premier systems-built construction companies operating under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R) and MOD-U-KRAF(R) brands, as well as a manufacturer of specialty vehicles through a joint venture with ARBOC Mobility, LLC. All American Group is a publicly held company with stock quoted and traded on the over-the-counter markets under the ticker COHM.PK. All American Group includes All American Homes, LLC and Mod-U- Kraf, LLC, which combined are one of the nation's largest builders of systems-built residential homes. Models range from single- story ranches to spacious two-story colonials to beautifully rustic log homes, under the Ameri-Log(R) brand. A line of solar homes that can generate low to zero energy bills is available under the Solar Village(R) brand. All American Building Systems, LLC, builds large scale projects such as apartments, condominiums, dormitories, hotels, military and student housing. The Company's construction facilities are located in Colorado, Indiana, Iowa, North Carolina and Virginia. * * * In March 2009, Coachmen's independent public accounting firm, Ernst & Young LLP, said that despite the Company's sale of the assets related to its RV Segment, its recurring net losses and lack of current liquidity raise substantial doubt about its ability to continue as a going concern. Coachmen said its ability to continue as a going concern is highly dependent on its ability to obtain financing or other sources of capital. COLONIAL BANCGROUP: Asks for Plan Exclusivity Until June 18 ----------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Colonial BancGroup Inc. is asking the Bankruptcy Court to extend until June 18 its exclusive period to propose a Chapter 11 plan. The case is still being held up by disputes over the validity of three secured claims. Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc. (NYSE: CNB) was holding company to Colonial Bank, N.A, its banking subsidiary. Colonial bank -- http://www.colonialbank.com/ -- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On August 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. Colonial BancGroup filed for Chapter 11 bankruptcy protection on August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303). W. Clark Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Company in its restructuring effort. The Company listed $45,000,000 in assets and $380,000,000 in debts in its bankruptcy filing. COLONIAL BANCGROUP: Tax Refunds to Be Placed in Segregated Account ------------------------------------------------------------------ Bill Rochelle at Bloomberg News reports that Colonial BancGroup Inc. reached an agreement with the Federal Deposit Insurance Corp. to hold disputed tax refunds in a segregated account until the court decides on who's entitled to the money. According to the report, Colonial BancGroup expects that tax refunds will be among the major assets for eventual distribution to creditors. The FDIC, however, contends that it should receive the refunds as receiver for the failed bank. The FDIC and Colonial BancGroup have been fighting over cash. Colonial previously sought the Court's authority to use cash in certain alleged deposit accounts totaling $38 million at Branch Banking & Trust Co. The FDIC, as receiver to Colonial Bank, the banking unit of Colonial BancGroup, objected, citing that the amount should be set off with an uncured capital maintenance commitment owed by the Debtor of at least $1 billion that the Debtor was required to assume and cure as a condition to obtaining protection under chapter 11 of the Bankruptcy Code. About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc. (NYSE: CNB) was holding company to Colonial Bank, N.A, its banking subsidiary. Colonial bank -- http://www.colonialbank.com/ -- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On August 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. Colonial BancGroup filed for Chapter 11 bankruptcy protection on August 25, 2009 (Bankr. M.D. Ala. Case No. 09-32303). W. Clark Watson, Esq., at Balch & Bingham LLP and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Company in its restructuring effort. The Company listed $45,000,000 in assets and $380,000,000 in debts in its bankruptcy filing. CONTOS DEVELOPMENT: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Contos Development, LLC 200 North Westlake Blvd Ste 204 Westlake Village, CA 91362 Bankruptcy Case No.: 10-12324 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: John R. Contos, Esq. 200 N Westlake Blvd, Ste 204 Westlake Village, CA 91362 Tel: (818) 707-8887 Fax: (818) 707-8884 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 John R. Contos, president/principal of the Company. CORUS BANKSHARES: Receives Event of Default Notices --------------------------------------------------- Corus Bankshares, Inc., disclosed that in January 2010 it received five letters sent by The Bank of New York Mellon, N.A. as trustee for certain holders of trust-originated preferred securities, declaring the principal amount of the Notes to be due and payable immediately as a consequence of an alleged event of default which occurred on September 11, 2009. The Notes are: -- Floating Rate Junior Subordinated Notes due June 30, 2033, in the aggregate original amount of $20,619,000; -- Floating Rate Junior Subordinated Notes due December 15, 2033, in the aggregate original amount of $30,928,000; and -- Floating Rate Junior Subordinated Deferrable Interest Debentures due September 20, 2034, in the aggregate original principal amount of $51,547,000. The Company believes that the basis of the allegation is that an event of default somehow occurred on September 11, 2009 as a result of the appointment by the Office of the Comptroller of the Currency of the Federal Deposit Insurance Corporation as the receiver for the Company's subsidiary, Corus Bank, N.A. In January 2010, Corus also received copies of letters sent by Bank of America, N.A., in its capacity as Trustee under an Indenture dated December 19, 2005, with respect to the Corus Statutory Trust XI in the original amount of $25.0 million. One letter was addressed to Alesco Preferred Funding IX and the other letter was addressed to Alesco Preferred Funding X. The Letters contained a notice to the Securityholders that an Event of Default has occurred relating to the Junior Subordinated Debt Securities due March 15, 2036, issued by the Company. The Company believes that the contentions contained in the Letters were without merit. The Company has asked BofA to immediately rescind and withdraw the purported notice of a Specified Event of Default under the Indenture with respect to the TOPrS. About Corus Bank Corus Bank, N.A., was the banking subsidiary of Chicago, Illinois- based Corus Bankshares, Inc. (NASDAQ: CORS). Corus Bank was closed September 11, 2009, by regulators and the Federal Deposit Insurance Corporation was named receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with MB Financial Bank, National Association, Chicago, Illinois, to assume all of the deposits of Corus Bank. As of June 30, 2009, Corus Bank had total assets of $7 billion and total deposits of approximately $7 billion. MB Financial Bank paid the FDIC a premium of 0.2% to assume all of the deposits of Corus Bank. MB Financial Bank agreed to purchase $3 billion of the assets, comprised mainly of cash and marketable securities. The FDIC retained the remaining assets for later disposition. COSINE COMMUNICATIONS: Incurs $597,000 Net Loss for 2009 -------------------------------------------------------- CoSine Communications Inc. said it incurred $597,000 net loss for the year ended Dec. 31, 2009, compared with $15,000 net loss in 2008. There were no revenues during those two years as CoSine Communications has discontinued operations. The Company's balance sheet showed $22,597,000 in total assets and $232,000 in liabilities, all current, at Dec. 31, 2009. Burr Pilger Mayer Inc. of San Jose, California, reported that the CoSine Communications Inc.'s actions in September 2004 in connection with its ongoing evaluation of strategic alternatives to terminate most of its employees and discontinue production activities in an effort to conserve cash, raise substantial doubt about its ability to continue as a going concern. A full-text copy of the company's annual report on Form 10-K is available for free at http://ResearchArchives.com/t/s?5675 About Cosine Communications CoSine Communications (Pink Sheets: COSN) was founded in 1998 as a global telecommunications equipment supplier to empower service providers to deliver a compelling portfolio of managed, network- based IP and broadband services to consumers and business customers. CoSine ceased its customer service operations effective December 31, 2006. CoSine's strategic plan is to redeploy its existing resources to identify and acquire new business operations. CoSine's redeployment strategy will involve the acquisition of one or more operating businesses with existing or prospective taxable earnings. This strategy may allow CoSine to realize future cash flow benefits from its net operating loss carry-forwards. COUDERT BROTHERS: Administrator Blasts Statek $85-Mil. Appeal ------------------------------------------------------------- The plan administrator overseeing Coudert Brothers LLP's dissolution has blasted Statek Corp.'s appeal of a bankruptcy judge's rejection of an $85 million claim over allegations that Coudert breached its fiduciary duty in representing two individuals who looted the Company in the 1990s, according to Law360. Coudert Brothers LLP was an international law firm specializing in complex cross-border transactions and dispute resolution. The firm had operations in Australia and China. The Debtor filed for Chapter 11 protection on Sept. 22, 2006 (Bankr. S.D.N.Y. Case No. 06-12226). John E. Jureller, Jr., Esq., and Tracy L. Klestadt, Esq., at Klestadt & Winters, LLP, represent the Debtor in its restructuring efforts. The U.S. Trustee for Region 2 appointed five creditors to serve on an Official Committee of Unsecured Creditors. Brian F. Moore, Esq., and David J. Adler, Esq., at McCarter & English, LLP, represent the Official Committee of Unsecured Creditors. In its schedules of assets and debts, Coudert listed total assets of $29,968,033 and total debts of $18,261,380. The Bankruptcy Court in August 2008 signed an order confirming Coudert Brothers LLP's chapter 11 plan. The Plan contemplated on paying 39% to unsecured creditors with $26 million claims. CRESCENT RESOURCES: Wants Plan Exclusivity Until June 1 ------------------------------------------------------- Crescent Resources LCC is seeking a June 1 extension of its exclusive period to solicit acceptances of its Chapter 11 plan. According to Bill Rochelle at Bloomberg News, Crescent Resources said the Official Committee of Unsecured Creditors is not supporting the proposed reorganization plan. Nonetheless, Crescent said it is "optimistic" differences can be resolved before the March 12 hearing for approval of the disclosure statement explaining the Chapter 11 plan. Significant terms of the Plan include: -- Holders of prepetition secured debt will receive a combination of reinstated debt and 100% of the equity of the reorganized company. -- General unsecured creditors of the company shall receive an interest in a litigation trust to be formed as part of the Plan. -- Various project level lenders shall have their existing debt reinstated. About Crescent Resources Crescent Resources, LLC -- http://www.crescent-resources.com/-- is a land management and real estate development company with interests in 10 states in the southeastern and southwestern United States. Based in Charlotte, North Carolina, Crescent Resources is a joint venture between Duke Energy and the Morgan Stanley Real Estate Funds. Established in 1969, Crescent creates mixed-use developments, award-winning country club communities, single- family neighborhoods, apartment and condominium communities, Class A office space, business and industrial parks and shopping centers. Crescent Resources and 120 affiliates filed separate chapter 11 petitions on June 10, 2009 (Bankr. W.D. Tex. Lead Case No. 09- 11507). The Hon. Craig A. Gargotta presides over the case. Attorneys at Weil Gotshal Manges LLP represent the Debtors in their Chapter 11 cases. Eric J. Taube, Esq., at Hohmann, Taube & Summers, L.L.P., serves as the Debtors' co-counsel. Garden City Group serves as claims and notice agent. The Debtors disclosed more than $1 billion each in assets and debts when they filed for bankruptcy. CRESCENT RESOURCES: Authorized to Hire RBS Securities ----------------------------------------------------- Crescent Resources LLC obtained permission from the Bankruptcy Court to hire RBS Securities Inc. as arranger for $150 million of senior secured first-lien debt to finance an emergence from Chapter 11 reorganization. The Debtor filed the document containing RBS Securities' fees under seal. Crescent Resources, LLC -- http://www.crescent-resources.com/-- is a land management and real estate development company with interests in 10 states in the southeastern and southwestern United States. Crescent Resources is a joint venture between Duke Energy and Morgan Stanley Real Estate Fund. Established in 1969, Crescent creates mixed-use developments, country club communities, single-family neighborhoods, apartment and condominium communities, Class A office space, business and industrial parks and shopping centers. Crescent Resources, LLC, and its debtor-affiliates filed for Chapter 11 protection on June 10, 2009, with the U.S. Bankruptcy Court for the Western District of Texas (Austin), lead case number 09-11507, before Judge Craig A. Gargotta. Eric J. Taube, Esq., at Hohmann, Taube & Summers, L.L.P., is serves as the Debtors' bankruptcy counsel. DANNY'S SAN TAN: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Danny's San Tan, LLC 15509 N. Scottsdale Rd. Scottsdale, AZ 85254 Bankruptcy Case No.: 10-05585 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: George B. Nielsen Jr. Debtor's Counsel: Bert L. Roos, Esq. 5045 N. 12th St, Suite B Phoenix, AZ 85014 Tel: (602) 242-7869 Fax: (602) 242-5975 Email: blrpc85015@msn.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtor did not file a list of its 20 largest unsecured creditors when it filed its petition. Debtor-affiliates that filed Chapter 11 petitions on March 3, 2010: (1) Debtor: Danny's Tempe, LLC Bankruptcy Case No.: 10-05588 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 (2) Danny's Crossroads, LLC Bankruptcy Case No.: 10-05580 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 DBSI COLONY WEST: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: DBSI Colony West Development LLC Hwy. 121 & Blair Oaks The Colony, TX 75056 Bankruptcy Case No.: 10-10768 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: William R. Firth, III, Esq. Gibbons P.C. 1000 N. West Street, Suite 1200 Wilmington, DE 19801 Tel: (302) 295-4875 Fax: (302) 295-4876 Email: wfirth@gibbonslaw.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 James R. Zazzali, trustee of the Company. Debtor-affiliate that filed separate Chapter 11 petition November 6, 2008: (1) One-Executive Tower LLC Case No: 08-12666 Debtor-affiliates that filed separate Chapter 11 petitions November 10, 2008: (1) DBSI 2001 A Funding Corporation Case No: 08-12694 (2) DBSI 2001 B Funding Corporation Case No: 08-12695 (3) DBSI 2001 C Funding Corporation Case No: 08-12696 (4) DBSI 2005 Secured Notes Corporation Case No: 08-12697 (5) DBSI 2006 Land Opportunity Fund LLC Case No: 08-12822 (6) DBSI 2006 Secured Notes Corporation Case No: 08-12698 (7) DBSI 2007 Land Improvement & Development Fund LLC Case No: 08-12824 (8) DBSI 2008 Land Option Fund LLC Case No: 08-12825 (9) DBSI 2008 Notes Corporation Case No: 08-12699 (10) DBSI Alma/121 Office Commons LLC Case No: 08-12826 (11) DBSI Asset Management LLC Case No: 08-12821 (12) DBSI Copperfield Timbercreek LeaseCo LLC Case No: 08-12816 (13) DBSI Cottonwood Plaza Development LLC Case No: 08-12827 (14) DBSI Draper Technology 21 LLC Case No: 08-12828 (15) DBSI Escala LLC Case No: 08-12829 (16) DBSI Guaranteed Capital Corporation Case No: 08-12737 (17) DBSI Inc. Case No: 08-12687 (18) DBSI Properties Inc. Case No: 08-12776 (19) DBSI Real Estate Funding Corporation Case No: 08-12777 (20) DBSI Realty Inc. Case No: 08-12778 (21) DBSI Securities Corporation Case No: 08-12782 (22) DBSI Shoppes at Trammel LLC Case No: 08-12823 (23) DBSI Short-Term Development Fund LLC Case No: 08-12830 (24) DBSI Telecom Office LLC Case No: 08-12831 (25) DCJ Inc. Case No: 08-12811 (26) FOR 1031 LLC Case No: 08-12813 (27) Spectrus Real Estate Inc. Case No: 08-12814 Debtor-affiliate that filed separate Chapter 11 petition December 12, 2008: (1) DBSI/Western Technologies LLC Case No: 08-13307 Debtor-affiliates that filed separate Chapter 11 petitions January 6, 2009: (1) Belton Town Center Acquisition LLC Case No: 09-10034 (2) DBSE Lexington LLC Case No: 09-10040 (3) DBSI 121/Alma Land L.P. Case No: 09-10045 (4) DBSI 121/Alma LLC Case No: 09-10046 (5) DBSI Broadway Plaza LeaseCo LLC Case No: 09-10035 (6) DBSI Development Services LLC Case No: 09-10037 (7) DBSI Flowood Plaza LLC Case No: 09-10038 (8) DBSI Land Development LLC Case No: 09-10039 (9) DBSI Meridian 184 LLC Case No: 09-10041 (10) DBSI One Hernando Center North LLC Case No: 09-10042 (11) South Cavanaugh LLC Case No: 09-10044 Debtor-affiliates that filed separate Chapter 11 petitions January 9, 2009: (1) Florissant Market Place Acquisition LLC Case No: 09-10081 (2) FOR 1031 Broadway Plaza LLC Case No: 09-10080 Debtor-affiliates that filed separate Chapter 11 petitions January 26, 2009: (1) DBSI Brookhollow One LLC Case No: 09-10263 (2) DBSI Lone Peak Parkway LLC Case No: 09-10264 (3) FOR 1031 Brookhollow One LLC Case No: 09-10262 Debtor-affiliate that filed separate Chapter 11 petition January 28, 2009: (1) DBSI Lansdowne I LP Case No: 09-10276 Debtor-affiliate that filed separate Chapter 11 petition March 9, 2009: (1) DBSI Surprise Farms LLC Case No: 09-10409 Debtor-affiliate that filed separate Chapter 11 petition March 20, 2009: (1) Kastera Snake River 94 LLC Case No: 09-10987 Debtor-affiliate that filed separate Chapter 11 petition May 8, 2009: (1) DBSI 2008 Development Fund LLC Case No: 09-11624 Debtor-affiliate that filed separate Chapter 11 petition June 18, 2009: (1) DBSI E-470 East LLC Case No: 09-12117 Debtor-affiliate that filed separate Chapter 11 petition November 10, 2009: (1) DBSI Discovery Real Estate Services LLC Case No: 09-12834 DELTA PETROLEUM: Aletheia Research Holds Less Than 5% Stake ----------------------------------------------------------- Aletheia Research and Management, Inc., disclosed that as of December 31, 2009, it held less than 5% of the number of outstanding shares of any class of capital stock of Delta Petroleum Corporation. About Delta Petroleum Delta Petroleum Corporation (NASDAQ Global Market: DPTR) is an oil and gas exploration and development company based in Denver, Colorado. The Company's core areas of operations are the Rocky Mountain and Gulf Coast Regions, which comprise the majority of its proved reserves, production and long-term growth prospects. As of September 30, 2009, Delta had total assets of $1,595,028,000 against total current liabilities of $273,364,000 and total long- term liabilities of $588,216,000. As of September 30, 2009, Delta had accumulated deficit of $904,925,000 and total equity of $733,448,000. * * * Delta Petroleum Corp. carries Standard & Poor's Ratings Services' "CCC/Developing/--" Corporate Credit Rating. DELTA PETROLEUM: First Trust Holds 6.6% of Common Stock ------------------------------------------------------- First Trust Portfolios L.P.; First Trust Advisors L.P.; and The Charger Corporation disclosed that as of December 31, 2009, they may be deemed to hold 18,125,702 shares or roughly 6.6% of the common stock of Delta Petroleum Corporation. First Trust Portfolios L.P. is sponsor of several unit investment trusts which hold shares of common stock of Delta. No unit investment trust sponsored by First Trust Portfolios L.P. holds 5% or more of Delta's common stock. First Trust Advisors L.P. is an affiliate of First Trust Portfolios L.P. and acts as portfolio supervisor of the unit investment trusts which hold shares of Delta common stock. The Charger Corporation is the general partner of both First Trust Portfolios L.P. and First Trust Advisors L.P. Delta Petroleum Corporation (NASDAQ Global Market: DPTR) is an oil and gas exploration and development company based in Denver, Colorado. The Company's core areas of operations are the Rocky Mountain and Gulf Coast Regions, which comprise the majority of its proved reserves, production and long-term growth prospects. As of September 30, 2009, Delta had total assets of $1,595,028,000 against total current liabilities of $273,364,000 and total long- term liabilities of $588,216,000. As of September 30, 2009, Delta had accumulated deficit of $904,925,000 and total equity of $733,448,000. * * * Delta Petroleum Corp. carries Standard & Poor's Ratings Services' "CCC/Developing/--" Corporate Credit Rating. DELTA PETROLEUM: Steinberg Holds 1.58% of Common Stock ------------------------------------------------------ Steinberg Asset Management, LLC, and Michael A. Steinberg disclosed that as of December 31, 2009, they may be deemed to hold 4,361,467 shares or roughly 1.58% of the common stock of Delta Petroleum Corporation. Mr. Steinberg may be deemed to have beneficial ownership of the securities beneficially owned by Steinberg Asset Management and Michael A. Steinberg & Company, Inc. In addition, the securities reported as beneficially owned by Mr. Steinberg include securities held by Mr. Steinberg's wife and children as well as securities held in trust for Mr. Steinberg's children of which Mr. Steinberg is trustee. Delta Petroleum Corporation (NASDAQ Global Market: DPTR) is an oil and gas exploration and development company based in Denver, Colorado. The Company's core areas of operations are the Rocky Mountain and Gulf Coast Regions, which comprise the majority of its proved reserves, production and long-term growth prospects. As of September 30, 2009, Delta had total assets of $1,595,028,000 against total current liabilities of $273,364,000 and total long- term liabilities of $588,216,000. As of September 30, 2009, Delta had accumulated deficit of $904,925,000 and total equity of $733,448,000. * * * Delta Petroleum Corp. carries Standard & Poor's Ratings Services' "CCC/Developing/--" Corporate Credit Rating. DENNY'S CORP: BlackRock Holds 6.12% of Common Stock --------------------------------------------------- BlackRock Inc. disclosed that as of December 31, 2009, it may be deemed to beneficially own 5,908,239 shares or roughly 6.12% of the common stock of Denny's Corporation. Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ: DENN) -- http://www.dennys.com/-- is one of America's largest full-service family restaurant chains, consisting of 1,289 franchised and licensed units and 256 company-owned units, with operations in the United States, Canada, Costa Rica, Guam, Mexico, New Zealand and Puerto Rico. At December 30, 2009, the Company had total assets of $312.627 million against $440.125 million in total liabilities, resulting in $127.498 million shareholders' deficit. The December 30 balance sheet showed strained liquidity: The Company had total current assets of $58.345 million against $92.108 million in total current liabilities. DENNY'S CORP: FMR, Fidelity Hold 12.653% of Common Stock -------------------------------------------------------- FMR LLC and Edward C. Johnson 3d disclosed that they may be deemed to beneficially own 12,223,180 shares or roughly 12.653% of the common stock of Denny's Corporation. Fidelity Management & Research Company, a wholly owned subsidiary of FMR LLC, is the beneficial owner of 6,656,854 shares or 6.891% of the Common Stock outstanding of Denny's as a result of acting as investment adviser to various investment companies. Edward C. Johnson 3d and FMR LLC, through its control of Fidelity, and the funds each has sole power to dispose of the 6,656,854 shares owned by the Funds. About Denny's Corp. Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ: DENN) -- http://www.dennys.com/-- is one of America's largest full-service family restaurant chains, consisting of 1,289 franchised and licensed units and 256 company-owned units, with operations in the United States, Canada, Costa Rica, Guam, Mexico, New Zealand and Puerto Rico. At December 30, 2009, the Company had total assets of $312.627 million against $440.125 million in total liabilities, resulting in $127.498 million shareholders' deficit. The December 30 balance sheet showed strained liquidity: The Company had total current assets of $58.345 million against $92.108 million in total current liabilities. DENNY'S CORP: Keeley Asset Management Holds 5.9% of Common Stock ---------------------------------------------------------------- Keeley Asset Management Corp. and Keeley Small Cap Value Fund, a series of Keeley Funds, Inc., disclosed that as of December 31, 2009, they may be deemed to beneficially own 5,710,000 shares or roughly 5.9% of the common stock of Denny's Corporation. Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ: DENN) -- http://www.dennys.com/-- is one of America's largest full-service family restaurant chains, consisting of 1,289 franchised and licensed units and 256 company-owned units, with operations in the United States, Canada, Costa Rica, Guam, Mexico, New Zealand and Puerto Rico. At December 30, 2009, the Company had total assets of $312.627 million against $440.125 million in total liabilities, resulting in $127.498 million shareholders' deficit. The December 30 balance sheet showed strained liquidity: The Company had total current assets of $58.345 million against $92.108 million in total current liabilities. DEWOSKIN PROPERTIES: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: DeWoskin Properties Corporation 4152 West Pine Blvd. Saint Louis, MO 63108 Bankruptcy Case No.: 10-41969 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Barry S. Schermer Debtor's Counsel: A. Thomas DeWoskin, Esq. Danna McKitrick, PC 7701 Forsyth, Suite 800 St. Louis, MO 63105 Tel: (314) 726-1000 Email: edmoecf@dmfirm.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 10 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/moeb10-41969.pdf The petition was signed by Thomas H. DeWoskin, president of the Company. DIAMOND BAY: Promises 100% Recovery for Unsecureds after Sale ------------------------------------------------------------- Diamond Bay, LLC, filed with the U.S. Bankruptcy Court for the Western District of North Carolina a Disclosure Statement explaining its proposed Plan of Reorganization dated as of February 22, 2010. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. According to the Disclosure Statement, the Plan provides for the transfer of a portion of the 17.35 acres of undeveloped real property located in Biloxi, Harrison County, Mississippi (property) to settle the secured claim asserted by Wachovia Bank, N.A., with the remaining portion to be sold or auctioned within 60 days after the fifth anniversary of the effective date to satisfy unsecured claims. Alternatively, the Plan provides that the Reorganized Debtor may make payments with respect to the secured claim asserted by Wachovia, provided that the property would be sold or auctioned within 60 days after the fifth anniversary of the effective date. Treatment of Claims Class 1 - Priority Claims -- will be paid in full. The estimated recovery is 100%. Class 2 - Allowed Secured Ad Valorem Tax Claim ($37,894) -- will be paid plus 1% monthly interest, in monthly installments. The estimated recovery for Class 2 Claims is 100%. Class 3 - Wachovia Secured Claim ($15,594,564) -- the estimated recovery for the Class 3 Allowed Secured Lender Claim is 100% pursuant to 2 alternative treatments: (i) the Allowed Secured Lender Claim will be satisfied in full by conveyance to Wachovia of the Southern Parcel of the Property, provided that the Southern Parcel is valued by the Bankruptcy Court for not less than $16,100,000; and (ii) treat the Allowed Secured Lender Claim as a fully secured obligation of the Debtor that the lien on the property will be retained until the Allowed Secured Lender Claim has been paid in full. Class 4 - Allowed General Unsecured Claims ($29,177,303) -- holders of any Allowed General Unsecured Claims will receive pro rata distributions of any net proceeds, up to the full amount of their allowed general unsecured claims upon the sale or auction of any portion of the property. The estimated recovery is 100% if the property is held for five years and then sold. Class 5 - Allowed General Unsecured Contingent Claims ($3,555,000) -- will share in a pro rata distribution of up to 5% of their Allowed Claims from any net proceeds remaining after all allowed general unsecured claims have been paid in full. The estimated recovery is unknown. Class 6 - Member-MF Biloxi, LLC Equity Interest -- no distribution of any kind will be made with respect to the Equity Interest until and unless all Claims in Classes 1 through 5 have been satisfied in accordance with the Plan. The estimated recovery is unknown. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/DiamondBay_DS.pdf About Diamond Bay, LLC Charlotte, North Carolina-based Diamond Bay, LLC, filed for Chapter 11 bankruptcy protection on November 19, 2009 (Bankr. W.D. N.C. Case No. 09-33198). Anna Cotten Wright, Esq., who has an office in Charlotte, North Carolina, assists the Company in its restructuring efforts. According to the schedules, the Company has assets of $37,109,239, and total debts of $47,406,203. DIRECTV HOLDINGS: Moody's Upgrades Senior Ratings From 'Ba2' ------------------------------------------------------------ wholly-owned U.S. subsidiary of publicly owned DIRECTV, senior unsecured ratings to Baa3 from Ba2. The upgrade is driven by DTV's new CEO's (Michael White) and its board of directors' unqualified commitment to sustaining DTV Holdings' investment- grade credit profile. Given this posture and the current very low leverage profile, Moody's believe the risk of a self imposed reversal from this commitment, which has been a primary Moody's concern, particularly given the influence of the company's largest shareholder, Dr. John Malone (about 2.5% economic and 24% voting), is low. Moody's view is supported by its belief that Mr. White's history of working in a financial capacity for PepsiCo, Inc. (Aa3 senior unsecured) for almost 20 years, including CFO of PepsiCo, Inc., has shaped an investment-grade mindset that will help guide the company's future financial policies. The company's Baa2 senior secured debt ratings are unaffected by this rating action. The rating outlook is stable. Upgrades: Issuer: DIRECTV Holdings LLC -- Senior Unsecured Regular Bond/Debenture, Upgraded to Baa3 from Ba2 Withdrawals: Issuer: DIRECTV Holdings LLC -- Corporate Family Rating, Withdrawn, previously rated Ba1 -- Probability of Default Rating, Withdrawn, previously rated Ba1 -- Speculative Grade Liquidity Rating, Withdrawn, previously rated SGL-1 DTV Holdings' current debt-to-EBITDA leverage (GAAP basis) is about 1.5x (as of 12/31/09) which is low relative to the company's 2.5x leverage target (about 2.6x with Moody's standard adjustments). In Moody's view, the company's low leverage and strong free cash flow provide significant financial flexibility for DTV's management to continue investing in its business, make moderate-sized acquisitions, provide meaningful return of capital to shareholders, and still maintain an investment-grade profile. Moody's projects that DTV Holdings' revenue and cash flow will continue to steadily grow in the low-to-mid single digits over the intermediate-term. As a result, Moody's estimates that DTV Holdings' combined incremental debt capacity and free cash flow generation over the next three years will be at least $12 billion. Given the company's belief that its shares are undervalued, Dr. Malone's historical distaste for taxable dividend programs as compared to share repurchases and the elimination of the equity collars related to the Liberty Entertainment merger, Moody's believes that DTV Holdings will utilize much of its financial capacity to repurchase DTV stock. To that end, in February DTV announced a $3.5 billion share repurchase program that it intends to complete by the end of 2010. Given the significant headroom in financial capacity, which should be ample to please even the higher financial risk tolerant Dr. Malone, the probability that the company would embark on either a leveraged recapitalization of the company or a debt-financed acquisition over the intermediate- term which would exceed its sizable financial capacity is low in Moody's view. DTV Holdings' Baa3 senior unsecured rating reflects the consistent and sizeable cash flows it generates from its position as one of the leading video providers in the U.S., its strong credit metrics and strong liquidity profile. However, the rating continues to be somewhat constrained when compared to its wireline competitors by Moody's expectation that competition from stand alone triple-play (video, high speed data and voice) providers will gradually pressure subscriber churn, retention costs and margins over the longer-term. The one notch higher Baa2 rating on DTV Holding's secured bank debt reflects the benefit of a security interest in substantially all of DTV Holdings' domestic assets and guarantees by all of its domestic operating subsidiaries, effectively making this debt senior in priority as compared to the Baa3 rated senior unsecured notes. Moody's anticipates that over time, the secured debt will decline as a percentage of total debt and that the senior unsecured debt class will represent the preponderance of the company's debt and the benchmark rating for the company. The stable rating outlook is driven by Moody's expectation that DTV Holdings' debt-to-EBITDA leverage (incorporating Moody's standard adjustments) will be sustained below 2.75x. The rating would come under pressure if leverage were sustained above that level, or if Moody's expects that retention costs will spiral upward, or subscriber numbers to trend downward, resulting in material margin and EBITDA contraction. Moody's last rating action was on September 14, 2009 when it assigned a Ba2 rating to DTV Holdings' new debt issuance. DTV Holdings' ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near to intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of DTV Holdings' core industry and DTV Holdings' ratings are believed to be comparable to those of other issuers of similar credit risk. DIRECTV Holdings LLC is a wholly-owned, U.S. operating company of DIRECTV and is the largest direct-to-home digital television service provider in the United States with 18.6 million subscribers as of 12/31/09. Annual revenues of DTV and DTV Holdings approximate $21.6 billion and $18.7 billion, respectively. DTV's additional revenues are largely generated by its Latin American operations. DOYLESTOWN PARTNERS: Case Summary & 2 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Doylestown Partners, Inc. 14404 North Road Loxahatchee, FL 33470 Bankruptcy Case No.: 10-10833 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court District of Rhode Island (Providence) Judge: Arthur N. Votolato Debtor's Counsel: Arthur C. Neiwirth, Esq. One E. Broward Blvd., #1400 Ft. Lauderdale, FL 33301 Tel: (954) 523-7008 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/rib10-10833.pdf The petition was signed by William J. Reilly, secretary of the Company. EDITHA DIWA MASACAYAN: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Debtor: Editha Diwa Masacayan aka Edith Masacayan dba Fil-D Craft International, Inc. 2015 Cherrystone Dr. San Jose, CA 95128 Bankruptcy Case No.: 10-52112 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Northern District of California (San Jose) Debtor's Counsel: Lewis Phon, Esq. Law Offices of Lewis Phon 4040 Heaton Court Antioch, CA 94509 Tel: (415) 574-5029 Email: phonlaw@sbcglobal.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 Ms. Masacayan. ERICKSON RETIREMENT: Court Abates Motions Pending Confirmation -------------------------------------------------------------- Judge Jernigan reveals that certain parties sought an abatement sine die of certain motions and related objections in Erickson Retirement Communities' Chapter 11 cases at a status hearing held last February 5, 2010. Thus, for reasons stated on the record at the February 5 status conference, Judge Jernigan grants an abatement sine die of these motions and related objections pending confirmation of the Debtors' Second Amended Plan Joint of Reorganization: (1) The Official Committee of Unsecured Creditors' objection to the Debtors' Motion for Additional Protections to Initial Entrance Deposits; (2) The Creditors Committee's Motion to Determine Appropriate Allocation of Value under the Debtors' First Amended Joint Plan of Reorganization; (3) PNC Bank, National Association's Motion to Disband Creditors Committee in the Chapter 11 cases of Novi Campus, LLC, Houston Campus, L.P., Kansas Campus, LLC, Concord Campus, LP and Ashburn Campus, LLC; (4) Capmark Finance, Inc.'s Motion to Disband Creditors Committee in Littleton Campus, LLC's Chapter 11 case; (5) Bank of America, N.A.'s Motion to Disband Creditors Committee in the Chapter 11 cases of Dallas Campus, LP and Dallas Campus GP, LLC; and (6) Wells Fargo Bank National Association's Motion to Disband Creditors Committee in the Chapter 11 cases of Warminster Campus, LP and Warminster Campus GP, LLC. Judge Jernigan orders the Creditors Committee to abate the discovery sought in its Motion to Authorize Examination of National Senior Campuses, Inc. and the Not-For-Profit entities pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedure. The Chapter 11 Plan Erickson Retirement Communities and its debtor affiliates presented to the United States Bankruptcy Court for the Northern District of Texas their Second Amended Joint Plan of Reorganization and accompanying Disclosure Statement on February 16, 2010. The Amended Plan incorporates, among others, settlements between the Debtors and parties-in-interests in the Debtors' Chapter 11 cases. The Plan estimate $135,799,000 in total value that will be available for distribution. Based on the Liquidation Analysis, the Debtors estimate a 12.9% recovery for ERC and Erickson Construction LLC under an orderly liquidation and only an 8.2% recovery for the same Debtor entities under a forced liquidation. A Liquidation Analysis on the other Debtor Landowners also show that the Landowners are expected to recover more from an orderly liquidation than from a forced liquidation. Full-text copies of the Second Amended Plan and Disclosure Statement dated February 16, 2010, are available for free at: http://bankrupt.com/misc/ERC_Feb16AmPlan.pdf http://bankrupt.com/misc/ERC_Feb16AmDS.pdf Blacklined versions of the Second Amended Plan and Disclosure Statement are available for free at: http://bankrupt.com/misc/ERC_Feb16AmPlan_blacklined.pdf http://bankrupt.com/misc/ERC_Feb16DS_blacklined.pdf 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: Court to Hear DIP Reimbursements Today ----------------------------------------------------------- The Bankruptcy Court previously entered on December 17, 2009, a final order authorizing Erickson Retirement Communities LLC to borrow up to $20 million in postpetition financing from ERC Funding Co. LLC. Judge Jernigan has set another hearing on the DIP Financing Motion for March 5, 2010, solely with respect to three issues: (1) The issue on whether the provision concerning reimbursement of expenses for National Senior Campuses, Inc. Not-For-Profit entities should be included in the Final DIP Order. The provision essentially calls for (i) the Debtors to pay $30,000 to the NSC-NFPs; (ii) the submission by the NSC-NFPs of a reconciliation of the actual fees and expenses they incurred; and (iii) a reservation of the NSC-NFPs' rights to seek payment to the extent Redwood-ERC Senior Living Holdings LLC ceases or fails to reimburse or pay the NCS-NFPs' fees and expenses. (2) The issue on whether the $300,000 monthly reimbursement of expenses sought by the NSC-NFPs should be increased to $625,000; and (3) The issue on setoff of the community loan and master lease obligations raised by PNC Bank, National Association. 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 Entities Question HCP Deal --------------------------------------------------------- Erickson Retirement Communities LLC and its units are seeking the Court's authority to enter into a settlement agreement with HCP, Inc.; HCP ER2, LP; HCP ER3, LP; and HCP ER6, LP. The HCP Entities previously sought and obtained permission from the Court to conduct an examination of the Debtors under Rule 2004 of the Federal Rules of Bankruptcy Procedure. The HCP Entities also filed millions in claims that arise from the sale/leaseback transactions with certain of the Debtors. On the hand, certain of the Debtors initiated adversary proceedings against HCP ER2, HCP ER3 and HCP ER6, seeking declaratory judgments that certain transactions were financing arrangements and not lease agreements. The Debtors and the HCP Entities have since engaged in negotiations and ultimately, agreed to a settlement that provides, among other things, that the HCP Entities will receive an allocation of $8.2 million in cash from the Debtors. Strategic Ashby Ponds Lender LLC and Strategic Concord Landholder, LP, however, point out that the settlement among the Debtors, HCP, Inc.; HCP ER2, LP; HCP ER3, LP; and HCP ER6, LP, obligates the Debtors to pay HCP $8.2 million, as solely related to Debtor Warminster Campus, LP's obligations owed to the HCP Entities. The Strategic Entities complain that the HCP Settlement does not mention the source of the $8.2 million payment. Moreover, the Strategic Entities are concerned that under the HCP Settlement, the Debtors may surreptitiously be seeking to determine an allocation of a portion of the proceeds of the sale of all of their assets to Redwood-ERC Senior Living Holdings, LLC, on a piecemeal basis. G. Martin Green, Esq., at Baker Botts L.L.P., in Dallas, Texas, points out that the HCP Settlement provides that the HCP Entities "will receive an allocation of $8.2 million in cash from the Debtors which will be allocated to repayment of the Warminster Campus obligations." The proper allocation of the sales proceeds is a central issue in the Debtors' Chapter 11 cases and will need to be addressed comprehensively as part of the plan confirmation process, Mr. Green asserts. The Strategic Entities thus object to the HCP Settlement to the extent the Debtors seek approval of any allocation to the HCP Entities based on their business judgment. Against this backdrop, the Strategic Entities ask Judge Jernigan to either (i) deny approval of the HCP Settlement, or (ii) postpone consideration of the HCP Settlement until the Court has ruled on the allocation issue in connection with the confirmation of the Debtors' Second Amended Joint Plan of Reorganization. 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) EUROGAS INC: Posts $394,754 Net Loss in Q3 2009 ----------------------------------------------- Eurogas, Inc., filed its quarterly report on Form 10-Q, showing a net loss of $394,754 for the three months ended September 30, 2009, compared with a net loss of $1,568,524 for the same period of 2008. The Company's balance sheet as of September 30, 2009, showed $18.8 million in assets, $12.3 million of debts, and $6.4 million of stockholders' capital. EuroGas has accumulated a deficit of $152.3 million through September 30, 2009, and a working capital deficit of $12.3 million as of September 30, 2009. "These conditions raise substantial doubt regarding the Company's ability to continue as a going concern." A full-text copy of the quarterly report for the three months ended September 30, 2009, is available at no charge at http://researcharchives.com/t/s?56f4 The Company reported a net loss of $28,577 for the second quarter ended June 30, 2009, compared to net income of $192,390 in the same period ended June 30, 2008. A full-text copy of the quarterly report for the three months ended June 30, 2009, is available for free at; http://researcharchives.com/t/s?56f3 About the Company Headquartered in New York, Eurogas, Inc. (EUGS: OTC) -- http://www.eurogasinc.com/-- engages in the acquisition of rights to explore for and exploit natural gas, coal bed methane gas, crude oil, and minerals. The Company holds interests in Gemerska talc deposit located near Roznava in eastern Slovakia. EuroGas, through a joint venture, engages in the natural gas exploration and development under a license covering 128,000 acres located in the east Slovakian Basin. In addition, it owns a 7.5% interest in the Beaver River natural gas project in British Columbia, Canada. EXPRESS LLC: Upsized Offering Cues Moody's to Retain 'B2' Ratings ----------------------------------------------------------------- Moody's Investors Service said that Express LLC's ratings and positive outlook remain unchanged by the company's announcement that it has increased its proposed note offering to $250 million from $200 million. Express' ratings are: -- Corporate family rating: B2 -- Probability-of-default rating: B2 -- $125 million senior secured term loan: B1 (LGD 3, 32%) -- $250 million senior unsecured notes, due 2018: B3 (LGD 4, 63%) The ratings outlook is positive The last rating action on Express was on February 22, 2010, when Moody's affirmed the company's B2 corporate family rating, changed the outlook to positive from stable, and assigned a B3 rating to the proposed note offering. Express LLC, headquartered in Columbus, Ohio, is a specialty apparel retailer. The company operates 571 stores in the United States. Revenues for the fiscal year ended January 31, 2010, were approximately $1.7 billion. F & F LLC: HWI Cash Collateral Hearing Slated for March 25 ---------------------------------------------------------- The Hon. Thomas B. Donovan of the U.S. Bankruptcy Court for the Central District of California will consider at a hearing on March 25, 2010, at 10:00 a.m., F & F, LLC's request for permission to access cash collateral of U.S. Hung Wui Investments, Inc. The hearing will be held at Courtroom 303, 3420 Twelfth Street, Riverside, California. Objections, if any, are due 14 days prior to the hearing date. HWI holds a lien on the Debtor's property, including all rents, issues, profits, and other proceeds derived from the Debtor's operation of the property. The Debtor and HWI executed a stipulation, authorizing the Debtor's limited use of HWI's cash to provide for the preservation of the property and its continued operation as a going concern. The terms of the stipulation include: -- the Debtor is entitled, until further order of the Court, to operate the property and to collect all income derived from the property; -- the Debtor is entitled to pay from the income derived from the property, all expenses directly related to the operation, preservation, and maintenance of the property; -- the Debtor may exceed the total budgeted amount of expenses by no more than 5%; -- the Debtor must maintain a maximum monthly reserve of cash of $5,000 in its debtor-in-possession bank account; and -- the Debtor will pay HWI, on a monthly basis, all of its income derived from the property and its operation. The stipulation also provides that HWI will retain a perfected continuing lien in all income generated by the property. 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. FLYING J: Gets Nod for March 19 Auction for Bakersfield Refinery ---------------------------------------------------------------- Flying J Inc. received permission for a sale process where Alon USA Energy Inc. will start a March 19 auction for its Bakersfield refinery. An auction will be held if competing offers are sent by March 19. A hearing to approve the sale will take place March 23. The parties have signed a contract where Alon USA will buy the refinery for $40 million cash plus a formula for the value of inventory, absent higher and better offers for the assets. The Bakersfield refinery is located in California's Central Valley and has the capacity to refine up to 70,000 barrels per day of crude oil. The refinery is supplied by crude oil produced in the San Joaquin Valley with its products marketed in California, and is a major provider of motor fuels in central California. About Alon USA Alon USA Energy, Inc., headquartered in Dallas, Texas, is an independent refiner and marketer of petroleum products, operating primarily in the South Central, Southwestern and Western regions of the United States. The Company owns four crude oil refineries in Texas, California, Louisiana and Oregon, with an aggregate crude oil throughput capacity of approximately 250,000 barrels per day. Alon is a leading producer of asphalt, which it markets through its asphalt terminals predominately in the Western United States. Alon is the largest 7-Eleven licensee in the United States and operates more than 300 convenience stores in Texas and New Mexico. Alon markets motor fuel products under the FINA brand at these locations and at approximately 640 distributor-serviced locations. About Flying J Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/-- is among the 20 largest private companies in America, with 2007 sales exceeding $16 billion. The fully integrated oil company employs approximately 14,700 people in the U.S. and Canada through its interstate operations, transportation, refining and supply, exploration and production, as well as its financial services and communications, divisions. Flying J and six of its affiliates filed for bankruptcy on December 22, 2008 (Bankr. D. Del. Lead Case No. 08-13384). Flying J sought Chapter 11 protections after a precipitous drop in oil prices and disruption in the credit markets brought to bear significant short-term pressure on the company's liquidity position. Attorneys at Kirkland & Ellis LLP represent the Debtors as counsel. Young, Conaway, Stargatt & Taylor LLP is the Debtors' Delaware Counsel. Blackstone Advisory Services L.P. is the Debtors' investment banker and financial advisor. Epiq Bankruptcy Solutions LLC is the Debtors' notice, claims and balloting agent. In its formal schedules submitted to the Bankruptcy Court, Flying J listed assets of $1,433,724,226 and debts of $640,958,656. An official committee of unsecured creditors has been appointed in the case. Pachulski Stang Ziehl & Jones LLP has been tapped as counsel for the creditors' panel. Magellan Midstream Partners LP was authorized by the Bankruptcy Court in July to buy Flying J's Longhorn pipeline that runs 700 miles from Houston to El Paso, Texas. FLYING J: Leasing Restaurants to Denny's ---------------------------------------- Bill Rochelle at Bloomberg News reports that Flying J Inc. is leasing its restaurants to Denny's Inc. under an agreement estimated to improve cash flow by $15 million a year. According to the report, Flying J has 250 locations, including 164 with restaurants. The lease initially would cover only locations owned by Flying J. The agreement, the Bloomberg report relates, provides for Denny's to pay $250,000 for the equipment at each location while spending an average of $200,000 to $300,000 in upgrades on each store. In addition, Denny's would pay rent of 7% to 8% of total sales. The Court will consider approval of the agreement at a hearing on March 23. About Flying J Inc. Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/-- is among the 20 largest private companies in America, with 2007 sales exceeding $16 billion. The fully integrated oil company employs approximately 14,700 people in the U.S. and Canada through its interstate operations, transportation, refining and supply, exploration and production, as well as its financial services and communications, divisions. Flying J and six of its affiliates filed for bankruptcy on December 22, 2008 (Bankr. D. Del. Lead Case No. 08-13384). Flying J sought Chapter 11 protections after a precipitous drop in oil prices and disruption in the credit markets brought to bear significant short-term pressure on the company's liquidity position. Attorneys at Kirkland & Ellis LLP represent the Debtors as counsel. Young, Conaway, Stargatt & Taylor LLP is the Debtors' Delaware Counsel. Blackstone Advisory Services L.P. is the Debtors' investment banker and financial advisor. Epiq Bankruptcy Solutions LLC is the Debtors' notice, claims and balloting agent. In its formal schedules submitted to the Bankruptcy Court, Flying J listed assets of $1,433,724,226 and debts of $640,958,656. An official committee of unsecured creditors has been appointed in the case. Pachulski Stang Ziehl & Jones LLP has been tapped as counsel for the creditors' panel. FOURTH QUARTER 118: Wants Until May 3 to Propose Chapter 11 Plan ---------------------------------------------------------------- Fourth Quarter Properties 118, LLC, and its debtor-affiliates ask the U.S. Bankruptcy Court for the Northern District of Georgia to extend their exclusive periods to propose and solicit acceptances of a Chapter 11 Plan until May 3, 2010, and July 2, 2010, respectively. The Debtors relate that they need additional time to negotiate with Wachovia Bank, N.A. and the Official Committee of Unsecured Creditors regarding the treatment of creditor claims. Newnan, Georgia-based Fourth Quarter Properties 118, LLC, dba The Rim, operates a real estate business. The Company filed for Chapter 11 bankruptcy protection on November 2, 2009 (Bankr. N.D. Ga. Case No. 09-13960). James P. Smith, Esq., at Stone & Baxter, LLP, assists the Company in its restructuring efforts. The Company listed $50,000,001 to $100,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. According to the schedules, the Company has total assets of $34,245 and total liabilities of $118,761,086. FOURTH QUARTER XLVII: Wants Until May 3 to File Chapter 11 Plan --------------------------------------------------------------- Fourth Quarter Properties XLVII, LLC, asks the U.S. Bankruptcy Court for the Northern District of Georgia to extend its exclusive periods to propose and solicit acceptances for its Chapter 11 Plan until May 3, 2010, and July 2, 2010, respectively. The Debtor relate that it needs additional time to complete the negotiation with Wachovia Bank, N.A. regarding the treatment of creditor claims, and finalize its funding source and mechanism. Fourth Quarter Properties XLVII, LLC, which operates a real estate business, filed for Chapter 11 bankruptcy protection on November 2, 2009 (Bankr. N.D. Ga. Case No 09-13959). The Company listed $10,000,001 to $50,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. FREDERICK SIKORA: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Joint Debtors: Frederick J. Sikora dba Frederick J.Sikora, Esq. fdba Frederick J. Sikora, P.A. Vera Sikora 7 Hedge Row Crossing Lebanon, NJ 08833 Bankruptcy Case No.: 10-16083 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of New Jersey (Trenton) Debtors' Counsel: Richard S. Yusem, Esq. Law Firm of Richard Yusem, P.A. 31 E. High Street PO Box 696 Somerville, NJ 08876 Tel: (908) 526-4900 Fax: (908) 526-0247 Email: rsyusem@optonline.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 $1,240,268 and total debts of $2,574,551. 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/njb10-16083.pdf The petition was signed by the Joint Debtors. GOOD SUCCESS CHRISTIAN: Case Summary & 12 Largest Unsec. Creditors ------------------------------------------------------------------ Debtor: Good Success Christian Church & Ministries, Inc. 4401 Sheriff Road, NE Washington, DC 20019 Bankruptcy Case No.: 10-00193 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court United States Bankruptcy Court for the District of Columbia (Washington, D.C.) Judge: Bankruptcy Judge S. Martin Teel, Jr. Debtor's Counsel: William C. Johnson, Jr., Esq. Law Offices of William C. Johnson, Jr. 1229 15th St. NW Washington, DC 20005 Tel: (202) 525-2958 Fax: (202) 525-2961 Email: wjohnson@dcmdconsumerlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 According to the schedules, the Company has assets of $1,158,500, and total debts of $749,649. A full-text copy of the Debtor's petition, including a list of its 12 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/dcb10-00193.pdf The petition was signed by Dr. William H. Bennett II, founding pastor & president of the Company. GENERAL MOTORS: Executive Changes Announced ------------------------------------------- General Motors announced a restructured North American organization with a number of key leadership changes. "It's become extremely clear to me since taking this role that there is a better way to structure this organization," said Mark Reuss, GM North America president. "The premise of the structure is simple - a clearer marketing focus to sell more vehicles, and freeing our sales and service experts to focus on customers and dealers. In order to be successful in North America, we need the right mix of product, people and structure. We've worked with a small group of executives to align this model and appoint the best candidates for each job." As the single point for the marketing organization, Susan Docherty is appointed vice president, U.S. marketing, reporting to Reuss. Senior executives reporting to Docherty, responsible for the marketing of their respective brands include: * Jim Campbell, U.S. marketing vice president, Chevrolet, * Don Butler, U.S. marketing vice president, Cadillac, and * John Schwegman, U.S. marketing vice president, Buick-GMC. Changes were also made in GM's sales organization: "Reinforcing the company's intense focus on the customer, sales leaders for the brands also reporting directly to Reuss include: * Alan Batey, vice president, sales and service, Chevrolet, * Brian Sweeney remains with the Buick-GMC as U.S. sales and service vice president; and * Kurt McNeil, U.S. sales and service vice president, Cadillac. In addition, Bryan Nesbitt is leaving Cadillac and returning to his home organization as executive director, advanced concept group, reporting to Ed Welburn, vice president, global design. Steve Carlisle is appointed vice president, U.S. sales operations, responsible for dealer network, retail sales support and fleet & commercial. Senior executives reporting to Carlisle, responsible for their respective functions include Jim Bunnell, general director, network support, Brian Small, general manager, fleet & commercial and a general manager, retail sales support to be named at a later date. "This structure has been developed with as few layers as possible between me, the dealer and the customer," said Reuss. "By removing layers and giving leaders increased accountability, we allow them to move faster and focus on what needs to be done." These executives continue in their current positions: * Grace Lieblein, president and managing director, GM de Mexico; and * Diana Tremblay, vice president, manufacturing and labor relations and Chuck Stevens, chief financial officer for North America. In addition, Mary Sipes returns to portfolio planning as executive director, North American product planning, a key interface to the global engineering and product development organizations. Ms. Sipes was previously executive director, corporate planning. About General Motors General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers, tracing its roots back to 1908. With its global headquarters in Detroit, GM employs 204,000 people in every major region of the world and does business in some 140 countries. GM and its strategic partners produce cars and trucks in 34 countries, and sell and service these vehicles through these brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, Opel, Vauxhall and Wuling. GM's largest national market is the United States, followed by China, Brazil, the United Kingdom, Canada, Russia and Germany. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. GM acquired its operations from General Motors Company, n/k/a Motors Liquidation Company, on July 10, 2009, pursuant to a sale under Section 363 of the Bankruptcy Code. Motors Liquidation or Old GM is the subject of a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At September 30, 2009, GM had US$107.45 billion in total assets against US$135.60 billion in total liabilities. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Posts $1.3 Billion Net Loss for 2009 ---------------------------------------------------- General Growth Properties, Inc., filed its annual report on Form 10-K, showing a net loss of $1.30 billion on $3.13 billion of revenue for 2009, compared with net income of $18.7 million on $3.36 billion of revenue for 2008. The Company's balance sheet as of Dec. 31, 2009, showed $28.14 billion in assets, $27.09 billion in total liabilities, $206.8 million of redeemable noncontrolling interests, and $847.3 million in total equity. Deloitte & Touche LLP, in Chicago, Illinois, expressed substantial doubt about the Company's ability to continue as a going concern. "The Company's potential inability to negotiate and obtain confirmation of a mutually agreeable plan of reorganization and to address their remaining future debt maturities raise substantial doubt about the Company's ability to continue as a going concern." A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5679 About General Growth Properties Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- currently has ownership interest in, or management responsibility for, over 200 regional shopping malls in 43 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals approximately 200 million square feet of retail space and includes over 24,000 retail stores nationwide. The Company's common stock is currently traded in the over-the-counter securities market operated by Pink OTC Markets Inc. using the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: Has Restructures $10.6-Bil. in Debts of 205 Units ----------------------------------------------------------------- In its annual report on Form 10-K, General Growth Properties Inc. said that it is pursuing a deliberate two-stage strategy to accomplish its reorganization, the first step of which is to restructure its property-level secured mortgage debt. As a result, during December 2009, January and February 2010, 231 Debtors (the "Track 1 Debtors") owning 119 properties with $12.33 billion of secured mortgage debt filed consensual plans of reorganization (the "Track 1 Plans") with the Bankruptcy Court. As of December 31, 2009, 113 Debtors owning 50 properties with approximately $4.65 billion of secured mortgage debt restructured that debt and emerged from bankruptcy (the "Track 1A Debtors"). Through March 1, 2010, an additional 92 Debtors owning 57 properties with approximately $5.98 billion of secured mortgage debt restructured that debt and emerged from bankruptcy. Effectiveness of the plans of reorganization and/or restructuring of the $1.70 billion of secured mortgage debt of the remaining Track 1 Debtors (together with the Track 1 Debtors that have already emerged from bankruptcy in 2010, the "Track 1B Debtors") is expected to occur in the first quarter of 2010. GGP is continuing to pursue consensual restructurings for 31 Debtors (the "Remaining Secured Debtors") with secured loans aggregating $2.50 billion. The Chapter 11 Cases for the Remaining Secured Debtors and the other remaining Debtors (generally GGP, GGPLP and other holding company subsidiaries, the "TopCo Debtors" and together with the Remaining Secured Debtors, the "2010 Track Debtors") will continue until their respective plans of reorganization are filed, approved by the respective creditors, confirmed by the Bankruptcy Court and are effective. "Although we have successfully restructured $10.65 billion of secured mortgage debt, no agreements have been reached with respect to $2.50 billion of secured debt and $6.51 billion of unsecured debt and we do not yet have a filed or confirmed plan of reorganization for the 2010 Track Debtors. In addition, our share of the secured mortgage debt of our Unconsolidated Real Estate Affiliates maturing in 2010 (excluding the Woodlands MPC and Brazil loans) is $513.8 million (of which $78.3 million has been extended to 2014) and we have not yet restructured or refinanced this secured debt." A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?5679 About General Growth Properties Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- currently has ownership interest in, or management responsibility for, over 200 regional shopping malls in 43 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals approximately 200 million square feet of retail space and includes over 24,000 retail stores nationwide. The Company's common stock is currently traded in the over-the-counter securities market operated by Pink OTC Markets Inc. using the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, have been tapped as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GLOMETRO INC: Files Schedules of Assets & Liabilities ----------------------------------------------------- Glometro, Inc., has filed with the U.S. Bankruptcy Court for the Northern District of California its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $8,940,000 B. Personal Property $22,000 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $10,725,123 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $1,465,261 ----------- ------------ TOTAL $8,962,000 $12,190,384 San Francisco, California-based Glometro, Inc., filed for Chapter 11 bankruptcy protection on February 5, 2010 (Bankr. N.D. Calif. Case No. 10-30380). Robert T. Kawamoto, Esq., at Law Offices of Robert T. Kawamoto, assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. GLOMETRO INC: Section 341(a) Meeting Scheduled for March 16 ----------------------------------------------------------- The U.S. Trustee for Region 17 will convene a meeting of creditors in Glometro, Inc.'s Chapter 11 case on March 16, 2010, at 10:30 a.m. The meeting will be held at San Francisco U.S. Trustee Off, Office of the U.S. Trustee, 235 Pine Street, Suite 850, San Francisco, CA 94104. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. San Francisco, California-based Glometro, Inc., filed for Chapter 11 bankruptcy protection on February 5, 2010 (Bankr. N.D. Calif. Case No. 10-30380). Robert T. Kawamoto, Esq., at Law Offices of Robert T. Kawamoto, assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. GLOMETRO INC: Taps Robert T. Kawamoto as Bankruptcy Counsel ----------------------------------------------------------- Glometro, Inc., has sought authorization from the U.S. Bankruptcy Court for the Northern District of California to employ the Law Offices of Robert T. Kawamoto as bankruptcy counsel. Robert T. Kawamoto will: a) advise the Debtor with respect to its powers and duties as debtor-in-possession in the continued operation of its affairs and management of its property; b) prepare necessary applications, answers, orders and other legal papers required in the prosecution of the Debtor's bankruptcy case; and c) perform all other legal services for the Debtor which may be necessary herein. Robert T. Kawamoto will be paid $250 per hour for its services. Robert T. Kawamoto, Esq., assures the Court that his law firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. San Francisco, California-based Glometro, Inc., filed for Chapter 11 bankruptcy protection on February 5, 2010 (Bankr. N.D. Calif. Case No. 10-30380). Robert T. Kawamoto, Esq., at Law Offices of Robert T. Kawamoto, assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. GRACEWAY PHARMACEUTICALS: Moody's Reviews Caa1 Corp. Family Rating ------------------------------------------------------------------ Moody's Investors Service placed the ratings of Graceway Pharmaceuticals, LLC, including the Caa1 Corporate Family Rating and Caa1 Probability of Default Rating under review for possible downgrade. This rating action follows the recent launch of a generic version of Aldara (imiquimod), expected to significantly erode Graceway's Aldara revenues at least over the very near term. Graceway is seeking a temporary restraining order, which could succeed in halting the launch of the generic product. In addition, Graceway is currently seeking FDA approval for Zyclara, a new lower-dose version of Aldara. The rating review will consider: (1) the impact on Graceway's profitability and cash flows from the generic launch, which will vary based on the outcome of the restraining order hearing; (2) the potential opportunities if Zyclara is approved in the near term; (3) the sufficiency of Graceway's liquidity position and the potential for covenant breaches or insufficient cash flow to fund fixed charges; and (4) valuation and recovery rates under various scenarios for the different classes of debt in Graceway's capital structure. Ratings placed under review for possible downgrade: -- Caa1 Corporate Family Rating -- Caa1 Probability of Default Rating -- B2 (LGD2, 25%) first lien senior secured term loan of $600 million due 2012 -- B2 (LGD2, 25%) first lien senior secured revolving credit facility of $30 million due 2012 -- Caa2 (LGD5, 76%) second lien senior secured credit facility of $330 million due 2013 Moody's last rating action on Graceway took place on November 23, 2009, when Moody's lowered Graceway's ratings (Corporate Family Rating to Caa1 from B3) with a negative rating outlook. Headquartered in Bristol, Tennessee, Graceway Holdings, LLC and Graceway Pharmaceuticals, LLC, is a specialty pharmaceutical company focused on the dermatology, respiratory, and women's health markets. GREAT LAKES TRUCKLAND: Case Summary & 3 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Great Lakes Truckland, Inc. 20985 West Road Woodhaven, MI 48183 Bankruptcy Case No.: 10-20208 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Southern District of West Virginia (Charleston) Judge: Ronald G. Pearson Debtor's Counsel: Joseph W. Caldwell, Esq. Caldwell & Riffee P.O. Box 4427 Charleston, WV 25364-4427 Tel: (304) 925-2100 Fax: (304) 925-2193 Email: joecaldwell@verizon.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 3 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/wvsb10-20208.pdf The petition was signed by Eric Jain, president of the Company. GUITARS AND CADILLACS: Case Summary & 20 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Guitars and Cadillacs of D'Iberville, LLC 4031 Popps Ferry Rd. D'Iberville, MS 39540 Bankruptcy Case No.: 10-50466 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Southern District of Mississippi (Gulfport Divisional Office) Judge: Neil P. Olack Debtor's Counsel: David L. Lord, Esq. David L. Lord and Associates, P.A. 2300 24th Avenue Gulfport, MS 39501 Tel: (228) 868-5667 Fax: (228) 868-2554 Email: lordlawfirm@bellsouth.net 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/mssb10-50466.pdf The petition was signed by David Buchanan, member of the company. HCA INC: To Offer $1 Billion Senior Secured First Lien Notes ------------------------------------------------------------ HCA Inc. said it intends to offer $1.0 billion aggregate principal amount of senior secured first lien notes due 2020. In accordance with the terms of its senior secured credit facilities, HCA will use the net proceeds from the offering to repay term loans under its cash flow credit facility. Headquartered in Nashville, Tennessee, HCA is the nation's largest acute care hospital company with 155 hospitals and 97 freestanding surgery centers owned and operated by its subsidiaries and another eight hospitals and eight freestanding surgery centers that are accounted for using the equity method as of September 30, 2009. For the twelve months ended September 30, 2009, the company recognized revenue in excess of $29 billion. * * * According to the Troubled Company Reporter on Feb. 2, 2010, Moody's Investors Service commented that HCA Inc.'s planned use of its ABL and cash flow revolvers to fund the payment of a dividend to shareholders has no immediate impact on the ratings of the Company, including the B2 Corporate Family and Probability of Default Ratings. HOLLY RAJ INC: Case Summary & 4 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Holly Raj, Inc. 8 Beach Road Lake George, NY 12845 Bankruptcy Case No.: 10-10741 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Northern District of New York (Albany) Judge: Chief Judge Robert E. Littlefield Jr. Debtor's Counsel: Richard L. Weisz, Esq. Hodgson Russ LLP 677 Broadway Albany, NY 12207 Tel: (518) 465-2333 Email: Rweisz@hodgsonruss.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 $4,747,070, and total debts of $4,733,711. A full-text copy of the Debtor's petition, including a list of its 4 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nynb10-10741.pdf The petition was signed by Rajiv Sharma, president of the Company. HUDSON'S FURNITURE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Hudson's Furniture Showroom, Inc. 3290 West State Road 46 Sanford, FL 32771-8445 Bankruptcy Case No.: 10-03322 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Justin M. Luna, Esq. Latham, Shuker, Eden & Beaudine, LLP 390 N. Orange Ave., Suite 600 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: bankruptcynotice@lseblaw.com 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 Victoria I. Minks, Esq. Latham Shuker Eden & Beaudine LLP 390 N Orange Ave, Suite 600 Orlando, FL 32801 Email: bankruptcynotice@lseblaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Cecil F. Hudson III, the company's president. Debtor-affiliates that filed separate Chapter 11 petitions October 13, 2009: (1) A&J Rentals, LLC Case No: 09-15485 (2) Hud Twenty-Five Ocoee, LLC Case No: 09-15482 (3) Hud Twenty-Three Tampa, LLC Case No: 09-15481 (4) Hud-Five, LLC Case No: 09-15479 Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Action Industries Trade Debt $144,890 American Drew $30,511 ($0 secured) Best Chair, Inc. Trade Debt $83,498 Bradington Young Trade Debt $23,335 Broyhill Furniture $4,364,307 PO Box 536753 Atlanta, GA 30353 Broyhill Furniture Ind. Trade Debt $361,217 PO Box 536753 Atlanta, GA 30353 Centro Watt Operating $95,932 Partnership Two CP Venture Two, LLC Trade Debt $125,933 Developers Diversified $341,293 Dept 108119-40416- 00020896 PO Box 534414 Atlanta, GA 30353 FFVA Mutual Insurance Co. Trade Debt $44,124 Glenn Byrne Furniture Deposit $28,040 Hooker Corp Trade Debt $36,288 Idearc Media Corp. Trade Debt $31,603 Jennifer Madill Furniture Deposit $21,229 Leaf Funding, Inc. $36,748 Lexington Brands Trade Debt $32,853 Michel Wachter Furniture Deposit $28,113 Ryder Trade Debt $159,621 Summit Funding Group $25,108 Tropitone Trade Debt $25,006 INTELLIPHARMACEUTICALS: Posts $1.8 Mln Loss in Period Ended Nov 30 ------------------------------------------------------------------ Intellipharmaceutics International Inc. reported a net loss of $1.8 million, or $0.19 per common share, for the eleven month period ended November 30, 2009, compared with a loss of $3.8 million, or $0.40 per common share for the twelve month period ended December 31, 2008. At November 30, 2009, Intellipharmaceutics' cash totaled $8.0 million, compared with $902,213 at December 31, 2008. Net cash used in operating activities for the eleven month period ended November 30, 2009, of $4.9 million was offset by proceeds received on acquisition of Vasogen Inc. of $11.3 million and from advances from Dr. Isa Odidi and Dr. Amina Odidi, principal stockholders, directors and executive officers. Intellipharmaceutics anticipates its cash burn, excluding any potential proceeds from partnering initiatives, will be approximately $6.4 million during fiscal 2010. The Company's balance sheet as of Dec. 31, 2009, showed $11.1 million, $6.4 million of debts, and stockholders' equity of $4.6 million. Deloitte & Touche LLP, in Toronto, Ontario, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring losses from operations and inability to generate sufficient cash flows to meet its obligations and sustain its operations. A full-text copy of the Company's financial statements for the eleven month period ended November 30, 2009, is available at no charge at http://researcharchives.com/t/s?56f2 About the Company Toronto, Ontario-based Intellipharmaceuticals International Inc. (Nasdaq: IPCI) (TSX: I) http://www.intellipharmaceutics.com/-- specializes in the research, development and manufacture of controlled and targeted once-a-day novel oral solid drugs. The Company's patented Hypermatrix(TM) technology is a unique and validated multidimensional controlled-release drug delivery platform that can be applied to the efficient development of a wide range of existing and new pharmaceuticals. Based on this technology, Intellipharmaceutics has a pipeline of products in various stages of development in therapeutic areas that include neurology, cardiovascular, GIT, pain and infection. Several of these products are partnered. JAPAN AIRLINES: Starts Tokyo-Dubai Codeshare Flights with Emirates ------------------------------------------------------------------ Japan Airlines (JAL) and Dubai-based Emirates Airline (EK) reached an agreement to expand their code share partnership between Japan and Dubai. JAL will start placing its "JL" flight indicator on EK- operated flights between Tokyo (Narita) and Dubai from March 28, 2010, when EK will launch the new direct service to Narita, flying five times a week. Both airlines have been offering code share services on the Osaka (Kansai) = Dubai route since 2002. By further strengthening their partnership through the new connection between Tokyo and Dubai, both airlines can build a more extensive network to increase customer convenience and better facilitate business and tourist travel to the Middle East from Japan. In addition to the code share flights, JAL and EK also linked their frequent flyer programs (FFP) in October 2002, enabling members of the JAL Mileage Bank (JMB) and Emirates' Skywards FFP to earn miles on each other's flights. Reservations and ticket purchase for the new code share service start promptly. About Japan Airlines Japan Airlines Corporation -- http://www.jal.co.jp/-- is a Japan-based company mainly engaged in the provision of air transport services. The Company is active in five business segments through its 203 subsidiaries and 83 associated companies. JAL International Co. Ltd. is a wholly owned operating subsidiary of Japan Airlines Corporation. Japan Airlines Corporation, Japan Airlines International Co., Ltd. and JAL Capital Co., Ltd., on January 19, 2010, filed the petitions to commenced corporate reorganization proceedings with the Tokyo District Court. The Court appointed the Enterprise Turnaround Initiative Corporation of Japan and Eiji Katayama, Esq., as reorganization trustees. Japan Airlines Corp. filed for reorganization January 19 in the Tokyo District Court and filed a Chapter 15 petition in New York (Bankr. S.D.N.Y. Case No. 10-10198). The Company said debt is $28 billion. Bankruptcy Creditors' Service, Inc., publishes Japan Airlines Bankruptcy News. The newsletter tracks the Chapter 15 proceedings and the bankruptcy proceedings in Tokyo undertaken by Japan Airlines Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) JAPAN AIRLINES: Seeks Approval From MLIT for Fuel Surcharge ----------------------------------------------------------- The JAL Group has requested for approval from the Japanese Ministry of Land, Infrastructure, Transport and Tourism (MLIT) to increase the current level of fuel surcharge on all international passenger tickets issued from April 1, 2010. The price of Singapore kerosene-type jet fuel during the 3 month period from November 2009 to January 2010 averaged US$84.66 per barrel. With reference to the fuel surcharge benchmark list for the fiscal year of, this corresponds to Zone C where fuel surcharges range from 500 yen on a Japan - Korea ticket to 13,500 yen on a Japan- Brazil ticket per person per sector flown, on tickets purchased in Japan. This level of surcharge will be applied to all international passenger tickets issued between April 1, and June 30, 2010. The company continues to conduct countermeasures as introducing more fuel-efficient, small and medium-sized aircraft to its fleet, to minimize the full impact of high fuel prices. Despite these measures, the company is reluctantly obliged to ask its international passengers to bear part of the burden caused by the increase in the price of fuel. Fuel Surcharge for the period: April 1 - June 30, 2010* Current Level: Zone B Revised Level: Zone C (As of Jan 01, 2010) (As of Apr 01, 2010) Based on average price of fuel: US$78.04/barrel US$84.66/barrel For sales For sales Route (Per person For sales outside For sales outside per sector flown) in Japan Japan in Japan Japan ---------------- --------------------- --------------------- Japan-Korea JPY300 US$3.00 JPY500 US$5.00 Japan-China, Hong Kong, Taiwan JPY1,500 US$15.00 JPY2,500 US$26.00 Japan-Guam, Philippines, Vietnam JPY2,000 US$20.00 JPY3,000 US$32.00 Japan-Malaysia, Singapore, Thailand JPY3,000 US$30.00 JPY4,500 US$48.00 Japan-Hawaii, India, Indonesia JPY4,000 US$39.00 JPY6,000 US$64.00 Japan-Canada, Europe, Middle East, Oceania, USA (excl. Hawaii) JPY7,000 US$69.00 JPY10,500 US$111.00 Japan - Brazil JPY10,000 US$98.00 JPY13,500 US$143.00 New York - Sao Paulo JPY3,000 US$30.00 JPY3,500 US$37.00 Amsterdam - Madrid JPY500 US$5.00 JPY1,000 US$11.00 Singapore - Australia JPY100 US$1.00 JPY3,000 US$32.00 Within Europe, Oceania (excl. those specified above/incl. some domestic sectors) JPY300 US$3.00 JPY500 US$5.00 Within Asia, Hawaii, North America, (excl. those specified above/ incl. some domestic sectors) JPY100 US$1.00 JPY200 US$2.00 *For full details about JAL's fuel surcharge policy, please refer to http://www.jal.co.jp/en/other/info2006_0714.html -- Applicable to all international passenger tickets issued on or after April 1, to June 30, 2010. -- The surcharge applies to flights operated by Japan Airlines and its subsidiaries, including JAL code-share flights operated by other airlines. -- The planned level of fuel surcharge is subject to government approval. Fuel Surcharge Benchmark List for Fiscal Year 2010 (for the year ending Mar 31, 2011) For the convenience of customers and travel agents, the following chart provides details of the fuel price benchmarks (US$/bbl) JAL uses, to determine the amount of fuel surcharge (JPY) placed on tickets per person per sector flown. Benchmark List A B C D From From From From Fuel Price (US$/bbl) Below US$60- US$70- US$80- US$90- Singapore Kerosene US$60 under under under under Hedge US$70 US$80 US$90 US$100 -------------------- ----- ------ ------ ------ ------ Japan - Korea JPY200 JPY300 JPY500 JPY1,000 Japan - China, Hong Kong, Taiwan JPY500 JPY1,500 JPY2,500 JPY3,500 Japan - Guam, Philippines, Vietnam JPY1,000 JPY2,000 JPY3,000 JPY4,000 Japan - Malaysia, No Singapore, fuel Thailand sur- JPY1,500 JPY3,000 JPY4,500 JPY6,500 charge Japan - Hawaii, India, Indonesia JPY2,000 JPY4,000 JPY6,500 JPY8,500 Japan - Canada, Europe, Middle East, Oceania, USA (excl. Hawaii) JPY3,500 JPY7,000 JPY10,500 JPY14,000 Japan - Brazil JPY6,500 JPY10,000 JPY13,500 JPY17,000 Benchmark List E F G From From From Fuel Price (US$/bbl) Below US$100- US$110- US$120- Singapore Kerosene US$60 under under under Hedge US$110 US$120 US$130 -------------------- ------ ------- ------ ------- Japan - Korea JPY1,500 JPY2,000 JPY2,500 Japan - China, Hong Kong, Taiwan JPY4,500 JPY5,500 JPY7,000 Japan - Guam, Philippines, Vietnam JPY5,000 JPY6,500 JPY8,000 Japan - Malaysia, No Singapore, fuel Thailand sur- JPY8,500 JPY10,500 JPY13,000 charge Japan - Hawaii, India, Indonesia JPY11,000 JPY13,500 JPY16,000 Japan - Canada, Europe, Middle East, Oceania, USA (excl. Hawaii) JPY17,500 JPY21,000 JPY25,000 Japan - Brazil JPY21,000 JPY25,000 JPY29,000 About Japan Airlines Japan Airlines Corporation -- http://www.jal.co.jp/-- is a Japan-based company mainly engaged in the provision of air transport services. The Company is active in five business segments through its 203 subsidiaries and 83 associated companies. JAL International Co. Ltd. is a wholly owned operating subsidiary of Japan Airlines Corporation. Japan Airlines Corporation, Japan Airlines International Co., Ltd. and JAL Capital Co., Ltd., on January 19, 2010, filed the petitions to commenced corporate reorganization proceedings with the Tokyo District Court. The Court appointed the Enterprise Turnaround Initiative Corporation of Japan and Eiji Katayama, Esq., as reorganization trustees. Japan Airlines Corp. filed for reorganization January 19 in the Tokyo District Court and filed a Chapter 15 petition in New York (Bankr. S.D.N.Y. Case No. 10-10198). The Company said debt is $28 billion. Bankruptcy Creditors' Service, Inc., publishes Japan Airlines Bankruptcy News. The newsletter tracks the Chapter 15 proceedings and the bankruptcy proceedings in Tokyo undertaken by Japan Airlines Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) JAPAN AIRLINES: Stock Delisted, Ends Final Trading at JPY1 ---------------------------------------------------------- Shares of Japan Airlines Corporation was officially delisted from the Tokyo Stock Exchange (TSE) on February 19, 2010. Shares of the cash-strapped carrier finished the company's last trading day on the TSE on February at 1 yen, unchanged since February 2, ending the carrier's almost half a century of presence on the bourse, Xinhuanet reported. According to Reuters, the shares were untraded on February 19 before 27.6 million changed hands for 1 yen apiece at the 3 p.m. close. In November 2007, the stock reached 277 yen and the airline's market value was as high as $8.2 billion, Reuters adds. "This will undoubtedly be a symbolic case in which shareholders are made to take responsibility," Xinhuanet quoted Tsuyoshi Segawa, an equity strategist at Mizuho Securities Co, as saying. "However, I do think that such an end could have been avoided had JAL taken a different path at an earlier point." According to Xinhuanet, JAL was first listed on the TSE's Second Section in 1961 and then moved to the First Section in 1970. After integrating operations with Japan Air System under a new holding company in October 2002, the carrier's shares hit a high of 366 yen in October 2003. The stock fell to the record low of 1 yen for the first time on January 22, three days after JAL filed for bankruptcy protection, Xinhuanet adds. About Japan Airlines Japan Airlines Corporation -- http://www.jal.co.jp/-- is a Japan-based company mainly engaged in the provision of air transport services. The Company is active in five business segments through its 203 subsidiaries and 83 associated companies. JAL International Co. Ltd. is a wholly owned operating subsidiary of Japan Airlines Corporation. Japan Airlines Corporation, Japan Airlines International Co., Ltd. and JAL Capital Co., Ltd., on January 19, 2010, filed the petitions to commenced corporate reorganization proceedings with the Tokyo District Court. The Court appointed the Enterprise Turnaround Initiative Corporation of Japan and Eiji Katayama, Esq., as reorganization trustees. Japan Airlines Corp. filed for reorganization January 19 in the Tokyo District Court and filed a Chapter 15 petition in New York (Bankr. S.D.N.Y. Case No. 10-10198). The Company said debt is $28 billion. Bankruptcy Creditors' Service, Inc., publishes Japan Airlines Bankruptcy News. The newsletter tracks the Chapter 15 proceedings and the bankruptcy proceedings in Tokyo undertaken by Japan Airlines Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) JAZZ PHARMACEUTICALS: Posts $6.8 Million Net Loss for 2009 ---------------------------------------------------------- Jazz Pharmaceuticals, Inc., disclosed Wednesday financial results for the fourth quarter and full year ended December 31, 2009. For the year ended December 31, 2009, the net loss was $6.8 million, or $0.23 per share, compared to a net loss of $184.3 million, or $7.19 per share, for the year ended December 31, 2008. Contributing to the net loss in 2008 was a fourth quarter non-cash impairment charge of $29.8 million relating to the company's LUVOX CR intangible asset. Adjusted net loss for the year ended December 31, 2009, was $1.5 million, or $0.05 per share. Total revenues for the year ended December 31, 2009, were $128.4 million, compared to $67.5 million for the year ended December 31, 2008. Contract revenues for 2009 of $11.1 million included the recognition of a $10.0 million milestone payment from UCB Pharma Limited received in 2008. XYREM(R) (sodium oxybate) oral solution net sales increased 100% to $31.6 million for the quarter ended December 31, 2009, compared to net sales of $15.8 million for the quarter ended December 31, 2008. XYREM net sales for the year ended December 31, 2009, increased 80% to $96.8 million, compared with $53.8 million for the year ended December 31, 2008. Net sales of once-daily LUVOX CR(R) (fluvoxamine maleate) Extended-Release Capsules, launched in April 2008, increased 86% to $5.7 million for the quarter ended December 31, 2009, compared to $3.1 million for the quarter ended December 31, 2008. LUVOX CR net sales for the year ended December 31, 2009 increased 220% to $18.3 million, compared with $5.7 million for the year ended December 31, 2008. "2009 was a tremendous year for Jazz Pharmaceuticals in continuing our mission to help improve patients' lives. Our sales team delivered outstanding performance in 2009, educating physicians on the appropriate use of our products, which resulted in records for prescriptions of both XYREM and LUVOX CR," said Bob Myers, President of Jazz Pharmaceuticals. Jazz Pharmaceuticals' net income for the quarter ended December 31, 2009, was $5.7 million, or $0.17 per diluted share, compared to a net loss of $56.9 million, or $2.04 per share, for the quarter ended December 31, 2008. Jazz Pharmaceuticals' adjusted net income for the quarter ended December 31, 2009, was $10.8 million, or $0.33 per diluted share. Total revenues for the quarter ended December 31, 2009, were $38.3 million, compared to $19.6 million for the quarter ended December 31, 2008. Jazz Pharmaceuticals' cash, cash equivalents and marketable securities as of December 31, 2009, totaled $15.6 million, excluding restricted cash of $3.0 million. The Company has incurred significant net losses since its inception in 2003. At the beginning of 2009, the Company was in default under its Senior Note Agreement, as a result of its failure to timely make a $4.5 million interest payment to the holders of the Senior Notes due in December 2008. The Company also did not make timely payments for two subsequent $5.1 million quarterly interest payments due on March 31, 2009, and June 30, 2009, and, as a result of the default, the Company was unable to borrow under its revolving bank line of credit. Beyond the next twelve months, the Company does not expect its cash resources to be sufficient to cover all of its operating requirements as well as launch expenses for the Company's JZP-6 product candidate if approved by the FDA, the cost of its Luvox CR Phase IV clinical trial commitments, any significant additional costs related to the development of its product candidates and repayment of its Senior Notes at maturity. The Company's balance sheet as of Dec. 31, 2009, showed $107.4 million in assets and $180.2 million of debts, for a stockholders' deficit of $72.8 million. The Company's balance sheet also showed strained liquidity with $37.0 million in total current assets available to pay $59.2 million in total current liabilities. A full-text copy of the press release is available for free at: http://researcharchives.com/t/s?56f6 A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?56f5 About Jazz Pharmaceuticals Palo Alto, Calif.-based Jazz Pharmaceuticals, Inc. (Nasdaq: JAZZ) -- http://www.JazzPharmaceuticals.com/-- is a specialty pharmaceutical company focused on identifying, developing and commercializing innovative products to meet unmet medical needs in neurology and psychiatry. JOBSITE INC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Jobsite, Inc. 841 21 1/2 Rd. Grand Junction, CO 81505 Bankruptcy Case No.: 10-14213 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: A. Bruce Campbell Debtor's Counsel: Joli A. Lofstedt, Esq. 950 Spruce St., Ste. 1C Louisville, CO 80027 Tel: (303) 661-9292 Fax: (303) 661-9555 Email: joli@crlpc.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 $1,071,560, and total debts of $1,217,033. A list of the Company's 20largest unsecured creditors is available for free at: http://bankrupt.com/misc/cob10-14213.pdf The petition was signed by Bond Jacobs, president/owner of the company. LAS VEGAS MONORAIL: Files Schedules of Assets and Liabilities ------------------------------------------------------------- Las Vegas Monorail Company filed with the U.S. Bankruptcy Court for the District of Nevada its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $8,286,807 B. Personal Property $387,672,957 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $450,001,771 E. Creditors Holding Unsecured Priority Claims $109,306 F. Creditors Holding Unsecured Non-priority Claims $198,545,827 ----------- ----------- TOTAL $395,959,764 $648,656,904 Las Vegas, Nevada-based Las Vegas Monorail Company, organized by the State of Nevada in 2000 as a nonprofit corporation, owns and manages the Las Vegas Monorail. The Monorail is a seven-stop, elevated train system that travels along a 3.9-mile route near the Las Vegas Strip. LVMC has contracted with Bombardier Transit Corporation to operate the Monorail. Though it benefits from its tax-exempt status due to being a nonprofit entity, LVMC claims to be the first privately-owned public transportation system in the nation to be funded solely by fares and advertising. LVMC says it receives no governmental financial support or subsidies. The Company filed for Chapter 11 bankruptcy protection on January 13, 2010 (Bankr. D. Nev. Case No. 10-10464). Gerald M. Gordon, Esq., at Gordon Silver, assists the Company in its restructuring effort. Alvarez & Marsal North America, LLC, is the Debtor's financial advisor. Stradling Yocca Carlson & Rauth is the Debtor's special bond counsel. Jones Vargas is the Debtor's special corporate counsel. The Company listed $10,000,001 to $50,000,000 in assets and $500,000,001 to $1,000,000,000 in liabilities. LEAP WIRELESS: Pocket Joint Venture Won't Move Moody's 'B2' Rating ------------------------------------------------------------------ Moody's Investors Service said that Leap Wireless International's announced agreement with Pocket Communications to combine the two companies' operations in South Texas into a joint-venture to be controlled by Leap does not change Leap's B2 corporate family rating or stable outlook. Moody's most recent rating action on Leap was on May 28, 2009, when the rating agency affirmed Leap's ratings and assigned a Ba2 rating to senior secured notes issued by Leap's wholly-owned usbsidiary, Cricket Communications Inc. Leap is a regional U.S. wireless operator offering an all-you-can- use service for a flat monthly fee to about 5 million subscribers, through Cricket Communications, Inc., and its operating subsidiaries. The company is headquartered in San Diego, CA. LEVEL 3 COMMS: Had $3.695-Mil. Communications Revnue for FY2009 --------------------------------------------------------------- Level 3 Communications Inc. released additional historical financial information for the first and second quarters 2009 detailing "Total Communications Revenue" using the revenue reporting categories that will be used beginning in the first quarter of 2010. According to Level 3, Total Communications was $3,695,000,000 for Full Year 2009. For the first and second quarters, revenues were $962,000,000 and $926,000,000 respectively. The financial information filed with the Securities and Exchange Commission may be accessed at http://ResearchArchives.com/t/s?56e8 About Level 3 Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LIMITED BRANDS: S&P Changes Outlook to Stable; Affirms 'BB' Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services said that it revised its rating outlook on Limited Brands to stable from negative, and affirmed its 'BB' corporate credit rating on the company. "The ratings on Limited Brands reflect its participation in the intensely competitive specialty retail industry and weak credit measures," said Standard & Poor's credit analyst Jackie Oberoi. The company's satisfactory market positions in intimate apparel and personal care products and its geographic diversity partially mitigate these weaknesses. Victoria's Secret and Bath & Body Works (BBW) are relatively mature businesses, and their growth rates are slowing. Limited Brands sells highly discretionary items, and both Victoria's Secret and BBW suffered declines in same-store sales and profitability in 2008 and 2009 because of the significant drop in consumer spending. Historically, both have provided consistent and solid cash flows. The overall financial profile is commensurate with the 'BB' rating category. Total debt to EBITDA was approximately 3.6x at year end, down from 4.2x in fiscal 2008. S&P expects leverage to improve slightly in 2010 because of an expected modest increase in top-line sales and continued good inventory management and expense controls. EBITDA coverage of interest was in the mid-3x range for the year, flat from one year ago. S&P expects coverage to improve modestly in 2010. LINDA WOOLF: Case Summary & 16 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Linda Woolf 943 Beartooth Circle Draper, UT 84020 Bankruptcy Case No.: 10-22326 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Debtor's Counsel: Michael L. Labertew, Esq. 50 W Broadway, Suite 1000 Salt Lake City, UT 84101 Tel: (801) 424-3555 Fax: (801) 365-7314 Email: michael@labertewlaw.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 16 largest unsecured creditors is available for free at: http://bankrupt.com/misc/utb10-22326.pdf The petition was signed by Ms. Woolf. LODGENET INTERACTIVE: Anchorage Advisors No Longer Holds Shares --------------------------------------------------------------- Anchorage Capital Master Offshore, Ltd.; Anchorage Advisors, L.L.C.; Anchorage Advisors Management, L.L.C.; Anthony L. Davis; and Kevin M. Ulrich disclosed that as of December 31, 2009, they no longer held shares of LodgeNet Interactive Corporation common stock. Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks. The Company reported $508.3 million in assets and $579.3 million in total liabilities, resulting to a $71.0 million stockholders' deficit as of Dec. 31, 2009. * * * According to the Troubled Company Reporter on Sept. 30, 2009, Moody's Investors Service upgraded LodgeNet Interactive Corporation's speculative grade liquidity rating to SGL-3 (indicating adequate liquidity) from SGL-4 (indicating poor liquidity) while revising the outlook for all ratings to stable from negative. Concurrently, Moody's also affirmed LodgeNet's B3 corporate family rating and Caa1 probability of default rating. LODGENET INTERACTIVE: FMR, Fidelity Hold 5.590% of Common Stock --------------------------------------------------------------- FMR LLC and Edward C. Johnson 3d disclosed that as of December 31, 2009, they may be deemed to beneficially own 1,333,758 shares or roughly 5.590% of the common stock of LodgeNet Interactive Corporation. Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks. The Company reported $508.3 million in assets and $579.3 million in total liabilities, resulting to a $71.0 million stockholders' deficit as of Dec. 31, 2009. * * * According to the Troubled Company Reporter on Sept. 30, 2009, Moody's Investors Service upgraded LodgeNet Interactive Corporation's speculative grade liquidity rating to SGL-3 (indicating adequate liquidity) from SGL-4 (indicating poor liquidity) while revising the outlook for all ratings to stable from negative. Concurrently, Moody's also affirmed LodgeNet's B3 corporate family rating and Caa1 probability of default rating. LODGENET INTERACTIVE: Inks Employment Deal with Elsenbast as CFO ---------------------------------------------------------------- LodgeNet Interactive Corporation on February 25, 2010, entered into an employment agreement with Frank P. Elsenbast, 44, pursuant to which Mr. Elsenbast has been engaged as the Company's next Senior Vice President and Chief Financial Officer. Mr. Elsenbast will begin his employment with the Company on or about April 19, 2010. Mr. Elsenbast will assume the responsibilities currently held by Gary H. Ritondaro, who previously announced his intention to retire in mid-2010. Mr. Elsenbast brings more than 20 years of corporate finance, media industry background and public accounting experience to his new responsibilities with the Company. Since 2000, Mr. Elsenbast has been employed with ValueVision Media, Inc. (NASD:VVTV) d/b/a ShopNBC, a multi-channel electronic retailer serving 75 million homes in the US. Mr. Elsenbast most recently served as Senior Vice President and CFO of ShopNBC since 2004. Prior to joining ShopNBC, Mr. Elsenbast served in a variety of financial and analytical roles with The Pillsbury Company. Mr. Elsenbast began his career as a Certified Public Accountant with Arthur Andersen, LLP. Mr. Elsenbast will receive a salary of $340,000 per year, an annual bonus calculated in the same manner as other senior vice presidents of the Company except that Mr. Elsenbast is guaranteed a minimum bonus of $75,000 in 2010, and other benefits consistent with those received by Company officers in comparable positions. The Employment Agreement provides for severance compensation equal to 18 months of salary in the event of termination without Cause or with Good Reason following a Change in Control, as such terms are defined in the Employment Agreement. In addition, on the date he begins his employment, Mr. Elsenbast will receive a restricted stock grant of 20,000 shares of the Company's common stock, which will vest half on the third anniversary of his employment and half on the fourth anniversary of his employment. Mr. Elsenbast will also receive stock options to purchase 30,000 shares of the Company's common stock at a purchase price equal to the closing stock price on the day before his first day of employment. One- quarter (7,500 shares) of these options will vest on each of the first, second, third and fourth anniversaries of his employment. About LodgeNet Interactive Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks. The Company reported $508.3 million in assets and $579.3 million in total liabilities, resulting to a $71.0 million stockholders' deficit as of Dec. 31, 2009. * * * According to the Troubled Company Reporter on Sept. 30, 2009, Moody's Investors Service upgraded LodgeNet Interactive Corporation's speculative grade liquidity rating to SGL-3 (indicating adequate liquidity) from SGL-4 (indicating poor liquidity) while revising the outlook for all ratings to stable from negative. Concurrently, Moody's also affirmed LodgeNet's B3 corporate family rating and Caa1 probability of default rating. LOG LLC: Case Summary & 16 Largest Unsecured Creditors ------------------------------------------------------ Debtor: LOG, L.L.C. dba Olmsted Village East 285 Olmsted Boulevard, Suite 7 Pinehurst, NC 28374 Bankruptcy Case No.: 10-80378 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Middle District of North Carolina (Durham) Debtor's Counsel: Gregory Byrd Crampton, Esq. 3700 Glenwood Ave., Ste. 500 Raleigh, NC 27612 Tel: (919) 781-1311 Fax: (919)782-0465 Email: gcrampton@nichollscrampton.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 16 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ncmb10-80378.pdf The petition was signed by Marty R. McKenzie, manager/member of the Company. MAGNA ENTERTAINMENT: Gets Nod to Borrow Additional $7MM ------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Magna Entertainment Corp. received interim authority from the Bankruptcy Court to borrow a fresh $7 million, raising the total financing for the reorganization to $71.4 million. Magna said it would run out of cash otherwise, given an "unexpected decline in revenue." A final hearing on the new financing will be held March 23. Magna Entertainment and its units will seek approval on March 23 of the disclosure statement explaining their proposed plan of reorganization. MI Developments Inc. and the Official Committee of Unsecured Creditors of MEC serve as co-proponents of the Plan. About Magna Entertainment Based in Aurora, Ontario, Magna Entertainment Corp. is North America's largest owner and operator of horse racetracks based on revenue. The Company develops, owns and operates horse racetracks and related pari-mutuel wagering operations, including off-track betting facilities. MEC also develops, owns and operates casinos in conjunction with its racetracks where permitted by law. MEC owns and operates AmTote International, Inc., a provider of totalisator services to the pari-mutuel industry, XpressBet(R), a national Internet and telephone account wagering system, as well as MagnaBet(TM) internationally. Pursuant to joint ventures, MEC has a 50% interest in HorseRacing TV(R), a 24-hour horse racing television network, and TrackNet Media Group LLC, a content management company formed for distribution of the full breadth of MEC's horse racing content. Following its failure to meet obligations to lenders led by PNC Bank, National Association, and Wells Fargo Bank, National Association, and controlling shareholder MI Developments Inc.'s decision not to provide further financial backing, Magna Entertainment Corp. and 24 affiliates filed for Chapter 11 on March 5, 2009 (Bankr. D. Del. Lead Case No. 09-10720). Marcia L. Goldstein, Esq., and Brian S. Rosen, Esq., at Weil, Gotshal & Manges LLP, have been engaged as bankruptcy counsel. Mark D. Collins, Esq., L. Katherine Good, Esq., and Maris J. Finnegan, Esq., at Richards, Layton & Finger, P.A., are the Debtors' local counsel. Miller Buckfire & Co. LLC is the Debtors' investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent for the Debtors. Magna Entertainment Corp. had total assets of $1.054 billion and total liabilities of $947.3 million based on unaudited consolidated financial statements as of December 31, 2008. MALUHIA DEV'T: Files List of Unsecured Creditors ------------------------------------------------ Maluhia Development Group, LLC, has filed with the U.S. Bankruptcy Court for the Northern District of Texas a list of its largest unsecured creditors. On February 26, 2010, the Debtor filed an amended list of 20 of its largest unsecured creditors. A copy of the list is available for free at http://bankrupt.com/misc/txnb10-30475.pdf Chicago, Illinois-based Maluhia Development Group, LLC, dba MDG, filed for Chapter 11 bankruptcy protection on January 21, 2010 (Bankr. N.D. Texas Case No. 10-30475). Rakhee V. Patel, Esq., at Pronske & Patel, P.C., assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. MARQUISE 7 ENTERPRISES: Case Summary & 2 Largest Unsec. Creditors ----------------------------------------------------------------- Debtor: Marquise 7 Enterprises, LLC 4943 Snapfingerwoods Drive Decatur, GA 30035 Bankruptcy Case No.: 10-66314 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: James Massey Debtor's Counsel: Stephen F. Suarino, Esq. Suarino Law, PC Suite 140, 1770 Indian Trail-Lilburn Rd. Norcross, GA 30093 Tel: (678) 597-1388 Fax: (678) 697-1190 Email: attorney@suarinolaw.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/ganb10-66314.pdf The petition was signed by Nizar Jooma, managing member of the Company. MASCO CORPORATION: Fitch Affirms Issuer Default Rating at 'BB+' --------------------------------------------------------------- Fitch Ratings has affirmed Masco Corporation's ratings: -- Issuer Default Rating at 'BB+'; -- Senior unsecured notes at 'BB+'; -- Unsecured bank credit facility at 'BB+'. The Rating Outlook has been revised to Stable from Negative. The ratings reflect Masco's leading market position with strong brand recognition in its various business segments, the breadth of its product offerings, and solid free cash flow generation. Risk factors include sensitivity to general economic trends, as well as the cyclicality of the residential construction market. The revision to a Stable Outlook reflects the company's stronger liquidity position at the end of 2009 and demonstrated ability to generate meaningful free cash flow. While the company's financial results remain negatively affected by the persistent weakness in the housing and home improvement markets, Masco continues to generate solid free cash flow and ended the year with $1.4 billion of cash on the balance sheet. The Stable Outlook also reflects Fitch's view of improved housing and home improvement markets in 2010 compared with 2009. Net sales of $1.9 billion for the fourth quarter of 2009 (4Q'09, ended Dec. 31, 2009) dropped 3% year-over-year (YOY) following double-digit sales decreases for seven consecutive quarters. The company also reported positive 4Q'09 YOY sales comparisons for three of its five business segments, with continued strength in Decorative Architectural Products and sales improvements in Plumbing and Other Specialty Products. Sales for the company's Cabinet and Related Products remained weak, reflecting consumers' continued reluctance to undertake large-scale renovations. While there have been some recent indications that homeowners are more willing to take on larger, more discretionary type home improvement projects, Fitch assumes continued pressure on big ticket items during 2010 as high unemployment levels persist and housing prices remain relatively unstable. Masco's Installation Services business also reported continued weakness during the fourth quarter. Sales from this business segment typically lag residential housing starts by approximately three months. Given the 19.2% decline in housing starts during 4Q'09, Fitch expects lower sales for this segment to continue during 1Q'10. Sales from the Installation Services business could see a temporary boost during 2Q'10 as homebuilders ramp up construction of new homes during the first quarter to take advantage of potential homebuyers utilizing the home tax credit, which expires on June 30, 2010. In January, total housing starts were at a seasonally adjusted annual rate of 591,000 homes, a 2.8% increase from the December 2009 level and a 21.1% increase over the January 2009 period. Masco's margins and credit metrics have deteriorated over the past few years. EBITDA to interest coverage declined from 5.9 times (x) in 2007 to 3.7x in 2008 and 2.8x in 2009. Funds from operations interest coverage also dropped to 3.1x in 2009 from 3.8x in 2008 and 4.8x in 2007. The company's leverage as measured by debt to EBITDA has steadily increased from 2.7x in 2007 to 4.7x in 2008 and 6.2x in 2009. However, Fitch expects the company's credit metrics to improve this year, with EBITDA to interest coverage rising above 3x and the leverage ratio to be at or below 5x for fiscal 2010. Masco has solid liquidity with $1.4 billion of cash and $1.2 billion of borrowing capacity under its $1.25 billion unsecured revolving credit facility that matures in February 2011. The company should have continued access to its revolver as Fitch expects Masco to maintain sufficient cushion under its financial covenants. Masco continued to generate significant free cash flow (cash flow from operations less capital expenditures and dividends) during 2009, generating $414 million compared to $261 million during 2008. Fitch is also encouraged that management has taken steps to preserve its liquidity during these uncertain times. Masco had been an aggressive purchaser of its stock since 2003, spending about $1.2 billion annually, on average, in share repurchases and dividends during 2003-2007. In 2008, Masco spent $496 million on the combination of share repurchases ($160 million) and dividends ($336 million). The company has not repurchased stock since July 2008 and has put its share repurchase program on hold, except for stock buybacks to offset the dilutive effect of stock grants. In March 2009, Masco also reduced its quarterly dividend from $.235 per common share ($.94 annually) to $.075 per share ($.30 annually), saving approximately $225 million per year. Fitch expects the company to preserve its strong liquidity position and refrain from meaningful share repurchases through at least this year. Fitch's rating also takes into account the cyclicality of Masco's end-markets. In the past, Masco's relative earnings stability during cyclical downturns were driven by end-market diversification -- historically, weakness in residential demand has been largely offset by growth in the repair and remodel segment. This has not been the case over the past three years, wherein both of Masco's end-markets were in decline simultaneously. Recent statistical and anecdotal information point to a possible bottom for U.S. housing, although early-stage recovery will be more muted than average. After falling by 13.1% in 2008, existing home sales rose 4.9% in 2009 and are projected to grow 6.5% in 2010. In 2009, total housing starts fell 38.8% while single-family housing starts decreased 28.4%. Fitch projects 2010 total and single-family housing starts to increase 14.8% and 18.6%, respectively. New single-family home sales fell 22.9% in 2009 and are forecasted to grow 19.9% in 2010. Similar to the overall housing market, the U.S. home improvement industry is mired in an extended downturn. According to the Home Improvement Research Institute, sales of home improvement products declined 3.7% to $291.5 billion in 2008 following a 1.4% decline in 2007. The HIRI currently estimates home improvement product sales to have fallen a further 8.3% in 2009 to $267.3 billion. While currently low interest rates make borrowing for home renovations attractive, credit availability remains challenging. The tightening of lending standards has made it more difficult and expensive for homeowners to finance remodeling projects. Additionally, unstable home prices, near record levels of foreclosures and other distressed sales are discouraging households from undertaking discretionary home projects. A mild pick-up in home sales, particularly in existing home sales, combined with a strengthening economy could lead to higher spending on home renovations this year. Fitch currently projects home improvement spending to grow 3.5% in 2010. Future ratings and Outlooks will be influenced by broad housing and home improvement market trends, as well as company-specific activity, particularly free cash flow trends and uses. Masco's rating is constrained in the intermediate term due to weak credit metrics, but a Positive Rating Outlook may be considered if the recovery in housing metrics and home improvement spending is significantly better than Fitch's outlook and the company improves its credit metrics above Fitch's current expectations. Negative rating actions could occur if the anticipated recovery in Masco's end-markets do not materialize and/or management resumes a meaningful share repurchase program before there is clear stability in the housing and home improvement markets. Founded in 1929, Masco Corporation manufactures, sells and installs home improvement and building products, with emphasis on brand-name products and services holding leadership positions in their markets. The company is among the largest manufacturers in North America of brand-name consumer products designed for home improvement and new construction markets. MESA AIR: Gets Final Nod to Employ Imperial as Fin'l Advisor ------------------------------------------------------------ Mesa Air Group Inc. and its units obtaiend final approval to employ Imperial Capital, LLC, as their financial advisor and investment banker, nunc pro tunc to the Petition Date. The Debtors also ask the Court to approve the proposed terms of employment under the engagement agreement dated July 2, 2009, and the addendum dated December 29, 2009, between the Debtors and Imperial. In 2009, Imperial served as financial advisor to the Debtors in the restructuring of approximately $150,000,000 of convertible notes, Michael J. Lotz, the Debtors' president, relates. Imperial commenced its current engagement with the Debtors in late June 2009 and revised the Engagement Letter dated July 2, 2009. Pursuant to the Engagement Letter, the Debtors retained Imperial to provide financial advisory services in connection with the evaluation of strategic alternatives and: (i) the formulation of a plan of reorganization, which may be consummated with or without the supervision of the United States Bankruptcy Court, and which will entail material modifications to, or termination of, the Company's existing securities, credit agreements, aircraft lease obligations (covering not less than 30 aircraft) or other material contractual obligations -- a Restructuring; and (ii) a potential transaction, which transaction may include a capital raise involving at least $15,000,000, merger, consolidation, or any other business combination, in one or a series of transactions, or a purchase or sale involving all or substantially all of the business, securities or assets of the Company, or one or more subsidiaries or divisions of the Company, or any transaction structured to substantially achieve the same result -- each a Transaction. Pursuant to the Engagement Letter, Imperial has provided, is providing and will continue to provide, consulting and advisory services as the parties deem appropriate and feasible to advise the Debtors in the course of their Chapter 11 cases. Specifically, Imperial will render various services to the Debtors, including: (a) analysis of the Debtors' business, operations, properties, financial condition, competition, prospects and management; (b) assistance to the Debtors in the preparation of its financial forecasts and related scenarios; (c) financial valuation of the ongoing operations of the Debtors; (d) assistance to the Debtors in the preparation of reports and other materials related to a potential Restructuring, and updates on the Debtors and their financial performance, and assistance to the Debtors in the communication of those materials with their existing key constituents; (e) assistance to the Debtors in developing, evaluating, structuring and negotiating the terms and conditions of a potential Restructuring or Transaction; (f) identification and contact selected qualified buyers for a Transaction and furnishing them with copies of offering materials related to a Transaction; and (g) other financial advisory services with respect to the Debtors' financial issues as may be agreed upon by the parties. According to Mr. Lotz, as compensation for the services rendered pursuant to the Engagement Letter, as amended, the Debtors have agreed to pay Imperial: (a) a cash advisory fee of $150,000 per month; and (b) a base fee of $2,500,000, payable in cash upon the closing of a Restructuring or upon consummation of a Transaction. However, the Completion Fee will be increased to $3,800,000 if the Restructuring or Transaction involves the raising of significant new financing of not less than $15,000,000, or if the present value of expected future cash benefits resulting from the Restructuring or Transaction exceeds $20,000,000. In addition, expenses incurred by Imperial in connection with the services to be rendered will be reimbursed by the Debtors. Mr. Lotz informs the Court that before the Petition Date, and according to the terms of the Engagement Letter, as amended, Imperial received a total of $700,988 from the Debtors, including $625,000 from the Debtors on account of advisory fees, $50,000 on account of deposit for prepayment of certain estimated expenses, and $25,988 for reimbursable expenses. Imperial will hold any amounts received prepetition in excess of fees and expenses that accrued prepetition, including the Deposit, and apply the excess amounts towards fees and expenses that accrue postpetition, subject to the entry of an order of the Court authorizing the payment of those fees and expenses. Marc A. Bilbao, a managing director of Imperial Capital, LLC, relates that the firm provides financial advisory services to an array of clients in the areas of restructuring and distressed debt. As a result, Imperial has represented, and may in the future represent, certain parties-in-interest in matters unrelated to the Debtors' Chapter 11 cases. Imperial and its affiliates may have, and may continue, to have investment banking and other relationships with parties other than the Debtors pursuant to which Imperial may acquire information of interest to the Debtors. Mr. Bilbao discloses that Imperial has previously and may again represent Hawaiian Airlines with respect to various investment banking activities. Imperial has also previously and may again represent the Air Line Pilots Association to provide ALPA and ALPA's United Master Executive Council with investment banking and other financial advisory services and advice with respect to UAL Corporation. Imperial will have no obligation to disclose those information to the Debtors, or to use those information in connection with the matters set forth in the Engagement Letter. If the Court approves Imperial's retention, Imperial will not accept any engagement or perform any service for any entity or person other than the Debtors in these Chapter 11 cases. Imperial will, however, continue to provide professional services to entities or persons that may be creditors or equity security holders of the Debtors or parties in interest in these Chapter 11 cases, provided that these services do not relate to, or have any direct connection with, these Chapter 11 cases or the Debtors, Mr. Bilbao assures the Court. Imperial does not hold or represent any interest adverse to the Debtors or their estates. Imperial is a disinterested person, as the term is defined in Section 101(14) of the Bankruptcy Code, Mr. Bilbao attests. About Mesa Air Group Mesa currently operates 130 aircraft with approximately 700 daily system departures to 127 cities, 41 states, Canada, and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go! Mokulele. This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 3,500 employees. Mesa Air Group Inc. and its units filed their Chapter 11 petitions Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing assets of $976 million against debt totaling $869 million as of Sept. 30, 2009. Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Imperial Capital LLC is the investment banker. Epiq Bankruptcy Solutions is claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Mesa Air Group Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) MESA AIR: Committee Proposes Macquarie as Financial Advisor ----------------------------------------------------------- The Official Committee of Unsecured Creditors in Mesa Air Group Inc.'s cases seeks to retain Macquarie Capital (USA) Inc., as its financial advisor and investment banker, nunc pro tunc to January 21, 2010, in accordance with a certain letter agreement entered on the same date. According to Brian Bruce of the Air Line Pilots Association, International, co-chairperson of the Creditors' Committee, Macquarie will perform services including: (a) advise the Creditors' Committee regarding the Debtors' business plans, cash flow forecasts, financial projections and cash flow reporting; (b) advise the Creditors' Committee with respect to available capital restructuring, sale and financing alternatives; (c) advise the Creditors' Committee regarding financial information prepared by the Debtors, and in its coordination of communication with interested parties and their advisors; (d) advise the Creditors' Committee in the development of a plan of reorganization for the Debtors and negotiation with parties-in-interest, or in the sale of a portion or substantially all of the Debtors' assets; and (e) advise the Creditors' Committee as to the Debtors' proposals from third parties for new sources of capital or the sale of the Debtors. Macquarie will be paid for the Services: (a) A monthly fee of $125,000; and (b) At the discretion of the Creditors' Committee, a completion fee of $1,000,000, upon consummation of a restructuring or a transaction. As Macquarie docs not customarily maintain detailed time records similar to those customarily maintained by attorneys, and because the firm's services would not be compensated by reference to the number of hours, and the Agreement provides that Macquarie will receive certain fixed fees, the Creditors' Committee asks that the firm be permitted to maintain time records for services in one-half hour increments. The firm will also seek reimbursement of actual, necessary expenses and other charges incurred. As set forth in the Agreement, and subject to certain terms and conditions, the Creditors' Committee asks that the Debtors indemnify Macquarie and certain related parties from losses directly or indirectly related to the engagement of the firm. The payment of indemnity pursuant to the Agreement will be subject an application of the Court, and will be subject to review by the Court to ensure that payment of the indemnity conforms to the terms of the Agreement and is reasonable based upon the circumstances of the litigation or settlement in respect of which indemnity is sought, Mr. Bruce says. R. Edward Albert, managing director of Macquarie, discloses that the firm has represented, currently represents, and will likely in the future represent certain interested parties or potential interested parties in the Debtors' Chapter 11 cases in matters unrelated to the Debtors, their cases, or the entities' claims against the Debtors. As part of its customary practice, the firm is retained in cases, proceedings and transactions involving many different parties throughout the United States and worldwide, some of whom may represent or be employed by the Debtors, claimants, and interested parties. As part of their practices, Macquarie and its affiliates may appear in cases, proceedings and transactions involving many different attorneys, accountants and financial advisors, some of which may represent or be claimants or parties-in-interest in these cases. Macquarie and its affiliates are not representing these professionals in the Debtors' Chapter 11 cases, and do not have any relationship with entities that would cause the firm to be adverse to the Debtors or materially adverse to any class of the Debtors' creditors or equity security holders, Mr. Albert assures the Court. Macquarie is a member firm of the Macquarie Group, a diversified international provider of specialist investment, advisory, trading and financial services in select markets around the world. MG is headquartered in Sydney, Australia. With customer accounts and investment banking and financial advisory clients around the world, it is possible that one or more of MG's clients or counter parties to transactions with MG may hold a claim or otherwise be an interested party in the Debtors' bankruptcy cases, Mr. Albert informs the Court. He assures the Court, however, that none of these business relationships constitutes interests of Macquarie that are adverse to the Debtors or materially adverse to any class of the Debtors' creditors or equity security holders. He adds that Macquarie will not accept any engagement that would require it to represent an interest adverse to the Creditors' Committee or materially adverse to the Debtors' creditors or equity security holders while retained by the Committee. Macquarie does not hold or represent any interest adverse to the Debtors' estates. The firm is a disinterested person, as the term is defined in Section 101(14) of the Bankruptcy Code, Mr. Albert attests. About Mesa Air Group Mesa currently operates 130 aircraft with approximately 700 daily system departures to 127 cities, 41 states, Canada, and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go! Mokulele. This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 3,500 employees. Mesa Air Group Inc. and its units filed their Chapter 11 petitions Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing assets of $976 million against debt totaling $869 million as of Sept. 30, 2009. Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Imperial Capital LLC is the investment banker. Epiq Bankruptcy Solutions is claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Mesa Air Group Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) MESA AIR: Committee Gets Nod for Morrison as Counsel ---------------------------------------------------- The Official Committee of Unsecured Creditors in Mesa Air Group Inc.'s cases obtained the Court's authority to retain Morrison & Foerster, LLP, as its counsel, nunc pro tunc to January 13, 2010. Morrison will provide a range of services to the Creditors' Committee, including: (a) to assist and advise the Committee in its consultation with the Debtors relative to the administration of these bankruptcy cases; (b) to assist and advise the Committee in its examination and analysis of the conduct of the Debtors' affairs; (c) to assist the Committee in the review, analysis and negotiation of any plan of reorganization and disclosure statement accompanying the plan; (d) to take all necessary action to protect and preserve the interests of the Committee and general unsecured creditors; and (e) to perform all other necessary legal services in these cases. Morrison will be paid its customary hourly rates, which are subject to periodic adjustments, and will be reimbursed for actual, necessary expenses and other charges incurred. The firm's current standard rates, and the professionals expected to have primary responsibility in providing the Services, are: Partners $600 - $950 Counsel $395 - $875 Associates $295 - $640 Paraprofessionals $165 - $270 Brett H. Miller, partner $800 Lorenzo Marinuzzi, partner $700 Todd M. Goren, associate $625 Erica J. Richards, associate $490 Stephen Koshgerian, associate $370 Laura Guido, paraprofessional $230 Douglas Keeton, paraprofessional $195 According to Brett H. Miller, Esq., a partner at Morrison, the firm has represented, currently represents, and will likely in the future represent, certain parties-in-interest or potential parties-in-interest in these Chapter 11 cases in matters unrelated to the Debtors, the bankruptcy cases, or the entities' claims against the Debtors. As part of its customary practice, Morrison is retained in cases, proceedings, and transactions involving many different parties throughout the United States and worldwide, some of whom may represent or be employed by the Debtors, claimants, and parties-in-interest in these Chapter 11 cases. Mr. Miller discloses that Morrison has, in the past, represented US Airways Inc., United Airlines Inc. and certain of its affiliates, and affiliates of Delta Air Lines Inc. in matters that are closed and none of which involved the Debtors. Morrison will not represent the Creditors' Committee in an adversary proceeding or other litigation against any of the firm's client without obtaining appropriate waivers where necessary or appropriate. The firm also will not represent any client in any matter involving the Debtors or their Chapter 11 cases while retained as the Creditors' Committee's counsel, Mr. Miller assures the Court. Morrison does not hold or represent any interest adverse to the Debtors' estates and, except as disclosed, does not have any connections to the Debtors' creditors, affiliates, other parties- in-interest and potential parties-in-interest, the Assistant United States Trustee for the Southern District of New York and the attorneys employed by the U.S. Trustee, or any judge in the United States Bankruptcy Court for the Southern District of New York. The firm is a disinterested person, as the term is defined in Section 101(14) of the Bankruptcy Code, as modified by Section 1107(b) of the Bankruptcy Code, Mr. Miller attests. To the extent that Morrison is determined to have a conflict with respect to a particular client or matter, the Creditors Committee will utilize separate conflicts counsel. The firm will make all reasonable efforts not to duplicate the services rendered by these professionals. About Mesa Air Group Mesa currently operates 130 aircraft with approximately 700 daily system departures to 127 cities, 41 states, Canada, and Mexico. Mesa operates as Delta Connection, US Airways Express and United Express under contractual agreements with Delta Air Lines, US Airways and United Airlines, respectively, and independently as Mesa Airlines and go! Mokulele. This operation links Honolulu to the neighbor island airports of Hilo, Kahului, Kona and Lihue. The Company, founded by Larry and Janie Risley in New Mexico in 1982, has approximately 3,500 employees. Mesa Air Group Inc. and its units filed their Chapter 11 petitions Jan. 5 in New York (Bankr. S.D.N.Y. Case No. 10-10018), listing assets of $976 million against debt totaling $869 million as of Sept. 30, 2009. Richard M. Pachulski, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Imperial Capital LLC is the investment banker. Epiq Bankruptcy Solutions is claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Mesa Air Bankruptcy News. The newsletter tracks the Chapter 11 proceedings undertaken by Mesa Air Group Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) MILLIPORE CORP: S&P Affirms Corporate Credit Rating at 'BB+' ------------------------------------------------------------ Standard & Poor's Ratings Services said that it affirmed its 'BB+' corporate credit rating on Millipore Corp. and maintained its positive outlook on the rating. At the same time, S&P placed its senior secured and senior unsecured debt ratings on CreditWatch with positive implications, following the announcement that Merck KGaA (BBB+/Stable/A-2) has agreed to buy Millipore for roughly $7.2 billion, including assumed debt. Billerica, Massachusetts-based Millipore continues to generate solid earnings and free cash flows. The company sells a wide range of products for life science research laboratories and biopharmaceutical production. Approximately 90% of the company's sales are consumables, lending some stability to Millipore's top line. The corporate credit rating on Millipore will be withdrawn upon the completion of its acquisition by Merck KGaA, expected in the second half of 2010. The ratings on Millipore's individual debt issues will be raised to Merck KGaA's level, or withdrawn as well if refinanced by Merck KGaA. MIRA ENTERPRISES: Files for Chapter 11 Bankruptcy ------------------------------------------------- Ben Sutherly, staff writer at Dayton Daily News, reports that Mira Enterprises LLC filed for Chapter 11 bankruptcy listing both assets and liabilities of between $100,000 and $500,000. According to report, the Company's unsecured debt includes a $100,000 loan to buyout the interest of a former member, Ashok Kishinchand; and disputed claims for breach of contract with three people: Anuj Desai of Dayton; Elizabeth Layer of Franklin; and Richard Booker of Franklin. Mira Enterprises LLC operates Shell gas station in Springboro, Ohio. MONTEVALLO APARTMENTS: Case Summary & 1 Largest Unsecured Creditor ------------------------------------------------------------------ Debtor: Montevallo Apartments, LLC 2811 Eagles Nest Drive Palm Harbor, FL 34683 Bankruptcy Case No.: 10-04857 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Joel S. Treuhaft, Esq. 2997 Alternate 19, Suite B Palm Harbor, FL 34683 Tel: (727) 797-7799 Fax: (727) 213-6933 Email: jstreuhaft@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor identified Birmingham Waters & Sewer with a debt claim for an unknown amount 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/flmb10-04857.pdf The petition was signed by Marc Johnson, managing member of the Company. MUEBLERIA PROVINCIAL: Case Summary & 13 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Muebleria Provincial Inc. PO Box 353 San German, PR 00683 Bankruptcy Case No.: 10-01625 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court District of Puerto Rico (Ponce) Debtor's Counsel: Jesus Santiago Malavet, Esq. Santiago Malavet And Santiago Law Office 470 Sagrado Corazon Street San Juan, PR 00915 Tel: (787) 727-3058 Fax: (787) 726-5906 Email: smslopsc@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company has assets of $6,433,068, and total debts of $1,987,058. A full-text copy of the Debtor's petition, including a list of its 13 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/prb10-01625.pdf The petition was signed by Amilcar L. Cintron Lugo, president of the Company. NEXTMEDIA GROUP: Court Fixes March 29 as Claims Bar Date -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware established March 29, 2010, at 5:00 p.m. (prevailing Eastern Time) as the deadline for an individual or entity to file proofs of claim against NextMedia Group, Inc., et al. The Court also set the governmental bar date for June 21, 2010, at 5:00 p.m. (ET.) Proofs of claim may be submitted to: if by regular mail: BMC Group, Inc Attn:Nextmedia Claims Processing P.O. Box 3020 Chanhassen, MN 55317-3020 if by messenger or overnight delivery: BMC Group Inc. Attn: NextMedia Claims Processing 18750 Lake Drive East Chanhassen, MN 55317 Greenwood Village, Colorado-based NextMedia Group, Inc., provides out-of-home media services through radio broadcasting and outdoor advertising. The Debtors operate an aggregate of 36 AM and FM radio stations in a total of seven rated and unrated small, mid- size and suburban markets, including the Greenville-New Bern- Jacksonville, North Carolina area; the Saginaw-Bay City-Midland, Michigan area; Canton, Ohio; Myrtle Beach, South Carolina; San Jose, California; suburban Chicago; and suburban Dallas. NextMedia Group filed for Chapter 11 bankruptcy protection on December 21, 2009 (Bankr. D. Delaware Case No. 09-14463). The Debtor's affiliates, NextMedia Investors LLC, et al., also filed Chapter 11 bankruptcy petitions. Paul N. Heath, Esq.; Michael J. Merchant, Esq.; and Chun I. Jang, Esq., at Richards Layton & Finger, assist the Debtors in their restructuring efforts. NextMedia Group listed $50,000,001 to $100,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. NEXTMEDIA GROUP: Plan Confirmation Hearing Set for March 22 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved NextMedia Group, Inc., et al.'s Disclosure Statement explaining their amended Chapter 11 Plan of Reorganization. The Bankruptcy Court approval of the Debtors' Disclosure Statement allows the Debtors to commence the solicitation of votes for confirmation of their Plan. All solicitation materials, including the Disclosure Statement and forms of the ballots are available by paper copy upon written request to the Debtor's tabulation agent, BMC Group Inc. The deadline for returning completed ballots is 5:00 p.m. EST on March 19, 2010. Objections, if any, to confirmation of the Plan must be received by the Court and notice parties no later than March 19, 2010. A hearing to consider confirmation of the Plan is scheduled for March 22, 2010, at 4:00 p.m. (ET.) According to the disclosure statement, the plan contemplates a restructuring and reorganization of the Debtors. The principal terms of the Plan are: i) holders of the first lien debt and holders of the general unsecured claims will be paid in full; ii) holders of the second lien debt will receive 95% of the common equity in Reorganized NM Group, subject to dilution; iii) second lien investors will receive 66.67% of the common equity in Reorganized NM Group in exchange for a $55 million equity investment, subject to dilution; iv) holders of equity interest in NM investors will receive 5% of the common equity in Reorganized NM Group, subject to dilution; v) NM investors will be dissolved and cease to exist as a legal entity. The restructuring will be financed through the equity investment, new debt financing of $127.5 million, cash on hand and any other additional financing that may be necessary. A full-text copy of the amended Disclosure Statement is available for free at http://bankrupt.com/misc/NextMedia_AmendedDS.pdf NextMedia Group Greenwood Village, Colorado-based NextMedia Group, Inc., provides out-of-home media services through radio broadcasting and outdoor advertising. The Debtors operate an aggregate of 36 AM and FM radio stations in a total of seven rated and unrated small, mid- size and suburban markets, including the Greenville-New Bern- Jacksonville, North Carolina area; the Saginaw-Bay City-Midland, Michigan area; Canton, Ohio; Myrtle Beach, South Carolina; San Jose, California; suburban Chicago; and suburban Dallas. NextMedia Group filed for Chapter 11 bankruptcy protection on December 21, 2009 (Bankr. D. Delaware Case No. 09-14463). The Debtor's affiliates, NextMedia Investors LLC, et al., also filed Chapter 11 bankruptcy petitions. Paul N. Heath, Esq.; Michael J. Merchant, Esq.; and Chun I. Jang, Esq., at Richards Layton & Finger, assist the Debtors in their restructuring efforts. NextMedia Group listed $50,000,001 to $100,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. NIGHTLIFE ENTERPRISES: Recession, Debt Woes Forced Bankruptcy ------------------------------------------------------------- Nightlife Enterprises, L.P., doing business as China Club, filed for Chapter 11 in late February (Bankr. S.D.N.Y. Case No. 10- 10956). It said assets are $2 million while debt is almost $6.9 million. China Club is a nightclub on 47th Street in Manhattan between Broadway and 8th Avenue. According to Bill Rochelle at Bloomberg News reports that the club said it was forced into bankruptcy by the recession and the need to borrow to pay for renovations. NORTEL NETWORKS: Has Settlement With ATC, et al. ------------------------------------------------ Nortel Networks Inc. and its affiliated debtors sought and obtained Bankruptcy Court approval of an agreement that would settle their claims against Atlanta Telephone Company and its president, John Peacock. The parties' deal was hammered out to settle the remaining payments of $5 million under the 2008 consent judgment and the lawsuit NNI and Nortel Networks Ltd. filed against ATC in 2008 for trademark infringement and certain other charges. Nortel commenced the 2008 Lawsuit after a customer complained about counterfeit Nortel telephone sets he received from ATC. Nortel previously filed a complaint against ATC and Mr. Peacock in 2006, alleging misrepresentations and multiple breaches in connection with a 2004 reseller agreement, under which ATC served as reseller of certain Nortel products. The 2006 Complaint was resolved by an agreement among NNI, NNL and the defendants, which required ATC to execute a consent judgment in the sum of $5 million, which has not yet been paid in full to date. The parties' current Settlement provides that: (a) ATC will make a lump-sum payment to NNI and NNC in return for the dismissal of the 2008 Lawsuit. The payment amount has been filed under seal. (b) NNI and NNC will retain ATC's inventory that was seized about a week after the 2008 Lawsuit was filed. A redacted copy of the parties' 2010 Settlement is available at: http://bankrupt.com/misc/Nortel_ATCSettlement.pdf NNI also sought and obtained approval to file under seal an unredacted copy of the ATC Settlement Agreement with the Court. About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for the Company's customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of US$11.6 billion and consolidated liabilities of US$11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about US$9 billion and liabilities of US$3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about US$4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) NORTEL NETWORKS: Proposes Settlement With Jabil Circuit, et al. --------------------------------------------------------------- Nortel Networks Inc. and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Delaware to approve a series of agreements that would settle their dispute with a primary supplier, Jabil Circuit Inc. The Agreements include: (1) An inventory security deposit agreement or ISDA that NNI reached with two of its foreign affiliates and Jabil. Pursuant to the ISDA, Jabil agreed to not to pursue its claims against the Debtors under the parties' 2008 Supply Agreements. Jabil also agreed on commercial arrangements in connection with their continued performance under the Supply Agreements; (2) An escrow agreement; and (3) A side agreement among the Debtors, which provides for the allocation of costs related to the ISDA. Jabil's claims stemmed from an alleged breach by the Debtors of the 2008 Supply Agreements. Jabil asserted that the Debtors' alleged breach of the Supply Agreements entitles it to stop shipping goods to the Debtors. "The Debtors accrue clear benefits from the ISDA and the accompanying escrow agreement as the agreements resolve the pending disputes and further the Debtors' supply relationship with Jabil," says Ann Cordo, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, Delaware. "The Debtors estimate that it could take several months to replace Jabil as a supplier of these components absent a resolution of the disputes in a manner satisfactory to the Debtors," Ms. Cordo says in court papers. The Debtors further seek the Court's permission to file the ISDA, the Escrow and Side agreements, and the declaration of a certain Robert Bariahtaris under seal on grounds that those documents contain confidential information about their relations with Jabil. The Court will hold a hearing on March 3, 2010, to consider approval of the Debtors' request. About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for the Company's customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of US$11.6 billion and consolidated liabilities of US$11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about US$9 billion and liabilities of US$3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about US$4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) NORTEL NETWORKS: Gets Nod for Deal with Velenio Holdings -------------------------------------------------------- Nortel Networks Inc. and its affiliated debtors obtained permission from the U.S. Bankruptcy Court for the District of Delaware to enter into an agreement with Velenio Holdings Ltd. The parties' Agreement was hammered out to authorize the assignment of Russian Telecommunications Development Corp.'s debt under a 2004 loan agreement with NNI to Velenio. The move came after Velenio acquired RTDC's stake in certain operators controlled by RTDC and Sky Link, an affiliate of Velenio. RTDC entered into the 2004 Loan Agreement with NNI to avail of $3.7 million to finance the supply of Code Division Multiple Access (CDMA) equipment and to ensure additional working capital for it and its operators. The 2004 financing was intended to give the Debtors a foothold in the CDMA market in Russia and be a long-term supplier to RTDC and Sky Link. The Debtors' effort to enter the Russian market, however, failed and resulted in the non-payment of a large portion of the 2004 loan. Counsel to the Debtors, Ann Cordo, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, Delaware, says that the Debtors have thought of pursuing a litigation on the RTDC matter, but have determined that the likelihood of substantial recovery is extremely low. Under the NNI-Velenio deal, NNI expects to recover only $192,210 of the $2,901,227 outstanding balance due from RTDC as of December 31, 2009, Ms. Cordo tells the Court. Although the proposed recovery is a fraction of the overall outstanding amount of the debt, the Debtors nevertheless believe the NNI-Velenio Agreement presents the best opportunity to maximize the value of RTDC's debt for distribution to creditors. "Participation in the [Agreement] obviates the need for litigation, saves the Debtors significant time and expense in the potential litigation over the debt and avoids distracting the Debtors' officers and employees during the[ir] chapter 11 proceedings," Ms. Cordo says in court papers. A full-text copy of the NNI-Velenio Agreement is available for free at http://researcharchives.com/t/s?4ed0 About Nortel Networks Nortel Networks (OTCBB:NRTLQ) -- http://www.nortel.com/-- delivers communications capabilities that make the promise of Business Made Simple a reality for the Company's customers. The Company's next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel's technologies are designed to help eliminate the barriers to efficiency, speed and performance by simplifying networks and connecting people to the information they need, when they need it. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions on January 14, 2009 (Bankr. D. Del. Case No. 09-10138). Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. The Nortel Companies related in a press release that Nortel Networks UK Limited and certain subsidiaries of the Nortel group incorporated in the EMEA region have each obtained an administration order from the English High Court of Justice under the Insolvency Act 1986. The applications were made by the EMEA Subsidiaries under the provisions of the European Union's Council Regulation (EC) No. 1346/2000 on Insolvency Proceedings and on the basis that each EMEA Subsidiary's centre of main interests is in England. Under the terms of the orders, representatives of Ernst & Young LLP have been appointed as administrators of each of the EMEA Companies and will continue to manage the EMEA Companies and operate their businesses under the jurisdiction of the English Court and in accordance with the applicable provisions of the Insolvency Act. Several entities, particularly, Nortel Government Solutions Incorporated have material operations and are not part of the bankruptcy proceedings. As of September 30, 2008, Nortel Networks Corp. reported consolidated assets of US$11.6 billion and consolidated liabilities of US$11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of September 30, 2008, NNI had assets of about US$9 billion and liabilities of US$3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about US$4.2 billion of unsecured public debt. Bankruptcy Creditors' Service, Inc., publishes Nortel Networks Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Nortel Networks Corp. and its various affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) NOVADEL PHARMA: Inks Common Stock Purchase Deal 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. Under 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 February 26, 2010, the Company had its eleventh closing of the Offering pursuant to which Seaside purchased 500,000 shares of the Company's Common Stock at a price per share of $0.22, having an aggregate value of approximately $109,140, and the Company received net proceeds of approximately $107,640, 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. NPS PHARMACEUTICALS: BlackRock Holds 7.57% of Common Stock ---------------------------------------------------------- BlackRock Inc. disclosed that as of December 31, 2009, it may be deemed to beneficially own 3,665,494 shares or roughly 7.57% of the common stock of NPS Pharmaceuticals Inc. Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing specialty therapeutics company for gastrointestinal and endocrine disorders with high unmet medical need. The Company is currently advancing two late-stage programs. Teduglutide, a proprietary analog of GLP-2, is in Phase 3 clinical development for intestinal failure associated with short bowel syndrome as GATTEX(TM) and in preclinical development for gastrointestinal mucositis and necrotizing enterocolitis. At September 30, 2009, the Company had $154,654,000 in total assets, including $22,226,000 in cash and cash equivalents, against $377,021,000 in total liabilities, resulting in $222,367,000 in stockholders' deficit. NPS PHARMACEUTICALS: Columbia Wanger Holds 8.6% of Common Stock --------------------------------------------------------------- Columbia Wanger Asset Management, L.P., in Chicago, Illinois, disclosed that as of December 31, 2009, it may be deemed to beneficially own 4,163,000 shares or roughly 8.6% of the common stock of NPS Pharmaceuticals Inc. Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing specialty therapeutics company for gastrointestinal and endocrine disorders with high unmet medical need. The Company is currently advancing two late-stage programs. Teduglutide, a proprietary analog of GLP-2, is in Phase 3 clinical development for intestinal failure associated with short bowel syndrome as GATTEX(TM) and in preclinical development for gastrointestinal mucositis and necrotizing enterocolitis. At September 30, 2009, the Company had $154,654,000 in total assets, including $22,226,000 in cash and cash equivalents, against $377,021,000 in total liabilities, resulting in $222,367,000 in stockholders' deficit. NPS PHARMACEUTICALS: GLG Partners Holds 5.55% of Common Stock ------------------------------------------------------------- GLG Partners, LP, GLG Partners Limited, and GLG Partners, Inc., disclosed that as of December 31, 2009, they may be deemed to beneficially own 2,689,253 shares or roughly 5.55% of the common stock of NPS Pharmaceuticals Inc. Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing specialty therapeutics company for gastrointestinal and endocrine disorders with high unmet medical need. The Company is currently advancing two late-stage programs. Teduglutide, a proprietary analog of GLP-2, is in Phase 3 clinical development for intestinal failure associated with short bowel syndrome as GATTEX(TM) and in preclinical development for gastrointestinal mucositis and necrotizing enterocolitis. At September 30, 2009, the Company had $154,654,000 in total assets, including $22,226,000 in cash and cash equivalents, against $377,021,000 in total liabilities, resulting in $222,367,000 in stockholders' deficit. NPS PHARMACEUTICALS: Sells REGPARA Royalty Rights to DRI -------------------------------------------------------- NPS Pharmaceuticals, Inc., on February 26, 2010, entered into an Agreement for Sale and Assignment of Rights with a fund managed by DRI Capital, Inc. The Company sold its right to receive certain future royalty payments arising from sales of REGPARA(R) (cinacalcet HCl) subsequent to July 1, 2009, under its license agreement with Kyowa Kirin Pharma, a wholly owned subsidiary of Kyowa Kirin Holdings. Under the Agreement, the Company received an upfront purchase price of $38.4 million. The Agreement also grants the Fund (i) the right to receive certain reports relating to the Royalty Entitlement, and (ii) certain audit rights relating to the Royalty Entitlement. If and when the Fund receives cumulative royalties of $96 million or 2.5 times the upfront purchase price, the agreement with the Fund will terminate and future royalty payments return to the Company. In connection with the Agreement, the Company granted the Fund a security interest in the Kyowa Kirin License and certain of its patents and other intellectual property underlying the Kyowa Kirin License. In the event of a default by the Company under the Agreement, the Fund would be entitled to enforce its security interest in the property. The Agreement also contains other representations, warranties, covenants and indemnification obligations that are customary for a transaction of this nature. The Company licensed cinacalcet HCl to Kyowa Kirin for the drug's development and commercial sale in China, Japan, North and South Korea, and Taiwan. Following review by the Pharmaceuticals and Medical Devices Agency, Japan's Ministry of Health, Labor and Welfare approved the drug for the treatment of patients with secondary hyperparathyroidism during dialysis therapy. Kyowa Kirin began commercializing cinacalcet HCl in Japan as REGPARA(R) during the first quarter of 2008. Under the agreement, DRI Capital is entitled to receive royalty payments related to net sales of REGPARA occurring on or after July 1, 2009. NPS has received $3.5 million in cumulative royalty revenue on net sales of REGPARA arising prior to July 1, 2009. NPS expects to report cash, cash equivalents and short- and long- term investments of $70 million to $75 million at December 31, 2009, versus $106 million at December 31, 2008. In July 2007, NPS entered into an agreement with DRI Capital under which the Company sold certain of its rights to receive future royalty payments arising from sales of Preotact(R) (full-length parathyroid hormone [PTH 1-84]) under a license agreement with Nycomed. The Company received an upfront purchase price of $50 million with an additional $25 million payable in 2010 if Preotact sales in 2009 exceeded defined thresholds. On January 19, 2010, the Company received the actual 2009 sales of Preotact by Nycomed and concluded that the sales did not exceed the thresholds defined in the agreement; therefore, the Company was not entitled to receive the additional milestone payment. Once DRI receives royalties representing two and a half times the $50 million purchase price, the agreement with DRI will terminate and future royalty payments return to the Company. The Company developed Preotact and licensed Nycomed marketing rights for non-U.S. territories, excluding Japan and Israel. Preotact is approved by the European Medicines Agency for the treatment of osteoporosis in post-menopausal women at high risk of fractures. In a regulatory filing in January, the Company said that based on management's preliminary review of its unaudited financial results, the Company expects to report cash, cash equivalents and short- and long-term investments of $70 million to $75 million at December 31, 2009 versus $106 million at December 31, 2008. In addition, the Company expects to report net cash burn for 2009 of $40 million to $43 million versus guidance of $43 million to $50 million. The Company is expected to report its full 2009 financial results and 2010 net cash burn guidance this month. About DRI Capital DRI Capital Inc. -- http://www.dricapital.com/-- is a privately held investment management company focused on the healthcare industry. DRI currently has more than $1.2 billion of funds under management and through its managed funds, is a leader in acquiring royalties from pharmaceutical and biotechnology companies as well as from research institutions, universities, and inventors. About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing specialty therapeutics company for gastrointestinal and endocrine disorders with high unmet medical need. The Company is currently advancing two late-stage programs. Teduglutide, a proprietary analog of GLP-2, is in Phase 3 clinical development for intestinal failure associated with short bowel syndrome as GATTEX(TM) and in preclinical development for gastrointestinal mucositis and necrotizing enterocolitis. At September 30, 2009, the Company had $154,654,000 in total assets, including $22,226,000 in cash and cash equivalents, against $377,021,000 in total liabilities, resulting in $222,367,000 in stockholders' deficit. NYC OFF-TRACK: No Decision Yet on Eligibility for Chapter 9 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern of New York has not yet entered a ruling on whether New York City Off-Track Betting Corp. is eligible for municipal reorganization under Chapter 9. The bankruptcy judge held a hearing on February 22 but said he'll rule later. Bill Rochelle at Bloomberg News reported that although NYC OTB is a public benefit corporation, the New York Racing Association Inc. argued that it's ineligible for Chapter 9 because the filing lacked specific authorization from the state legislature required by bankruptcy law. Chapter 9 Bankruptcy NYC OTB filed for bankruptcy under Chapter 9 of the Bankruptcy Code on December 3, 2009 (Bankr. S.D.N.Y. Case No. 09-17121). Richard Levin, Esq., at Cravath, Swaine & Moore LLP, in New York, serves as the Debtor's counsel. At September 30, 2009, NYC OTB had $18,468,147 in total assets against $74,912,742 in total current liabilities, $6,982,887 in long-term liabilities, and $201,020,000 in long-term post employment benefits. Raymond Casey, President and Chief Executive Officer of NYC OTB, said in court papers that over time, higher mandatory distributions required by the State Legislature, combined with increases in the cost of operating in New York City, left NYC OTB with no residual income to turn over to the City. NYC OTB laid off 17% of its management, closed underperforming branches, reduced employees' overtime hours, surrendered a quarter of its headquarters space, reduced supply purchases, decreased security expenses and reduced energy costs -- resulting in nearly $45 million of savings during the five-year period through the end of the 2008 fiscal year. While making the difficult decisions needed to reduce operational costs, NYC OTB also launched a campaign seeking to have the State Legislature rationalize the flawed and burdensome legislative distribution scheme. OCCUPATIONAL & MEDICAL: Seeks Recognition of Aussie Proceedings --------------------------------------------------------------- Occupational & Medical Innovations Ltd. filed a Chapter 15 petition in Tyler, Texas (Bankr. E.D. Tex. Case No. 10-60181). It said assets are less than $10 million while debt exceeds $100 million. Occupational & Medical is an Australia-based developer of safety products for the health-care industry. OMI is undergoing insolvency proceedings in Australia. It is seeking from the U.S. Bankruptcy Court recognition of the Australian proceedings as a foreign main proceeding under Chapter 15 of the Bankruptcy Code. A hearing on the request is scheduled for March 18. Chapter 15 allows a non-U.S. debtor to seek a stay of creditor actions against it in the U.S. while it reorganizes abroad. OMI had been embroiled in litigation before the U.S. District Court, Eastern District of Texas, Tyler Division, involving alleged patent infringement by OMI of Retractable Technologies, Inc. patent involving retractable syringes. A trial was had on December 14 through 17th, 2009, with a jury verdict in favor of RTI being rendered on December 18, 2009. Currently pending before the district court is a motion for permanent injunction by RTI and a motion for judgment as a matter of law by OMI. As to the Australian proceedings, on February 19, 2010, OMI's administrators received a "Proposal for a Deed of Company Arrangement from AssistMed (Australia) Pty. Ltd." In it, AssistMed Pty., Ltd., proposes to take a 51% equity stake in OMI in exchange for payment of all secured creditors, employee entitlements, and costs of administration. Unsecured creditors will receive either payment or stock in the recapitalized company. The administrators will schedule a second meeting of creditors to obtain approvals for the arrangement in the next couple of weeks, and anticipate that some time in early April the arrangement will be approved. The administrators believe that this arrangement will likely be approved by the creditors. OSHKOSH CORP: S&P Raises Issue-Level Rating on Securities to 'BB' ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on Oshkosh Corp.'s senior secured debt issues to '1', indicating its expectation of very high (90%-100%) recovery for lenders in a payment default scenario, from '2'. In addition, S&P raised its issue-level rating on these securities to 'BB' (two notches higher than the 'B+' corporate credit rating) from 'BB-', in accordance with S&P's notching criteria for a '1' recovery rating. S&P also removed the issue-level ratings on Oshkosh's senior secured debt issues from CreditWatch, where S&P placed them with positive implications on Feb. 23, 2010. "The rating actions, which S&P previously discussed in its Feb. 23, 2010, reflect the company's completed $500 million senior unsecured notes offering," said Standard & Poor credit analyst Dan Picciotto. "Oshkosh has used the proceeds to repay a portion of outstanding term loan borrowings," he continued. Ratings List Oshkosh Corp. Corp. credit rating B+/Positive/-- Ratings Raised, Off Watch Senior secured To From -- ---- $550 mil. revolving crdt fac bank ln due 2011 BB BB-/Watch Pos Recovery rating 1 2 $2.6 bil. term loan B bank ln due 2013 BB BB-/Watch Pos Recovery rating 1 2 OVB LLC: Case Summary & 4 Largest Unsecured Creditors ----------------------------------------------------- Debtor: OVB, LLC 285 Olmsted Boulevard, Suite 7 Pinehurst, NC 28374 Bankruptcy Case No.: 10-80379 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Middle District of North Carolina (Durham) Debtor's Counsel: Gregory Byrd Crampton, Esq. 3700 Glenwood Ave., Ste. 500 Raleigh, NC 27612 Tel: (919) 781-1311 Fax: (919)782-0465 Email: gcrampton@nichollscrampton.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 4 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/ncmb10-80379.pdf The petition was signed by Marty R. McKenzie, manager/member of the Company. OXFORD SQUARE: Case Summary & 14 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Oxford Square, Ltd. P.O. Box 273760 Boca Raton, FL 33427 Bankruptcy Case No.: 10-15391 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Erik P. Kimball Debtor's Counsel: Bradley S. Shraiberg, Esq. 2385 NW Executive Center Dr. #300 Boca Raton, FL 33431 Tel: (561) 443-0801 Fax: (561) 998-0047 Email: bshraiberg@sfl-pa.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 14 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/flsb10-15391.pdf The petition was signed by HHH Oxford GP, Inc., general partner of the Company. PALM INC: S&P Affirms Corporate Credit Rating at 'CCC+' ------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'CCC+' corporate credit rating and other ratings on Sunnyvale, California-based cellphone supplier Palm Inc. and revised the ratings outlook to negative from positive. "The action reflects the company's announcement that revenues in the February 2010 quarter and fiscal year ending May 2010 will be well below earlier expectations," said Standard & Poor's credit analyst Bruce Hyman. PARK LANE ASSOCIATES: Case Summary & 20 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Park Lane Associates, LTD aka Huron Place Apartments 118 King Street, Suite 200 Alexandria, VA 22314 Bankruptcy Case No.: 10-11508 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Stephen S. Mitchell Debtor's Counsel: Stanley M. Salus, Esq. Akerman Senterfitt LLP 8100 Boone Blvd., #700 Vienna, VA 22182 Tel: (703) 790-8750 Fax: (703) 448-1767 Email: stan.salus@akerman.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/vaeb10-11508.pdf The petition was signed by Joseph E. Resende. PARMALAT SPA: Prosecutors Want Stiffer Sentence for Tanzi --------------------------------------------------------- Prosecutors for the Italian government have asked on February 10, 2010, for a stiffer sentence for Parmalat's founder and former chief executive officer, Calisto Tanzi, the Agence France Presse reports. Mr. Tanzi was sentenced to 10 years in prison for securities-laws violations, leading to Parmalat's collapse in 2003. He is currently appealing that conviction. AFP reports that the prosecutors told the appeal court that the term should be increased to 11 years and one month. Prosecutor Elena Maria Visconti has argued that Mr. Tanzi was the "main actor (and) beneficiary" in the Parmalat fraud scandal, AFP says, citing Italian news agencies as source. The report also says that the prosecutors also sought jail terms of between three and five years for six other defendants that include three officials of the Bank of America, who were acquitted by the lower court. About Parmalat S.p.A. Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for Chapter 11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than US$200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on December 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On January 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presided over the Parmalat Debtors' U.S. cases. On June 21, 2007, the U.S. Court granted Parmalat permanent injunction. PARMALAT SPA: Settles EUR1 Bil. PCF Claims ------------------------------------------ Parmalat has settled over one billion euros in claims made against it by Parmalat Capital Finance (presently in liquidation in the Cayman Islands). Pursuant to the terms of the settlement, Parmalat will allocate 5.6 million shares of stock already issued to PCF and currently frozen by order of the Parma court. Parmalat will also issue 12.4 million new shares of stock to PCF and release claims it had asserted against PCF in the Cayman Islands. PCF will, in turn, release all of its claims against Parmalat and assign to Parmalat its rights in a $45 million debt from Parmalat de Venezuela, together with certain other claims. The assignment of the Parmalat de Venezuela debt means that Parmalat now owns all debt and equity interests in Parmalat de Venezuela. The settlement is subject to approval by the Cayman Court supervising the liquidation of PCF. About Parmalat S.p.A. Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for Chapter 11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than US$200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on December 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On January 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presided over the Parmalat Debtors' U.S. cases. On June 21, 2007, the U.S. Court granted Parmalat permanent injunction. PARMALAT SPA: Creditors Convert Warrants for 107,277 Shares ----------------------------------------------------------- Parmalat S.p.A. said February 24 that, following the allocation of shares to creditors of the Parmalat Group, the subscribed and fully paid up share capital has now been increased by 12,985,810 euros to 1,727,300,338 euros from 1,714,314,528 euros. The share capital increase is due to the exercise of 107,277 warrant and to the allocation of 12,878,533 shares. [The latest status of the share allotment is]: -- 35,726,611 shares representing approximately 2.1% of the share capital are still in a deposit account c/o Parmalat S.p.A., of which: * 25,295,947 or 1.5% of the share capital, registered in the name of individually identified commercial creditors, are still deposited in the intermediary account of Parmalat S.p.A. centrally managed by Monte Titoli (compared with 12,897,953 shares as at January 29, 2010); * 10,430,664 or 0.6% of the share capital registered in the name of the Foundation -- Fondazione Creditori Parmalat -- of which: (i) 120,000 shares representing the initial share capital of Parmalat S.p.A. (unchanged); (ii) 10,310,664 or 0.6% of the share capital that pertain to currently undisclosed creditors (compared with 10,499,597 shares as at January 29, 2010). At January 29, Parmalat S.p.A. said that following the allocation of shares to creditors of the Parmalat Group, the subscribed and fully paid up share capital has now been increased by 1,674,665 euros to 1,714,314,528 euros from 1,712,558,142 euros. About Parmalat S.p.A. Headquartered in Milan, Italy, Parmalat S.p.A. -- http://www.parmalat.net/-- sells nameplate milk products that can be stored at room temperature for months. It also has about 40 brand product lines, which include yogurt, cheese, butter, cakes and cookies, breads, pizza, snack foods and vegetable sauces, soups and juices. The Company's U.S. operations filed for Chapter 11 protection on February 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer, Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, represent the Debtors. When the U.S. Debtors filed for bankruptcy protection, they reported more than US$200 million in assets and debts. The U.S. Debtors emerged from bankruptcy on April 13, 2005. Parmalat S.p.A. and its Italian affiliates filed separate petitions for Extraordinary Administration before the Italian Ministry of Productive Activities and the Civil and Criminal District Court of the City of Parma, Italy on December 24, 2003. Dr. Enrico Bondi was appointed Extraordinary Commissioner in each of the cases. The Parma Court has declared the units insolvent. On June 22, 2004, Dr. Bondi filed a Sec. 304 Petition, Case No. 04-14268, in the United States Bankruptcy Court for the Southern District of New York. Parmalat has three financing arms: Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food Holdings Ltd. Dairy Holdings and Food Holdings are Cayman Island special-purpose vehicles established by Parmalat S.p.A. The Finance Companies are under separate winding up petitions before the Grand Court of the Cayman Islands. Gordon I. MacRae and James Cleaver of Kroll (Cayman) Ltd. serve as Joint Provisional Liquidators in the cases. On January 20, 2004, the Liquidators filed Sec. 304 petition, Case No. 04-10362, in the United States Bankruptcy Court for the Southern District of New York. In May 2006, the Cayman Island Court appointed Messrs. MacRae and Cleaver as Joint Official Liquidators. Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph, represent the Finance Companies in the Sec. 304 case. The Honorable Robert D. Drain presided over the Parmalat Debtors' U.S. cases. On June 21, 2007, the U.S. Court granted Parmalat permanent injunction. PHILADELPHIA NEWSPAPERS: Lenders Want Auction Suspended ------------------------------------------------------- Bill Rochelle at Bloomberg News reports that secured lenders to Philadelphia Newspapers LLC are asking the U.S. Court of Appeals for the Third Circuit in Philadelphia to stop the bankruptcy court from scheduling an auction until the appeals court issues a ruling on the credit-bidding appeal. According to the report, the lenders said in a letter to the Appeals Court that they have learned that Philadelphia Newspapers wants the bankruptcy judge to schedule an auction in April. Although the stay of the auction ended at oral argument in December, the lenders contend the bankruptcy court is automatically precluded from scheduling an auction because the issue is on appeal. The Company is contemplating on selling its business to a group of local investors, including Bruce E. Toll, absent higher and better bids for the assets. The investor group Philly Papers LLC is offering $30 million cash plus a combination of payment of certain expenses and assumption of liabilities that will yield gross proceeds to the estates of $41 million. The Debtor opposed a credit bid by lenders owed more than $400 million, saying that it would have a "chilling effect" on competing bidders. A credit bid would easily top the offer by Mr. Toll. Philadelphia Newspapers took an appeal to the District Court from the Bankruptcy Court's ruling that gives secured lenders the right to use the $300 million in debt they are owed as part of their bid to acquire the Company. Lawyers for Philadelphia Newspapers wrote a letter to the bankruptcy judge on Feb. 26 saying that delay by the Court of Appeals in ruling on an appeal is a "threat to the debtors' ability to reorganize." Philadelphia Newspapers asked the bankruptcy judge to hold a status conference "at the court's earliest convenience" to set up a schedule allowing an emergence from bankruptcy by the end of May. The Court of Appeals heard December 15 arguments by Philadelphia Newspapers that the district court was correct in reversing the bankruptcy court and precluding secured lenders from bidding their claims rather than cash at an auction for the business. Philadelphia Newspapers obtained from the Court of Appeals a stay of the auction pending their appeal. Absent action by the appeals court, the auction would have been held Nov. 25. In an opinion entered November 10, 2009, District Judge Eduardo C. Robreno reversed the October 8 ruling by the Bankruptcy Court. As a result, Philadelphia Newspapers can hold an auction where the secured lenders must bid cash and cannot submit a credit bid if intends to participate in the auction. The Chapter 11 Plan Philadelphia Newspapers LLC is scheduled to present its Chapter 11 reorganization plan for confirmation at hearings scheduled to begin December 4, 2009. Philadelphia Newspapers has already obtained approval of the disclosure statement explaining the Plan and are now soliciting votes on the Plan. The Plan is based upon a sale of all of the Debtors' business to Bruce E. Toll-led Philly Papers LLC, subject to higher and better offers. According to the disclosure statement explaining the Plan, with the sale of the Debtors' business to Bruce Toll, holders of secured claims, including $66 million, senior secured claims, will recover 100 cents on the dollar. Holders of $350 million prepetition unsecured debt claims will recover less than 1% of their claims. Holders of prepetition unsecured trade claims will recover up to 6%. The Plan allocates $750,000 liquidating trust in favor of general unsecured trade creditors and a 3% distribution of equity interests in Philly Papers to holders of unsecured prepetition claims other than general trade creditors. A copy of the Debtors' Disclosure Statement is available for free at http://bankrupt.com/misc/PhillyNews_DiscStatement.pdf A copy of the Debtors' Insider Chapter 11 Plan is available for free at http://bankrupt.com/misc/PhillyNews_Ch11Plan.pdf About Philadelphia Newspapers Philadelphia Newspapers -- http://www.philly.com/-- owns and operates numerous print and online publications in the Philadelphia market, including the Philadelphia Inquirer, the Philadelphia Daily News, several community newspapers, the region's number one local Web site, philly.com, and a number of related online products. The Company's flagship publications are the Inquirer, the third oldest newspaper in the country and the winner of numerous Pulitzer Prizes and other journalistic recognitions, and the Daily News. Philadelphia Newspapers and its debtor-affiliates filed for Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D. Pa. Case No. 09-11204). Mark K. Thomas, Esq., and Paul V. Possinger, Esq., at PROSKAUER ROSE LLP in Chicago, Illinois; and Lawrence G. McMichael, Esq., Christie Callahan Comerford, Esq., and Anne M. Aaronson, Esq., at DILWORTH PAXSON LLP, in Philadelphia, Pennsylvania, serve as bankruptcy counsel. The Debtors' financial advisor is Jefferies & Company Inc. The Garden City Group, Inc., serves as claims and notice agent. Ben Logan, Esq., at O'MELVENY & MYERS LLP in Los Angeles, California; and Gary Schildhorn, Esq., at ECKERT SEAMANS CHERIN & MELLOTT, LLC in Philadelphia, represent the Official Committee of Unsecured Creditors. Fred S. Hodara, Esq., Abid Qureshi, Esq., and Alexis Freeman, Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP in New York, represent the Steering Group of Prepetition Secured Lenders. Philadelphia Newspapers listed assets and debts of $100 million to $500 million in its bankruptcy petition. QUANTUM CORP: S&P Changes Outlook to Positive; Affirms 'B-' Rating ------------------------------------------------------------------ Standard & Poor's Ratings Services said it revised its outlook on San Jose, California-based storage solutions company Quantum Corp. to positive from negative. S&P also affirmed all its ratings on Quantum, including its 'B-' corporate credit rating. "The outlook revision is based on the strength of recent operating trends, the prospect for stability despite the loss of EMC license revenue, and solid headroom under performance covenants in the company's bank loan agreements," said Standard & Poor's credit analyst Lucy Patricola. REGENT COMMUNICATIONS: Committee Organizational Meeting March 10 ---------------------------------------------------------------- Roberta A. DeAngelis, Acting United States Trustee for Region 3, will hold an organizational meeting on March 10, 2009, at 10:00 a.m. in the bankruptcy case of Regent Communications, Inc., et al. The meeting will be held at J. Caleb Boggs Federal Building, 844 King Street, Room 5209, Wilmington, DE 19801. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About Regent Communications Cincinnati, Ohio-based Regent Communications, Inc., is a radio broadcasting company focused on acquiring, developing and operating radio stations in mid-sized markets. Regent owns and operates 62 stations located in 13 markets. The Company's shares are traded over the counter under the symbol "RGCI.PK". The Company filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. D. Delaware Case No. 10-10632). Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, assists the Company in its restructuring effort. As of January 31, 2010, the Company had total assets of $166,506,000, and total debts of $211,282,000. RENEW PAPER: Files for Bankruptcy Protection to Sell Assets ----------------------------------------------------------- The Associated Press reports that Renew Paper owned by West Feliciana Acquisition LLC filed for bankruptcy protection to be sold by April 2010. A hearing is set for April 9, 2010, to review the bids. Renew Paper operates a paper mill. ROBERT DAY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Joint Debtors: Robert P. Day Ann Marie Day aka Andie Day 301 Newbury Street, #222 Danvers, MA 01923 Bankruptcy Case No.: 10-12209 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtors' Counsel: Stefan E. Cencarik, Esq. Grantham Cencarik, P.C. 271 Cambridge Street, Suite 203 Cambridge, MA 02141 Tel: (617) 497-7141 Fax: (617) 497-7140 Email: sec@boston-legal.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 $1,420,100 and total debts of $1,789,810. 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/mab10-12209.pdf The petition was signed by the Joint Debtors. ROBERT GONZALEZ: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Joint Debtors: Robert Gonzalez Kattie Phoong 40693 Symphony Park Lane Murrieta, CA 92562 Bankruptcy Case No.: 10-15767 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Thomas B. Donovan Debtors' Counsel: Mark D. Potter, Esq. Potter Handy LLP 100 E San Marcos Blvd, Ste 400 San Marcos, CA 92069 Tel: (760) 480-4162 Fax: (760) 480-4170 Email: mark@potterhandy.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtors' petition, including a list of their 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/cacb10-15767.pdf The petition was signed by the Joint Debtors. RQB RESORT: Wins Court Approval to Use Cash ------------------------------------------- Bloomberg News reports that RQB Resort LP won court approval to use cash that was earmarked as collateral under a loan agreement with Goldman Sachs Mortgage Co. U.S. Bankruptcy Judge Paul Glenn approved the use of cash after granting Goldman Sachs a replacement lien on all post-bankruptcy accounts receivable. Goldman Sachs Commercial Mortgage Capital LP helped finance the $220.5 million purchase by RQB of Sawgrass Marriott Resort. New York-based Goldman Sachs, owed about $192.5 million as of Jan. 10, hasn't been paid since August. About RQB Resort RQB Resort LP, together with affiliate RQB Development, filed for Chapter 11 protection in Jacksonville Florida (Bankr. M.D. Fla. Case No. 10-01596). The RQB entities own Florida's Sawgrass Marriott Resort, the site of the U.S. PGA Tour's Tournament Players Championship. The 508- room hotel resort has rights to 85% of starting times each day to the Players Stadium Course through 2089. The course was ranked ninth on Golf Digest's list of America's 100 Greatest Public Courses for 2009-2010. RQB Resort is the owner of the hotel and cabana club. RQB Development is the owner of the golf villas, the spa and related development rights. According to Bloomberg News, the resort is the home of the TPC Sawgrass golf club where Tiger Woods apologized on Feb. 19 for his marital infidelity. RQB Resort listed assets and debt of $100 million to $500 million. RQB sought creditor protection after failing to agree to a restructuring deal with Goldman Sachs on a $193 million loan. Cynthia C. Jackson, Esq., at Smith Hulsey & Busey, represents the Debtor in its Chapter 11 effort. SELKIRK COGEN: Moody's Downgrades Senior Rating to 'Ba2' -------------------------------------------------------- Moody's Investors Service downgraded Selkirk Cogen Funding Corporation's Ba1 senior secured rating to Ba2 and revised the outlook to stable from negative. The rating action reflects Selkirk's forecasted debt service coverage ratio between 1.1 to 1.2 times, which is significantly lower than Selkirk's earlier forecast of near 1.4 times. For the last twelve months ended September 2009, Selkirk had DSCR of 1.22 times. While these DSCR remain low for the rating and are commensurate with a "B' category under Moody's Power Generation rating methodology, Moody's has also taken into consideration the 1.35 times DSCR for dividend distributions and the additional two years of contract cash flow after bond maturity which provides additional financial flexibility especially compared to the remaining bond term. The Ba2 rating also incorporates Selkirk's $45 million working capital facility and Selkirk's ability to manage potential incremental collateral requirements tied to rating triggers under Selkirk's fuel supply and transportation agreements. As of September 2009, letters of credit utilized from the working capital facility remain unchanged since 2008 at $17.8 million. Additionally, Moody's recognizes that the steam host has continued operations and Moody's has also considered the June 2012 bond maturity against SABIC's requirement to provide a two-year notice to terminate the steam contract if SABIC's manufacturing plant no longer requires steam. While the termination of the steam offtake agreement could affect Selkirk's status as a 'qualified facility' under PURPA and affect payments under the ConEd PPA, the two-year notice requirement minimizes Selkirk's bondholders exposure to a steam host termination event. The stable outlook reflects the expectation that Selkirk will maintain DSCR between 1.1 to 1.2 times and maintain strong operational performance. Selkirk owns a 345 natural gas-fired cogeneration facility in Bethlehem, New York. The project has long-term contracts for the sale of electric capacity and energy produced by the facility with ConEd and steam produced by the facility with SABIC Innovative Plastics (SABIC Plastics). Selkirk is owned by a group of investors and is managed by Cogentrix. The last rating action on Selkirk occurred on February 6, 2009, when the Project's senior secured rating were downgraded to Ba1 with a negative outlook. SENSATA TECH: Launches Cash Tender Offer to Buy Senior Notes ------------------------------------------------------------ Sensata Technologies B.V. commenced a cash tender offer to purchase the maximum aggregate principal amount of its 8% Senior Notes due 2014, its 9% Senior Subordinated Notes due 2016 and its 11.25% Senior Subordinated Notes due 2014 that it can purchase for $350,000,000 at a purchase price per $1,000 principal amount with respect to the Dollar Notes and per EUR1,000 with respect to the Euro Notes determined in accordance with a modified Dutch auction procedure on the terms and conditions set forth in the Offer to Purchase dated February 26, 2010. The Tender Offer will be subject to satisfaction or waiver of certain conditions, including Sensata's ultimate parent company, which is currently undertaking a financing transaction, having received sufficient net proceeds to make the payments contemplated by the Tender Offer. The total consideration payable pursuant to the Tender Offer per $1,000 principal amount of Dollar Notes or EUR1,000 principal amount of Euro Notes validly tendered and accepted for purchase by Sensata will be determined based on a formula consisting of a base price plus a clearing premium. The base price will be equal to: * $900.00 for the Dollar Notes; * EUR875.00 for the 9% Notes; and * EUR956.25 for the 11.25% Notes. The clearing premium will be determined by consideration of the "bid price" specified by each holder that tenders Notes into the Tender Offer, which represents the minimum consideration such holder is willing to receive for those Notes. The clearing premium applicable to Notes of all series will be the lowest single premium at which Sensata will be able to spend the Maximum Payment Amount by accepting all validly tendered Notes with bid premiums equal to or lower than the clearing premium. If the aggregate amount of Notes validly tendered at or below the clearing premium would cause Sensata to spend more than the Maximum Payment Amount, then holders of the Notes tendered at the clearing premium will be subject to proration as described in the Offer to Purchase. Provisions Subject to the Tender Offer Sensata will pay accrued and unpaid interest on all Notes tendered and accepted for payment in the Tender Offer from the last interest payment date to, but not including, the date on which the Notes are purchased. Each holder of Notes who validly tenders his or her Notes on or prior to 5:00 P.M., New York City time, on March 11, 2010, unless such time and date is extended by Sensata, will receive an early participation payment of $30.00 per $1,000 principal amount of Dollar Notes or EUR30.00 for each EUR1,000 principal amount of Euro Notes in the Tender Offer. Holders tendering their Notes in the Tender Offer after the Early Participation Date will not be eligible to receive the Early Participation Payment. The Tender Offer is scheduled to expire at 11:59 P.M., New York City time, on March 25, 2010, unless such time and date is extended or earlier terminated by Sensata. Tendered Notes may be withdrawn at any time on or prior to 5:00 P.M., New York City time, on March 11, 2010, unless such time and date is extended by Sensata. Holders of Notes who tender their Notes after the Withdrawal Date, but on or prior to the Expiration Date, may not withdraw the Notes tendered. About Sensata Technologies Almelo, Netherlands-based Sensata Technologies B.V. -- http://www.sensata.com/-- supplies sensing, electrical protection, control and power management solutions. Owned by affiliates of Bain Capital Partners, LLC, a global private investment firm, and its co-investors, Sensata employs approximately 9,500 people in nine countries. Sensata's products improve safety, efficiency and comfort for millions of people every day in automotive, appliance, aircraft, industrial, military, heavy vehicle, heating, air-conditioning, data, telecommunications, recreational vehicle and marine applications. * * * As reported by the Troubled Company Reporter on December 7, 2009, Moody's Investors Service has upgraded Sensata Technologies B.V.'s Corporate Family and Probability of Default ratings to Caa1 from Caa2, as well as the company's senior secured credit facility to B2, senior unsecured notes to Caa2, and senior subordinated notes to Caa3. In a related rating action, Moody's affirmed the company's Speculative Grade Liquidity rating at SGL-3. The outlook is positive. SENSATA TECHNOLOGIES: S&P Puts 'B-' Rating on CreditWatch Positive ------------------------------------------------------------------ Standard & Poor's Ratings Services placed the ratings on sensors and controls manufacturer Sensata Technologies B.V. on CreditWatch with positive implications, including the 'B-' corporate credit rating. "The CreditWatch placement follows the company's announcement that it plans to use a portion of the proceeds from a planned IPO of its ultimate parent, Sensata Technologies Holding N.V. (unrated), to purchase unsecured and subordinated debt," said Standard & Poor's credit analyst Dan Picciotto. On completion, S&P expects total adjusted debt to EBITDA to be to less than 6.5x. "In addition, S&P believes business trends remain favorable, which should allow for further improvement in credit measures," he continued. S&P expects to raise the ratings by one notch following the completed debt repurchase. The ratings on Sensata reflect its highly leveraged financial profile and fair business risk profile. The company's high debt level more than offsets its good geographic diversification and solid operating margins. If parent Sensata Technologies Holding N.V.'s IPO is successful and the company uses the proceeds to repay debt, S&P would expect to raise the ratings by one notch. Sensata remains highly leveraged, but has begun to generate better EBITDA due to improved market conditions and significant cost-cutting actions. Thus, barring completion of the IPO and debt repayment, S&P would likely revise the outlook to positive. Thereafter, S&P could raise the ratings if adjusted debt to EBITDA trends toward 6x and S&P anticipates further improvement. S&P could revise the outlook to stable if the company does not complete its IPO and market conditions become unfavorable and limit improvement in credit measures. For instance, if S&P thought adjusted debt to EBITDA would remain more than 7x, S&P could revise the outlook to stable. SEQUENOM INC: SAM, Brookside et al. No Longer Hold Shares --------------------------------------------------------- Four groups of entities disclosed that as of December 31, 2009, they no longer held shares of Sequenom, Inc. common stock: (A) Sectoral Asset Management, Inc., Jerome G. Pfund and Michael L. Sjostrom; (B) Brookside Capital Trading Fund, L.P. (C) Ridgeback Capital Investments L.P.; Ridgeback Capital Investments Ltd.; and Ridgeback Capital Management LP; And (D) Peter Kolchinsky, RA Capital Management, LLC, RA Capital Healthcare Fund, L.P., and RA Capital Healthcare Fund II, L.P. Sequenom, Inc. (NASDAQ:SQNM) is a diagnostic testing and genetics analysis company. The Company is focused on providing products, services, diagnostic testing, applications and genetic analysis products that translate the results of genomic science into solutions for biomedical research, translational research, molecular medicine applications, and agricultural, livestock and other areas of research. As of September 30, 2009, the Company had total assets of $101,942,000 against total current liabilities of $18,489,000, deferred revenue, less current portion of $384,000, other long- term liabilities of $3,693, and long-term portion debt and obligations of $2,141,000. The Company added that there is substantial doubt about its ability to continue as a going concern. Although the Company related that its cash, cash equivalents and current marketable securities will be sufficient to fund its operating expenses and capital requirements through 2010, it will require significant additional financing in the future to fund its operations. SEVEN SEAS: Moody's Withdraws 'B3' Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service withdrew all ratings for Seven Seas Cruises S. DE R.L.'s. The ratings withdrawal was prompted by Seven Seas' decision not to move forward with its re-financing transaction to which Moody's had originally assigned its ratings. Ratings withdrawn are: -- Corporate Family Rating at B3 -- Probability of Default Rating at B3 -- $200 million guaranteed senior secured 2nd lien notes due 2017 at Caa1 (LGD 4, 65%) The last rating action on Seven Seas occurred on January 27, 2010, when Moody's assigned first time Corporate Family and Probability of Default Ratings of B3. The outlook was stable. Seven Seas is a cruise ship operator that targets the luxury segment of the cruise industry. Seven Seas was acquired by Prestige Cruise Holdings, Inc., in January 2008. PCH also owns and operates Oceania Cruises, Inc. S.H. LEGGITT: Files List of Unsecured Creditors ----------------------------------------------- S.H. Leggitt Company has filed with the U.S. Bankruptcy Court for the Western District of Texas a list of 20 largest unsecured creditors. A full-text copy of the Debtor's list of creditors is available for free at http://bankrupt.com/misc/txsb10-31478.pdf San Marcos, Texas-based S.H. Leggitt Company, aka Marshall Products -- dba The Leggitt Group; Marshall Brass Company; and Marshall Gas Controls, Inc. -- filed for Chapter 11 bankruptcy protection on February 2, 2010 (Bankr. W.D. Texas Case No. 10- 10279). Joseph D. Martinec, Esq., at Martinec, Winn, Vickers & McElroy, P.C., assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. S.H. LEGGITT: Taps Martinec Winn as Bankruptcy Counsel ------------------------------------------------------ S.H. Leggitt Company has asked for authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ the law offices of Martinec, Winn, Vickers & McElroy, P.C., as counsel. Martinec Winn will, among other things: a. advise the Debtor concerning the conduct of a bankruptcy case, prepare of the schedules, statement of affairs, Chapter 11 disclosure statement and plan, and other documents needed in the case; b. attend the Section 341 meeting and the confirmation hearing in the Debtor's bankruptcy case; c. attend conferences and negotiations, especially with secured creditors concerning the issues of value of collateral, adequate protection, curing defaults, and other matters; and d. draft and file any needed amendments to the disclosure statement and plan, objections to the disclosure statement and Plan, objections to claims, motions to sell or buy property, motions to approve post petition financing, motions for orders approving the use of cash collateral, and other matters necessary to complete the Plan successfully. Martinec Winn will be paid based on the hourly rates of its personnel: Joseph D. Martinec $400 Rebecca S. McElroy $400 Ed Winn $350 Lee Vickers $300 Legal Assistants $100 Law Clerks $35 Administration $20 Joseph D. Martinec, Esq., an attorney at Martinec Winn, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. San Marcos, Texas-based S.H. Leggitt Company, aka Marshall Products -- dba The Leggitt Group; Marshall Brass Company; and Marshall Gas Controls, Inc. -- filed for Chapter 11 bankruptcy protection on February 2, 2010 (Bankr. W.D. Texas Case No. 10- 10279). Joseph D. Martinec, Esq., at Martinec, Winn, Vickers & McElroy, P.C., assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. SHEARER'S FOODS: Moody's Assigns Corporate Family Rating at 'B1' ---------------------------------------------------------------- Moody's assigned a first time corporate family rating of B1 to Shearer's Foods, Inc., and rated its proposed $20 million senior secured revolver and $119 million term loan B facilities at Ba3. The proceeds will be used to fund Shearer's proposed acquisition of Snack Alliance and to repay existing debt at both companies. The rating outlook is stable. Moody's said that the newly assigned CFR of B1 reflects the company's solid position in private label, co-pack and branded snack foods following the proposed acquisition of Snack Alliance, a transaction which will provide greater geographic, product and customer diversity to Shearer's as well as enabling costs synergies. The rating also reflects the company's relatively small scale and focus on the salty snack sector. While the company enjoys growing diversity in its product offerings, and has demonstrated good innovation capabilities, with more than 30 new products or flavor extensions since 2008, it is less diversified both geographically and in terms of product categories than larger packaged food companies with which it competes. While the company is small relative to the overall snack foods market, it enjoys growth rates that are ahead of the industry. It is largest producer of kettle chips in the country and one of the largest producers of private label potato chips. While Shearer's is increasing total leverage to fund the acquisition, Moody's expect the combined company to remain modestly levered, with closing leverage not exceeding 4 times and falling to a level closer to 3.7 times (per Moody' FM) by the end of Shearer's fiscal year, said Linda Montag, SVP at Moody's . The two companies have complementary customer bases that consist of strong co-pack partners and leading retailers. In addition, the companies manage a family of growing branded products, including the riceworksr and Shearer'sr brands. The combinations of the two companies will further serve to reduce customer concentration. In total, Co-packing will account for nearly 50% of the company's business at closing. The rating is influenced by the fact that a large proportion of the company's total sales are derived from a single co-packing arrangement with one large, high quality customer. This concentration will be reduced as a result of the Snack Alliance acquisition, but will remain high at approximately 30% of total sales. Retailer concentration will be balanced with no single retailer representing more than 10% of combined sales. The combination also diversifies the manufacturing footprint of the company by adding manufacturing facilities in Oregon and Virginia enabling lower transportation costs and better servicing of customers on the east and west coasts and diversifies sales regions away from a concentration in the central states at Shearer's. Cost synergies are expected to amount to approximately $2 million. Moody's notes that this is a relatively large acquisition for Shearer's, which has grown organically aside from very small acquisitions, and that certain integration risks exist. This risk is also reflected in the rating outcome. The proposed bank facilities will be secured by substantially all of the tangible and intangible assets of the borrower. Moody's expect the company to have at least a 15 to 20% cushion under its most restrictive financial covenants at all times. Ratings Assigned: -- Corporate Family Rating at B1 -- Senior secured Revolver at Ba3, LGD 3; 40% -- Senior secured Term loan B at Ba3. LGD 3; 40% -- Probability of Default rating at B1 This is a first time rating assignment. Shearer's, headquartered in Brewster, Ohio, is a leading producer of high quality, co-pack, private label and branded food products, with 2009 sales of approximately $200 million. It is the largest producer of kettle chips in the U.S. Snack Alliance, based in Vancouver, British Columbia had 2008 sales of CA$ 97.5 million and is one of the fastest growing private label and co-pack snack producers in the U.S. SHOPPES AT SILVER: M&T Bank Offers $1 to Acquire Assets ------------------------------------------------------- Matt Miller at The Patriot News say M&T Bank made a $1 bid during a sale to acquire the assets of Shoppes at Silver Spring in 6400 block of Carlisle Pike in Silver Spring Township. The sale was forced by a $4.36 million judgment the bank secured from a county court on unpaid debts. Based in Carlisle, Pennsylvania, Shoppes at Silver Spring LP filed for Chapter 11 on June 10, 2009 (Bankr. M.D. Penn. Case No. 09-04454). Robert E. Chernicoff, Esq, at Cunningham and Chernicoff PC, represents the Debtor in its restructuring efforts. The Debtor both listed assets and debts of between $1 million and $10 million. SIX FLAGS: Texas Comptroller Says Plan Not Confirmable ------------------------------------------------------ The Texas Comptroller of Public Accounts objects to Six Flags Inc.'s Fourth Amended Plan of Reorganization complaining that it cannot be confirmed because the Plan fails to provide that: (a) year 2010 franchise tax returns of the Debtors will be timely filed and paid in the ordinary course of business; and (b) it will not be construed to impair the setoff rights of the Texas Comptroller pursuant to Section 553 of the Bankruptcy Code, which provides that the Bankruptcy Code "does not affect any right of a creditor to offset a mutual debt owing by a creditor to the debtor that arose before the Petition Date against a claim of a creditor against the debtor that arose prior to the Petition Date. Six Flags Plan Six Flags Inc. and its units have filed a proposed plan and disclosure statement. In broad terms, the Plan, as thrice amended, envisions new debt financing and a rights offering that will repay the existing secured debt in full, while allowing enhanced recoveries for senior unsecured noteholders at both the Six Flags Inc. and Six Flags Operations Inc. levels. In this general sense, the Plan incorporates the central features of an alternative plan put forward by a committee of noteholders and the group has indicated it will support the Plan. The Plan provides for a recovery of 100.0% to holders of SFTP Prepetition Credit Agreement Claims, a 100% recovery for the holders of all Other Secured Claims, a 100% recovery for the holders of Unsecured Claims against all Debtors other than SFO and SFI, 31.2% to 47.1% to holders of SFO Unsecured Claims, 3.2% to 4.8% to holders of SFI Unsecured Claims, and no recovery for holders of Funtime, Inc. Claims, Subordinated Securities Claims and Preconfirmation Equity Interests in SFI. A full-text copy of the disclosure statement to the third amended reorganization plan is available for free at: http://bankrupt.com/misc/SixFlags_3rdAmndd_DiscStatement.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. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SIX FLAGS: Gets Go Signal for Pact With Commonwealth Insurance -------------------------------------------------------------- Six Flags Inc. and its units seek approval from the U.S. Bankruptcy Court for the District of Delaware of a settlement agreement and release between and among the Debtors and Commonwealth Insurance Company. Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger, P.A. in Wilmington, Delaware, relates that on August 29, 2005, Six Flags New Orleans, one of the Debtors' parks located in New Orleans, Louisiana, was severely damaged as a result of Hurricane Katrina, and thereafter was unable to open for business. By an agreement with the landlord for Six Flags New Orleans, the Debtors were able to terminate their interest in the leased property comprising of Six Flags New Orleans, Mr. DeFranceschi says. The Debtors then filed a lawsuit against Commonwealth and other property insurers, which is pending before the U.S. District Court for the Eastern District of Louisiana, concerning the Debtors' rights to payments under the Commonwealth insurance policy in connection with its losses from Hurricane Katrina. In February 2008, the District Court ruled in summary judgment that the flood insurance sub-limit was applicable to the Commonwealth Policy. According to Mr. DeFranceschi, the Debtors appealed this ruling in April 2009 to the United States Court of Appeals of the Fifth Circuit, which reversed the District Court's entry of judgment for Commonwealth, remanding coverage issues as to the Commonwealth Policy back to the District Court for further consideration. In this regard, the Debtors and Commonwealth recently engaged in arms-length discussions concerning a settlement resolving their liabilities in connection with the Lawsuit and any loss sustained by the Debtors at Six Flags New Orleans. In November 2009, Commonwealth and the Debtors entered into the settlement. In accordance with the Settlement, Commonwealth agreed to pay the Debtors a one-time payment in full satisfaction of the Debtors' Claims against Commonwealth with respect to any losses incurred at Six Flags New Orleans. In exchange of the payment, the Debtors and Commonwealth agreed to release the other party from all manner of actions in connection with the Lawsuit and the Appraisals. The Settlement allows the Debtors to avoid costly, burdensome and uncertain litigation by fully resolving potential insurance claims, Mr. DeFranceschi tells the Court. He believes it is critical to the Debtors and their estates and creditors that the Settlement be effective immediately. On behalf of the Debtors, Mr. DeFranceschi asks the Court for a waiver of the 14-day stay imposed by Rule 6004(h) of the Federal Rules of Bankruptcy Procedure. Six Flags Plan Six Flags Inc. and its units have filed a proposed plan and disclosure statement. In broad terms, the Plan, as thrice amended, envisions new debt financing and a rights offering that will repay the existing secured debt in full, while allowing enhanced recoveries for senior unsecured noteholders at both the Six Flags Inc. and Six Flags Operations Inc. levels. In this general sense, the Plan incorporates the central features of an alternative plan put forward by a committee of noteholders and the group has indicated it will support the Plan. The Plan provides for a recovery of 100.0% to holders of SFTP Prepetition Credit Agreement Claims, a 100% recovery for the holders of all Other Secured Claims, a 100% recovery for the holders of Unsecured Claims against all Debtors other than SFO and SFI, 31.2% to 47.1% to holders of SFO Unsecured Claims, 3.2% to 4.8% to holders of SFI Unsecured Claims, and no recovery for holders of Funtime, Inc. Claims, Subordinated Securities Claims and Preconfirmation Equity Interests in SFI. A full-text copy of the disclosure statement to the third amended reorganization plan is available for free at: http://bankrupt.com/misc/SixFlags_3rdAmndd_DiscStatement.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. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SIX FLAGS: Sued by Kentucky State Fair Board for Fraud ------------------------------------------------------ The Kentucky State Fair Board, the Commonwealth of Kentucky, the State Property and Buildings Commission of the Commonwealth of Kentucky, and the Finance and Administration Cabinet of the Commonwealth of Kentucky filed an adversary complaint against the Debtors seeking allowance of administrative expense claim and damages resulting from breach of contract, conversion, fraud and misrepresentation. The ownership of the land upon which Kentucky Kingdom Amusement Park is situated is divided among four parties. The majority of the Park is owned by the KSFB. In February 1996, the KSFB entered into an Amended and Restated Lease Agreement with Kentucky Kingdom, Inc. wherein Kentucky Kingdom, Inc. leased from the KSFB approximately 36 acres of property owned by the KSFB and located at the Kentucky Kingdom for an Initial Term ending December 31, 2019, with three options exercisable by the Tenant to extend the Term through December 31, 2049. In October 1997, Kentucky Kingdom, Inc. assigned its interest as tenant in the Park Lease to KKI. After the Petition Date, the Debtors continued to operate Kentucky Kingdom throughout the 2009 season. As the season began to wind down, the Debtors began to prepare for the upcoming seasons and advised the KSFB of plans for major renovations and additions to the water park portion of the Park. The plan included the removal of a rollercoaster known as Chang in order to create necessary space for these improvements. Beginning in October 2009, KKI removed the Chang coaster. No water park improvements were made. On February 4, 2010, Premier International Holdings, Inc. issued a press release stating that the Park would not reopen for the 2010 season and that several of the Park rides would be relocated to other Six Flags parks. On February 5, the Debtors, believing that the revenue generated by the Debtors' operations at the leased premises is insufficient to justify the expenses incurred under the Lease and in the operation of SFKK and the continued payments under the Lease would be economically burdensome to the estate, filed the motion seeking rejection of the Amended and Restated Lease Agreement between the Debtors and KFSB, et al. In the days immediately following the issuance of the press release and the filing of the rejection motion, the KSFB received calls from several parties interested in operating the Kentucky Kingdom. On February 12, 2010, on the eve of a three-day holiday weekend, it came to the attention of the KSFB that the Debtors had moved trucks into position to begin the process of removing certain fixtures off of the Kentucky Kingdom property, including property owned by KSFB. As a result of those events, KSFB filed their complaint, alleging that: (1) The rides and other attractions located on the land owned by KSFB are the fixtures and not property of the estate. Because the Debtors do not have any rights, title and interest in or to the rides and attractions of Kentucky Kingdom located on the property of the KSFB, those rides and attractions cannot and do not constitute property of the Debtors' estates under Section 541(a) of the Bankruptcy Code. (2) The Debtors have committed breach of contract, for their removal of certain rides and other Tenant Improvements from the Leased Premises without obtaining the consent of the KSFB, or under false or misleading pretenses, including, without limitation, the ride known as Chang. Pursuant to the Park Lease, none of the alterations, decorations, additions or Tenant Improvements made by the Debtors on the Leased Premises will be removed by the Debtors without the prior consent of the KSFB. (3) The Debtors have committed conversion for their alleged removal of any rides or Tenant Improvements which were affixed to or were appurtenant to the KSFB's real estate constitutes conversion of the KSFB's property for which the Debtors are liable to the KSFB for damages. (4) The Debtors have committed Fraud and Willful Misrepresentation for their alleged written and verbal representations to the KSFB that the Debtors intended to replace the Chang ride with a "major expansion to the existing water park." Despite those representations, no expansion to the water park was undertaken by the Debtors and, in fact, the Chang ride was removed and nothing was installed by the Debtors in its place. The Debtors' material misrepresentations to the KSFB were willful and made with the fraudulent intent to induce the KFSB to allow the Tenant to remove the Chang ride, thus depriving the KSFB of the value of the ride and further diminishing the value of the KSFB's property. 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. Bankruptcy Creditors' Service, Inc., publishes Six Flags Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Six Flags Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945- 7000). SOLUTIA INC: Moody's Affirms Corporate Family Rating at 'B1' ------------------------------------------------------------ Moody's Investors Service affirmed the debt ratings of Solutia Inc. (B1 Corporate Family Rating) and revised the ratings outlook to positive from stable. Moody's also assigned Ba2 ratings to Solutia's proposed new senior secured credit facilities including a revolver and term loan and assigned a B2 on a proposed senior unsecured note. Among other changes the new credit facilities are no longer subject to a borrowing base and they extend maturities by two years. Solutia's Speculative Grade Liquidity rating is SGL-2. The move to a positive outlook reflects both the recent relatively stable operating performance, including margin improvement, in a difficult global economic environment indicating the prospect for further healthy cash flow generation, notwithstanding incremental increases in debt to fund growth. The positive outlook also incorporates Moody's anticipation that major further material debt financed acquisitions are unlikely, and that Solutia's remaining business lines will generate, over time, cash flow that is positive and improving relative to existing debt levels. The rating on the proposed amended facilities assumes that they are closed under the proposed terms as presented to us and Moody's will monitor the transaction and review the closing documents. While, the positive outlook reflects the high leverage at the end of 2009, Moody's expect at the end of 2010 and 2011 leverage will likely move close to 4.5 times. In addition, Moody's concerns over Solutia's prior business profile were addressed with the sale in 2009 of the low margin integrated nylon business, a sector that is undergoing a fair amount of turmoil. With the sale of this business Solutia's remaining businesses are both higher margin and less exposed to volatile raw material prices. Moody's also note that a significant percentage of EBITDA is derived from a single reasonably stable product line, Crystexr, that also has a high degree of customer concentration with the bulk of EBITDA being derived from tire manufacturers. Solutia's positive outlook also considers the strength of its franchise in terms of its market positions and long-lived customer relationships. If operating performance is weaker than anticipated or material increases in environmental liabilities were to occur, the outlook or rating could turn negative. Over the next four quarters, if Solutia's credit metrics improve faster than expected, such that debt/EBITDA metrics improve to less than 4.0 times on a permanent basis or if environmental liabilities were deemed to be much improved a positive change in the rating could occur. "The positive outlook reflects Moody's assumption that credit metrics are expected to improve aided by operating cash flow improvement. Excess free cash flow is likely to be used for debt reduction and the new senior credit facilities will, if executed, be a credit positive and improve liquidity." said Moody's analyst Bill Reed. Ratings Affirmed -- -- Corporate Family Rating, B1 -- Probability of Default Rating, B1 -- Speculative Grade Liquidity Rating, SGL-2 -- Senior Secured Bank Credit Facility, Ba1* -- Senior Secured Bank Term Loan, Ba3* -- Senior Unsecured Ratings, B2 * Ratings to be withdrawn upon successful completion of new credit facilities Assignments: Issuer: Solutia Inc. -- Proposed Senior Unsecured Regular Bond/Debenture, due 2020 Assigned a B2, LGD5, 76% -- Proposed Senior Secured Credit Facility, due 2015 Assigned a Ba2, LGD2, 21% -- Proposed Senior Secured Term Loan, due 2017 Assigned a Ba2, LGD2, 21% Outlook Actions: Issuer: Solutia Inc. -- Outlook, Changed To Positive From Stable The B1 Corporate Family Rating reflects the company's high leverage and weak, but improving, credit metrics along with the cash flow requirements surrounding its environmental remediation activities. An additional concern centers on the high proportion of Solutia's revenue base that is concentrated in the auto related and construction industries, 59% and 19% respectively in 2009. Solutia's sale of its low margin commodity nylon businesses is viewed as a credit positive. After emerging from bankruptcy in early 2008, Solutia remains highly leveraged even after reducing balance sheet debt by $700 million. Leverage remains high, particularly after adjusting debt for rent and pensions, which adds roughly $114 million and $366 million, respectively. Coverage for fiscal year 2009 (based on Moody's adjusted debt), as measured by EBITDA/Interest, is about 1.9 times while projected leverage as measured by Debt/EBITDA is just over 4.7 times. In Moody's projections, adjusted debt for 2010 is estimated at about $1.9 billion and pro forma adjusted debt to book capital would be just above 70% at December 31, 2009. Moody's note that even with fresh start accounting, tangible net worth is a negative $714 million at the end of 2009. While Moody's recognize that good progress has been made in the elimination, classification and/or sharing of environmental, legal and pension liabilities, there remains a level of uncertainty as to the ultimate scope of these liabilities, particularly the environmental liabilities. Moody's believe that these environmental liabilities are subject to changing governmental policy and regulations, discovery of unknown conditions, judicial proceedings, method and extent of remediation, existence of other potentially responsible parties and future changes in both measurement and remediation technologies. Additional positive factors supporting the ratings include: * strong geographic, product and operational diversity; * sizeable market leadership in the markets Solutia serves; * sizeable revenue base -- projected to exceed $1.7 billion in 2010; * the ability to share on a 50/50 basis with Monsanto environmental liabilities at certain sites if the costs exceed $325 million. Moody's also believe that the proposed acquisition of Etimex Solar for EUR240 million in cash, notwithstanding the high multiple paid, will be a logical and strong strategic fit for the company. The Ba2 senior secured rating recognizes that the credit facilities will be secured by a first-priority lien on all material property and assets (tangible and intangible) of the borrower and the guarantors. The B2 rating on the proposed unsecured notes reflects their junior position in the capital structure and the prospect of limited protection after the first lien lenders have been provided for in a distressed scenario. The Speculative Grade Liquidity SGL-2 rating reflecting the company's strong liquidity and Moody's expectation of reasonable retained cash flow, in excess of $150 million, for the fiscal year ending 2010. The rating is supported by Solutia's favorable debt maturity profile and improved flexibility under the financial covenants for the company's credit facility. Moody's most recent announcement concerning the ratings for Solutia was on October 5, 2009, when Moody's assigned a B2 rating to a $400 million senior unsecured note. Solutia, headquartered in St. Louis, Missouri, produces and sells a diverse portfolio of performance materials and specialty chemicals. End markets for Solutia's products include automotive, architectural (residential and commercial), aerospace, process manufacturing, construction, electronic/electrical, and industrial. Net sales for the LTM period ending December 31, 2009 were $1.7 billion. Solutia filed a voluntary petition for reorganization under Chapter 11 of the U.S. Bankruptcy Code in December 2003 and emerged from bankruptcy February 2008. SOLUTIA INC: S&P Raises Corporate Credit Rating to 'BB-' -------------------------------------------------------- Standard & Poor's Ratings Services said that it raised its ratings on St. Louis-based Solutia Inc., including the corporate credit rating to 'BB-' from 'B+'. The outlook is stable. "The upgrade reflects S&P's expectation that Solutia will sustain the improving trend in EBITDA and credit metrics of the last three quarters," said Standard & Poor's credit analyst Paul Kurias. "The improvements were driven by sequentially higher sales volumes but also by a cost-restructuring program and a favorable raw material and energy cost environment." S&P's rating action factors an ongoing growth in volumes, consistent with S&P's expectation for a gradual economic recovery over the next several quarters. S&P expects that EBITDA in 2010 will improve modestly from 2009 levels as a result of demand- driven revenue growth, and ongoing cost structure improvements, even before including benefits from the proposed acquisition. In addition, S&P assigned 'BB' issue-level ratings and '2' recovery ratings to the company's proposed new senior secured credit facilities consisting of a $300 million revolving credit facility due 2015 and a $750 million term loan due 2017. The '2' recovery ratings indicate an expectation of substantial (70%-90%) recovery in the event of a payment default. S&P also assigned a 'B+' issue-level rating and a '5' recovery rating to the company's proposed $300 million senior unsecured notes. The '5' recovery rating indicates an expectation of modest recovery (10%-30%) in the event of a payment default. These ratings are based on preliminary terms and conditions. The company expects to use proceeds from the proposed new credit facilities and the notes to refinance the existing $350 million asset-based revolving credit facility (undrawn as of Dec. 31, 2009, except for $44 million in letters of credit) and the $1.2 billion term loan ($876 million outstanding as of Dec. 31, 2009). Solutia will also use proceeds for general corporate purposes, including the partial funding of the company's proposed acquisition of Etimex Solar GmbH. Pro forma for the transactions (including the debt paydown), as of Dec. 31, 2009, the company had about $2 billion in adjusted debt. S&P adjusts debt to include the present value of capitalized leases, tax-adjusted underfunded postretirement obligations, and tax-adjusted environmental liabilities. SPANSION INC: Exclusive Solicitation Period Extended to March 8 --------------------------------------------------------------- Bankruptcy Judge Kevin Carey has extended Spansion Inc.'s deadline to solicit votes to accept or reject a proposed plan of reorganization through March 8, 2010. Prior to the entry of the Court's order, the Debtors certified to the Court that no objections were filed as to the request. About Spansion Inc. Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/-- is a Flash memory solutions provider. Spansion is a former joint venture of AMD and Fujitsu. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Spansion Inc. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) SPANSION INC: Settles With Warn Act Plaintiffs for $8.56MM ---------------------------------------------------------- Wesley Cabreros, David Refuerzo and Marlin Shopbell, individually, and on behalf of all other persons similarly situated individuals, ask the Court to: (i) approve a compromise and settlement agreement dated February 16, 2010, by and among Spansion Inc., Spansion LLC, Marlin Shopbell, on behalf of himself and the Texas Settlement Class, Wesley Cabreros and David Refuerzo, on behalf of themselves and the California Class, and Eric Rubaker under Rule 9019 of the Federal Rules of Bankruptcy Procedure; (ii) preliminarily approve the Settlement under Rule 23(e) of the Federal Rules of Civil Procedures, including the plan of allocation for distributing settlement proceeds to Class Members; (iii) conditionally certify the Texas Class for purposes of settlement, appoint the Texas Plaintiff as class representative for the Texas Class, and appoint Plaintiff's counsel as Class Counsel for the Texas Class; (iv) approve the forms and manner of directing notice of the Settlement to Class Members; (v) approve the appointment and payment of Notice Administrator selected by Plaintiffs; (vi) order that payments for Allowed Priority Claims may be made prior to confirmation of the Plan of Reorganization; and (vi) scheduling the Fairness Hearing required by Rule 23(e) of the Federal Rules of Civil Procedure. On March 6, 2009, the California Plaintiffs filed a class action complaint commencing an adversary proceeding against the Debtors on behalf of the California Plaintiffs and the California Class titled Cabreros and Refuerzo, et al. v. Spansion, LLC and Spansion, Inc. The Class Action alleges that the Debtors violated the federal Worker Adjustment and Retaining Notification Act and California Labor Code by ordering a plant closing or mass layoff or termination within the meaning of the WARN Act on February 23, 2009, without providing 60 days advance notice to affected employees. The Court entered an order granting the California Plaintiffs' motion for certification of the litigation as a class action and certifying a class defined as: "All Spansion employees who suffered an employment loss as a consequence of a mass layoff, plant closing, and/or termination that occurred at Spansion's Sunnyvale, California site of employment commencing on or about February 23, 2009, and who received less than sixty (60) days advance notice of the mass layoff, plant closing, and/or termination." The parties participated in a full-day mediation, on October 6, 2009, with the well-known and well regarded mediator David Rotman in San Francisco, California. The mediation led to an agreement to settle the case, including claims on behalf of the Texas Settlement Class, and execution of a memorandum of understanding. The most salient terms of the Settlement are: A. The "Total Settlement Amount" consists of $8,568,000 in allowed claims in the Debtors' bankruptcy cases, comprised of "Allowed Priority Claims" of approximately $6.8 million and "Allowed Unsecured Claims" of approximately $1.768 million. The Debtors will also pay the employer's share of all applicable payroll taxes on payments to Class Members. B. The Allowed Priority Claims will be allocated to Class Members in the amount of each Class Member's alleged WARN Act damages, as calculated by Class Counsel, up to a maximum of $10,950, the maximum priority amount allowed under Section 507(a)(4) and (5) of the Bankruptcy Code, with an offset for the amount of any priority payments the Class Member has already received from the Debtors for non- WARN Act claims. C. The amount of the Total Settlement Payment that is not allocated to Allowed Priority Claims -- approximately $1.4 million for the California Class and approximately $368,000 for the Texas Settlement Class -- will be allocated to Class Members pro rata in the form of "Allowed Unsecured Claims" based on the difference between each Class Member's WARN Damages and the amount of the Class Member's allowed priority claim. D. For purposes of the Settlement, the Debtors are stipulating to the propriety of certifying the Texas Settlement Class including the appointment of the Texas Plaintiff as class representative and the Texas Plaintiff's counsel as Class Counsel for the Class. E. Each Class Member will release the Debtors from all claims that have been brought in the Litigation and all claims that arise out of the same nucleus of operative facts as the claims alleged in the Litigation. The Plaintiffs (David Refuerzo) and Class Member (Eric Rubaker) who filed prepetition class action WARN Act actions against the Debtors in the Northern District of California will dismiss those actions with prejudice, and Plaintiffs will withdraw or amend the class-wide proofs of claim they filed in the Debtors' bankruptcy cases. F. The Settlement provides that the Debtors may pay the Allowed Priority Claims before the final confirmation or effective date of the Plan, thereby allowing Class Members to receive compensation as soon as possible. The Settlement Agreement further provides that, after preliminary approval, Settlement Services, Inc., the company selected by Plaintiffs and approved by the Court as the "Notice Administrator," will send notices of settlement by first-class mail to each Class Members. The notices provide, among other things: * a summary of the Litigation and the disputed issues; * a summary of the proposed Settlement, including the plan of allocation, the release of claims, the available election relating to treatment of allowed unsecured claims, Class Counsel's application for attorney's fees and costs, and the application for Service Payments; * that putative Texas Class Members have the right to opt out by timely submitting a request for exclusion; * that the Settlement will become effective only if an when it is finally approved by the Court; * that Class Members have the right to object to the Settlement and appear at the Fairness Hearing, including Class Counsel's application for attorney's fees and costs, and to retain counsel to represent them in their objections; and * the date, time, and location of the Fairness Hearing. About Spansion Inc. Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/-- is a Flash memory solutions provider. Spansion is a former joint venture of AMD and Fujitsu. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Spansion Inc. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) SPANSION INC: Committee Asks Silver Lake to Respond to Subpoenas ---------------------------------------------------------------- The Ad Hoc Committee of Convertible Noteholders formed in Spansion Inc.'s cases asks the Bankruptcy Court to compel Silver Lake Financial, Silver Lake Partners and Silver Lake Sumeru to respond to subpoenas properly served on them. On February 9, 2010, Micron Technology, Inc. and Numonyx Holdings B.V. announced that Micron would be acquiring Numonyx -- a direct competitor of the Debtors -- for $1.27 billion. The Convertible Committee served subpoenas on various entities seeking certain documents relating to Numonyx's financial information. The Ad Hoc Committee served three subpoenas to each of the Silver Lake Entities requesting four relevant categories of financial information that maybe in Silver Lake Entities' possession, custody, or control. The Silver Lake Entities filed objections and responses to the subpoenas, asserting various boilerplate objections and complaining that the Ad Hoc Committee's request did not provide them sufficient time to respond. According to the Ad Hoc Committee, the Silver Lake Entities have provided no proper legal basis for their refusal to produce any documents in response to its subpoena other than their general, conclusory, and unsupported allegations of undue burden and inadequate time. Silver Lake Objects Silver Lake Sumeru Fund, L.P., Silver Lake Financial Associates, L.P. and Silver Lake Partners, L.P. oppose the Ad Hoc Committee's Motion to Compel. The Silver Lake Entities relate that they undertook a reasonable search to determine whether it was likely that they had documents responsive to the Subpoenas. According to the Silver Lake Entities, they did not limit that investigation to themselves, but instead broadly examined whether it was likely that any other Silver Lake entities might have responsive documents. Numonyx was founded as Numonyx on March 31, 2008, and the Subpoenaed Entities do not believe they examined documents relating to Numonyx after that entity became Numonyx. They may have had discussions about the predecessor to Numonyx prior to the time Numonyx was founded, but that would not be relevant to the Convertible Committee's requests, the Silver Lake Entities assert. Within two business days of receiving the Subpoenas, the Subpoenaed Entities provided detailed responses and objections to the Subpoenas, including a catalog of the many substantive and procedural flaws in the Subpoenas. Not satisfied with those responses and objections, the Ad Hoc Committee's counsel engaged with counsel for the Subpoenaed Parties and was told twice that the Subpoenaed Entities did not believe they had documents responsive to the Subpoenas. The Silver Lake Entities tell the Court that they did not refuse to comply with the Subpoenas. What they refused to do was be compelled for no good reason to undertake a pointless search of their files that would have done nothing but waste time and money. According to the Silver Lake Entities, they did what they believed to be a reasonable search for responsive documents, concluded that there likely are none, and so informed the Ad Hoc Committee. Numonyx Wants Motion Quashed Numonyx, Inc., asks the Court to quash the subpoena issued to it by certain creditors in the Debtors' bankruptcy proceedings. In connection with the confirmation hearing, one issue that is likely to be addressed is a determination of Spansion's enterprise value, and one area that may be relevant to that determination is the recently announced acquisition of Numonyx by Micron Technology, Inc., says Charles B. Hampton, Esq., at Andrews Kurth LLP, in New York, representing a group of Spansion creditors. He adds that the subpoena is issued to obtain limited information regarding that transaction. According to Numonyx, the subpoena imposes undue burden and hardship because it requires its officers to travel more than 100 miles from Geneva, Switzerland. The subpoena also requires disclosure of privileged, restricted, and confidential matter, and no exception or waiver applies, Numonyx asserts. In an amended motion, Numonyx asked that the names and addresses of each members of the group of creditors on whose behalf the subpoena was issued be provided to it. Numonyx asserts that it should not be required to respond to parties that do not disclose their identities. Numonyx further avers that it is not a party to the Debtors' bankruptcy case. Request for information is made by a group of creditors for the reason that Numonyx Holding B.V.'s financial information is relevant to determination of Spansion Inc. Numonyx asserts it should not be required to respond to requests for information where no evidence has been provided that the information is, among other things, (i) relevant, (ii) needed for a legitimate purpose, and (iii) available from no other source. Micron's Also Wants Motion Quashed, Seeks Protective Order Micron Technology, Inc., asks the Court to enter an order quashing a subpoena issued by the Ad Hoc Committee of Convertible Noteholders or for a protective order precluding the deposition and production of documents. Micron asserts that it is not involved in the Debtors' cases and any involvement imposes an undue burden on it. Specifically, Micron notes, some of the information sought in the Subpoena can be obtained directly from Numonyx, Inc., or other publicly available sources. According to Micron, other information sought -- the assets to be received by the current owners of Numonyx or liabilities to be assumed or paid by the current owners of Numonyx -- should be sought from the current owners of Numonyx rather than it. Moreover, Micron maintains, most, if not all of the information which it may have which is sought in the Subpoena is highly confidential, privileged or subject to nondisclosure agreements. In addition, Micron avers that the proposed deposition of its records custodian is untimely and burdensome and would require a representative of Micron to travel from Idaho to Delaware should the deposition go forward. About Spansion Inc. Spansion Inc. (Pink Sheets: SPSNQ) -- http://www.spansion.com/-- is a Flash memory solutions provider. Spansion is a former joint venture of AMD and Fujitsu. Spansion Inc., Spansion LLC, Spansion Technology LLC, Spansion International, Inc., and Cerium Laboratories LLC filed voluntary petitions for Chapter 11 on March 1, 2009 (Bankr. D. Del. Lead Case No. 09-10690). On February 9, 2009, Spansion's Japanese subsidiary, Spansion Japan Ltd., voluntarily entered into a proceeding under the Corporate Reorganization Law (Kaisha Kosei Ho) of Japan to obtain protection from its creditors as part of the company's restructuring efforts. None of Spansion's subsidiaries in countries other than the United States and Japan are included in the U.S. or Japan filings. Michael S. Lurey, Esq., Gregory O. Lunt, Esq., and Kimberly A. Posin, Esq., at Latham & Watkins LLP, have been tapped as bankruptcy counsel. Michael R. Lastowski, Esq., at Duane Morris LLP, is the Delaware counsel. Epiq Bankruptcy Solutions LLC, is the claims agent. The United States Trustee has appointed an official committee of unsecured creditors in the case. As of September 30, 2008, Spansion disclosed total assets of US$3,840,000,000, and total debts of US$2,398,000,000. Spansion Japan Ltd. filed a Chapter 15 petition on April 30, 2009 (Bankr. D. Del. Case No. 09-11480). The Chapter 15 Petitioner's counsel is Gregory Alan Taylor, Esq., at Ashby & Geddes. It said that Spansion Japan had US$10 million to US$50 million in assets and US$50 million to US$100 million in debts. Bankruptcy Creditors' Service, Inc., publishes Spansion Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Spansion Inc. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000) SPIRIT FINANCE: S&P Downgrades Corporate Credit Rating to 'CC' -------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Spirit Finance Corp. to 'CC' from 'CCC'. At the same time, S&P lowered its rating on the company's $850 million secured term loan to 'CC' from 'CCC-'. S&P's recovery rating on the term loan remains unchanged at '5'. The outlook remains negative. "The downgrades reflect the company's bid to repurchase a portion of its term loan at a discount," said credit analyst Elizabeth Campbell. "If the company is successful, S&P will view this action as tantamount to default." S&P will lower the corporate credit rating to 'SD' and the issue- level rating on the term loan debt to 'D' if the company completes the repurchase as contemplated. S&P would then expect to raise the corporate credit rating to 'CCC-'. Alternatively, if the current repurchase offer is rejected, S&P would maintain the rating at 'CC' because S&P believes it's highly likely that Spirit will pursue additional repurchase offers in the next 12 months. STERLING CHEMICALS: S&P Withdraws 'B-' Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services said that it withdrew its ratings, including its 'B-' corporate credit rating, on Houston, Texas-based Sterling Chemicals Inc. at the company's request. SUN WEST ESTATES: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Sun West Estates New Mexico LP 4528 Willow West Dr. El Paso, TX 79922 Bankruptcy Case No.: 10-11002 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court New Mexico (Albuquerque) Debtor's Counsel: Sidney J. Diamond, Esq. 3800 N Mesa St.,Ste C4 El Paso, TX 79902-1535 Tel: (915) 532-3327 Fax: (915) 532-3355 Email: usbc@sidneydiamond.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A full-text copy of the Debtor's petition, including a list of its 20 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/nmb10-11002.pdf The petition was signed by Miguel Aldrete Sr., managing partner of the Company. Debtor-affiliate that filed separate Chapter 11 petition: (1) Sun West Development New Mexico, LLC Case No: 10-11006 Estimated Assets: $1,000 to $10,000,000 Estimated Debts: $1,000,000 to $10,000,000 SWOOZIE'S INC: Case Summary & 39 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Swoozie's, Inc. 80 W. Wieuca Road, Suite 302 Atlanta, GA 30342 Bankruptcy Case No.: 10-66316 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: C. Ray Mullins Debtor's Counsel: Wendy R. Reiss, Esq. Alston & Bird, LLP 1201 W. Peachtree Street Atlanta, GA 30309-3424 Tel: (404) 881-4984 Fax: (404) 881-7777 Email: wendy.reiss@alston.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 39 largest unsecured creditors is available for free at: http://bankrupt.com/misc/ganb10-66316.pdf The petition was signed by Kerry Plank-Dworki, authorized officer, president and chief financial officer of the company. TAVERN ON THE GREEN: To Be Converted to Ch. 7 Liquidation --------------------------------------------------------- Don Jeffrey at Bloomberg News reports that U.S. Bankruptcy Judge Allan Gropper in New York said he will convert Tavern on the Green LP's bankruptcy case to a Chapter 7 liquidation because the case is now administratively insolvent. "There has been substantial and continued loss to the estate," Judge Gropper said. "The appointment of an independent trustee would be beneficial to all parties." The U.S.-appointed trustee would oversee the sale of the remaining assets and distribute them to creditors. The Official Committee of Unsecured Creditors sought the conversion. By the Committee's calculations, assets are $5.8 million short of covering costs that must be paid in full before a liquidating Chapter 11 plan could be approved. The Committee, the Bloomberg report relates, blames the need for conversion on the "pervasively pernicious conduct of the City of New York." The Committee said the city "caused the estates needlessly to incur millions of dollars in administrative expenses." According to Bill Rochelle at Bloomberg News, the city, in court papers, returned the blame to creditors. It pointed out that the "Chapter 11 cases have suddenly morphed from projected full recovery for unsecured creditors to significant administrative insolvency." The city blamed the downfall on "the procedurally defective, inefficient, heavy handed, redundant, disorganized, and ineffective handling of the estates' administration." Creditors are still awaiting a decision by the District Court on the last of the restaurant's major assets: the Tavern on the Green name, which has been valued at $19 million. A federal judge is weighing whether New York City -- Tavern's landlord -- or the family of the flamboyant restaurateur Warner LeRoy, which ran the restaurant since 1976, owns the trademark. Lawyers for the company sought to delay a decision on conversion to a liquidation from a Chapter 11 reorganization until after that ruling. About Tavern on the Green Tavern on the Green LP is the operator of the 75-year-old restaurant in New York's Central Park. Tavern on the Green, the second-highest grossing restaurant in the U.S. last year, was founded in 1934 by New York Parks Commissioner Robert Moses and the license was bought by restaurateur Warner LeRoy in 1974. The Company filed for Chapter 11 on September 9, 2009 (Bankr. S.D.N.Y. Case No. 09-15450). It listed assets and debts of as much as $50 million each. TAVERN ON THE GREEN: Has Potential Bidder for Trademark ------------------------------------------------------- Don Jeffrey at Bloomberg News reports that Tavern on the Green LP told the Bankruptcy Court it has a "potential bidder" for rights to the name of the restaurant in New York's Central Park, Keith Costa. The potential bidder was not revealed. U.S. District Judge Miriam Goldman Cedarbaum has not yet issued a decision on a lawsuit involving the rights to the name, which has been valued at $19 million. A federal judge is weighing whether New York City -- Tavern's landlord -- or the family of the flamboyant restaurateur Warner LeRoy, which ran the restaurant since 1976, owns the trademark. About Tavern on the Green Tavern on the Green LP is the operator of the 75-year-old restaurant in New York's Central Park. Tavern on the Green, the second-highest grossing restaurant in the U.S. last year, was founded in 1934 by New York Parks Commissioner Robert Moses and the license was bought by restaurateur Warner LeRoy in 1974. The Company filed for Chapter 11 on September 9, 2009 (Bankr. S.D.N.Y. Case No. 09-15450). It listed assets and debts of as much as $50 million each. TELCORDIA TECHNOLOGIES: Moody's Affirms B3 Ratings -------------------------------------------------- Moody's Investors Service revised Telcordia Technologies Inc.'s rating outlook to stable from negative and affirmed its B3 ratings. The outlook revision was driven by anticipated improving performance as well as completion of a new five year contact with Verizon. The B3 corporate family rating continues to reflect the high leverage given the long term challenges the company faces in replacing its declining legacy RBOC business. The company has developed fairly exclusive relationships with the RBOCs supporting their legacy circuit switched networks, but faces larger better capitalized competitors in providing software for next generation networks. There is some indication that the legacy software may prove somewhat resilient as it is deeply entrenched in the operations of the carriers and may be modified to handle new services. The company also faces strong competition in its other business lines including prepaid billing tracking and number portability services but is showing some success in winning business despite a fairly competitive environment. Leverage levels are suggestive of higher rated software companies, however, free cash flow and long term growth uncertainties are more reflective of a B3 rating. Leverage as of October 31, 2009, was 5.5x (and estimated in the low 5's as of January 31, 2010 FYE) on a Moody's adjusted basis and free cash flow to debt was 0.6% both of which are expected to improve over the next year as international carrier build outs continue and domestic carrier spending is expected to be flat to moderately higher. Moody's leverage calculation differs from covenant defined levels due to adjustments for pensions and leases (notably excluding pension gains included in the covenant definition of EBITDA). Ratings could face upward pressure if Telcordia's operations support systems business shows stability, leverage continues to improve and free cash flow to debt is sustainably above 5%. These ratings were affirmed: -- Corporate family rating: B3 -- Probability of default: B3 -- "First Out" Senior Secured Revolver due 2012, Ba3 (LGD1 - 2%) -- Senior Secured Floating Rate Notes due 2012, B2 (LGD3 - 38%) -- Senior Subordinated Notes due 2013 rated Caa2 (LGD5 - 87%) Moody's most recent rating action was June 18, 2007 when Moody's assigned ratings to the current debt facilities. Telcordia Technologies Inc. is a major provider of operations support systems software and network systems products for telecommunications providers. The company is headquartered in Piscataway, New Jersey. TERRA INDUSTRIES: Fitch Puts Issuer Ratings on Evolving Watch ------------------------------------------------------------- Fitch Ratings has placed the Issuer Default Ratings and outstanding debt ratings of Terra Industries, Inc., and its subsidiaries back on Rating Watch Evolving following a renewed bid by CF Industries Holdings, Inc., to acquire the company. CFI's offer is $47.40 per common share ($37.15 per share in cash plus 0.0953 common shares of CFI). CFI's proposal responds to an agreement reached in February between TRA and Yara International ASA to merge in an all-cash offer of $41.10 per common share of TRA. CFI had previously dropped its year-long effort to acquire TRA last January. Subsequently Fitch had restored TRA's Rating Outlook to Stable. If CFI's latest offer were successful, the combined pro forma leverage of CFI and TRA would increase modestly, but would remain below 2.0 times (x) net debt/EBITDA using 2009 data (a bleak year) without merger synergies. CFI intends to finance the cash portion of its offer, approximately $3.7 billion, with $1 billion in equity and the balance with debt and cash on hand. The value of CFI's bid is $4.7 billion for TRA's equity versus Yara's bid of $4.1 billion. At year-end 2009 TRA had net debt of around $100 million ($602 million in debt less $502 million in cash) and earned $396 million in EBITDA for the year. CFI earned $791 million in EBITDA in 2009 with almost no debt and nearly $900 million in cash. Yara earned approximately $930 million in EBITDA in 2009 using current exchange rates. The Rating Watch Evolving recognizes a wide range of possible outcomes which could influence TRA's capital structure, some of which could be neutral or positive and others which could be negative. Resolution of TRA's Rating Watch status will follow a definitive conclusion of merger terms and parties concerned. Fitch places these ratings on Rating Watch Evolving: Terra Industries -- IDR 'BB'. Terra Capital -- IDR 'BB'; -- Senior unsecured notes 'BB'; -- Senior secured bank credit 'BB+'. Terra Nitrogen, L.P. -- IDR 'BB'; -- Senior secured bank credit 'BB+'. THORNBURG MORTGAGE: Executives Sued by Chapter 11 Trustee --------------------------------------------------------- Joel I Sher, the trustee overseeing the liquidation of TMST Inc., formerly Thornburg Mortgage Inc., sued company executives contending they conspired to start a new business using cash and information taken from Thornburg. The trustee seeks "redress for the millions of dollars in damages" the senior officers have allegedly caused the Debtors. "Faced with an impending bankruptcy, two of the Debtors' senior officers, together with one of the Debtors' most trusted attorneys, embarked upon a multi-faceted conspiracy in which they converted substantial amounts of the Debtors' cash, proprietary and confidential information and used the Debtors' personnel and fixed assets to start up a secret new business venture, the concept for which was first developed by the Debtors as a way to avoid financial ruin," the trustee said in the complaint. According to Mr. Sher, the Senior Officers provided TMST's Board of Directors and restructuring professionals with misrepresentations and half-truths, and failed to candidly disclose material facts, all in order to try and obtain the blessings of the Board of Directors and those professionals for certain actions that the Defendants took in implementing their secret venture. The complaint alleges that the Senior Officers (i) amended a management agreement between TMST and TMAC in order to transfer millions of dollars to TMAC and then lied to the board about the reason for the amendment, (ii) needlessly paid hundreds of thousands of dollars to vendors so that the vendors? products would be available for their new venture, (iii) illegally paid themselves hundreds of thousands of dollars in unauthorized bonuses on the eve of bankruptcy, (iv) secretly transferred the Debtors' confidential and proprietary information to their new venture, (v) used millions of dollars of the Debtors' work product for their new venture without compensating the Debtors, (vi) used the Debtors' employees and resources post petition to start up their new venture, (vii) paid themselves excessive post petition salaries while they were primarily engaged in promoting their new venture, and (viii) engaged in a grand scheme to hide and cover up their actions. About Thornburg Mortgage Based in Santa Fe, New Mexico, Thornburg Mortgage Inc. (NYSE: TMA) -- http://www.thornburgmortgage.com/-- was a single-family residential mortgage lender focused principally on prime and super-prime borrowers seeking jumbo and super-jumbo adjustable rate mortgages. It originated, acquired, and retained investments in adjustable and variable rate mortgage assets. Its ARM assets comprised of purchased ARM assets and ARM loans, including traditional ARM assets and hybrid ARM assets. Thornburg Mortgage, Inc., and its four affiliates filed for Chapter 11 on May 1 (Bankr. D. Md. Lead Case No. 09-17787). Thornburg has changed its name to TMST, Inc. Judge Duncan W. Keir is handling the case. David E. Rice, Esq., at Venable LLP, in Baltimore, Maryland, has been tapped as counsel. Orrick, Herrington & Sutcliffe LLP is employed as special counsel. Jim Murray, and David Hilty, at Houlihan Lokey Howard & Zukin Capital, Inc., have been tapped as investment banker and financial advisor. Protiviti Inc. has also been engaged for financial advisory services. KPMG LLP is the tax consultant. Epiq Systems, Inc., is claims and noticing agent. In its bankruptcy petition, Thornburg listed total assets of $24,400,000,000 and total debts of $24,700,000,000, as of January 31, 2009. On October 28, 2009, the Court approved the appointment of Joel I. Sher as the Chapter 11 Trustee for the Company, TMST Acquisition Subsidiary, Inc., TMST Home Loans, Inc. and TMST Hedging Strategies, Inc. TLC VISION: Shareholders Seek Official Committee ------------------------------------------------ netDocket reports that a group of TLC Vision (USA) Corporation's shareholders holding 12% -- or 6 million shares -- of the company's equity asks Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware to appoint an Official Committee of Equity Security Holders in the case. The group is represented by Cooley Godward Kronish LLP and Benesch, Friedlander, Coplan & Aronoff LLP. The members of the group are: * Strategic Turnaround Opportunity Fund, L.P. * Strategic Turnaround Equity Partners, L.P. (Cayman) * Rexon Galloway Capital Growth, LLC * Trinad Capital Master Fund Ltd. * Red Oak Fund, L.P. * Pinnacle Fund, LLLP * Bruce Galloway Rollover IRA * Sara Galloway Rollover IRA * Gary Herman IRA * Inventron, Ltd. (Energy) * Lorraine Herman * Larry Hopfensinger According to netDockets, the group asserts that "it is clear that the Debtors' 700 equity holders are in the money." netDockets says the group points to the increasing return for unsecured creditors in recent plan support agreements (100%) versus earlier plan support agreements (10%) and the fact that the most recent plan support agreement, which is between TLC Vision, Charlesbank Equity Fund IV, Limited Partnership and HIG Middle Market LLC -- which is an affiliate of the Debtors' majority prepetition lender -- provides for a small recovery for equity holders if unsecured creditors vote in favor of the proposed plan. The shareholder group, according to netDockets, argues that the appointment of an equity committee is necessary to protect the interests of equity holders because TLC Vision is primarily focused on confirming a plan of reorganization. Despite TLC Vision owing a fiduciary duty to its shareholders, the group contends that the debtors "cannot adequately represent the interests of equity while maintaining the support of their creditor constituents, including HIG, for the existing plan process" because HIG "has a vested interest in freezing equity holders out of the process altogether." netDocket recalls that the Debtor filed a pre-negotiated plan of reorganization together with its Chapter 11 petition. The plan was supported by the holders of 56% of the claims arising under TLC's prepetition senior credit facility. The plan provided that the senior debt would be refinanced into $80 million in secured notes and 100% of the reorganized equity. Unsecured creditors were to receive their pro rata share of a cash pool or 10% of the allowed amount of their claim (whichever was less) and equity holders would receive nothing. TLC Vision retained a "fiduciary out" to enter into a competing plan support agreement if certain conditions were met and utilized that out to enter into a plan sponsor agreement in early February with Charlesbank Equity Fund IV. That alternative plan agreement provided for a 15% increase in the cash pool made available to unsecured creditors and removal of the 10% recovery cap, as well as $287,500 for equity holders (if unsecured creditors supported the plan). In response, netDocket continues, HIG Middle Market made a superior competing offer and, subsequently, Charlesbank and HIG agreed to co-sponsor a further modified plan which would provide even greater recoveries to general unsecured creditors: 90% of their allowed claim in cash (up to a maximum of $9 million total) and 10% of their allowed claim paid in a note due one year from the effective date of the plan ($3 million maximum). The plan estimates that unsecured claims will total less than $7.5 million, suggesting that the caps on the payments will not come into play (TLC's schedules of liabilities reflect over $14 million in unsecured claims). Equity holders would still receive their pro rata share of $287,500 and, again, only if unsecured creditors voted in favor of confirmation of the plan. A full-text copy of the amended Disclosure Statement is available for free at http://bankrupt.com/misc/TLCVision_AmendedDS.pdf A full-text copy of the amended Plan of Reorganization is available for free at: http://bankrupt.com/misc/TLCVision_AmendedPlan.pdf TLCVision -- http://www.tlcvision.com/-- is North America's premier eye care services company, providing eye doctors with the tools and technologies needed to deliver high-quality patient care. Through its centers' management, technology access service models, extensive optometric relationships, direct to consumer advertising and managed care contracting strength, TLCVision maintains leading positions in Refractive, Cataract and Eye Care markets. TLC Vision (USA) Corporation, and two of its corporate affiliates filed petitions for Chapter 11 on Dec. 21, 2009 (Bankr. D. Del. Case No. 09-14473). The petition says assets and debts are $100 million to $500 million. The Company's lead U.S. restructuring counsel is the law firm of Proskauer Rose LLP and Canadian restructuring counsel is the law firm of Torys LLP. The Company's financial advisor is Conway Del Genio Gries & Co., LLC. Epiq Bankruptcy Solutions is claims and notice agent. TRILOGY INTERNATIONAL: S&P Junks Rating on Senior Secured Loan -------------------------------------------------------------- Moody's Investors Service lowered the rating on the senior secured term loan of Trilogy International Partners LLC to Caa1 from B3 based on the increase in liabilities ranked senior to the term loan. Trilogy executed a $40 million (unrated) secured loan at its Bolivian subsidiary (NuevaTel PCS de Bolivia S.A.). Moody's considers this loan senior to the rated $250 million secured term loan at Trilogy International Partners (TIP term loan); TIP term loan lenders have security in domestic subsidiaries only, and the assets of these domestic subsidiaries consist of shares only. In Moody's opinion, stock pledges have value only to the extent that no material liabilities exist at the subsidiary whose stock is being pledged, and foreign jurisdiction of the subsidiaries could complicate access to the assets. In Trilogy's case, the $40 million term loan creates another liability ahead of the TIP term loan, in addition to the trade payables residing at the operating level. Moody's prioritize the trade payables and the new NuevaTel term loan ahead of the TIP term loan. As such, Moody's now rates the TIP term loan Caa1, one notch below the B3 corporate family rating. All ratings (including the B3 corporate family and B3 probability of default ratings) remain under review for downgrade. Notwithstanding the modest improvement in liquidity provided by the NuevaTel loan, Moody's remains concerned about continued uncertainty regarding the timeframe for and ability of management to turn around operations in the Dominican Republic, the impact of the New Zealand launch on Trilogy's liquidity profile, and the operational impact of the earthquake in Haiti. The review will focus on the damage that the earthquake caused to Trilogy's wireless telecommunications network; impact on the subscriber base; permanent impact on the economic vitality of the City of Port-au-Prince and Republic of Haiti; cost of reconstructing damaged equipment; timing and magnitude of any external financing to help with the reconstruction as well as funding the overall business; and financial flexibility to cover any costs incurred. Liquidity remains a primary concern, and Moody's will assess the company's strategic plans given the need to support remediation efforts in Haiti, the ongoing capital intensive turnaround in the Dominican Republic, and the launch of operations in New Zealand. Trilogy International Partners LLC -- Senior Secured Bank Credit Facility, Downgraded to Caa1, LGD4, 64% from B3, LGD4, 60% Outlook: Under Review for Downgrade The most recent rating action for Trilogy International Partners LLC was on January 20, 2010, when Moody's placed all Trilogy ratings under review for downgrade. Based in Bellevue, WA, Trilogy International Partners LLC provides wireless communication services to over 3 million subscribers in Bolivia, Haiti, the Dominican Republic, and New Zealand. TROPICANA ENTERTAINMENT: NJCC Approves Sale of Casino to Icahn -------------------------------------------------------------- The New Jersey Casino Control Commission approved the acquisition of the New Jersey Tropicana Casino & Resort by an entity owned 46% by affiliates of Carl C. Icahn. That approval clears the way for the entire Tropicana organization to emerge from bankruptcy, in a transaction that is expected to be completed early next week. Mr. Icahn said that he was extremely pleased that the Casino Control Commission's approval had been granted and that he wished to thank the New Jersey Casino Control Commission, as well as the Division of Gaming Enforcement, for working so assiduously. Regarding the Tropicana's New Jersey operation, Mr. Icahn noted that "there will undoubtedly be tough sledding ahead for Atlantic City, especially in light of the increasing competition from neighboring states. However, I believe that Atlantic City, with its beautiful beaches, can again become a premier destination resort. For this to come to fruition, casino hotels must invest capital not only in their own resorts but also in 'major events' that will draw gamblers away from competing states." Mr. Icahn added that because it will emerge with only minimal debt, the Tropicana will not only be able to survive but will be in a position to make the investments necessary to succeed. Mr. Icahn also expressed his appreciation to the casino commissions and regulators in Indiana, Louisiana, Mississippi and Nevada, in which the Tropicana operates, for all of their hard work in completing the approval process. "I look forward with great optimism to the future of the Tropicana," Mr. Icahn stated. About Tropicana Entertainment Tropicana Entertainment LLC and its units owned eleven casino properties in eight distinct gaming markets with premier properties in Las Vegas, Nevada, and Atlantic City, New Jersey. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana have obtained confirmation from the Bankruptcy Court of a reorganization plan. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the chapter 11 restructuring proceedings commenced by Tropicana Entertainment LLC and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TROPICANA ENTERTAINMENT: Aztar Evansville Could Get Name Change --------------------------------------------------------------- Casino Aztar Evansville, a riverboat casino located in Evansville, Indiana, could get a name change, among other things, according to Tristatehomepage.com. "The long term strategy I expect would be a Tropicana brand so it would have an identity throughout the Country," Tristatehomepage.com quoted Casino Aztar General Manager Grady Aitken as saying. Aztar Marketing Director Stacey McNeill told wfie.com that "they are looking at names like 'Tropicana' or Trop-Evansville.'" Along with a name change, Casino Aztar will sport an improved look. Sarah Fortune of Tristatehomepage.com noted that as Tropicana emerges from bankruptcy, new funds will be available "to improve the look" of Casino Aztar. Tropicana Entertainment is expected to take full ownership of the casino within two months. A plan is underway that has allowed Casino Aztar to introduce new games and other property upgrades, wfie.com related in a separate report. About Tropicana Entertainment Tropicana Entertainment LLC and its units owned eleven casino properties in eight distinct gaming markets with premier properties in Las Vegas, Nevada, and Atlantic City, New Jersey. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana have obtained confirmation from the Bankruptcy Court of a reorganization plan. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the chapter 11 restructuring proceedings commenced by Tropicana Entertainment LLC and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TROPICANA ENTERTAINMENT: Union Fund Asks Lift Stay to Pursue Claim ------------------------------------------------------------------ The fiduciaries of the Hotel Employees and Restaurant Employees International Union Welfare Fund and the Southern Nevada Culinary and Bartenders Pension Trust Fund ask the Bankruptcy Court to lift the automatic stay so that they may pursue their claims against Tropicana Las Vegas, Inc., in an action pending United States District Court for the District of Nevada. The LandCo Debtors are successor entities to Hotel Ramada of Nevada, Inc., which is a party to certain labor agreements with the Culinary Workers Union, Local 226, of which the Culinary Trust Funds are intended beneficiaries, Sara D. Cope, Esq., at Christensen James & Martin, in Las Vegas, Nevada, relates. The Chapter 11 Plans of the LandCo Debtors have been confirmed and declared effective as of July 1, 2009. The LandCo Debtors formed a new entity, the Tropicana LV, and affirmatively assumed and assigned the Labor Agreements to the new entity. The assumption and assignment of the Labor Agreements was confirmed in a letter to the Union dated August 1, 2009. As a successor entity to the Labor Agreement, Tropicana LV is bound by its terms and conditions, according to Ms. Cope. The Culinary Trust Funds thus seek the enforcement of the provisions of the Labor Agreement. Among other things, the Labor Agreement requires payment of certain fringe benefit contributions for work covered under the Agreement, and for the cooperation with any audit deemed necessary and proper by the Trust Funds. On October 21, 2009, the Culinary Trust Funds filed a complaint in the Nevada District Court against Tropicana LV and certain other parties for payment of delinquent fringe benefit contributions due and owing under the Labor Agreement, and to compel cooperation with an audit. Ms. Cope discloses that the Complaint has not yet been served on Tropicana LV. While the Culinary Trust Funds maintain that Tropicana LV is not afforded protection by Section 362 of the Bankruptcy Code, out of an abundance of caution, they seek the Bankruptcy Court's permission to serve Tropicana LV with the Complaint and to proceed with their claims in the District Court case. Ms. Cope emphasizes that even if Tropicana LV is entitled to Section 362 protection, the Culinary Trust Funds have effectively preserved their claims in the bankruptcy action. The Culinary Trust Funds filed a proof of claim preserving their right to complete a compliance audit and pursue any claims discovered by the audit on September 25, 2008, according to Ms. Cope. She adds that the Culinary Trust Funds responded to the Debtors' Fifteenth Omnibus Objection on June 4, 2009, withdrawing their claim for "known delinquencies" and specifically preserving their right to receive monthly contribution reports, to receive monthly payments, and to conduct a compliance audit and pursue any claims discovered. About Tropicana Entertainment Tropicana Entertainment LLC and its units owned eleven casino properties in eight distinct gaming markets with premier properties in Las Vegas, Nevada, and Atlantic City, New Jersey. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana have obtained confirmation from the Bankruptcy Court of a reorganization plan. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the chapter 11 restructuring proceedings commenced by Tropicana Entertainment LLC and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TROPICANA ENTERTAINMENT: Fee Auditor Issue Report on Fee Apps. -------------------------------------------------------------- Warren H. Smith & Associates, P.C., the Court-appointed fee auditor in the Debtors' cases, delivered to the Court his final report on the fee applications of two more bankruptcy professionals retained in the Debtors' cases for the fourth and fifth interim fee periods, as well as final fee applications. Pursuant to the findings in its report, the Fee Auditor recommends the approval of these fees and expenses: Requested Recommended --------------------- --------------------- Professional Fees Expenses Fees Expenses ------------ ----------- -------- ----------- --------- Capstone Advisory $236,912 $3,606 $236,912 $3,606 Group LLP Creditors Committee's Financial Advisors Period: 02/01/09-04/30/09 Capstone Advisory 30,709 78 30,709 78 Group LLP Creditors Committee's Financial Advisors Period: 05/01/09-06/30/09 Capstone Advisory 3,952,387 97,523 3,952,387 97,278 Group LLP Creditors Committee's Financial Advisors Period: 05/22/08-06/30/09 Paul, Hastings, 15,321 1,431 15,321 1,413 Janofsky & Walker LLP Board of Directors Litigation Committee's Counsel Period: 02/01/09-04/30/09 Paul, Hastings, 4,796 30 4,796 30 Janofsky & Walker LLP Board of Directors Litigation Committee's Counsel Period: 05/01/09-06/30/09 Paul, Hastings, 844,413 35,985 837,155 33,952 Janofsky & Walker LLP Board of Directors Litigation Committee's Counsel Period: 07/28/08-07/31/09 The Fee Auditor also amended its final report with respect to the Regulatory and Gaming Counsel of the Official Committee of Unsecured Creditors, to include all five professionals. Requested Recommended --------------------- --------------------- Professional Fees Expenses Fees Expenses ------------ ----------- -------- ----------- --------- Bose McKinney & $20,366 $14 $17,791 $14 Evans LLP Committee's counsel Period: 09/19/08-02/28/09 Lionel Sawyer & 10,580 1,108 10,580 792 Collins Committee's counsel Period: 09/30/08-02/28/09 McGlinchey Stafford 11,937 37 11,937 37 PLLC Committee's counsel Period: 08/11/08-02/28/09 Sills Cummis & Gross 11,150 6 10,994 6 P.C. Committee's counsel Period: 02/06/09-02/28/09 Watkins Ludlam Winter 2,576 59 2,576 59 & Stennis, P.A. Committee's counsel Period: 09/30/08-02/28/09 About Tropicana Entertainment Tropicana Entertainment LLC and its units owned eleven casino properties in eight distinct gaming markets with premier properties in Las Vegas, Nevada, and Atlantic City, New Jersey. Tropicana Entertainment LLC and certain affiliates filed for Chapter 11 protection on May 5, 2008 (Bankr. D. Del. Case No. 08- 10856). Kirkland & Ellis LLP and Mark D. Collins, Esq., at Richards Layton & Finger, represent the Debtors in their restructuring efforts. Their financial advisor is Lazard Ltd. Their notice, claims, and balloting agent is Kurtzman Carson Consultants LLC. Epiq Bankruptcy Solutions LLC is the Debtors' Web site administration agent. AlixPartners LLP is the Debtors' restructuring advisor. Stroock & Stroock & Lavan LLP and Morris Nichols Arsht & Tunnell LLP represent the Official Committee of Unsecured Creditors in this case. Capstone Advisory Group LLC is financial advisor to the Creditors' Committee. The OpCo Debtors, a group of Tropicana entities owning casinos and resorts in Atlantic City, New Jersey and Evansville, Indiana have obtained confirmation from the Bankruptcy Court of a reorganization plan. A group of Tropicana entities, known as the LandCo Debtors, which own Tropicana casino property in Las Vegas, have obtained approval of a separate Chapter 11 plan. On April 29, 2009, non-debtor units of the OpCo Debtors, designated as the New Jersey Debtors -- Adamar of New Jersey, Inc., and its affiliate, Manchester Mall, Inc. -- filed for Chapter 11 (Bankr. D. N.J. Lead Case No. 09- 20711) to effectuate a sale of the Atlantic City Resort and Casino to a group of Investors-led by Carl Icahn. Judge Judith H. Wizmur presides over the cases. Manchester Mall is a wholly owned subsidiary of Adamar that owns and operates certain real property utilized in the New Jersey Debtors' business operations. Ilana Volkov, Esq., and Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, in Hackensack, New Jersey, represent the New Jersey Debtors. Kurtzman Carson Consultants LLC acts as their claims and notice agent. Adamar disclosed $500 million to $1 billion both in total assets and debts in its petition. Manchester Mall disclosed $1 million to $10 million in total assets, and less than $50,000 in total debts in its petition. Bankruptcy Creditors' Service, Inc., publishes Tropicana Bankruptcy News. The newsletter tracks the chapter 11 restructuring proceedings commenced by Tropicana Entertainment LLC and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TW TELECOM: Moody's Assigns 'B2' Rating on $430 Mil. Notes ---------------------------------------------------------- Moody's Investors Service has assigned a B2 rating to the proposed $430 million senior unsecured notes offering at tw telecom holdings inc., a wholly owned subsidiary of tw telecom Inc. The Company plans to use the majority of the net proceeds from the proposed debt issuance to refinance $400 million of senior unsecured notes at TWTH. The new notes will have a 8-year maturity. While the transaction is not expected to impact TWTC's credit metrics, the extended maturity of a significant portion of its debt will enhance the Company's already very good liquidity. Moody's believes that a successful execution of the notes offering will better align the Company's debt maturity profile with its assets, which are mainly long-term. As part of the rating action, Moody's also affirmed the B1 corporate family and probability-of-default ratings of TWTC, and its SGL-1 liquidity rating. The ratings for existing senior debt did not change. The outlook for ratings remains stable. Moody's has taken these rating actions: At tw telecom holdings Inc.: * Senior Unsecured Notes due 2018 -- Assigned B2, LGD4 -- 63% These ratings were affirmed: At tw telecom Inc.: * Corporate family rating -- B1 * Probability of Default Rating -- B1 * Speculative grade liquidity rating -- SGL-1 * Convertible senior notes due 2026 -- B3, LGD 5 -- 89% At tw telecom holdings inc.: * Sr. Secured Revolver due 2011 -- Ba1, LGD 2 -- 19% * Sr. Secured Term Loan B due 2013 -- Ba1, LGD 2 -- 19% * Senior Notes due 2014 -- B2, LGD4 -- 63%, to be withdrawn at close * Outlook -- Stable TWTC's corporate family rating is solidly positioned in the B1 rating category, which reflects the Company's track record of strong operating performance driven by the revenue growth in the enterprise segment and the Company's enhanced operating scale following the acquisition of Xspedius in 2006 (which expanded its footprint to 75 of the top 100 markets in the U.S.). Despite the severe recession during most of 2009, TWTC's overall revenue and revenue from the enterprise segment grew 4.5% and 8%, respectively, reflecting strong execution and the growing demand for Ethernet and IP-based products from enterprise customers. The Company's results reinforce its differentiated business model that relies on a fiber-rich network with direct connections to major customers, eliminating the need to rely on incumbent carriers for a critical portion of its last mile connections. TWTC carries the majority of traffic on its own network, which allows the Company to generate industry-leading EBITDA margins and the ability to bundle other telecommunications products and services, which in turn reduces churn. The rating is tempered by elevated levels of capital spending that are inherent to TWTC's business model, its high leverage and the Company's challenging competitive position. Moody's most recent rating action for TWTC was on May 4, 2009, when Moody's raised the Company's corporate family rating to B1 and changed the rating outlook to stable from stable. tw telecom Inc., headquartered in Littleton, CO, provides data, dedicated Internet access, and local and long distance voice services to business customers and organizations in 75 metropolitan markets in the United States. The Company generated $1.2 billion in revenue in 2009. UAL CORP: Blackrock Reports 5.24% Equity Stake ---------------------------------------------- In a Schedule 13G/A filed with the Securities and Exchange Commission dated January 20, 2010, BlackRock, Inc., disclosed that it beneficially owns 8,753,024 shares of UAL Corporation Common Stock, representing 5.24% of UAL's total outstanding shares. UAL had 167,040,862 shares of common stock outstanding as of October 21, 2009. BlackRock has sole power to vote and dispose of the 8,753,024 shares of UAL common stock. BlackRock explained that it completed its acquisition of Barclays Global Investors, NA from Barclays Global Investors from Barclays Bank Plc. on December 1, 2009. As a result, BGI and certain of its affiliates are now included as subsidiaries of BlackRock for purposes of Schedule 13G filings. 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: LMM LLC Reports 4.54% Equity Stake -------------------------------------------- In a regulatory filing with the U.S. Securities and Exchange Commission dated February 15, 2010, LMM LLC disclosed that it beneficially owns 7,590,632 shares of UAL Corp. common stock, representing 4.54% of UAL's total outstanding shares. UAL had 167,040,862 shares of common stock outstanding as of October 21, 2009. LMM said that it has shared voting power and shared dispositive power of all its shares. In the same filing, Legg Mason Capital Management, Inc. disclosed that it beneficially owns 1,948,889 shares of UAL common stock, representing 1.17% of UAL's outstanding shares. Legg Mason Capital Management has shared voting power and shared dispositive power of all its shares. 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: Citadel Reports 4% Equity Stake ----------------------------------------- In a Schedule 13G/A filed with the U.S. Securities and Exchange Commission dated February 16, 2010, Citadel Advisors LLC disclosed that it beneficially owns 6,726,927 shares of UAL Corporation common stock, representing 4% of UAL's total outstanding shares. The 4% equity stake is based on 167,040,862 shares of UAL common stock outstanding as of October 21, 2009, plus 633,057 shares of UAL common stock issuable upon the conversion of the 6% Convertible Senior Notes due 2029 held by Citadel Advisors. Citadel Advisors has shared voting power and dispositive power Of, and does not have the sole power to dispose of or to direct the disposition of the 6,726,927 shares. Moreover, these entities have shared power to dispose of or to direct the disposition of 6,726,927 shares: * Citadel Holdings II LP * Citadel Derivatives Trading Ltd. * Citadel Equity Fund Ltd. * Citadel Convertible Opportunities Ltd. * Citadel Global Equities Master Fund Ltd. * Citadel Securities LLC * Citadel Investment Group II, L.L.C. * Kenneth Griffin Citadel Advisors is the investment manager for CEF, CCO, CG and certain segregated accounts, and the portfolio manager for CDT. CH-II is the managing member of Citadel Advisors. Citadel Holdings I LP, is the non-member manager of Citadel Securities. CIG-II is the general partner of CH-I and CH-II. Mr. Griffin is the President and Chief Executive Officer of, and owns a controlling interest in, CIG-II. 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: Appaloosa Owns 3.04 Million Shares of Common Stock ------------------------------------------------------------ In a Schedule 13F filed with the Securities and Exchange Commission dated February 12, 2010, Appaloosa Management L.P. disclosed that it beneficially owns 3,042,527 shares of UAL Corporation Common Stock. The fair market value of these shares amounts to $39,279. AMLP also has the sole power to vote on 3,042,527 shares of UAL common stock. Appaloosa owns shares 3,396,094,000 of securities of about 48 companies, including UAL. 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. USEC INC: Earns $58.9 Million for Fourth Quarter 2009 ----------------------------------------------------- USEC Inc. reported net income $58.5 million for fourth quarter 2009 compared with a net income of $48.7 million for the same period a year ago. For the fourth quarter ended December 31, 2009, USEC earned $49.5 million compared to $25.1 million for the same quarter of 2008. The financial results in the full year and fourth quarter reflect the receipt of approximately $70 million related to a trade case settlement with Eurodif S.A. and its affiliates. The volume of separative work unit sold increased by 30 percent in 2009 due to the timing of nuclear utility customer refuelings. A 7 percent increase in the average price of SWU billed to customers was offset by higher production costs and purchase costs from Russia, squeezing gross profit margins to 10.1 percent, which was in line with USEC guidance. "We had a solid year of delivering low enriched uranium for our nuclear utility customers. Our operations were strong and total revenue exceeded $2 billion for the first time," said John K. Welch, USEC president and chief executive officer. "We maintained our superior record of delivering the nuclear fuel that is essential to our customers, on time and on specification." "But it was also a year with disappointments regarding the American Centrifuge program. While we made progress in several important areas, we believed our application for a loan guarantee from the Department of Energy was on track for a conditional commitment in 2009. That didn't happen. We demobilized construction of the American Centrifuge Plant in August and we are now focused on addressing the technical and financial concerns of the DOE in the first half of 2010," Mr. Welch said. Revenue Revenue for the fourth quarter was $467.6 million, an increase of 8 percent compared to the same quarter of 2008. Revenue from the sale of SWU for the quarter was $380.8 million compared to $314.3 million in the same period last year. The volume of SWU sales increased 11 percent in the quarter while average prices billed to customers increased 9 percent. Revenue from the sale of uranium was $30.5 million, a decrease of $32.1 million from the same quarter last year. The quarterly results reflect a decrease of 24 percent in uranium volume sold at average prices that were more than 36 percent lower than in the 2008 period due to the mix, timing and terms of uranium contracts. Revenue from our U.S. government contracts segment was $56.3 million compared to $55 million in the fourth quarter last year. For the full year, revenue was $2.04 billion, an increase of 26 percent over 2008. The timing impact of reactor refueling in 2009 on SWU sales compared to 2008 was clear as SWU volume increased 30 percent. Average SWU prices billed to customers increased 7 percent compared to last year. The volume of uranium sold decreased by 35 percent and the average price billed to customers increased 28 percent. Revenue from U.S. government contracts and other was $209.1 million, a 6 percent decline year over year due primarily to declines in contract work at the gaseous diffusion plants and expiration in 2008 of a database management contract by our subsidiary, NAC. The 2008 government contracts segment included incremental revenue for DOE contract work done in prior years. In a number of sales transactions, USEC transfers title and collects cash from customers but does not recognize the revenue until low enriched uranium is physically delivered. At December 31, 2009, deferred revenue totaled $301.9 million, an increase of $105.6 million from December 31, 2008. The gross profit associated with deferred revenue as of December 31, 2009, was $57.5 million. A majority of reactors served by USEC are refueled on an 12-to-24- month cycle, and this can lead to significant quarterly and annual swings in SWU sales volume that reflects the mix of refueling cycles. Therefore, short-term comparisons of USEC's financial results are not necessarily indicative of longer-term results. A full-text copy of the company's financial result is available for free at http://researcharchives.com/t/s?56f0 About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- a global energy company, is a supplier of enriched uranium fuel for commercial nuclear power plants. * * * According to the Troubled Company Reporter on Dec. 30, 2009, USEC Inc. has a revolving credit that matures in August and a corporate rating from Standard & Poor's that recently declined one click to CCC+, matching the action taken on Dec. 18 by Moody's Investors Service. USEC INC: Inks 2nd Amended Credit Agreement with JPMorgan Chase --------------------------------------------------------------- USEC Inc. and its wholly owned subsidiary United States Enrichment Corporation entered into a Second Amended and Restated Revolving Credit Agreement with JPMorgan Chase Bank, N.A., as administrative and collateral agent, JPMorgan Securities, Inc., Wachovia Capital Finance Corporation, and UBS Securities LLC, as joint book managers and joint lead arrangers, Wachovia Capital Finance Corporation (New England), as syndication agent, and UBS Securities LLC, as documentation agent. The Amended and Restated Credit Agreement provides for a revolving credit facility of up to $225 million, which replaces USEC's existing $400 million revolving credit facility that had been scheduled to expire on August 18, 2010. The New Credit Facility contains an accordion feature that allows USEC to expand the size of the facility up to an aggregate of $350 million in revolving credit commitments, subject to USEC obtaining additional commitments. In the event of such an increase in commitments, the letter of credit sublimit under the New Credit Facility will also increase dollar for dollar up to a maximum of $150 million. The Company's obligations under the Amended and Restated Credit Agreement are secured by certain assets of the Company and its subsidiaries, excluding equity in, and assets of, subsidiaries created to carry out future commercial American Centrifuge activities. The New Credit Facility is available to finance working capital needs and general corporate purposes. Under the terms of the New Credit Facility, the Company is subject to restrictions on its ability to spend on the American Centrifuge project. Subject to certain limitations when Availability falls below certain thresholds, the New Credit Facility permits the Company to spend up to $90 million for the American Centrifuge project over the term of the New Credit Facility. However, for every additional dollar of aggregate lender commitments that USEC obtains under the accordion feature described above, the ACP Spending Basket is increased by one dollar up to a maximum of $165 million. The New Credit Facility does not restrict the investment of proceeds of grants and certain other financial accommodations that may be received from the U.S. Department of Energy or other third parties that are specifically designated for investment in the American Centrifuge project. In addition to the ACP Spending Basket, the New Credit Facility also permits the investment in the American Centrifuge project of net proceeds from additional equity capital raised by USEC, subject to certain provisions and certain limitations when Availability falls below certain thresholds. The New Credit Facility includes provisions permitting the transfer of assets related to the American Centrifuge project to enable USEC to separately finance the American Centrifuge project. The ACP Subsidiaries are not guarantors under the New Credit Facility, and their assets are not pledged as collateral. The New Credit Facility will expire on May 31, 2012. Outstanding borrowings under the New Credit Facility will bear interest at a variable rate equal to, based on the Company's election, either: * the sum of (1) the greater of (a) the JPMorgan Chase Bank, N.A. prime rate, (b) the federal funds rate plus � of 1%, or (c) 1-month LIBOR plus 1% plus (2) a margin ranging from 2.25% to 2.75% based upon Availability; or * the sum of LIBOR plus a margin ranging from 4.0% to 4.5% based upon Availability. As with the Prior Credit Facility, borrowings under the New Credit Facility are subject to limitations based on established percentages of qualifying assets pledged as collateral to the lenders, such as eligible accounts receivable and USEC-owned inventory. The New Credit Facility contains various reserve provisions that reduce available borrowings under the facility periodically or restrict the use of borrowings if certain requirements are not met. About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- a global energy company, is a supplier of enriched uranium fuel for commercial nuclear power plants. * * * According to the Troubled Company Reporter on Dec. 30, 2009, USEC Inc. has a revolving credit that matures in August and a corporate rating from Standard & Poor's that recently declined one click to CCC+, matching the action taken on Dec. 18 by Moody's Investors Service. UTEX COMMUNICATIONS: Case Summary & 18 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: UTEX Communications Corp. dba FeatureGroup IP 1250 S. Capital of Texas Hwy. Bldg. 2-235 Austin, TX 78746 Bankruptcy Case No.: 10-10599 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Western District of Texas (Austin) Debtors' Counsel: Patricia Baron Tomasco, Esq. Munch Hardt Kopf & Harr, P.C. 600 Congress Avenue, Suite 2900 Austin, TX 78701-3057 Tel: (512) 391-6109 Fax: (512) 226-7103 Email: ptomasco@munsch.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $10,000,001 to $50,000,000 A full-text copy of the Debtor's petition, including a list of its 18 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/txwb10-10599.pdf Debtor's List of 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Alpheus Communications LP Trade Debt $44,773 AT&T Trade Debt $9,391,886 722 N. Broadway, 11th Floor Milwaukee, WI 53202 AT&T Trade Debt 474,216 722 N. Broadway, 11th Floor Milwaukee, WI 53202 AT&T Trade Debt $8,812 CenturyTel of Lake Trade Debt $322 Dallas Inc. CenturyTel of San Marcos Trade Debt $1,369 Inc. City of Midland Trade Debt $117 ROW Fees CMS Trade Debt $3,000 NECA (Interstate TRS Fund) Trade Debt $113 Neustar, Inc. Trade Debt $846 Loudoun Tech Center NTS Communications Trade Debt $6,000 T3 VoiceNet Trade Debt $150 Texas Windstream Inc. Trade Debt $5,730 Attn: CABS Transaction Network Trade Debt $21,125 Services Valor Telecommunications Trade Debt $58,320 of Texas LP-TX Attn: CABS Wes-Tex Telephone Trade Debt $1,539 Attn: CABS Billing Dept. Windstream Communications Trade Debt $31,185 Kerville LP Attn: CABS Windstream Sugar Land Inc. Trade Debt $41,701 Attn: CABS The petition was signed by Lowell Feldman, the company's CEO. UTSTARCOM INC: Viraj Patel Steps Down as Vice President ------------------------------------------------------- UTStarcom Inc. said that Viraj Patel left his position as vice president, corporate controller and chief accounting officer. Mr. Patel's departure was in connection with the Company's plans to relocate certain functions in China and is governed by the terms and conditions under an executive involuntary termination severance pay plan. Going Concern Doubt At September 30, 2009, the Company's consolidated balance sheets showed $1.004 billion in total assets, $707.0 million in total liabilities, and $297 million in total stockholders' equity. The Company incurred net losses of $150.3 million, $195.6 million and $117.3 million during the years ended December 31, 2008, 2007, and 2006, respectively. During the nine months ended September 30, 2009, the Company incurred a net loss of $186.3 million. The Company recorded operating losses in 18 of the 19 consecutive quarters in the period ended September 30, 2009. At September 30, 2009, the Company had an accumulated deficit of $1.03 billion. The Company incurred net cash outflows from operations of $55.2 million and $225.1 million in 2008 and 2007 respectively. Cash used in operations was $89.2 million during the nine months ended September 30, 2009. The Company said it expects to continue to incur losses and negative cash flows from operations over at least the remainder of 2009. The Company's only committed source for borrowings is a credit facility in China. During the third quarter of 2009, a $263.5 million credit facility expired and was not renewed. The remaining approximately $58.6 million credit facility expires in the fourth quarter of 2009. While improvements in operating results, cash flows and liquidity are anticipated as management's initiatives to control and reduce costs while maintaining and growing its revenue base are fully implemented, the Company believes its recurring losses and expected negative cash flows from operations raise substantial doubt about its ability to continue as a going concern. The Company's independent registered public accounting firm included an explanatory paragraph highlighting this uncertainty in the Company's annual Report on Form 10-K for the year ended December 31, 2008. About UTStarcom UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions and international service and support. The Company sells its solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. The Company was founded in 1991 and is headquartered in Alameda, California. VERENIUM CORP: Capital Ventures, Heights Capital Hold 5.8% Stake ---------------------------------------------------------------- Capital Ventures International in Grand Cayman, Cayman Islands; and Heights Capital Management, Inc., in San Francisco, California, disclosed that as of December 31, 2009, they may be deemed to beneficially own 725,291 shares or roughly 5.8% of the common stock of Verenium Corporation. Heights Capital Management is the investment manager to Capital Ventures International and as such may exercise voting and dispositive power over the shares. The shares are issuable upon conversion of $2,200,000 principal amount of Senior Convertible Notes due April 1, 2012. Capital Ventures and Heights Capital disclosed that Verenium's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2009 indicates there were 11,715,228 Shares outstanding as of November 6, 2009. In calculating percentage of Shares held, Capital Ventures and Heights Capital said they assumed the conversion of the Original Note at a conversion price of $4.2755 per share. In calculating the number of Shares and percentage of Shares held, Capital Ventures and Heights Capital also included warrants to purchase 210,731 Shares. According to Capital Ventures and Heights Capital, pursuant to the terms of a Convertible Note Amendment Agreement, dated July 1, 2009, Verenium purported to amend certain provisions of the Original Note, which, among other matters, would provide for a conversion price of $17.89, resulting in Capital Ventures and Heights Capital beneficially owning, together with the Warrants, 333,704 Shares, representing 2.8% of the outstanding Shares. Capital Ventures and Heights Capital dispute the effectiveness of the Amendment Agreement and maintain that they continue to own the Original Note. The Company and Capital Ventures and Heights Capital are currently litigating the validity of the Amendment Agreement. Based in Cambridge, Mass., Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a leader in the development and commercialization of cellulosic ethanol, an environmentally- friendly and renewable transportation fuel, as well as high- performance specialty enzymes for applications within the biofuels, industrial, and animal health markets. Going Concern/Bankruptcy Warning The Company has incurred a net loss of $18.9 million for the nine months ended September 30, 2009, and has an accumulated deficit of $632.5 million as of September 30, 2009. Based on the Company's current operating plan, which includes payments to be received by the Company or its consolidated entities from BP relating to the first and second phases of the strategic partnership, as well as proceeds from the Company's recent equity financing, the Company says its existing working capital may not be sufficient to meet the cash requirements to fund the Company's planned operating expenses, capital expenditures, required and potential payments under the 2007 Notes, the 2008 Notes, and the 2009 Notes, and working capital requirements through 2010 without additional sources of cash and/or the deferral, reduction or elimination of significant planned expenditures. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company adds that while it believes that it will be successful in raising or generating additional cash through a combination of corporate partnerships and collaborations, federal, state and local grant funding, selling or financing assets, incremental product sales and the additional sale of equity or debt securities, if it is unsuccessful in raising additional capital from any of these sources, it may need to defer, reduce or eliminate certain planned expenditures, restructure or significantly curtail its operations, file for bankruptcy or cease operations. VERENIUM CORP: Extends Joint Devt. Program with BP Until 1 ---------------------------------------------------------- Verenium Corporation has extended the joint development program established in August 2008 with partner BP for an additional month until April 1, 2010. BP and Verenium will continue their ongoing joint development work to accelerate the development and commercialization of cellulosic ethanol, while the two parties continue negotiations for a longer- term collaboration. Verenium will receive an additional $2.5 million from BP to co-fund the cellulosic ethanol program for the month of March. "Both Verenium and BP remain committed to advancing our cellulosic ethanol technology and agreeing on an appropriate structure for doing so," said Carlos A. Riva, President and Chief Executive Officer at Verenium. A full-text copy ofthe extension agreement is available for free at http://ResearchArchives.com/t/s?56c4 About Verenium Based in Cambridge, Mass., Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a leader in the development and commercialization of cellulosic ethanol, an environmentally- friendly and renewable transportation fuel, as well as high- performance specialty enzymes for applications within the biofuels, industrial, and animal health markets. Going Concern/Bankruptcy Warning The Company has incurred a net loss of $18.9 million for the nine months ended September 30, 2009, and has an accumulated deficit of $632.5 million as of September 30, 2009. Based on the Company's current operating plan, which includes payments to be received by the Company or its consolidated entities from BP relating to the first and second phases of the strategic partnership, as well as proceeds from the Company's recent equity financing, the Company says its existing working capital may not be sufficient to meet the cash requirements to fund the Company's planned operating expenses, capital expenditures, required and potential payments under the 2007 Notes, the 2008 Notes, and the 2009 Notes, and working capital requirements through 2010 without additional sources of cash and/or the deferral, reduction or elimination of significant planned expenditures. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company adds that while it believes that it will be successful in raising or generating additional cash through a combination of corporate partnerships and collaborations, federal, state and local grant funding, selling or financing assets, incremental product sales and the additional sale of equity or debt securities, if it is unsuccessful in raising additional capital from any of these sources, it may need to defer, reduce or eliminate certain planned expenditures, restructure or significantly curtail its operations, file for bankruptcy or cease operations. VERENIUM CORP: Highbridge Owns 8.29% of Common Stock ---------------------------------------------------- Highbridge International LLC, Highbridge Convertible Arbitrage Master Fund, L.P., Highbridge Capital Management, LLC, and Glenn Dubin disclosed that as of December 31, 2009, they may be deemed to beneficially own: 275,435 shares of Common Stock of Verenium Corporation; $8,000,690 aggregate principal amount of 8.0% Senior Convertible Notes due April 1, 2012, convertible into 447,215 shares of Common Stock; and Warrants to purchase 444,313 shares of Verenium Common Stock. Highbridge may be deemed to beneficially own 8.29% of Verenium's common stock. Highbridge Capital Management LLC is the trading manager of Highbridge International LLC and Highbridge Convertible Arbitrage Master Fund, L.P. Glenn Dubin is the Chief Executive Officer of Highbridge Capital Management, LLC. Based in Cambridge, Mass., Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a leader in the development and commercialization of cellulosic ethanol, an environmentally- friendly and renewable transportation fuel, as well as high- performance specialty enzymes for applications within the biofuels, industrial, and animal health markets. Going Concern/Bankruptcy Warning The Company has incurred a net loss of $18.9 million for the nine months ended September 30, 2009, and has an accumulated deficit of $632.5 million as of September 30, 2009. Based on the Company's current operating plan, which includes payments to be received by the Company or its consolidated entities from BP relating to the first and second phases of the strategic partnership, as well as proceeds from the Company's recent equity financing, the Company says its existing working capital may not be sufficient to meet the cash requirements to fund the Company's planned operating expenses, capital expenditures, required and potential payments under the 2007 Notes, the 2008 Notes, and the 2009 Notes, and working capital requirements through 2010 without additional sources of cash and/or the deferral, reduction or elimination of significant planned expenditures. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company adds that while it believes that it will be successful in raising or generating additional cash through a combination of corporate partnerships and collaborations, federal, state and local grant funding, selling or financing assets, incremental product sales and the additional sale of equity or debt securities, if it is unsuccessful in raising additional capital from any of these sources, it may need to defer, reduce or eliminate certain planned expenditures, restructure or significantly curtail its operations, file for bankruptcy or cease operations. VERENIUM CORP: Invesco Ltd. No Longer Holds Shares -------------------------------------------------- Atlanta, Georgia-based Invesco Ltd. disclosed that as of December 31, 2009, it no longer held shares Verenium Corporation. Based in Cambridge, Mass., Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a leader in the development and commercialization of cellulosic ethanol, an environmentally- friendly and renewable transportation fuel, as well as high- performance specialty enzymes for applications within the biofuels, industrial, and animal health markets. Going Concern/Bankruptcy Warning The Company has incurred a net loss of $18.9 million for the nine months ended September 30, 2009, and has an accumulated deficit of $632.5 million as of September 30, 2009. Based on the Company's current operating plan, which includes payments to be received by the Company or its consolidated entities from BP relating to the first and second phases of the strategic partnership, as well as proceeds from the Company's recent equity financing, the Company says its existing working capital may not be sufficient to meet the cash requirements to fund the Company's planned operating expenses, capital expenditures, required and potential payments under the 2007 Notes, the 2008 Notes, and the 2009 Notes, and working capital requirements through 2010 without additional sources of cash and/or the deferral, reduction or elimination of significant planned expenditures. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company adds that while it believes that it will be successful in raising or generating additional cash through a combination of corporate partnerships and collaborations, federal, state and local grant funding, selling or financing assets, incremental product sales and the additional sale of equity or debt securities, if it is unsuccessful in raising additional capital from any of these sources, it may need to defer, reduce or eliminate certain planned expenditures, restructure or significantly curtail its operations, file for bankruptcy or cease operations. VERENIUM CORP: Marxe and Greenhouse Hold 12.8% of Common Stock -------------------------------------------------------------- Austin W. Marxe and David M. Greenhouse disclosed that as of December 31, 2009, they may be deemed to beneficially own 1,506,073 shares or roughly 12.8% of the common stock of Verenium Corporation. Messrs. Marxe and Greenhouse share sole voting and investment power over 511,196 common shares and 281,253 Warrants to purchase 26,146 Common Shares owned by Special Situations Cayman Fund, L.P., and 942,587 common shares, and 281,225 Warrants to purchase 26,144 Common Shares owned by Special Situations Fund III QP, L.P. Messrs. Marxe and Greenhouse are the controlling principals of AWM Investment Company, Inc., the general partner of and investment adviser to Special Situations Cayman Fund, L.P. AWM also serves as the general partner of MGP Advisers Limited Partnership, the general partner of Special Situations Fund III QP, L.P. AWM serves as the investment adviser to SSFQP. The principal business of the Funds is to invest in equity and equity-related securities and other securities of any kind or nature. Based in Cambridge, Mass., Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a leader in the development and commercialization of cellulosic ethanol, an environmentally- friendly and renewable transportation fuel, as well as high- performance specialty enzymes for applications within the biofuels, industrial, and animal health markets. Going Concern/Bankruptcy Warning The Company has incurred a net loss of $18.9 million for the nine months ended September 30, 2009, and has an accumulated deficit of $632.5 million as of September 30, 2009. Based on the Company's current operating plan, which includes payments to be received by the Company or its consolidated entities from BP relating to the first and second phases of the strategic partnership, as well as proceeds from the Company's recent equity financing, the Company says its existing working capital may not be sufficient to meet the cash requirements to fund the Company's planned operating expenses, capital expenditures, required and potential payments under the 2007 Notes, the 2008 Notes, and the 2009 Notes, and working capital requirements through 2010 without additional sources of cash and/or the deferral, reduction or elimination of significant planned expenditures. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company adds that while it believes that it will be successful in raising or generating additional cash through a combination of corporate partnerships and collaborations, federal, state and local grant funding, selling or financing assets, incremental product sales and the additional sale of equity or debt securities, if it is unsuccessful in raising additional capital from any of these sources, it may need to defer, reduce or eliminate certain planned expenditures, restructure or significantly curtail its operations, file for bankruptcy or cease operations. VERENIUM CORP: Unit Extends BP Biofuels Joint Development Deal -------------------------------------------------------------- Verenium Corporation on March 1, 2010, said Verenium Biofuels Corporation, its wholly owned subsidiary, had entered into an Extension Agreement relating to the existing amended Joint Development and License Agreement between Verenium Biofuels and BP Biofuels North America LLC dated August 6, 2008, focused on the development and commercialization of cellulosic ethanol technologies and previously scheduled to expire on March 1, 2010. The principal purpose of the Extension is to extend for an additional month the joint development program conducted pursuant to the JDLA. The financial terms of the Extension include a cash payment of $2.5 million to Verenium Biofuels by BP for the continued performance of Verenium Biofuels' obligations under the joint development program during the period of the further extension. On February 20, 2009, Verenium Biofuels and BP also became parties to an Amended and Restated Limited Liability Company Operating Agreement whereby they each own a 50% interest in a limited liability company, Highlands Ethanol LLC, which serves as a commercial entity for the deployment of cellulosic ethanol technology being developed and proven pursuant to the JDLA. The Extension Agreement has no effect on Highlands Ethanol LLC. About Verenium Based in Cambridge, Mass., Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a leader in the development and commercialization of cellulosic ethanol, an environmentally- friendly and renewable transportation fuel, as well as high- performance specialty enzymes for applications within the biofuels, industrial, and animal health markets. Going Concern/Bankruptcy Warning The Company has incurred a net loss of $18.9 million for the nine months ended September 30, 2009, and has an accumulated deficit of $632.5 million as of September 30, 2009. Based on the Company's current operating plan, which includes payments to be received by the Company or its consolidated entities from BP relating to the first and second phases of the strategic partnership, as well as proceeds from the Company's recent equity financing, the Company says its existing working capital may not be sufficient to meet the cash requirements to fund the Company's planned operating expenses, capital expenditures, required and potential payments under the 2007 Notes, the 2008 Notes, and the 2009 Notes, and working capital requirements through 2010 without additional sources of cash and/or the deferral, reduction or elimination of significant planned expenditures. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company adds that while it believes that it will be successful in raising or generating additional cash through a combination of corporate partnerships and collaborations, federal, state and local grant funding, selling or financing assets, incremental product sales and the additional sale of equity or debt securities, if it is unsuccessful in raising additional capital from any of these sources, it may need to defer, reduce or eliminate certain planned expenditures, restructure or significantly curtail its operations, file for bankruptcy or cease operations. VISANT HOLDING: Moody's Affirms Corporate Family Rating at 'B1' --------------------------------------------------------------- Moody's Investors Service affirmed Visant Holding Corp.'s B1 corporate family and probability of default ratings but changed the company's rating outlook to stable from positive following the company's announcement that it will distribute about $138 million in cash to shareholders. While the company continues to generate free cash on a annual basis, Moody's believe the financial strategy of the shareholders is to continue to use leverage to enhance returns. Moreover, the weak economic outlook is likely to continue to pressure the top line although the company has successfully held operating margins. Moody's also notes the relatively short maturity for Visant's debt with bank and bonds maturing in 2011 and 2012, respectively. Moody's affirmed all ratings for Visant and its operating subsidiary Visant Corporation, as shown below: Visant Holding Corp: -- Corporate Family Rating, B1 -- Probability of Default Rating, B1 -- Senior Discount Notes, B3, LGD 5, 84% -- Senior Unsecured Bonds, B3, LGD 5, 84% Visant Corporation: -- Senior Subordinated Regular Bond/Debenture, B1, LGD3, 45% -- Senior Secured Bank Credit Facility, Ba1, LGD2, 10% Visant's B1 corporate family and probability of default ratings also reflect Moody's view that the company is unlikely to materially de-lever, concerns over increasing competition in the direct marketing space and the history of a shareholder-oriented financial policy (dividends and debt-financed acquisitions). Visant's good EBITDA margins, free cash flow generation, market leading position and high customer retention rate in the relatively more stable school rings scholastic segment support the rating. Given its free cash flow generating ability and private equity sponsor ownership, the company's balance between debt reduction, acquisitions, and equity distributions will continue to influence the ratings. Moody's last rating action was on June 17, 2009, when Moody's affirmed Visant's B1 CFR and changed the outlook to positive from stable. Visant Holding Corp. a leading marketing and publishing services enterprise, services school affinity, direct marketing, fragrance and cosmetics sampling and educational publishing markets. The company has 3 segments: Scholastic (mostly class rings and other graduation products), Memory Book (mostly school yearbooks) and Marketing and Publishing Services (mostly magazine inserts and other innovative direct marketing products). The company maintains headquarters in Armonk, New York. The company reported net sales of approximately $1.3 billion for the last twelve months ended January 3, 2010. WASHINGTON MUTUAL: Close to Settlement of JPMorgan Dispute ---------------------------------------------------------- Dow Jones Newswires' Peg Brickley reports that Brian Rosen, Esq., a partner at law firm Weil, Gotshal & Manges LLP in New York, who represents Washington Mutual, told the U.S. Bankruptcy Court for the District of Delaware on Thursday that WaMu is close to a settlement of its dispute with J.P. Morgan Chase & Co. over who owns about $4 billion claimed by both JPMorgan Chase & Co. and the parent company of the failed thrift. Mr. Rosen told Judge Mary Walrath the talks have "accelerated over the past few days." Dow Jones says Judge Walrath postponed a scheduled hearing on the dispute while the settlement talks continue. WaMu filed for bankruptcy in September 2008 when federal regulators seized its banking operations and sold them to JPMorgan. WaMu's lawyers argue the $4 billion represented deposits made by the parent and should be used to repay creditors. JPMorgan argues that it owns the disputed $4 billion, which it views as a capital contribution to WaMu's banking operations from its holding company. Federal Deposit Insurance Corp. officials have said the sale process worked properly. Dow Jones says lawyers for the FDIC and JPMorgan didn't speak in court Thursday. Spokesmen for the agency and bank declined to comment. WaMu and JPMorgan are also embroiled over a dispute over ownership of trust-preferred securities valued at $4 billion, federal tax refunds valued at $5.6 billion, a pension fund for thousands of employees and rights to the Washington Mutual name. Dow Jones says Judge Walrath is considering a separate request from WaMu for a court order requiring JPMorgan to surrender the contents of WaMu's bank accounts to the former parent company. 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). WE THE PEOPLE: Organizational Meeting to Form Panel on March 9 -------------------------------------------------------------- Roberta A. DeAngelis, Acting United States Trustee for Region 3, will hold an organizational meeting on March 9, 2009, at 10:30 a.m. in the bankruptcy case of We the People USA. Inc., et al. The meeting will be held at J. Caleb Boggs Federal Building 844 N. King Street, Suite 2112, 2nd Floor, Wilmington, DE 19801. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. We The People -- http://www.wethepeopleusa.com/-- is a national system of Legal Document Preparation stores and has been in existence for over 20 years. We The People helps consumers represent themselves (pro se litigation) in uncontested legal matters by preparing/typing the necessary legal documents to court standards. By doing it themselves, consumers usually save 50%-70% of the typical fees and costs. The Company filed for Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. Delaware Case No. 10-10503). Adam Hiller, Esq., at Pinckney, Harris & Weidinger, LLC, assists the Company in its restructuring effort. The Company listed $100,000 to $1,000,000 million in assets and $1,000,000 to $100,000,000 in liabilities. WGMJR INC: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------- Debtor: WGMJR, Inc. 1119 Commerce Houston, TX 77002-1910 Bankruptcy Case No.: 10-31835 Chapter 11 Petition Date: March 2, 2010 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Letitia Z. Paul Debtor's Counsel: Patrick D. Devine, Esq. Attorney at Law 4615 SW Fwy, Ste 405 Houston, TX 77027 Tel: (832) 251-2722 Fax: (832) 251-2724 Email: pdevine@pdevinelaw.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 6 largest unsecured creditors is available for free at: http://bankrupt.com/misc/txsb10-31835.pdf The petition was signed by William G. Marlin Jr., president of the company. WHG DEVELOPMENT LLC: Case Summary & 5 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: WHG Development, LLC PO Box 5206 Palm Springs, CA 92263 Bankruptcy Case No.: 10-10277 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court Maine (Bangor) Debtor's Counsel: Jeffrey P. White, Esq. Jeffrey P. White and Associates, P.C. 243 Mount Auburn Ave., Suite B-1 Auburn, ME 04210 Tel: (207) 689-2111 Fax: (207) 689-2112 Email: jwhite@whitelawoffices.com Jennifer H. Pincus, Esq. Office of the United States Trustee 537 Congress Street, Suite 303 Portland, ME 04101 Tel: (207) 780-3564 Fax: (207) 780-3568 Email: Jennifer.H.Pincus@usdoj.gov 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 5 largest unsecured creditors, is available for free at: http://bankrupt.com/misc/meb10-10277.pdf The petition was signed by James Dennehy, member/manager of the Company. WHIRLPOOL CORPORATION: Moody's Changes Outlook to Stable -------------------------------------------------------- Moody's Investors Service revised the outlook for Whirlpool Corporation to stable from negative following an improvement in demand and free cash flow in late 2009 and due to Moody's expectation that demand trends will continue to improve and that liquidity will remain strong. At the same time, the company's Baa3 senior unsecured rating was affirmed. The combination of significant cost cutting initiatives and an improvement in demand across all regions, but most notably in North America, led to a strong fourth quarter with quarterly increases in revenue, earnings and operating cash flow. "While these amounts are still below pre-recession levels, and will likely continue to be in the near term, Moody's expects modest increases in operating performance in 2010 as replacement purchases, which account for around 50%-70% of sales in the U.S., return to normal levels and the economy continues to recover," said Kevin Cassidy, Senior Credit Officer at Moody's Investors Service. The stable outlook reflects Moody's belief that demand has stabilized in North America, which is where about 55% of revenue is generated, and that demand in Latin America and Asia will continue to improve, albeit at a slower pace than in 2009. Moody's expects demand in Europe to continue to lag the rest of the world, but Moody's do not expect significant further declines. Moody's expects 2010 revenue to range between $17.5 billion and $18 billion and EBITDA to be between $1.5 billion and $1.7 billion. The stable outlook incorporates Moody's expectation that Whirlpool will continue to maintain a strong liquidity profile with over $1 billion of cash , expectation of at least $400 of free cash flow and that Whirlpool will continue to have access to a $1.8 billion revolving credit facility ($522 million expires in December 2010 and the remainder expires in August 2012). Moody's expects Whirlpool to pay the $325 million due in May 2010 with existing cash. The affirmation of Whirlpool's ratings reflects its significant scale with revenue over $17 billion, significant geographic diversification and very strong brand names. The rating affirmation also reflects improved credit metrics with EBITA margins of 5.7% and free cash flow to debt over 18%. While free cash flow as a percentage of debt is not expected to continue at this level, other metrics are likely to improve in 2010 with debt to EBITDA approaching 3x and retained cash flow to debt approaching 20%. The ratings are constrained by the continued weak discretionary consumer spending environment, fragility of the U.S. housing market and high unemployment levels. These ratings were affirmed: * Senior Unsecured -- Baa3; * Senior Unsecured (Shelf) -- Baa3 (P); * Senior Subordinated (Shelf) --Ba1 (P) * Commercial Paper -- P-3 The last rating action was on August 20, 2009, where Moody's affirmed Whirlpool's rating and negative outlook. Based in Benton Harbor, MI, Whirlpool Corporation manufactures and markets a full line of major appliances and related products including laundry appliances, refrigerators and freezers, cooking appliances and other appliance products. The company markets products under several brands including Whirlpool, Maytag, KitchenAid and several others. The company reported net sales of approximately $17 billion for the twelve months ended December 31, 2009. WILLIAM BUCKLES: Files Schedules of Assets & Liabilities -------------------------------------------------------- William G. Buckles, Jr., has filed with the U.S. Bankruptcy Court for the Middle District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $3,434,021 B. Personal Property $3,746,009 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $11,208,754 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $1,027,388 ----------- ------------ TOTAL $7,180,030 $12,236,142 Largo, Florida-based William G. Buckles, Jr., filed for Chapter 11 bankruptcy protection on February 4, 2010 (Bankr. M.D. Fla. Case No. 10-02469). Marshall G. Reissman, Esq., at the Law Offices of Marshall G. Reissman, assists the Debtor in his restructuring effort. According to the schedules, the Debtor has assets of $7,180,030, and total debts of $12,236,142. WILLIAM BUCKLES: Taps Reissman & Blanchard as Bankr. Counsel ------------------------------------------------------------ William G. Buckles, Jr., has sought authorization from the U.S. Bankruptcy Court for the Middle District of Florida to employ Reissman & Blanchard, P.A., as bankruptcy counsel. Reissman & Blanchard will: a. give the Debtor legal advice with respect to its powers and duties as debtor and as debtor-in-possession in the continued operation of its business and management of its property, if appropriate; b. prepare necessary applications, answers, orders, reports, complaints and other legal papers and appear at hearings thereon; and c. perform all other legal services for the Debtor which may be necessary herein. Reissman & Blanchard will be paid $225 per hour for its services. The Debtor assures the Court that Reissman & Blanchard is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. Largo, Florida-based William G. Buckles, Jr., filed for Chapter 11 bankruptcy protection on February 4, 2010 (Bankr. M.D. Fla. Case No. 10-02469). According to the schedules, the Company has assets of $7,180,030, and total debts of $12,236,142. WILLIAM BUCKLES: Section 341(a) Meeting Scheduled for March 8 ------------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of creditors in William G. Buckles Jr.'s Chapter 11 case on March 8, 2010, at 11:30 a.m. The meeting will be held at Room 100-B, 501 East Polk Street, (Timberlake Annex), Tampa, FL 33602. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Largo, Florida-based William G. Buckles, Jr., filed for Chapter 11 bankruptcy protection on February 4, 2010 (Bankr. M.D. Fla. Case No. 10-02469). Marshall G. Reissman, Esq., at Law Offices of Marshall G. Reissman, assists the Company in its restructuring effort. According to the schedules, the Company has assets of $7,180,030, and total debts of $12,236,142. WORKSTREAM INC: Janus Capital Holds 1.5% of Common Stock -------------------------------------------------------- Janus Capital Management LLC and Janus Venture Fund disclosed that as of December 31, 2009, they may be deemed to hold 868,709 shares or roughly 1.5% of the common stock of Workstream Inc. Balance Sheet At November 30, 2009, the Company's consolidated balance sheets showed $23,304,765 in total assets and $30,626,859 in total liabilities, resulting in a $7,322,094 shareholders' deficit. The Company's consolidated balance sheets at November 30, 2009, also showed strained liquidity with $4,915,174 in total current assets available to pay $8,402,764 in total current liabilities. As of November 30, 2009, the Company has approximately $1,194,000 in cash and cash equivalents, which primarily consists of deposits held with banks, compared to approximately $1,644,000 at May 31, 2009. The decrease was primarily due to funding for the rewards programs and seasonal lack of annual billings in the first quarter of each fiscal year. A full-text copy of the Company's quarterly report on Form 10-Q is available at no charge at http://researcharchives.com/t/s?4d89 Going Concern Doubt The opinion of the Company's independent registered public accounting firm on the audited financial statements as of and for the year ended May 31, 2009, contained an explanatory paragraph regarding substantial doubt about the Company's ability to continue as a going concern. The Company has incurred substantial losses in recent periods and, as a result, has a shareholders' deficit of $7,322,094 as of November 30, 2009. Losses for the six months ended November 30, 2009 were $701,014 and losses for the years ended May 31, 2009, and 2008, were $4,856,356 and $52,616,875, respectively. "The Company's ability to continue as a going concern depends upon its ability to successfully refinance approximately $21.6 million of its senior secured notes payable, including accrued interest thereon, generate positive cash flows from operations and obtain sufficient additional financing, if necessary. The senior secured notes went into default on May 22, 2009, due to the Company's suspension of trading on the NASDAQ Stock Market as a result of its shareholders' deficit. Such Notes were restructured on December 11, 2009." About Workstream Inc. Workstream Inc. -- http://www.workstreaminc.com/-- is a provider of services and web-based software applications that address the needs of companies to more effectively manage their Human Capital Management functions. HCM is the process by which companies recruit, train, compensate, evaluate performance, motivate, develop and retain their employees. YIGAL RAPPAPORT: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Yigal Rappaport 5235 Bartonsville Road Frederick, MD 21704 Bankruptcy Case No.: 10-14383 Chapter 11 Petition Date: March 3, 2010 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Paul Mannes Debtor's Counsel: Richard H. Gins, Esq. The Law Office of Richard H. Gins, LLC 3 Bethesda Metro Center, Suite 530 Bethesda, MD 20814 Tel: (301) 718-1078 Fax: (301) 718-8359 Email: richard@ginslaw.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/mdb10-14383.pdf The petition was signed by Yigal Rappaport. ZAYAT STABLES: Bank Agreement to Keep Stables Open Ahead of Derby ----------------------------------------------------------------- Nancy Kercheval at Bloomberg News reports that Zayat Stables LLC got the money it needs to continue training Kentucky Derby favorite Eskendereya for the May 1 race after getting agreement from Fifth Third Bancorp to access its cash and a credit line. The agreement gives Zayat permission to use its "cash on hand" and to use a credit line to run its Hackensack, New Jersey-based business, said Michael Sirota, an attorney for Zayat. The Bankruptcy Court will consider approval of the stipulation at a hearing on March 8. According to Bloomberg, Zayat Stables was third behind Darley Stables and Godolphin Stables in earnings last year with almost $3.1 million. Zayat's Pioneer of the Nile was second behind Mine That Bird in the 2009 Kentucky Derby, the first leg of thoroughbred horse racing's Triple Crown. Zayat Stables and Fifth Third have been mired in a dispute after Fifth Third in December filed a suit in federal court saying Zayat Stables had defaulted on a loan under which it owes $34.2 million. In an attempt to halt the action, the stables filed for bankruptcy protection, citing Fifth Third's "predatory lending practices." About Zayat Stables Hackensack, New Jersey-based Zayat Stables owns of 203 thoroughbred horses. The horses, which are collateral for the bank loan, are worth $37 million, according an appraisal mentioned in a court paper. Ahmed Zayat said in a court filing that he personally invested $40 million in the business. The Company filed for Chapter 11 bankruptcy protection on February 3, 2010 (Bankr. D. N.J. Case No. 10-13130). The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. ZHONE TECHNOLOGIES: Receives NASDAQ Deficiency Notice ----------------------------------------------------- Zhone Technologies, Inc., on March 2, 2010, received a notice of deficiency from The NASDAQ Stock Market indicating that it no longer complies with the independent audit committee requirements for continued listing on NASDAQ. Specifically, NASDAQ Listing Rule 5605 requires that the audit committee be comprised of at least three independent directors. As previously reported, Mr. Steven Levy resigned from Zhone's Board of Directors and audit committee on February 12, 2010. Mr. Levy's resignation reduced the audit committee from three independent directors to two. As a result, Zhone no longer complies with the audit committee requirement for continued listing on NASDAQ. However, NASDAQ has given Zhone a cure period to regain compliance until the earlier of Zhone's next annual shareholders' meeting or February 12, 2011, or if the next annual shareholders' meeting is held before August 11, 2010, then Zhone must evidence compliance no later than August 11, 2010. Zhone plans to conduct a thorough recruitment and evaluation process to find a suitable replacement prior to the end of the cure period. In the event Zhone does not regain compliance prior to the end of the cure period, NASDAQ will provide written notice to Zhone that its securities will be delisted. At that time, Zhone may appeal the delisting determination to a NASDAQ Hearings Panel. About Zhone Technologies Zhone Technologies, Inc. is a global leader in multi-service access solutions, serving more than 700 of the world's most innovative network operators. The company offers the industry's only fully-integrated portfolio of MSAP, FTTx, EFM and Wi-Fi access technologies resulting in improved network agility and reduced costs in delivering the full spectrum of access services, including residential and business broadband, VoIP, and High- Definition IPTV -- over copper, fiber, and wireless. Zhone is headquartered in California and its MSAP products are manufactured in the USA in a facility that is emission, waste-water and CFC free. * Oneida Pension Ruling Could Spur Backlash ------------------------------------------- Law360 reports that Pension Benefit Guaranty Corp. officials have high hopes that a recent U.S. Court of Appeals for the Second Circuit decision will help dissuade bankrupt companies from terminating pension plans, but some attorneys warn that the ruling may have unintended consequences. * Bill to Prohibit Executive Bonuses in Bankruptcy -------------------------------------------------- Assistant Senate Majority Leader Dick Durbin (D-IL) and House Judiciary Committee Chairman John Conyers (D-MI) introduced legislation, which will curb abuses that deprive employees and retirees of their earnings and retirement savings when businesses collapse. The Protecting Employees and Retirees in Business Bankruptcies Act would make several changes to Chapter 11 bankruptcy law, putting workers interests near the top when companies file for bankruptcy. The new legislation amends bankruptcy law by prohibiting bonuses and other forms of incentive compensation to senior officers of companies in bankruptcy reorganization. Under the proposed amendments, senior executives would be prohibited from receiving retirement benefits if workers lose retirement or health benefits. "American workers and retirees who give their lives to a company are too often treated like strangers when their employer files bankruptcy," Sen. Durbin said. "This bill says that if a company goes bankrupt, employees and retirees won't take a back seat to creditors and executive bonuses in getting fair treatment." The bill is also cosponsored by Senators Tom Harkin (D-IA), Sherrod Brown (D-OH) and Al Franken (D-MN). The legislation proposes to protect workers from losing out by: * Doubling the maximum value of wage claims entitled to priority payment for each worker to $20,000; * allowing a second claim of up to $20,000 for contributions to employee benefit plans; * eliminating the restriction that wage and benefit claims must be earned within 180 days of the bankruptcy filing in order to be entitled to priority payment; * allowing workers to assert claims for losses in certain defined contribution plans when such losses result from employer fraud or breach of fiduciary duty * establishing a new priority administrative expense for workers' severance pay * clarifying that back pay awarded via WARN Act damages are entitled to the same priority as back pay for other legal violations The new law would also reduce employees' and retirees' losses by, among other things, restricting the situations in which collective bargaining agreements can be rejected, tightening the criteria by which collective bargaining agreements can be amended, and encouraging negotiated settlements. As to executive compensation programs, payment of bonuses and other forms of incentive compensation to senior officers and others would be prohibited, and insiders cannot receive retiree benefits if workers have lost their retirement or health benefits * Chadbourne & Parke Appoints Three Counsel and Two In'l Partners ----------------------------------------------------------------- The international law firm of Chadbourne & Parke LLP announced March 4 the appointments of Jonathan C. Cross, Thomas N. Pieper and Francisco Vazquez as counsel in New York and the appointments of Clara Krivoy and Salvador Fonseca as international partners in Chadbourne & Parke, S.C., the firm's Mexico City partnership. "I would like to congratulate the three counsel and two international partners on their appointments," said Chadbourne Managing Partner Charles K. O'Neill. "All five lawyers have demonstrated skill and creativity in serving our clients. Their appointments reflect the breadth of our international presence and practice area diversity." Jonathan Cross, New York office, concentrates his practice on complex commercial litigation and arbitration, with a focus on transnational business disputes, energy and financial services litigation, and government investigations. Mr. Cross has advised clients on such matters as securities litigation, antitrust litigation, government and internal investigations, class actions, breach of contract and breach of fiduciary duty litigation, shareholder derivative litigation, and international and domestic arbitration. He received his B.A. in 1997 from the University of Rhode Island and his J.D. summa cum laude from the University of Pennsylvania Law School in 2000. Thomas Pieper, New York office, has focused his practice on complex international dispute resolution, with a particular emphasis on Latin American and European parties. He represents foreign and domestic clients in large international arbitration (both commercial and investor-state) and litigation cases. He also assists clients in FCPA related and other governmental investigations. Mr. Pieper was ranked by Chambers and Partners, Latin American edition, Latin America-wide, for International Arbitration in 2010. He received a J.D. in 1994 from Ludwig Maximilian University of Munich, School of Law, an M.A. in 1999 from Ludwig Maximilian University of Munich, and an LL.M. in 2000 from New York University School of Law. Frank Vazquez, New York office, concentrates his practice on bankruptcy and financial restructuring with a focus on cross- border insolvency and debt restructuring. He has represented debtors and lenders in prepackaged and conventional Chapter 11 cases, advised borrowers and lenders in out-of-court restructurings, and represented creditors committees and secured and unsecured creditors in Chapter 11 cases, as well as foreign representatives in cross-border ancillary proceedings. Mr. Vazquez received a B.A. from Hofstra University in 1991 and a J.D. from St. John's University School of Law in 1994. Clara Krivoy, New York office, focuses on corporate and securities law. Ms. Krivoy has represented domestic and foreign clients in debt and equity offerings, mergers and acquisitions, debt and capital restructuring, bank lending, joint ventures, venture capital investments, structuring and organizing start-up companies, financings by early stage companies, private placements and American Depositary Receipt programs. Ms. Krivoy received a law degree in 1992 from Universidad Catolica Andres Bello in Venezuela and an M.C.J. in 1993, and an LL.M. in 1994, from New York University School of Law. Salvador Fonseca, Mexico City office, represents clients in complex domestic and international arbitration and litigation. Mr. Fonseca has ample experience in construction, oil and gas and infrastructure-related disputes. He regularly counsels on bankruptcy and financial restructuring matters and also advises clients in local and international corporate compliance issues. He participates in arbitrations and is an expert at solving disputes. Mr. Fonseca received his law degree (with honors) in 1995 from Universidad de Guadalajarais in Mexico. He completed his postgraduate studies at PanAmerican University in Mexico in 1998, and earned an LL.M. in 2000 from New York University School of Law. About Chadbourne & Parke LLP Chadbourne & Parke LLP, an international law firm headquartered in New York City, provides a full range of legal services, including mergers and acquisitions, securities, project finance, private funds, corporate finance, energy, communications and technology, commercial and products liability litigation, securities litigation and regulatory enforcement, special investigations and litigation, intellectual property, antitrust, domestic and international tax, insurance and reinsurance, environmental, real estate, bankruptcy and financial restructuring, employment law and ERISA, trusts and estates and government contract matters. Major geographical areas of concentration include Central and Eastern Europe, Russia, the Middle East and Latin America. The Firm has offices in New York, Washington, DC, Los Angeles, Mexico City, London (an affiliated partnership), Moscow, St. Petersburg, Warsaw, Kyiv, Almaty, Dubai and Beijing. * Willkie Farr's Shelley Chapman to be New York Bankruptcy Judge ---------------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Shelley C. Chapman was named by the U.S. Court of Appeals in New York to take over one of the two openings in the U.S. Bankruptcy Court in Manhattan. Ms. Chapman, who graduated with honors from Harvard Law School, will assume her duties on March 5. She was a partner at the New York firm Willkie Farr & Gallagher LLP practicing bankruptcy law. According to the Bloomberg report, there is one other opening on the bankruptcy bench in New York caused by the retirement of Prudence Carter Beatty at the end of 2009. The process of selecting Judge Beatty's replacement began last year. Unlike U.S. district judges, bankruptcy judges aren't appointed for life. They serve 14-year terms and may be reappointed. * BOOK REVIEW: Taking America - How We Got from the First Hostile Takeover to Megamergers, Corporate Raiding and Scandal ----------------------------------------------------------------- Author: Jeff Madrick Publisher: BeardBooks Softcover: 310 pages Review by Henry Berry As the subtitle reveals, Taking America connotes the indiscriminate buying up of the nation's assets of large corporations by investment bankers, insider stock traders, arbitrageurs, and the like. This occurred in the mid-1970s, when low stock prices made many large corporations attractive as takeover targets. At the time, they were not ready for what was going to hit them. This was the business era when the term "hostile takeover" came into use. Ivan Boesky, Carl Icahn, and T. Boone Pickens became household names for their inconceivable, bold attempts to buy out corporations. In doing so, they would stand to make hundreds of millions of dollars as the stock of the acquired company rose. But in most cases, such a stock rise would come at the cost of breaking up the newly-acquired company by selling off its most prized and valuable operations and assets or by drastically reducing its work force to save on wage and benefits costs. In many ways, this wave of buyouts and mergers fundamentally changed the way corporations did business; and it changed the way corporations were seen by businesspersons and the public. Corporations came to be seen not mainly as businesses relating to a particular business sector or making a particular product or product line. Such considerations as operations and growth within a particular or closely-related sector, employee security, and long-term strategic planning were swept aside by the single-minded aim of using a corporation's cash and other assets as leverage to takeover vulnerable, and often unsuspecting, corporations for quick, huge profit. Running a corporation became like playing the stock market. Madrick's Taking America was originally published in 1987, just after this wave of takeovers and mergers waned. But it waned not from any restoration of rationality or temperance, but mainly from having succeeded so well. There were scarcely any big companies worth taking over left after the takeover frenzy, as it was described by many. Madrick follows this unprecedented, transformational takeover spree occurring over the decade of the mid 1970s to the mid 1980s mainly by following the activities of the key individuals driving it, and as much as possible getting into their thinking, the scheming, and the strategies. Most of the participants in the takeover movement who are referred to in this book were interviewed by the author. Most of the book's content is based on these interviews. Other recognizable names in the author's long listing of individuals he interviewed are Peter Drucker, Richard Cheney, Robert Rubin, and Felix Rohatyn. Looking back over this period, Madrick sees a takeover movement that lost touch with business's first principles. These principles take into consideration broad economic well-being for employees and the public, not quickly-gained riches for a few. Although Boesky and others were heavily fined or imprisoned for illegal conduct, their view of business and business activity was taken in by the business field. The "dot-com bubble" of the 1990's, when many young entrepreneurs in the field of computer technology tried to create businesses with the hope of soon being taken over by larger companies, is one instance of the legacy of this takeover era. The Enron approach to business is another; as are the business activities, particularly the financial legerdemain, of WestCom, Tyco, and Adelphia, to name a few. In Taking America, Madrick sheds much light on the origins of widespread problems in today's business world. ********* 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 ***