/raid1/www/Hosts/bankrupt/TCR_Public/100412.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, April 12, 2010, Vol. 14, No. 100
Headlines
AFY INC: Files Schedules of Assets & Liabilities
AFY INC: Taps Jerrold Strasheim as Bankruptcy Counsel
AFY INC: Section 341(a) Meeting Scheduled for April 15
AMACORE GROUP: 2009 Net Loss Narrows to $21.2 Million
AMACORE GROUP: Wants Authority to Issue 6 Billion Common Shares
AMBAC FINANCIAL: December 31 Balance Sheet Upside-Down by $1.6 Bln
AMERICAN GENERAL: Moody's Assigns 'B1' Rating on $2 Bil. Loan
AMERICAN LOCKER: Reports $422,606 Net Loss for 2009
AMERICAN RESIDENTIAL: Moody's Assigns 'B2' Corporate Family Rating
AMSCAN HOLDINGS: Posts $62.5 Million Net Income for 2009
ASARCO LLC: Accused of Foot-Dragging in Interest Feud
ASARCO LLC: Appeals Order Reimbursing Steelworkers Atty. Fees
ASARCO LLC: Court Drops Appeal on Environmental Settlement
ASARCO LLC: District Court Upholds Aviva Settlement
BEACH FIRST NAT'L: Closed; Bank of North Carolina Assumes Deposits
BLACK BULL: Taps Patten Peterman as Legal Counsel
BLACK BULL: Files Schedules of Assets & Liabilities
BLACK BULL: Section 341(a) Meeting Scheduled for April 20
BLANCA LLC: Taps Law Office of Carolyn Dye as Bankruptcy Counsel
BLOCKBUSTER INC: Snubs Gregory Meyer's Candidacy for Board
BOESER INC: Files Schedules of Assets & Liabilities
BOESER INC: Section 341(a) Meeting Scheduled for May 6
BOISE CASCADE: S&P Affirms Corporate Credit Rating at 'B+'
BOZEL SA: Files for Chapter 11 Protection in New York
BRYAN/MOORE DEV'T: Files Schedules of Assets & Liabilities
BRYAN/MOORE DEV'T: Can Hire McGuire Gardner as Bankr. Counsel
BRYAN/MOORE DEV'T: Section 341(a) Meeting Scheduled for May 4
CALYPTE BIOMEDICAL: Stark Offshore Holds 5.2% of Common Stock
CAPITAL GROWTH: ACF CGS Forbearance Expires Today
CEDAR FAIR: Moody's Confirms 'Ba3' Corporate Family Rating
CELANESE US: Bank Debt Trades at 2% Off in Secondary Market
CHAPARRAL ENERGY: Expects Wider 2009 Net Loss; Delays 10-K Report
CHEMTURA CORP: Dismisses $9 Billion Environmental Claim
CHEMTURA CORP: Spared From $9 Billion Claim Over Flame Retardant
CHENIERE ENERGY: BlackRock Holds 5.73% of Common Stock
CHENIERE ENERGY: Kleinheinz Capital Holds 5.7% of Common Stock
CHENIERE ENERGY: Orbis Investment Holds 13.9% of Common Stock
CHENIERE ENERGY: Revises 2010 Corporate Presentation
CHENIERE ENERGY: Unit Inks LNG Services Deal with JPMorgan LNG
CHRYSLER LLC: Fiat to Hike Stake in New Chrysler to 35% by 2012
CHRYSLER LLC: New Chrysler Courts Suppliers to Win Back Trust
CHRYSLER LLC: New Chrysler Launches 300 Sedan to Reach Goal
CIRCUIT CITY: Panasonic Loses Top Status For $9M Claim
CITADEL BROADCASTING: Bank Debt Trades at 9% Off
CIRTRAN CORP: Delays Filing of Annual Report on Form 10-K
CITY CAPITAL: Delays Filing of Annual Report on Form 10-K
CLAIRE'S STORES: Bank Debt Trades at 11% Off in Secondary Market
CLEARPOINT BUSINESS: Files Doc to Cancel Registration of Shares
COEUR D'ALENE: Annual Shareholders' Meeting on May 11
COEUR D'ALENE: Swaps $35.3-Mil. Bond Debt for 2.3-Mil. Shares
COLLIER LAND: Files List of Six Largest Unsecured Creditors
COLLIER LAND: Gets OK to Hire Bernstein Law as Bankr. Counsel
COLLIER LAND: Wants 14-Day Extension of Schedules Filing Deadline
COMMAND CENTER: DeCoria Maichel Raises Going Concern Doubt
COMMUNICATION INTELLIGENCE: 2009 Net Loss Widens to $10.8 Million
COMMUNICATION INTELLIGENCE: Engmann Holds 8.3% of Common Stock
COMSTOCK HOMEBUILDING: Posts Net Loss for 3rd Consecutive Year
COMSTOCK HOMEBUILDING: Royce Holds 10.2% of Class A Shares
CONSOLIDATED CAPITAL: Ernst & Young Raises Going Concern Doubt
CONSPIRACY ENTERTAINMENT: Delays Filing of Annual 10-K Report
CORD BLOOD AMERICA: Registers 363,636,364 Shares for Resale
CORRADI ARMS: Files for Chapter 11 Protection in Los Angeles
CRESTRIDGE ESTATES: Files Schedules of Assets & Liabilities
CRESTRIDGE ESTATES: Section 341(a) Meeting Scheduled for May 5
CRESTRIDGE ESTATES: Wants to Hire Levene Neale as Bankr. Counsel
CRI HOTEL: Posts $1.1 Million Net Loss in 2009
DELPHI CORP: Autoliv Acquires PSS Assets in Europe
DOLLAR THRIFTY: Completes New $200 Million Asset Backed Financing
DOWNTOWN MAITLAND: Files Schedules of Assets & Liabilities
DOWNTOWN MAITLAND: Section 341(a) Meeting Scheduled for April 29
DRYSHIPS INC: Posts $25.2 Million Net Loss in 2009
EDDIE BAUER: Plan Declared Effective; Assets Transferred to Trust
EDDIE BAUER: Amended Joint Plan of Liquidation Effective
ENTREMED INC: Ernst & Young Dismissed as Independent Auditors
FAIRPOINT COMMS: Creditors Press Verizon For Merger Docs
FAIRPOINT COMMS: Bank Debt Trades at 17% Off in Secondary Market
FAIRPOINT COMMS: Plan Exclusivity Extended Until Oct. 21
FAIRPOINT COMMS: Gets Nod to Reimburse Agencies' Expenses
FAIRPOINT COMMS: Wins Approval of USAT Settlement Agreement
FONIX CORP: Delays Filing of Annual Report on Form 10-K
FREESCALE SEMICON: Bank Debt Trades at 5% Off in Secondary Market
FRENCH BROAD: Gets Court OK to Hire Edward Hay as Bankr. Counsel
FRENCH BROAD: Section 341(a) Meeting Scheduled for April 28
FX REAL ESTATE: Bryan Bloom Removed as Board Member
FX REAL ESTATE: Delays 10-K Report; Warns of Liquidity Crunch
FX REAL ESTATE: Raises $270,000 in Sale of Securities to Execs
GENERAL MOTORS: Completes Fresh-Start Accounting
GENTA INC: Annual Stockholders' Meeting on June 15
GENTA INC: Renews Connell Office Lease for 5 Years
GILLA INC: Jewett Schwartz Raises Going Concern Doubt
GILLA INC: Dismisses Claims Against the Fotso Group
GLOBAL BEVERAGES: Acquavella Chiarelli Raises Going Concern Doubt
GLOBAL GEOPHYSICAL: Moody's Upgrades Corp. Family Rating to 'B2'
GMAC FINANCIAL: Reveals $7 Billion Credit Facility at Ally Bank
GRAY COMMS: Bank Debt Trades at 4% Off in Secondary Market
GREENSHIFT CORP: Can Issue 20-Bil. Shares to Satisfy YA Deals
GREENSHIFT CORP: Delays Filing of 2009 Annual Report on Form 10-K
HARVEST OPERATIONS: Moody's Raises Corp. Family Rating to 'Ba2'
HAWKER BEECHCRAFT: Bank Debt Trades at 15% Off in Secondary Market
HCA INC: Bank Debt Trades at 2% Off in Secondary Market
HERBST GAMING: S&P Withdraws 'D' Corporate Credit Rating
HOTELS UNION: Wants Schedules Filing Deadline Extended by 60 Days
HUNTSMAN ICI: Bank Debt Trades at 4% Off in Secondary Market
HYDROGENICS CORP: To Hold Special Shareholders Meeting on May 12
INNATECH LLC: Court Moves Schedules Filing Deadline to April 27
INNATECH LLC: Taps Clark Hill as Bankruptcy Counsel
INNATECH LLC: Section 341(a) Meeting Scheduled for April 28
INNOVEX INC: Thai Unit Files Rehabilitation Petition
INTELSAT JACKSON: Bank Debt Trades at 6% Off in Secondary Market
IRVINE SENSORS: Hearing on Nasdaq Delisting Appeal on May 6
IRVINE SENSORS: Settles Looney Litigation Involving Optex Unit
IXIS FINANCIAL: Moody's Cuts Rating on Advance Swap to 'Caa3'
JC PENNEY: Moody's Raises Corporate Credit Rating to 'BB+'
JERK MACHINE: BofA Loses Second Attempt to Escape Legal Fees
JOHN MANEELY: Bank Debt Trades at 4% Off in Secondary Market
JOSHUA FARMER: Voluntary Chapter 11 Case Summary
KIP PRESIDIUM FUND: Forced Into Chapter 7 by Creditors
LA PALOMA: S&P Junks Rating on $240 Mil. Secured First-Lien Loan
LAMAR MEDIA: Moody's Assigns 'B1' Rating on $400 Mil. Notes
LAMAR MEDIA: S&P Assigns 'BB' Rating on Senior Secured Facility
LAS VEGAS SANDS: Bank Debt Trades at 8% Off in Secondary Market
LAUTH INVESTMENT: Ch. 11 Trustee Motion Dismissed
LEHMAN BROTHERS: Girard Gibbs Pursues Class Claim for UBS Notes
LEHMAN BROTHERS: European Unit to Settle Smaller Claims
LEHMAN BROTHERS: Judge to Decide on $11-Bil. From Barclays
LIQUIDATION OUTLET: Section 341(a) Meeting Scheduled for May 5
LITHIUM TECHNOLOGY: Dec. 31 Balance Sheet Upside-Down by $17.8MM
LNR PROPERTY: S&P Puts 'CCC' Rating on CreditWatch Negative
LYONDELL CHEMICAL: Ch. 11 Case Delays Cleanup of Kalamazoo River
LYONDELL CHEMICAL: Parent May Face U.S. Bribery Probe
MAJESTIC STAR: Proposes Deloitte as Asset Valuation Provider
MALEASE 18: Dist. Ct. Won't Review Kmart Lease Settlement
MAGUIRE PROPERTIES: $424.87 Mil. in Debt to Mature This Year
MASSEY ENERGY: Mine Explosion Won't Affect Moody's 'B1' Rating
MEGA BRAND: Moody's Withdraws 'Ca' Corporate Family Rating
MERIDIAN RESOURCE: Alta Hikes Offer; Bankruptcy Atty. Readied
METALS USA: S&P Puts 'CCC+' Corp. Rating on CreditWatch Positive
METRO-GOLDWYN-MAYER: Scott Brothers Express Interest in MGM
METRO-GOLDWYN-MAYER: Bank Debt Trades at 54% Off
MICHAELS STORES: May Close 20 Michaels, Aaron Bros. Stores in 2010
MISSION REAL: Section 341(a) Meeting Scheduled for May 6
MOMENTIVE PERFORMANCE: Bank Debt Trades at 6% Off
MPG GATEWAY: Files Chapter 11 Petition in Florida
MPM TECHNOLOGIES: Delays Filing of Annual Report on Form 10-K
MSJ INVESTMENT: Has Until Today to File Schedules and Statement
NATIONAL CONSUMER: S&P Withdraws 'B/C' Counterparty Credit Rating
NEW CENTURY COS: Appoints Six Members to Board of Directors
NEW CENTURY COS: Delays Filing of Annual Report on Form 10-K
NEW ENERGY SYSTEMS: CFO Junfeng Chen to Serve as Corp. Secretary
NEW ENERGY SYSTEMS: Delays Filing of 2009 Annual Report
NOVADEL PHARMA: Seeks to Raise $1,381,000 in Stock Offering
NOVADEL PHARMA: Raises $800,000 in Sale of Shares to ProQuest
NOVASTAR FIN'L: Dec. 31 Balance Sheet Upside-Down by $1.4-Billion
NRG ENERGY: Bank Debt Trades at 1% Off in Secondary Market
NUMOBILE INC: Gruber and Company Raises Going Concern Doubt
NUTRACEA: Unsecured Creditors Object to Equine Brands Sale
PATIENT SAFETY: 2009 Net Loss Widens to $17.6 Million
PENNSYLVANIA NAT'L: Moody's Hikes Surplus Note Rating from 'Ba1'
PETROFLOW ENERGY: Delays Filing of Financial Reports in Canada
PETTERS GROUP: Unsecured Creditors to Get Stock for Claims
PETTERS GROUP: Owner Sentenced 50-Years for $3.7-Bil. Fraud
PHILLIPS-VAN HEUSEN: S&P Downgrades Corp. Credit Rating to 'BB+'
PHILADELPHIA NEWSPAPERS: Plan Confirmation Hearing Set for May 25
PHILLIPS-VAN HEUSEN: April 14 Meeting Set for $2.45-Bil. Loan
PHOENIX FOOTWEAR: Posts $7 Million Net Loss for 2009
PHOENIX FOOTWEAR: Dimensional Fund Holds 5.59% of Common Stock
PHOENIX FOOTWEAR: WEDBUSH Holds 9.4% of Common Stock
PLC SYSTEMS: Caturan and Company Raises Going Concern Doubt
PNC FINANCIAL: Fitch Affirms Support Rating Floor at 'BB-'
POWER EFFICIENCY: AP Finance Holds Less Than 5% of Common Stock
PROTOSTAR LTD: Creditors Says Bankruptcy Plan 'Unconfirmable'
PTC ALLIANCE: Black Diamond Wins Bidding for Assets
PTS CARDINAL: Bank Debt Trades at 6% Off in Secondary Market
RATHGIBSON INC: Court Approves Disclosure Statement
RAYMOND FARMER: Voluntary Chapter 11 Case Summary
READER'S DIGEST: UK Unit Pulled Out Of Insolvency
REAL ESTATE ASSOCIATES VII: E&Y Raises Going Concern Doubt
REGAL ONE: De Joya Griffith Raises Going Concern Doubt
REYNOLDS & REYNOLDS: Moody's Upgrades Corp. Family Rating to 'Ba3'
REYNOLDS & REYNOLDS: S&P Affirms 'B+' Corporate Credit Rating
RITE AID: Reports $208.4 Mil. Fourth Quarter 2009 Net Loss
ROTHSTEIN ROSENFELDT: Trustee Seeks to Freeze Adviser's $33M
RQB RESORT: Goldman Wants Stay Lifted to Sell Assets
SENIOR HOUSING: S&P Assigns Rating on $200 Mil. Senior Notes
SEALY CORP: Has $11-Million in Debt Payments This Year
SERVICE MASTER: Bank Debt Trades at 4% Off in Secondary Market
SHINGLE SPRINGS: Moody's Downgrades Corp. Family Rating to 'Caa2'
SHINGLE SPRINGS: S&P Junks Issuer Credit Rating From 'B-'
SILVERTON BANK: 6 Banks Sue to Halt FDIC Sale of W Hotel Loan
SMART ONLINE: Atlas Capital Holds 40% of Common Stock
SMART ONLINE: Sells 2013 Sub Notes to Raise $350,000
SMART ONLINE: Class Action Settlement Prompts Annual Report Delay
SMURFIT-STONE CONTAINER: Equity Holders Oppose Chapter 11 Plan
SPHERIS INC: Transcend Makes $78-Mil. Offer to Buy All Assets
STANFORD INT'L: Receiver Seeks to Sell Magazines, Boutique Bank
STRIKEFORCE TECHNOLOGIES: Delays Filing of Annual Report
SUN HEALTHCARE: Bank Debt Trades at 4% Off in Secondary Market
SWIFT TRANSPORTATION: Bank Debt Trades at 4% Off
TALBOTS INC: Discloses Final Results of Exchange Offer
TRANSDIGM INC: Fitch Affirms 'B' Issuer Default Ratings
TRIBUNE COMPANY: Has Deal with Major Creditors for Ch. 11 Exit
TUBO DE PASTEJE: Obtains Order Extending Time to File Plan
UAL CORP: United Reports March 2010 Operational Performance
UNITED AIR LINES: Bank Debt Trades at 13% Off in Secondary Market
UNIVAR NV: Bank Debt Trades at 3% Off in Secondary Market
UNIVAR NV: Bank Debt Trades at 3% Off in Secondary Market
UAL CORP: Flight Attendants Say Merger with United 'Absurd'
U.S. AIRWAYS: Flight Attendants Say Merger with United 'Absurd'
US CENTURY: Fitch Junks Issuer Default Rating From 'BB'
VALMONT INDUSTRIES: Moody's Puts 'Ba1' Rating on $250 Mil. Notes
VEBLEN WEST: Files for Chapter 11 Bankruptcy
VISTEON CORP: UAW Objects Sale of Assets to Johnson Controls
WESTERN REFINING: Bank Debt Trades at 3% Off in Secondary Market
WINDSTREAM CORP: Debt Trades at 1.28% Off in Secondary Market
WIZZARD SOFTWARE: Discloses Going Concern Qualification
WYNN LAS VEGAS: Bank Debt Trades at 4% Off in Secondary Market
WENTWORTH ENERGY: Delays Filing of Annual Report on Form 10-K
Z TRIM: December 31 Balance Sheet Upside-Down by $10.9 Million
* Apollo, Sankaty to Bid on $4.3-Bil. Stanfield CLO Funds
* States Defer Pension Plan Payments Amid Budget Woes
* Ron D. Franklin Joins Proskauer's New York Office
* BOND PRICING -- For the Week From April 5 to 9, 2010
*********
AFY INC: Files Schedules of Assets & Liabilities
------------------------------------------------
AFY, Inc., has filed with the U.S. Bankruptcy Court for the
District of Nebraska its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $11,599,000
B. Personal Property $7,537,924
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $11,039,622
E. Creditors Holding
Unsecured Priority
Claims $203,144
F. Creditors Holding
Unsecured Non-priority
Claims $6,236,057
----------- -----------
TOTAL $19,136,924 $17,478,823
Ainsworth, Nebraska-based AFY, Inc., dba Ainsworth Feed Yards
Company, Inc., filed for Chapter 11 bankruptcy protection on
March 25, 2010 (Bankr. D. Neb. Case No. 10-40875). Jerrold L.
Strasheim, Esq., who has an office in Omaha, Nebraska, assists the
Company in its restructuring effort.
The Company's affiliate, Robert A. Sears/Korley B. Sears, filed a
separate Chapter 11 petition on February 12, 2010 (Case No. 10-
40275/10-40277).
AFY INC: Taps Jerrold Strasheim as Bankruptcy Counsel
-----------------------------------------------------
AFY, Inc., has sought authorization from the U.S. Bankruptcy Court
for the District of Nebraska to employ Jerrold L. Strasheim as
bankruptcy counsel.
Mr. Strasheim will advise the Debtor and its agents, represent the
Debtor, and assist the Debtor in performing its duties and in
exercising the rights and powers of a debtor in possession.
Mr. Strasheim assures the Court that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The Debtor and Mr. Strasheim didn't reveal how Mr. Strasheim will
be compensation for his services.
Ainsworth, Nebraska-based AFY, Inc., dba Ainsworth Feed Yards
Company, Inc., filed for Chapter 11 bankruptcy protection on
March 25, 2010 (Bankr. D. Neb. Case No. 10-40875). The Company
estimated its assets and debts at $10,000,001 to $50,000,000.
The Company's affiliate, Robert A. Sears/Korley B. Sears, filed a
separate Chapter 11 petition on February 12, 2010 (Case No. 10-
40275/10-40277).
AFY INC: Section 341(a) Meeting Scheduled for April 15
------------------------------------------------------
The U.S. Trustee for Region 13 will convene a meeting of AFY,
Inc.'s creditors on April 15, 2010, at 1:30 p.m. The meeting will
be held at Roman L. Hruska Courthouse, 111 South 18th Plaza, US
Trustee Meeting Room, Omaha, NE 68102.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Ainsworth, Nebraska-based AFY, Inc., dba Ainsworth Feed Yards
Company, Inc., filed for Chapter 11 bankruptcy protection on
March 25, 2010 (Bankr. D. Neb. Case No. 10-40875). Jerrold L.
Strasheim, Esq., who has an office in Omaha, Nebraska, assists the
Company in its restructuring effort. The Company estimated its
assets and debts at $10,000,001 to $50,000,000.
The Company's affiliate, Robert A. Sears/Korley B. Sears, filed a
separate Chapter 11 petition on February 12, 2010 (Case No. 10-
40275/10-40277).
AMACORE GROUP: 2009 Net Loss Narrows to $21.2 Million
-----------------------------------------------------
The Amacore Group, Inc., reported financial results for the year
ended December 31, 2009. Amacore's 2009 Financial Highlights:
-- Total revenue was $28.8 million compared with
$29.5 million in 2008. Included in the year-ago revenue
was revenue generated from a large volume marketer with
whom Amacore has discontinued its relationship. During
the year the company entered into several new direct
response marketing partnerships which have lowered
customer acquisition costs, thereby increasing
profitability, but which have not yet achieved comparable
transaction volume;
-- Cost of sales decreased $1.4 million to $19.4 million from
$20.8 million in 2008;
-- Gross profits improved to $9.4 million for the year
compared with $8.7 million in 2008;
-- Gross profit margins in 2009 improved to 32.6 %, compared
with 29.4% in 2008;
-- Operating expenses for the year decreased by 24.3% to
$35.2 million, an $11.3 million decrease from
$46.5 million in 2008;
-- Loss from operations in 2009 was reduced to $25.8 million
from a 2008 loss of $37.9 million. Excluding
amortization, depreciation, impairment loss on goodwill
and other intangible assets, and the reversal of a loss
contingency accrual in 2008 which are significant non-cash
transactions, the loss from operations was $16.0 million
in 2009 compared with $22.2 million in 2008. This
improvements of nearly $6.2 million for the year resulted
from the company's ongoing cost-reduction and cost
containment efforts;
-- Net loss available to common stockholders was reduced to
$21.2 million, or $0.02 per share, compared with a net
loss of $42.0 million or $0.28 per share in 2008;
-- Net cash used to fund operating activities was reduced to
$15.2 million in 2009 from $22.2 million in 2008,
reflecting the company's steady focus on reducing customer
acquisition and operating costs, improving efficiency, and
streamlining contractual agreements; and
-- Net cash provided by financing activities was
$19.4 million compared with $21.7 million in 2008.
The Company's highlights for the Fourth Quarter of 2009:
-- Total revenue for the fourth quarter of 2009 was
$6.9 million compared with $8.2 million in the fourth
quarter of 2008;
-- Cost of sales improved to $5.3 million in the fourth
quarter, compared with $5.6 million in the in the
comparable year-ago period;
-- Gross profit margins for the fourth quarter 2009 were
23.1% as compared with 32.5% in the fourth quarter of
2008;
-- Operating expenses were $10.1 million for the fourth
quarter compared with $9.0 million in the comparable year-
ago fourth quarter;
-- Loss from operations was $8.5 million compared with a loss
of $6.4 million in the fourth quarter of 2008. Excluding
amortization, depreciation and impairment loss on goodwill
and other intangible assets in 2008 which are significant
non-cash transactions, the loss from operations was
$4.0 million as compared to $5.9 million in the same
quarter last year. This improvements of nearly
$1.9 million for the year resulted from the company's
ongoing cost-reduction and cost containment efforts; and
-- Net loss available to common shareholders was $11.3
million or $0.01 per share, compared with a net loss of
$11.0 million or $0.07 per share in the fourth quarter of
2008.
At December 31, 2009, the Company had total assets of
$12.045 million against total liabilities of $22.429 million and
redeemable preferred stock - Zurvita Holdings, Inc., of
$2.280 million. At December 31, 2009, the Company had
stockholders' deficit of $12.663 million. The Company's
December 31, 2009, balance sheet also showed strained liquidity:
the Company had total current assets of $7.182 million against
total current liabilities of $8.389 million.
Commenting on the company's performance in 2009, Jay Shafer,
Chairman and Chief Executive Officer of The Amacore Group said,
"In the midst of an extraordinarily difficult nation-wide economic
climate in 2009, Amacore held firm to its strategy to open new
marketing channels, develop quality products and continue cost-
cutting and efficiency efforts. 2009 also saw significant company
focus and progress on our efforts to re-negotiate outstanding
obligations and re-structure the company, including staff
reductions and the spinoff of our Zurvita division. That strategy
has produced steady results. Despite this focus on cost
reductions and restructuring and the poor economic climate, the
company's sales remained relatively consistent with prior year,
and many key financial metrics outperformed 2008's results. We
believe this provides a strong foundation upon which we will
continue to grow sales, build profitability, and insure the
company's long term success."
Mr. Shafer continued, "As the national economy improves, we
believe Amacore is now uniquely positioned to take advantages of
opportunities for growth. Even with the uncertainties in the
healthcare sector, Amacore's diverse product mix allows us to
offer a wide array of programs of genuine value to consumers and
businesses alike."
Guy Norberg, President of The Amacore Group, commented, "As a
company we're proud of our results in 2009 and proud of the
talented and skilled team that produced them. We are working
aggressively to insure that the company's performance in 2010
reflects our goal to produce value at every level: for customers,
clients, partners, and investors."
A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?5fb7
In its March 31, 2010 report, McGladrey & Pullen, LLP in Orlando,
Florida, raised substantial doubt about the Company's ability to
continue as a going concern. The auditor said the Company has
suffered recurring losses from operations and has not generated
sufficient cash flows from operations to meet its needs.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5fb8
About The Amacore Group
Based in Maitland, Florida, The Amacore Group, Inc., (OTC BB:
ACGI) -- http://www.amacoregroup.com/-- is primarily a provider
and marketer of healthcare related products, including healthcare
benefits, vision and dental networks, and administrative services
such as billing, fulfillment, patient advocacy, claims
administration and servicing. The Company primarily markets
healthcare-related membership programs such as limited and major
medical programs, supplemental medical and discount dental
programs to individuals and families. It distributes these
products and services through various distribution methods such as
its agent network, direct response marketing companies, DRTV
(Direct Response TV), inbound call centers, in-house sales
representatives, network marketing and affinity marketing
partners. The Company's secondary line of business is to place
membership programs through these same marketing channels. The
membership programs utilize the same back office and systems
creating marketing efficiencies to provide low cost ancillary
products such as pet insurance, home warranty, involuntary
unemployment insurance, and accident insurance.
AMACORE GROUP: Wants Authority to Issue 6 Billion Common Shares
---------------------------------------------------------------
The Amacore Group, Inc., disclosed in a regulatory filing certain
actions that will be taken pursuant to written consents of a
majority of the holders of the Company's voting capital stock,
dated June 23, 2009, in lieu of special meetings of the
stockholders. According to the Company, its Board of Directors
has been authorized to amend the Company's Certificate of
Incorporation to:
1. increase the number of authorized shares of common stock,
par value $0.001 of the Company from 1,500,000,000 shares
to 6,000,000,000 shares and the number of authorized
shares of Class A common stock, par value $0.001 per share
of the Company from 1,360,000,000 shares to 5,860,000,000
shares;
2. eliminate the ability of the Company's stockholders' to
call a special meeting of stockholders;
3. clarify the provision that limits the liability of the
Company's Board of Directors;
4. provide procedural clarity with respect to the Company's
obligations to indemnify or advance expenses to certain
individuals; and
5. restate and clarify that the purpose of the Company is to
engage in any lawful activity for which corporations may
be organized under applicable Delaware law, including
certain specified activities.
The Board has also been authorized to amend the Company's
Certificate of Incorporation to implement a reverse split of the
Company's common stock in the ratio in the range of 1 for 50 or 1
for 100. The ratio at which the reverse stock split will be
implemented will be selected by the Company's Board of Directors
in its discretion.
A full-text copy of the Company's Information Statement is
available at no charge at http://ResearchArchives.com/t/s?5fb9
About The Amacore Group
Based in Maitland, Florida, The Amacore Group, Inc., (OTC BB:
ACGI) -- http://www.amacoregroup.com/-- is primarily a provider
and marketer of healthcare related products, including healthcare
benefits, vision and dental networks, and administrative services
such as billing, fulfillment, patient advocacy, claims
administration and servicing. The Company primarily markets
healthcare-related membership programs such as limited and major
medical programs, supplemental medical and discount dental
programs to individuals and families. It distributes these
products and services through various distribution methods such as
its agent network, direct response marketing companies, DRTV
(Direct Response TV), inbound call centers, in-house sales
representatives, network marketing and affinity marketing
partners. The Company's secondary line of business is to place
membership programs through these same marketing channels. The
membership programs utilize the same back office and systems
creating marketing efficiencies to provide low cost ancillary
products such as pet insurance, home warranty, involuntary
unemployment insurance, and accident insurance.
At December 31, 2009, the Company had total assets of
$12.045 million against total liabilities of $22.429 million and
redeemable preferred stock - Zurvita Holdings, Inc., of
$2.280 million. At December 31, 2009, the Company had
stockholders' deficit of $12.663 million. The Company's
December 31, 2009 balance sheet also showed strained liquidity:
the Company had total current assets of $7.182 million against
total current liabilities of $8.389 million.
In its March 31, 2010 report, McGladrey & Pullen, LLP, in Orlando,
Florida, raised substantial doubt about the Company's ability to
continue as a going concern. The auditor said the Company has
suffered recurring losses from operations and has not generated
sufficient cash flows from operations to meet its needs.
AMBAC FINANCIAL: December 31 Balance Sheet Upside-Down by $1.6 Bln
------------------------------------------------------------------
Ambac Financial Group, Inc., filed on April 9, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.
The Company's balance sheet as of December 31, 2009, showed
$18.886 billion in assets and $20.520 billion in debts, resulting
in a stockholders' deficit of $1.634 billion.
The Company reported a net loss of $14.6 million on $3.911 billion
of revenue for 2009, compared with a net loss of $5.609 billion on
($2.753) billion of revenue for 2008.
KPMG LLP, in New York, expressed substantial doubt about the
Company's ability to continue as a going concern. The independent
auditors noted that the significant deterioration of the
guaranteed portfolio coupled with the inability to write new
financial guarantees has adversely impacted the business, results
of operations and financial condition of the Company's operating
subsidiary. KPMG also noted that of the Company's limited
liquidity.
"Ambac Assurance Corporation is subject to significant regulatory
oversight by the Office of the Commissioner of Insurance of the
State of Wisconsin, including the recent establishment and
rehabilitation of a segregated account of Ambac Assurance
Corporation."
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fc7
Headquartered in New York, Ambac Financial Group, Inc., through
its subsidiaries, provided financial guarantees and financial
services to clients in both the public and private sectors around
the world.
AMERICAN GENERAL: Moody's Assigns 'B1' Rating on $2 Bil. Loan
-------------------------------------------------------------
Moody's Investors Service said that it expects to assign a rating
of B1 to American General Finance Corporation's privately offered
$2 billion five-year secured term loan, subject to a review of
final documentation. AGFC's other ratings, including its B2
corporate family and senior unsecured ratings, are not affected by
the transaction. The outlook for AGFC's ratings is negative.
The new term loan will be issued by a newly-formed AGFC subsidiary
(Newco). The loan will be guaranteed on a senior unsecured basis
by AGFC and by certain AGFC operating subsidiaries. Collateral
for the loan will be comprised of a perfected first priority lien
in the stock of Newco. Newco will use proceeds of the term loan
to make intercompany loans to certain operating subsidiaries of
AGFC. The intercompany loans will be secured by a perfected first
lien security interest in finance receivables, according to pre-
determined eligibility requirements and in accordance with a
borrowing base formula. Any intercompany loans between the AGFC
subsidiaries and AGFC will be subordinated to the subsidiaries'
secured intercompany loans with Newco. Newco and the guarantors
will be subject to customary restrictions regarding, among other
things, the pledge of assets, use of sale proceeds, incurrence of
debt, and dividends and distributions. In addition, cash payments
received from eligible receivables will be subject to restrictions
regarding comingling. The Newco intercompany loans will be cross-
defaulted with the new term loan.
The B1 rating assigned to the new term loan is one notch above
AGFC's B2 corporate family rating, based upon loan terms that
meaningfully lower secured creditors' risk of loss compared to
holders of AGFC's unsecured obligations. A supporting factor in
the uplift is the collateral coverage of the loan provided via the
pledged equity interest in Newco and based upon the net book value
of the receivables securing its intercompany loans to the AGFC
subsidiaries. To maintain the collateral cushion, Newco will be
required to monthly certify its compliance with a borrowing base
that, among other things, requires that a minimum of 65% of
receivables be comprised of certain real estate loans and cash; up
to 35% can be comprised of certain other secured and unsecured
loans. Furthermore, advance rates differ depending upon the
underwriting characteristics of the receivables. Newco will be
required to cure borrowing base deficiencies, should any arise,
through loan repayments or the issuance of additional intercompany
loans secured by sufficient collateral to satisfy the borrowing
base.
AGFC's asset performance has deteriorated during the current
cycle, but has compared favorably to other sub-prime mortgage
lenders. Nevertheless, AGFC has reported eight consecutive
quarters of pre-tax losses resulting from higher credit costs, an
absence of income from mortgage banking (a discontinued business),
and declining branch revenues from sharply lower origination
levels. Moody's believes AGFC's earnings performance is likely to
continue to be weak through the next several quarters, due to high
unemployment and associated higher-than-normal default experience
and pressure on home values.
Moody's said that in its view, the pledge of equity interests in
Newco associated with the new term loan provides creditors a less
certain claim on AGFC's finance receivables than would a specific
pledge of those receivables. Moody's believes that there would be
some risk of substantive consolidation of Newco that could
diminish the lenders' ability to realize value from their security
interests, should an AGFC bankruptcy ever occur.
AGFC's ratings anticipate that the company's funding profile will
continue to rely upon greater use of secured debt and
securitizations. AGFC recently repaid its 364-day bank facility
with proceeds from asset sales and securitizations. To generate
cash to repay its upcoming unsecured debt maturities, AGFC will
likely seek to issue additional secured and securitization debt,
as it is currently unable to economically access its traditional
unsecured funding sources.
However, the new secured term loan creates structural
subordination of unsecured bond holders that weakens the
positioning of AGFC's senior unsecured debt within its B2 rating
category. If AGFC issues additional secured financings in excess
of Moody's current expectations, the firm's senior unsecured debt
could be notched down from its corporate family rating.
AGFC's long-term rating outlook is negative, reflecting continuing
adverse funding and operating conditions, execution risks relating
to the firm's liquidity initiatives, operating losses, and
uncertainty regarding its ownership and support connections with
ultimate parent American International Group, Inc.
In its last rating action, on December 22, 2009, Moody's
downgraded AGFC's senior unsecured rating to B2 from Baa3 and its
short-term rating to Not Prime from Prime-3.
American General Finance Corporation, headquartered in Evansville,
Indiana, provides retail consumer finance and credit insurance
products to consumers through a multi-state branch network.
AMERICAN LOCKER: Reports $422,606 Net Loss for 2009
---------------------------------------------------
American Locker Group Incorporated filed with the Securities and
Exchange Commission its annual report on Form 10-K for the year
ended December 31, 2009. The Company posted a net loss for the
third straight year, reporting lower net loss of $422,606 for 2009
from net losses of $2,700,211 for 2008 and $1,904,117 for 2007.
Net sales were $12,515,433 for 2009 down from $14,129,807 for 2008
and $20,242,803 for 2007.
At December 31, 2009, the Company had total assets of $8,894,726
against total liabilities of $4,628,944, resulting in
stockholders' equity of $4,265,782.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5f8f
According to the Troubled Company Reporter on February 27, 2009,
the Company has warned that unless it is able to enter into an
acceptable extension or forbearance agreement with F&M Bank &
Trust Co. and obtain additional financing, the Company might be
forced to restructure its debts under the protection of Chapter 11
of the U.S. Bankruptcy Code.
On March 5, 2009, the Company renewed its $750,000 revolving line
of credit with F&M Bank. The loan accrued interest at prime plus
75 basis points (0.75%). The revolving line of credit matured on
June 5, 2009, and was secured by all accounts receivable,
inventory and equipment as well as a Deed of Trust covering the
primary manufacturing and headquarters facility in Grapevine,
Texas. The credit agreement underlying the revolving line of
credit required compliance with certain covenants.
On March 19, 2009, the Company obtained a new $2 million mortgage
loan from F.F.F.C., Inc. which was used to repay the existing
Mortgage Loan with the F&M Bank. Interest on the loan was 12% per
annum and was payable monthly. The loan will mature on March 20,
2011. This loan has been prepaid with the proceeds of the sale of
the Grapevine, Texas facility.
On July 29, 2009, the Company entered into a receivables purchase
agreement with Gulf Coast Bank and Trust Company, pursuant to
which the Company sells certain of its accounts receivable to
GCBT. GCBT will not purchase additional receivables from the
Company if the total of all outstanding receivables held by it, at
any time, exceeds $2,500,000. In addition, if a receivable is
determined to be uncollectible or otherwise ineligible, GCBT may
require the Company to repurchase the receivable.
The Receivables Agreement calls for the Company to pay a daily
variable discount rate, which is the greater of prime plus 1.50%
or 6.5% per annum, computed on the amount of outstanding
receivables held by GCBT, for the period during which such
receivables are outstanding. The Company will also pay a fixed
discount percentage of 0.2% for each 10-day period during which
receivables held by GCBT are outstanding.
Proceeds from the sales of receivables under the Receivables
Agreement were used to repay the Line of Credit with the F&M Bank.
The Company has granted to GCBT a security interest in certain
assets to secure its obligations under the Receivables Agreement.
The Agreement is terminable at any time by either the Company or
GCBT upon the giving of notice. The Receivables Agreement expires
July 29, 2010.
On September 18, 2009, the Company closed on the sale of its
headquarters and primary manufacturing facility to the City of
Grapevine. The Company is entitled to continue to occupy the
facility, through December 31, 2010, at no cost. The City has
further agreed to pay the Company's relocation costs within the
Dallas-Fort Worth area and to pay the Company's real property
taxes for the facility through December 31, 2010. Proceeds of the
sale were used to pay off the $2 million mortgage from F.F.F.C.,
Inc. and for general working capital purposes. The City paid a
purchase price of $2,747,000. The Company estimates the total
value of this transaction at $3,500,000.
About American Locker Group
American Locker Group Incorporated (ALGI.PK) --
http://www.americanlocker.com/, http://www.canadianlocker.com;
and http://www.securitymanufacturing.com-- is known for its
proven reliability, durability and customer service. American
Locker is the only locker company to operate a dedicated center to
provide prompt and reliable service to their customers. American
Locker is used by thousands of water parks, theme parks, ski
resorts, retailers, law enforcement agencies, and health club
operators around the world.
This concludes the Troubled Company Reporter's coverage of
American Locker until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
AMERICAN RESIDENTIAL: Moody's Assigns 'B2' Corporate Family Rating
------------------------------------------------------------------
Moody's assigned a B2 Corporate Family Rating, a B2 Probability of
Default Rating and a B2 to $150 million of proposed senior secured
second lien notes of American Residential Services L.L.C. The
proceeds from the $150 million of senior secured second lien notes
are expected to be used to repay existing secured debt and pay
related fees and expenses. ARS Finance, Inc. will be a co-
borrower under the note indenture. The rating outlook is stable.
The B2 corporate family rating reflects the exposure of ARS's
business lines to weather conditions, the possibility that high
unemployment rates and tight credit market conditions could lead
consumers to defer purchases or self-repair, a short track record
of positive free cash flow and risks related to the company's
acquisition strategy. The ratings are supported by steady
financial performance during 2009 despite difficult market
conditions, the significant emergency service component of the
company's revenues, a geographically diverse branch network and a
track record of effectively acquiring and integrating
acquisitions. Pro forma financial strength metrics are in line
with the B2 rating category.
Moody's assigned these ratings (assessments):
-- $150 million senior secured second lien notes due 2015, B2
(LGD 4, 56%)
-- Corporate Family Rating, B2
-- Probability of Default Rating, B2
ARS, headquartered in Memphis, Tennessee, is one of the leading
providers of HVAC, plumbing, sewer and drain cleaning, and
residential efficiency services in the United States, serving both
residential and commercial customers. The business is principally
focused on the residential market and has a network of 66 branch
locations in 23 states across the continental United States. On a
pro forma basis for the acquisition and contribution of Efficient
Attic Systems to ARS, as if such acquisition had occurred on
January 1, 2009, revenues were approximately $550 million for the
year ended December 31, 2009.
AMSCAN HOLDINGS: Posts $62.5 Million Net Income for 2009
--------------------------------------------------------
Amscan Holdings, Inc., has filed with the Securities and Exchange
Commission its annual report on Form 10-K for the year ended
December 31, 2009.
Net income attributable to Amscan Holdings, Inc., was $62,553,000
for 2009 compared to net income of $40,510,000 for 2008 and
$19,261,000 for 2007. Total revenues were $1,486,818,000 for
2009, compared to $1,559,661,000 for 2008 and $1,247,404,000 for
2007.
As of December 31, 2009, the Company had total assets of
$1,480,501,000 against total liabilities of $982,990,000 and
redeemable common securities of $18,389,000. As of December 31,
2009, total equity was $479,122,000.
At December 31, 2008, the Company's Party City Franchise Group
unit had not been in compliance with the financial covenants
contained in its Credit Agreement with CIT Group/Business Credit,
Inc., as Administrative Agent and Collateral Agent, Newstar
Financial, Inc., as Syndication Agent, CIT Capital Securities LLC,
as Sole Arranger, and the lender parties. Pursuant to the PCFG
Credit Agreement, PCFG borrowed $30.0 million in term loans and
obtained a committed revolving credit facility in an aggregate
principal amount of up to $10.0 million, as amended, for working
capital and general corporate purposes and the issuance of letters
of credit (of up to $5.0 million at any time outstanding). At
December 31, 2009, the balance of the term loan was $23.0 million,
borrowings under the PCFG Revolver were $0.6 million and there
were no outstanding letters of credit.
Amscan is in compliance with the terms the PCFG Credit Agreement
at
December 31, 2009.
Effective September 30, 2009, PCFG and its lenders entered into a
Waiver and Amendment Agreement which provided that, among other
things, (1) interest would be accrued prospectively at either (i)
for ABR borrowings, the Alternate Base Rate plus 6.00%, with a
floor of 4.00% for the Alternate Base Rate or (ii) the Adjusted
LIBO Rate plus 7.00% with a floor of 3.00% for the Adjusted LIBO
Rate, (2) PCFG would pay an additional $1.5 million in principal
on the Term Loans at the effective date of the waiver and
amendment, and thereafter the quarterly amortization payment for
the Term Loans would be $1.0 million each quarter until the
Maturity Date, (3) the PCFG Revolver would be limited to a maximum
of $10.0 million, and (4) financials covenants related to leverage
ratio, fixed charge coverage ratio, minimum EBITDA, and maximum
capital expenditures, were revised. According to Amscan, as PCFG
is an unrestricted subsidiary, the acceleration of its obligation
under the PCFG Term Loan would not constitute an event of default
under other debt instruments.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5f87
Based in Road Elmsford, New York, Amscan Holdings, Inc., designs,
manufactures, contracts for manufacture and distributes party
goods, including paper and plastic tableware, metallic balloons,
accessories, novelties, gifts and stationery. The Company also
operates retail party goods and social expressions supply stores
in the United States under the names Party City, Party America,
The Paper Factory, Halloween USA and Factory Card & Party Outlet,
and franchises both individual stores and franchise areas
throughout the United States and Puerto Rico principally under the
names Party City and Party America. The Company is a wholly owned
subsidiary of AAH Holdings Corporation.
* * *
Amscan Holdings carries Standard & Poor's Ratings Services' 'B'
corporate credit rating, and Moody's Investors Service's 'B2'
Corporate Family and Probability of Default Ratings.
ASARCO LLC: Accused of Foot-Dragging in Interest Feud
-----------------------------------------------------
Bankruptcy Law360 reports that ASM Capital LP and other
bondholders battling Asarco LLC over postpetition interest on
their claims have attacked the reorganized mining company for
trying to prolong the dispute and sap creditors' will to carry out
a costly fight. A chorus of roughly 12 different investment funds
objected to Asarco's recent bid to extend discovery deadlines in
their dispute over postpetition interest on the unsecured claims,
the report says.
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ASARCO LLC: Appeals Order Reimbursing Steelworkers Atty. Fees
-------------------------------------------------------------
ASARCO LLC notifies Judge Schmidt that it will take an appeal to
the United States District Court for the Southern District of
Texas from his order amending procedures for reimbursing certain
professional fees and expenses incurred by the United
Steelworkers, entered on March 18, 2010, and all adverse orders,
rulings, decrees, opinions, and judgments leading up to, merged
into or included within the Order.
Among the modifications noted in the Amended Reimbursement
Procedures Order are:
-- the increase of the Aggregate Union Fee Cap to $1,500,000;
and
-- the inclusion in the professional activities for which fees
are authorized of (i) participation in the plan of
reorganization process, and (ii) negotiations and
litigation, including appellate litigation relating to a
new collective bargaining agreement and the 2007 ASARCO
request to approve New Collective Bargaining Agreement with
Unions.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ASARCO LLC: Court Drops Appeal on Environmental Settlement
----------------------------------------------------------
The U.S. District Court for the Southern District of Texas
dismissed the appeal of Americas Mining Corporation and Asarco
Incorporated of the order approving settlement of environmental
claims, with costs to be borne by the party incurring the costs.
The appeal dismissal was sought by AMC and Asarco Inc.
themselves, parent company of ASARCO LLC.
The Parent previously asserted that the Confirmed Plan of
Reorganization of ASARCO LLC specifically provides that the
Parent will withdraw the Appeal if the Plan it proposed is
confirmed.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
ASARCO LLC: District Court Upholds Aviva Settlement
---------------------------------------------------
Judge Andrew S. Hanen of the U.S. District Court for the Southern
District of Texas dismissed Fireman's Fund Insurance Company's
appeal of Judge Schmidt's order granting the Debtors' request to
approve settlement agreement with Aviva Canada Incorporated.
Fireman's Fund previously asked the District Court to stay any
further prosecution of its appeal pending the effective date of a
confirmed plan of reorganization in the Debtors' bankruptcy
cases. Fireman's Fund told the District Court that it will
dismiss the appeal within 30 days after the Plan's effective
date.
Prior to the dismissal, Judge Hanen asked Fireman's Fund to show
cause why the appeal will not be dismissed because more than 30
days have passed since the Effective Date. In response, Fireman's
Fund told Judge Hanen that it consents to the dismissal.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection on August 9, 2005
(Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On December 9, 2009, Grupo Mexico, S.A.B. consummated the Chapter
11 plan that it sponsored for Asarco LLC. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
Asarco LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
Bankruptcy Creditors' Service, Inc., publishes ASARCO Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by ASARCO LLC and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
BEACH FIRST NAT'L: Closed; Bank of North Carolina Assumes Deposits
------------------------------------------------------------------
Beach First National Bank, Myrtle Beach, South Carolina, was
closed on April 9, 2010, by the Office of the Comptroller of the
Currency, which appointed the Federal Deposit Insurance
Corporation as receiver. To protect the depositors, the FDIC
entered into a purchase and assumption agreement with Bank of
North Carolina, Thomasville, North Carolina, to assume all of the
deposits of Beach First National Bank.
The seven branches of Beach First National Bank will reopen during
normal business hours as branches of Bank of North Carolina.
Depositors of Beach First National Bank will automatically become
depositors of Bank of North Carolina. Deposits will continue to
be insured by the FDIC, so there is no need for customers to
change their banking relationship to retain their deposit
insurance coverage. Customers should continue to use their
existing branch until they receive notice from Bank of North
Carolina that it has completed systems changes to allow other Bank
of North Carolina branches to process their accounts as well.
As of Dec. 31, 2009, Beach First National Bank had around
$585.1 million in total assets and $516.0 million in total
deposits. Bank of North Carolina did not pay the FDIC a premium
for the deposits of Beach First National Bank. In addition to
assuming all of the deposits of the failed bank, Bank of North
Carolina agreed to purchase essentially all of the assets.
The FDIC and Bank of North Carolina entered into a loss-share
transaction on $497.9 million of Beach First National Bank's
assets. Bank of North Carolina will share in the losses on the
asset pools covered under the loss-share agreement. The loss-
share transaction is projected to maximize returns on the assets
covered by keeping them in the private sector. The transaction
also is expected to minimize disruptions for loan customers. For
more information on loss share, please visit:
http://www.fdic.gov/bank/individual/failed/lossshare/index.html
Customers who have questions about today's transaction can call
the FDIC toll-free at 1-866-954-9536. Interested parties also can
visit the FDIC's Web site at:
http://www.fdic.gov/bank/individual/failed/beachfirst.html
The FDIC estimates that the cost to the Deposit Insurance Fund
will be $130.3 million. Bank of North Carolina's acquisition of
all the deposits was the "least costly" resolution for the FDIC's
DIF compared to all alternatives. Beach First National Bank is
the 42nd FDIC-insured institution to fail in the nation this year,
and the first in South Carolina. The last FDIC-insured
institution closed in the state was Victory State Bank, Columbia,
on March 26, 1999.
BLACK BULL: Taps Patten Peterman as Legal Counsel
-------------------------------------------------
Black Bull Run Development, LLC, has asked for authorization from
the U.S. Bankruptcy Court for the District of Montana to employ
James A. Patten and the Patten, Peterman, Bekkedahl & Green law
firm as legal counsel.
Patten Peterman will provide the Debtor general counseling and
representation before the Court in connection with this case.
Patten Peterman will be paid based on the hourly rates of its
personnel:
James A. Patten $275
Patricia D. Peterman $275
Bruce O. Bekkedahl $275
W. Scott Green $275
Craig D. Martinson $275
Amanda R. Lenning $130
Juliane E. Lore $130
Diane S. Kephart $110
Valerie Cox $110
Phyllis Dahl $110
Marcia Berg $110
Leanne C. Beatty $110
Valerie Schulke $110
April J. Schueler $110
Patten Peterman assures the Court that the firm is "disinterested"
as that term is defined in Section 101(14) of the Bankruptcy Code.
Bozeman, Montana-based Black Bull Run Development LLC filed for
Chapter 11 bankruptcy protection on March 26, 2010 (Bankr. D.
Mont. Case No. 10-60593). James A. Patten, Esq., who has an
office in Billings, Montana, assists the Company in its
restructuring effort. According to the schedules, the Company has
assets of $16,317,641, and total debts of $42,764,571.
BLACK BULL: Files Schedules of Assets & Liabilities
---------------------------------------------------
Black Bull Run Development LLC has filed with the U.S. Bankruptcy
Court for the District of Montana its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $13,000,000
B. Personal Property $3,317,640
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $41,958,254
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $806,317
----------- -----------
TOTAL $16,317,641 $42,764,571
Bozeman, Montana-based Black Bull Run Development LLC filed for
Chapter 11 bankruptcy protection on March 26, 2010 (Bankr. D.
Mont. Case No. 10-60593). James A. Patten, Esq., who has an
office in Billings, Montana, assists the Company in its
restructuring effort.
BLACK BULL: Section 341(a) Meeting Scheduled for April 20
---------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of Black
Bull Run Development LLC's creditors on April 20, 2010, at
3:00 p.m. The meeting will be held at 315 FED Building, 400 N
Main Street, Butte, MT 59701.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Bozeman, Montana-based Black Bull Run Development LLC filed for
Chapter 11 bankruptcy protection on March 26, 2010 (Bankr. D.
Mont. Case No. 10-60593). James A. Patten, Esq., who has an
office in Billings, Montana, assists the Company in its
restructuring effort. According to the schedules, the Company has
assets of $16,317,641, and total debts of $42,764,571.
BLANCA LLC: Taps Law Office of Carolyn Dye as Bankruptcy Counsel
----------------------------------------------------------------
Blanca, LLC, asks the U.S. Bankruptcy Court for the Central
District of California for permission to employ the Law Office of
Carolyn A. Dye, Esq., as general bankruptcy counsel.
Ms. Dye will, among other things:
-- provide the Debtor with legal advice and guidance with
respect to the powers, duties, rights and obligations of a
debtor-in-possession and provide assistance with analysis
and negotiations of financing opportunities for the Debtor's
business or the sale or other disposition of assets of the
estate;
-- provide advice regarding cash collateral and negotiations
with secured creditors, Bank of the West and East West Bank;
and
-- assist the Debtor in any legal matters that might arise as a
result of the Debtor's business.
Ms. Dye tells the Court that prepetition, she received $5,000 for
services and fees. Ms. Dye adds that her hourly rate is $400 and
$165 for paralegal services. She agreed to bill the Debtor
$350 for her time and $125 for paralegal services.
Ms. Dye assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Ms. Dye can be reached at:
3435 Wilshire Blvd., Ste. 1045
Los Angeles, CA 90010
Tel: (213) 368-5000
E-mail: trustee@cadye.com
About Blanca, LLC
Downey, California-based Blanca, LLC, filed for Chapter 11
bankruptcy protection on February 23, 2010 (Bankr. C.D. Calif.
Case No. 10-16519). Carolyn A. Dye, Esq., who has an office in
Los Angeles, California, assists the Company in its restructuring
effort.
BLOCKBUSTER INC: Snubs Gregory Meyer's Candidacy for Board
-----------------------------------------------------------
Blockbuster Inc. has released a statement following Gregory
Meyer's announcement of his self-nomination to the company's Board
of Directors.
"Blockbuster strongly supports James W. Crystal and the other
members in the company's slate for election as members of the
board of directors," said Jim Keyes, Chairman of the Board and
Chief Executive Officer of Blockbuster. "Jim Crystal is very
important for his experience with the company during the last
three years and invaluable assistance in Blockbuster's plans for
recapitalization of the company and the transformation of our
business model. His continuity in board service, along with the
others on the company's slate, will play a key role in our success
at Blockbuster.
"We remain committed to our work to recapitalize and continue to
transform Blockbuster into a multi-channel provider of media
entertainment, and believe that our slate of board members provide
the essential experience, understanding and continuity to guide
the company and deliver the best value for all of our
shareholders.
"While we have an appreciation for Mr. Gregory Meyer's investment
and interest in the company, those are not sufficient reasons for
his candidacy for the board. We are disappointed Mr. Meyer is
pursuing a costly and disruptive proxy contest. A proxy contest
can only serve as a distraction to the company when attention and
resources would be better used in creating value for stakeholders
by implementing our strategic plan. We assure all of our
constituencies that we remain committed, as always, to doing what
is right for our shareholders, debt holders, employees, and
customers," concluded Mr. Keyes.
About Blockbuster Inc.
Dallas-Tex.-based Blockbuster Inc. is a leading global provider of
rental and retail movie and game entertainment, with over 6,500
stores in the United States, its territories and 17 other
countries as of January 3, 2010.
The Company's balance sheet as of January 3, 2010, showed
$1.538 billion in assets and $1.852 billion of debts, for a
stockholders' deficit of $314.3 million.
PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted that the Company has incurred a net
loss from operations for the year ended January 3, 2010, and has a
stockholders' deficit as of January 3, 2010. In addition, the
increasingly competitive industry conditions under which the
Company operates have negatively impacted the Company's results of
operations and cash flows and may continue to in the future.
* * *
As reported in the Troubled Company Reporter on March 22, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dallas-based Blockbuster Inc. to 'CC' from 'CCC'. The
'CC' rating indicates that, in S&P's opinion, Blockbuster is
highly vulnerable to default. The outlook is negative.
BOESER INC: Files Schedules of Assets & Liabilities
---------------------------------------------------
Boeser, Inc., has filed with the U.S. Bankruptcy Court for the
District of Montana its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $5,000,000
B. Personal Property $7,343,304
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $3,191,678
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $347,017
----------- -----------
TOTAL $ 12,343,304 $3,538,695
Minneapolis, Minnesota-based Boeser, Inc., filed for Chapter 11
bankruptcy protection on March 25, 2010 (Bankr. D. Minn. Case No.
10-42136). Joseph Anthony Wentzell, Esq., at Wentzell Law Office,
PLLC, assists the Company in its restructuring effort.
BOESER INC: Section 341(a) Meeting Scheduled for May 6
------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of Boeser,
Inc.'s creditors on May 6, 2010, at 9:00 a.m. The meeting will be
held at the U.S. Courthouse, Room 1017, 300 S 4th Street,
Minneapolis, MN 55415.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Minneapolis, Minnesota-based Boeser, Inc., filed for Chapter 11
bankruptcy protection on March 25, 2010 (Bankr. D. Minn. Case No.
10-42136). Joseph Anthony Wentzell, Esq., at Wentzell Law Office,
PLLC, assists the Company in its restructuring effort. According
to the schedules, the Company has assets of $12,343,304, and total
debts of $3,538,695.
BOISE CASCADE: S&P Affirms Corporate Credit Rating at 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Boise
Cascade LLC, including the 'B+' corporate credit rating. At the
same time, S&P removed all of the ratings from CreditWatch, where
they were placed with positive implications on March 5, 2010. The
rating outlook is stable.
"The affirmation and CreditWatch removal reflects S&P's
expectations for gradually improving housing markets in 2010 and
an acceleration of demand in 2011, resulting in S&P's expectation
that BC's financial results and credit measures should improve
over the next two years," said Standard & Poor's credit analyst
Pamela Rice. Still, credit measures remain very weak for the
ratings and S&P believes the company is unlikely to generate
positive free cash flow during this period. Nevertheless, the
company has substantial cash on hand that S&P believes should be
more than sufficient to cover its requirements through the
anticipated remainder of the downturn. In addition, BC has no
debt maturity before 2014 following the proposed repayment of its
asset-based revolving credit facility. In S&P's view, overall
liquidity should remain above $200 million even in a lengthy
downside scenario.
The stable rating outlook reflects S&P's assessment that BC should
have sufficient liquidity to weather the remainder of the housing
downturn, and S&P's expectations that its operating performance
will gradually improve over the next several quarters as housing
starts begin to rise. S&P is currently forecasting a 25% increase
in housing starts in 2010 and 67% increase in 2011. S&P believes
this should lead to total adjusted debt to EBITDA of no more than
5x and FFO to debt of 15% by year-end 2011, levels that S&P
considers to be more consistent with the 'B+' rating.
S&P could raise the ratings if the housing recovery is more rapid
and more robust than S&P currently expect and the company
generates positive cash flow such that S&P believes its cash
balance will exceed its total adjusted debt on a sustained basis.
Although unlikely in the near term, S&P could take a negative
rating action if BC generates sizable operating losses over the
next several quarters, and if S&P believes the company will be
unable to maintain its liquidity, consisting of excess cash
balances and revolver availability, above $200 million.
BOZEL SA: Files for Chapter 11 Protection in New York
-----------------------------------------------------
Bozel SA filed a petition on April 6 seeking protection under
Chapter 11 of the U.S. Bankruptcy Code in White Plains, New York
(Bankr. S.D.N.Y. Case No. 10-11802).
Bozel SA is a mineral mining company based in Luxembourg. Bozel
said it has debts of $10 million to $50 million and assets of
$50 million to $100 million.
The company is "insolvent and unable to pay its debts when due,"
the board of directors of Bozel said in a March 22 resolution
filed with the court, approving the bankruptcy filing.
BRYAN/MOORE DEV'T: Files Schedules of Assets & Liabilities
----------------------------------------------------------
Bryan/Moore Development, LLC, has filed with the U.S. Bankruptcy
Court for the District of Arizona its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $15,500,000
B. Personal Property $25,000
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $13,100,000
E. Creditors Holding
Unsecured Priority
Claims $3,100
F. Creditors Holding
Unsecured Non-priority
Claims $63,520
----------- -----------
TOTAL $15,525,000 $13,166,621
Mesa, Arizona-based Bryan/Moore Development, LLC, filed for
Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. D.
Ariz. Case No. 10-09233). McGuire Gardner, PLLC, who has an
office in Flagstaff, Arizona, assists the Company in its
restructuring effort.
BRYAN/MOORE DEV'T: Can Hire McGuire Gardner as Bankr. Counsel
-------------------------------------------------------------
Bryan/Moore Development, LLC, sought and obtained permission from
the Hon. Redfield T. Baum, Sr., of the U.S. Bankruptcy Court for
the District of Arizona to employ McGuire Gardner, PLLC, as
bankruptcy counsel.
McGuire Gardner will:
a. advise the debtor as to its rights, duties and power as
debtor-in-possession;
b. prepare and file the statements, schedules, plans and
other documents and pleadings necessary to be filed by the
Debtor in this case;
c. represent the Debtor at all hearings, meetings of
creditors, conferences, trials and other proceedings in
this case; and
d. perform other legal services as may be necessary in
connection with this case.
McGuire Gardner will be paid based on the hourly rates of its
personnel:
Partner $300
Associate $175 to $225
Paralegal $85
Pernell W. McGuire, an attorney at McGuire Gardner, assured the
Court that the firm is "disinterested" as that term is defined in
Section 101(14) of the Bankruptcy Code.
Mesa, Arizona-based Bryan/Moore Development, LLC, filed for
Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. D.
Ariz. Case No. 10-09233). McGuire Gardner, PLLC, who has an
office in Flagstaff, Arizona, assists the Company in its
restructuring effort. The Company listed $15,525,000 in assets
and $13,166,621 in liabilities.
BRYAN/MOORE DEV'T: Section 341(a) Meeting Scheduled for May 4
-------------------------------------------------------------
The U.S. Trustee for Region 14 will convene a meeting of
Bryan/Moore Development, LLC's creditors on May 4, 2010, at
11:30 a.m. The meeting will be held at the US Trustee Meeting
Room, 230 N. First Avenue, Suite 102, Phoenix, AZ (341-PHX).
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Mesa, Arizona-based Bryan/Moore Development, LLC, filed for
Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. D.
Ariz. Case No. 10-09233). McGuire Gardner, PLLC, who has an
office in Flagstaff, Arizona, assists the Company in its
restructuring effort. The Company listed $15,525,000 in assets
and $13,166,621 in liabilities.
CALYPTE BIOMEDICAL: Stark Offshore Holds 5.2% of Common Stock
-------------------------------------------------------------
Michael A. Roth and Brian J. Stark, managing members of Stark
Offshore Management LLC, disclosed that as of December 31, 2009,
they may be deemed to beneficially hold 25,394,320 shares or
roughly 5.2% of the common stock of Calypte Biomedical
Corporation. The shares are held directly by SF Capital Partners
Ltd. Stark Offshore acts as investment manager and has sole power
to direct the management of SF Capital. Through Stark Offshore,
Messrs. Roth and Stark possess voting and dispositive power over
all of the shares.
Portland, Ore.-based Calypte Biomedical Corporation develops,
manufactures, and distributes in vitro diagnostic tests, primarily
for the diagnosis of Human Immunodeficiency Virus infection.
The Company's balance sheet as of December 31, 2009, showed
$5.4 million in assets and $20.6 million of debts, for a
stockholders' deficit of $15.1 million.
Odenberg, Ullakko, Muranishi & Co. LLP, in San Francisco,
expressed substantial doubt about the Company's ability to
continue as a going concern. The independent auditors noted that
the Company has defaulted on $6.3 million of 8% Convertible
Promissory Notes and related Interest Notes and $5.2 million of 7%
Promissory Notes, has suffered recurring operating losses and
negative cash flows from operations, and management believes that
the Company's cash resources will not be sufficient to sustain its
operations through 2010 without additional financing.
CAPITAL GROWTH: ACF CGS Forbearance Expires Today
-------------------------------------------------
Capital Growth Systems, Inc., disclosed that on March 30, 2010,
ACF CGS, L.L.C., as agent under a Loan Agreement, dated as of
November 19, 2008, and the borrowers under that facility entered
into a third amendment to the parties' Forbearance Agreement.
Pursuant to the Third Amendment, the Agent agreed to extend the
Forbearance Termination Date to April 12, 2010, if the Company
complies with certain terms of the Forbearance Agreement.
On November 18, 2009, Capital Growth received formal notification
from ACF CGS of certain covenant violations that have occurred and
continue to exist under the Loan Agreement. The Borrowers under
the Loan Agreement are the Company, Global Capacity Group, Inc.,
Centrepath, Inc., 20/20 Technologies, Inc., 20/20 Technologies I,
LLC, Nexvu Technologies, LLC, Capital Growth Acquisition, Inc.,
Vanco Direct USA, LLC, to be known as Global Capacity Direct, LLC,
and Magenta Netlogic Limited.
On December 22, 2009, the Agent and the Borrowers entered into a
forbearance agreement, pursuant to which Agent agreed to forbear
from exercising its rights and remedies with respect to the
defaults specified in the Forbearance Agreement until January 26,
2010, provided that: (i) other than the Specified Defaults or a
failure to comply with the Borrowers' minimum EBITDA covenant,
there are no financial covenant violations or other defaults by
any of the Borrowers during the interim period, (ii) the Borrowers
comply with the terms of the Forbearance Agreement, (iii) the
Borrowers do not join in, assist, cooperate or participate as an
adverse party or adverse witness in any suit or other proceeding
against the Agent, any Lender or an affiliate of either which is
related to (a) any of the obligations or amounts owing under the
Forbearance Agreement, the Loan Agreement or any other loan
document or (b) is in connection with or related to any of the
transactions contemplated by such documents and (iv) no third
party exercises any right or remedy it may have as a result of any
of the Specified Defaults. The Specified Defaults include, but
are not limited to: (i) violation of the minimum EBITDA covenant
for the period of the Forbearance Agreement, and (ii) deviation by
more than 15.0% from its vender payment plan budgets submitted to
the Agent, for the testing periods ended November 6, 2009,
November 13, 2009, November 20, 2009, November 27, 2009,
December 4, 2009, December 11, 2009 and December 18, 2009.
The Forbearance Agreement was amended on December 31, 2009, and on
March 8, 2010, to among other things, extend the Forbearance
Termination Date.
In providing the extension to the Forbearance Termination Date,
the Agent requires that the Borrowers maintain, at a minimum,
$1,500,000 in cash balances at all times to meet its "Minimum Cash
Balance" covenant. Further, the Agent required the Borrowers pay
a fee, in cash, equal to 1.0% of the outstanding balance of the
Term Loan. To date, the Borrowers have timely paid all debt
service obligations under the Loan Agreement.
A full-text copy of the Third Amendment is available at no charge
at http://ResearchArchives.com/t/s?5f8c
Based in Chicago, Capital Growth Systems, Inc., dba Global
Capacity, is a publicly traded corporation that delivers telecom
information and logistics solutions to a global client set
consisting of systems integrators, telecommunications companies,
and enterprise customers.
The Company's balance sheet as of December 31, 2009, showed
$34.4 million in assets and $85.4 million of debts, for a
stockholders' deficit of $51.0 million.
Asher & Company, Ltd., in Philadelphia, Pa., expressed substantial
doubt about the Company's ability to continue as a going concern.
The independent auditors noted that of the Company's recurring
operating losses, negative cash flows from operations, net working
capital deficiency, shareholders' deficit and debt covenant
violations and related penalties.
CEDAR FAIR: Moody's Confirms 'Ba3' Corporate Family Rating
----------------------------------------------------------
Moody's Investors Service confirmed Cedar Fair, L.P.'s Ba3
Corporate Family Rating, concluding the review for downgrade
initiated on December 17, 2009. The rating confirmation follows
Cedar Fair's announcement that it mutually agreed with affiliates
of Apollo Global Management to terminate Apollo's proposed
$2.4 billion leveraged buyout of Cedar Fair. Moody's also
withdrew the ratings on the proposed debt instruments that were to
be issued in connection with the Apollo transaction. Cedar Fair's
B1 Probability of Default Rating and Ba3 senior secured credit
facility rating were not on review for downgrade and were
affirmed. Loss given default assessments were also updated based
on the current debt mix. The rating outlook is negative.
Confirmations:
Issuer: Cedar Fair, L.P.
-- Corporate Family Rating, Confirmed at Ba3
Withdrawals:
Issuer: Cedar Fair, L.P. (under Apollo)
-- Corporate Family Rating, Withdrawn, previously rated (P)B1
-- Probability of Default Rating, Withdrawn, previously rated
(P)B1
-- Senior Secured Bank Credit Facility, Withdrawn, previously
rated (P)Ba3, LGD3 - 37%
Issuer: Siddur Merger Sub, LLC
-- Senior Unsecured Regular Bond/Debenture, Withdrawn,
previously rated (P)B3, LGD5 - 89%
Outlook Actions:
Issuer: Cedar Fair, L.P.
-- Outlook, Changed To Negative From Rating Under Review
Issuer: Cedar Fair, L.P. (under Apollo)
-- Outlook, Changed To Rating Withdrawn From Stable
Issuer: Siddur Merger Sub, LLC
-- Outlook, Changed To Rating Withdrawn From Stable
Loss Given Default Updates:
Issuer: Cedar Fair, L.P.
-- Senior Secured Bank Credit Facility, Changed to LGD3 - 35%
from LGD3 - 34% (no change to Ba3 rating)
Issuer: Canada's Wonderland Company
-- Senior Secured Bank Credit Facility, Changed to LGD3 - 35%
from LGD3 - 34% (no change to Ba3 rating)
The confirmation of the Ba3 CFR reflects the elimination of the
overhang from the leveraging Apollo acquisition and Moody's view
that the company will shift its focus to the seasonal ramp up in
park operations, reducing debt and leverage, and alleviating the
pressure from several liquidity hurdles. However, the company's
elevated leverage and liquidity profile weakly position the
company within the rating category and could lead to a downgrade
if not addressed. In particular, Cedar Fair faces the expiration
of its $310 million revolving credit facilities in August 2011,
approximately $645 million of debt maturities in 2012 and limited
projected cushion under the maximum leverage covenant in its
credit facility, which covenant steps down to 5.0x from 5.25x at
the end of 2010.
Moody's expects Cedar Fair's free cash flow will increase in 2010
now that the MLP distribution has been suspended. The free cash
flow will likely be utilized to reduce debt and provides the
company flexibility to address its liquidity hurdles and this is a
key factor contributing to the rating confirmation.
The rating outlook is negative due to the high leverage and
concern that an amendment to increase covenant headroom or a
refinancing of maturities would result in an increase in interest
expense that weakens cash flow and interest coverage. Moody's
believes the company will likely be able to address its liquidity
issues and would return the rating outlook to stable if EBITDA
less CapEx to interest expense (1.83x in FY 2009 incorporating
Moody's standard adjustments) is expected to remain above 1.75x
following a refinancing and the company's ability to reduce debt
and leverage as expected is not materially impeded by any
incremental interest associated with a refinancing or projected
operating performance.
Cedar Fair's speculative-grade liquidity rating remains at SGL-3
due to the limited projected cushion within its financial
maintenance covenants. The liquidity rating would likely be
downgraded to SGL-4 if the revolver maturity approaches and is not
addressed or if Moody's anticipated the company would violate its
covenants. Moody's believes Cedar Fair can fund the $6.5 million
termination payment to Apollo from free cash flow and/or a
revolver draw, although the fees reduce covenant EBITDA and
cushion within the leverage covenant.
The last rating action was on January 14, 2010 when Moody's
assigned ratings to Cedar Fair in connection with the proposed LBO
financing.
Cedar Fair's ratings were assigned by evaluating factors Moody's
believe are relevant to the credit profile of the issuer, such as
i) the business risk and competitive position of the company
versus others within its industry, ii) the capital structure and
financial risk of the company, iii) the projected performance of
the company over the near to intermediate term, and iv)
management's track record and tolerance for risk. These
attributes were compared against other issuers both within and
outside of Cedar Fair's core industry and Cedar Fair's ratings are
believed to be comparable to those of other issuers of similar
credit risk.
Cedar Fair, headquartered in Sandusky, Ohio, is a publicly traded
Delaware master limited partnership formed in 1987 that owns and
operates 11 amusement parks, seven water parks (six outdoor and
one indoor) and hotels in North America. Properties are located
in the U.S. and Canada and include Cedar Point (OH), Knott's Berry
Farm (CA), and Canada's Wonderland (Toronto). In June 2006, Cedar
Fair, L.P. completed the acquisition of Paramount Parks, Inc.
("Paramount Parks") from a subsidiary of CBS Corporation for a
purchase price of $1.24 billion. Cedar Fair's 2009 revenue was
$916 million.
CELANESE US: Bank Debt Trades at 2% Off in Secondary Market
-----------------------------------------------------------
Participations in a syndicated loan under which Celanese US
Holdings LLC is a borrower traded in the secondary market at 98.07
cents-on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.62
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility. The bank loan matures on April 2, 2014, and carries
Moody's Ba2 rating and Standard & Poor's BB+ rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
On Dec. 29, 2009, the Troubled Company Reporter stated that
Moody's affirmed the long-term debt ratings (Corporate Family
Rating of Ba2) of Crystal US Holdings 3 LLC and Celanese US
Holdings LLC, subsidiaries of Celanese Corporation. The outlook
for both entities was changed to stable from positive due to the
expected slow recovery in credit metrics and the additional time
required to attain the metrics that would support a higher rating.
Celanese Corporation -- http://www.celanese.com/-- is an
integrated producer of chemicals and advanced materials. It is a
producer of acetyl products, which are intermediate chemicals for
many industries, as well as a global producer of high performance
engineered polymers that are used in a variety of end-use
applications. Celanese US Holdings LLC, formerly BCP Crystal US
Holdings Corp., is a subsidiary of Celanese Corp.
CHAPARRAL ENERGY: Expects Wider 2009 Net Loss; Delays 10-K Report
-----------------------------------------------------------------
Chaparral Energy, Inc., said in a regulatory filing it expects a
significant change in its results of operations for the year ended
December 31, 2009, as compared to the year ended December 31,
2008.
"We expect our 2009 oil and natural gas revenues to decrease
approximately $209 million, or 42%, to approximately $292 million
compared to 2008 revenues due to a 46% decrease in the average
commodity price per Boe, partially offset by an 8% increase in
sales volumes. In addition, we recorded non-cash pre-tax ceiling
test impairments of our oil and natural gas properties of
approximately $241 million and $281 million in 2009 and 2008. As
a result of these and other transactions, we expect our 2009 net
loss to increase approximately $89 million to approximately
$144 million. We expect our 2009 cash flow from operations to be
approximately $99 million compared to approximately $146 million
in 2008."
Chaparral Energy on March 31, 2010, filed a Notification of Late
Filing on Form 12b-25 with respect to the Company's Annual Report
on Form 10-K for the year ended December 31, 2009. The Company
recently negotiated and executed a stock purchase agreement
whereby the Company will sell, on a private basis, $325 million of
common stock. The devotion of management's attention to those
negotiations have caused management to be unable, through
reasonable effort and expense, to file the Company's 2009 Form
10-K on or before the prescribed due date.
The Company will file its Annual Report on Form 10-K for the year
ended December 31, 2009, on or before April 15, 2010. The Company
will hold a conference call to discuss its 2009 financial and
operating results on April 14, 2010 at 10:00 a.m. Central.
As reported by the Troubled Company Reporter on March 30, 2010,
Chaparral Energy entered into a definitive agreement under which
CCMP will invest $345 million to acquire a significant ownership
stake in the Company. Chaparral's financial advisors were Capital
One Southcoast and Morgan Stanley. Legal counsel to Chaparral was
McAfee & Taft. CCMP's financial advisor was RBC Richardson Barr
and legal advisor was Latham & Watkins.
A full-text copy of the company's stock purchase agreement is
available for free at http://ResearchArchives.com/t/s?5c8a
Oklahoma City, Oklahoma-based Chaparral Energy, Inc., is an
independent oil and natural gas company engaged in the production,
acquisition and exploitation of oil and natural gas properties.
Its areas of operation include the Mid-Continent, Permian Basin,
Gulf Coast, Ark-La-Tex, North Texas and the Rocky Mountains. The
company -- http://www.chaparralenergy.com/-- maintains a
portfolio of proved reserves, development and exploratory drilling
opportunities, and enhanced oil recovery (EOR) projects. As of
Dec. 31, 2007, Chaparral had estimated proved reserves of
987 billion cubic feet of natural gas equivalent (Bcfe). Its
reserves were 65% proved developed and 60% crude oil. The company
also had an average daily production of 111.3 million cubic feet
of natural gas equivalent (MMcfe) during the year.
* * *
According to the Troubled Company Reporter on Feb. 23, 2010,
Standard & Poor's Ratings Services revised its CreditWatch
implications to developing from positive on Oklahoma City-based
independent exploration and production firm Chaparral Energy Inc.
The ratings were initially placed on CreditWatch on Feb. 9, 2010.
The CreditWatch revisions reflects the withdrawal of Chaparral's
$400 million note offering, and the significant impact to
liquidity if the company does not find a new credit facility
and/or source of financing in the very near term.
CHEMTURA CORP: Dismisses $9 Billion Environmental Claim
-------------------------------------------------------
A bankruptcy judge has reportedly nixed a $9 billion claim filed
against Chemtura Corp. by a California group devoted to
researching toxic substances, handing a victory to the chemical
company and its creditors, according to Bankruptcy Law360.
Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel. The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC.
As of December 31, 2008, the Debtors had total assets of
$3.06 billion and total debts of $1.02 billion.
Bankruptcy Creditors' Service, Inc., publishes Chemtura
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings undertaken by Chemtura Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHEMTURA CORP: Spared From $9 Billion Claim Over Flame Retardant
----------------------------------------------------------------
Carla Main at Bloomberg News reports that U.S. Bankruptcy Judge
Robert Gerber in New York cleared Chemtura Corp. from a $9 billion
claim from a group that sought damages for infertility and other
health problems linked to a flame retardant. The Company will
have an opportunity to investigate the extent of damages.
According to the report, Judge Gerber ruled that the nonprofit
public interest group, Council for Education and Research on
Toxics, or CERT, lacks standing to bring a claim in the case
because it isn't a creditor, and it made the claim too late.
Bloomberg relates that Chemtura's corporate predecessor, Great
Lakes Chemical Corp., was the only U.S. maker of some types of
PBDEs, a flame retardant used mostly in California which polluted
the Columbia River and contributed to infertility and lower IQ
scores, lawyers for the group wrote.
About Chemtura Corp.
Based in Middlebury, Connecticut, Chemtura Corporation (CEM) --
http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a
global manufacturer and marketer of specialty chemicals, crop
protection products, and pool, spa and home care products.
Chemtura Corporation and 26 of its U.S. affiliates filed voluntary
petitions for relief under Chapter 11 on March 18, 2009 (Bankr.
S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at
Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel.
Wolfblock LLP serves as the Debtors' special counsel. The
Debtors' auditors and accountant are KPMG LLP; their investment
bankers are Lazard Freres & Co.; their strategic communications
advisors are Joele Frank, Wilkinson Brimmer Katcher; their
business advisors are Alvarez & Marsal LLC and Ray Dombrowski
serves as their chief restructuring officer; and their claims and
noticing agent is Kurtzman Carson Consultants LLC.
As of December 31, 2008, the Debtors had total assets of
$3.06 billion and total debts of $1.02 billion.
Bankruptcy Creditors' Service, Inc., publishes Chemtura
Bankruptcy News. The newsletter tracks the Chapter 11
proceedings undertaken by Chemtura Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHENIERE ENERGY: BlackRock Holds 5.73% of Common Stock
------------------------------------------------------
BlackRock, Inc., disclosed that as of December 31, 2009, it may be
deemed to beneficially own 3,241,005 shares or roughly 5.73% of
the common stock of Cheniere Energy, Inc.
About Cheniere Energy
Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals. Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.
At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000. Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008.
CHENIERE ENERGY: Kleinheinz Capital Holds 5.7% of Common Stock
--------------------------------------------------------------
Kleinheinz Capital Partners, Inc.; Kleinheinz Capital Partners
LDC; John Kleinheinz; Global Undervalued Securities Master Fund,
L.P.; Global Undervalued Securities Fund, L.P.; Global Undervalued
Securities Fund (QP), L.P.; and Global Undervalued Securities
Fund, Ltd., disclosed that as of December 31, 2009, they may be
deemed to beneficially own 3,240,000 shares or roughly 5.7% of the
outstanding shares of Common Stock of Cheniere Energy Inc.
About Cheniere Energy
Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals. Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.
At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000. Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008.
CHENIERE ENERGY: Orbis Investment Holds 13.9% of Common Stock
-------------------------------------------------------------
Orbis Investment Management Limited in Hamilton Bermuda, disclosed
that as of December 31, 2009, it may be deemed to beneficially own
7,831,159 shares or roughly 13.9% of the common stock of Cheniere
Energy, Inc.
About Cheniere Energy
Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals. Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.
At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000. Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008.
CHENIERE ENERGY: Revises 2010 Corporate Presentation
----------------------------------------------------
Cheniere Energy, Inc., on April 6, 2010, revised its corporate
presentation. A full-text copy of the revised presentation is
available at no charge at http://ResearchArchives.com/t/s?5f8a
Cheniere posted a net loss for the third consecutive year,
reporting a net loss of $161,490,000 for 2009 from net losses of
$372,959,000 for 2008 and $196,580,000 for 2007. Total revenues
were $181,126,000 for 2009 from $7,144,000 for 2008 and $647,000
for 2007.
At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000. Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008. A full-text copy of the
Company's annual report on Form 10-K is available at no charge at
http://ResearchArchives.com/t/s?5f8a
Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals. Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.
CHENIERE ENERGY: Unit Inks LNG Services Deal with JPMorgan LNG
--------------------------------------------------------------
Cheniere Marketing, LLC, a wholly owned subsidiary of Cheniere
Energy, Inc., on March 26, 2010, entered into an LNG Services
Agreement with JPMorgan LNG Co., an indirect subsidiary of
JPMorgan Chase & Co., and two related agreements. In connection
with Cheniere Marketing's entering into the Services Agreement,
Sabine Pass LNG, L.P., an indirect subsidiary of Cheniere entered
into a Capacity Rights Agreement with LNGCo, under which LNGCo may
utilize a portion of Cheniere Marketing's existing storage and
regasification capacity at the Sabine Pass regasification
terminal. The Services Agreement, the Capacity Rights Agreement,
and the other agreements became effective on April 1, 2010.
Services Agreement
Under the Services Agreement, Cheniere Marketing has agreed to
develop and maintain commercial and trading opportunities in the
liquefied natural gas industry and present any such opportunities
exclusively to LNGCo. Cheniere Marketing also agreed to provide,
or arrange for the provision of, all of the operations and
administrative services required by LNGCo in connection with any
LNG cargoes purchased by LNGCo pursuant to the Services Agreement,
including negotiating agreements and transporting, receiving,
storing, hedging and regasifying LNG cargoes. Cheniere Marketing
does not have the authority to contractually bind LNGCo under the
Services Agreement. In the event LNGCo declines to purchase an
LNG cargo presented to it by Cheniere Marketing under the Services
Agreement, Cheniere Marketing may pursue the opportunity on its
own behalf or present it to third parties. The term of the
Services Agreement is two years; however, either party may
terminate the Services Agreement without penalty at the end of one
year.
In return for the services to be provided by Cheniere Marketing,
LNGCo will pay a fixed fee to Cheniere Marketing, and may pay
additional fees dependent upon the gross margins of each
transaction, and the aggregate revenue earned during the term of
the Service Agreement. Cheniere Marketing has agreed to assign to
Sabine Pass its right to receive the service fee payable by LNGCo
for any cargoes of LNG purchased by LNGCo under the Services
Agreement that are delivered to the Sabine Pass regasification
terminal after termination of Cheniere Marketing's terminal use
agreement with Sabine Pass, and any cargoes delivered to the
Sabine Pass regasification terminal prior to termination of the
Terminal Use Agreement and for which LNGCo has not paid the
service fee payable with respect to such cargo prior to
termination of the Terminal Use Agreement. LNGCo is obligated to
purchase any cargoes of LNG that Cheniere Marketing is obligated
to purchase under certain put option agreements. The purchase
price to be paid by LNGCo for a cargo is the same purchase price
Cheniere Marketing is obligated to pay for the cargo under the
agreements.
Cheniere Marketing will also sell to LNGCo the LNG inventory
Cheniere Marketing has in storage at the Sabine Pass
regasification terminal as of April 1, 2010. At the end of the
term of the Services Agreement, Cheniere Marketing has the option
to purchase any LNG inventory LNGCo has in storage at the Sabine
Pass regasification terminal.
Surrender of Capacity Rights Agreement
Under the Capacity Surrender Agreement, Cheniere Marketing has
agreed to surrender a portion of its existing storage and
regasification capacity at the Sabine Pass regasification terminal
to Sabine Pass. The surrender of capacity is on a cargo by cargo
basis in amounts required to regasify, store, transport and
deliver any cargoes of LNG purchased by LNGCo under the Services
Agreement which are delivered to the Sabine Pass regasification
terminal. The capacity to be surrendered on a cargo by cargo
basis automatically reverts to Cheniere Marketing when the
associated LNG has been regasified and delivered. Cheniere
Marketing also has agreed to surrender to Sabine Pass storage and
regasification capacity sufficient to allow LNGCo to exercise its
option, granted under the Capacity Rights Agreement described
below, to enter into a terminal use agreement with Sabine Pass
covering approximately 500 million cubic feet per day.
Cheniere Marketing remains responsible for the fees and other
costs payable under the Terminal Use Agreement, other than
retainage due to Sabine Pass with respect to cargoes of LNG
processed for the benefit of LNGCo and any taxes imposed on LNG
inventory stored on behalf of LNGCo at the Sabine Pass
regasification terminal.
Notwithstanding the surrender of regasification capacity, Cheniere
Marketing retained its exclusive rights under the Terminal Use
Agreement to utilize excess storage and regasification capacity
available at the Sabine Pass regasification terminal.
The Capacity Surrender Agreement terminates upon termination or
expiration of the Services Agreement except that Cheniere
Marketing has agreed to continue to surrender capacity rights on a
cargo by cargo basis (i) for any cargoes of LNG purchased by LNGCo
under the Services Agreement that have not been delivered prior to
the termination or expiration of the Services Agreement and (ii)
for LNGCo inventory in storage in the Sabine Pass regasification
terminal at the end of the term on behalf of LNGCo, in each case
until the associated LNG has been regasified and delivered.
Capacity Rights Agreement
Sabine Pass granted to LNGCo on a cargo by cargo basis the same
storage and regasification capacity surrendered to Sabine Pass by
Cheniere Marketing under the Capacity Surrender Agreement. The
capacity granted on a cargo by cargo basis to LNGCo is the amount
required to regasify, store, transport and deliver any cargoes of
LNG purchased by LNGCo under the Services Agreement which are
delivered to the Sabine Pass regasification terminal. LNGCo's
rights to storage and regasification capacity granted to it on a
cargo by cargo basis automatically terminate when the associated
LNG has been regasified and delivered.
Sabine Pass also granted LNGCo the option to enter into a terminal
use agreement with Sabine Pass covering approximately 0.5 Bcf/d at
approximately $0.32 per million British thermal units (subject to
certain adjustments) and with a term to expire on October 1, 2028
without extensions. LNGCo may exercise its option at any time
during the term of the Capacity Rights Agreement.
LNGCo is not obligated to pay Sabine Pass for the rights granted
to it on a cargo by cargo basis other than retainage due to Sabine
Pass with respect to cargoes of LNG processed for the benefit of
LNGCo and any taxes imposed on LNG inventory stored on behalf of
LNGCo.
The term of the Capacity Rights Agreement terminates upon
termination or expiration of the Services Agreement except that
LNGCo remains entitled to its rights granted on a cargo by cargo
basis (i) for any cargoes of LNG purchased by LNGCo under the
Services Agreement that are not delivered prior to the termination
or expiration of the Services Agreement and (ii) for any LNG
inventory in storage in the Sabine Pass regasification terminal at
the end of the term on behalf of LNGCo, in each case until the
associated LNG has been regasified and delivered.
Tri-Party Agreement
Under the Tri-Party Agreement, LNGCo is granted the right to enter
into a new terminal use agreement with Sabine Pass if it enters
into a multi-cargo term purchase agreement under the Services
Agreement at a rate selected by LNGCo of either (i) approximately
$0.32 per MMBtu (subject to certain adjustments) or (ii) a fixed
rate that is equivalent to an aggregate projected LNG cargo fee
that would be due under the Services Agreement if each LNG cargo
were purchased individually. Should a new terminal use agreement
be entered into between Sabine Pass and LNGCo at a rate lower than
approximately $0.32 per MMBtu, Cheniere Marketing and Sabine Pass
will amend the Terminal Use Agreement to increase the fees payable
by Cheniere Marketing thereunder to an amount whereby Sabine Pass
will be entitled to receive, from Cheniere Marketing and LNGCo on
a combined basis, a rate of approximately $0.32 per MMBtu (subject
to certain adjustments) for the capacity granted to LNGCo under
the new terminal use agreement.
The Tri-Party Agreement terminates upon termination or expiration
of the Services Agreement.
About Cheniere Energy
Houston, Texas-based Cheniere Energy, Inc. (NYSE Amex: LNG) --
http://www.cheniere.com/-- is developing a network of three LNG
receiving terminals and related natural gas pipelines along the
Gulf Coast of the United States. Cheniere is pursuing related
business opportunities both upstream and downstream of the
terminals. Cheniere is also the founder and holds a 30% limited
partner interest in a fourth LNG receiving terminal.
At December 31, 2009, the Company had total assets of
$2,732,622,000 against total current liabilities of $66,212,000,
long-term debt, net of discount of $2,692,740,000, long-term debt-
related parties of $349,135,000, deferred revenue of $33,500,000
and other non-current liabilities of $23,162,000. Total deficit
widened to $432,127,000 at December 31, 2009, from total deficit
of $274,054,000 at December 31, 2008.
CHRYSLER LLC: Fiat to Hike Stake in New Chrysler to 35% by 2012
---------------------------------------------------------------
Fiat S.p.A. is planning to increase its stake in Chrysler Group
LLC to 35% within two years, according to The Wall Street Journal.
Italy-based Fiat was given an initial 20% stake in Chrysler Group
when it acquired most of the assets of the auto maker last year as
part of the automaker's restructuring.
"I think in the next 24 months at the most we will arrive at 35%,"
Sergio Marchionne, chief executive of Fiat and Chrysler Group,
said following a Fiat shareholders meeting in Turin, Italy.
Fiat must meet specific goals to boost its control of Chrysler
Group, which include selling a car in the U.S. that gets more than
40 miles per gallon, producing a fuel-efficient engine in a U.S.
factory and boosting Chrysler Group's international sales,
according to a report by Bloomberg News.
Fiat can gain control of Chrysler Group after it pays off
government loans that were used to fund the automaker's
restructuring.
About Chrysler Group LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHRYSLER LLC: New Chrysler Courts Suppliers to Win Back Trust
-------------------------------------------------------------
Chrysler Group LLC is courting its parts suppliers to get better
technology and help end a 58% drop in U.S. sales since 2004,
Bloomberg News reported.
Dan Knott, purchasing chief at Chrysler Group, told Bloomberg News
that Sergio Marchionne, the auto maker's chief executive, spoke at
a meeting recently to reiterate his message that a turnaround is
under way and that another group of suppliers looked at vehicles
at the automaker's Michigan headquarters.
The move is part of Chrysler Group's effort to restore trust in
the auto maker, which was strained by unresolved bills and concern
that the auto maker might collapse.
"It's difficult to run a business if you are fighting with
your partners," Bloomberg News quoted Mr. Knott as saying.
Chrysler Group was able to cut the time to settle claims by
suppliers to an average of 105 days from 287 in 2009, and is
trying to speed up the process further, according to Mr. Knott.
The claims are for expenses such as parts development on car
programs that were later canceled or for rush-delivery freight
charges.
"Chrysler, now, couldn't survive without the supply base,"
Bloomberg News quoted Tom Stallkamp, a former Chrysler Corp.
president, as saying. "To have suppliers on your side, they need
to be making more money."
The parts suppliers' relationships with Chrysler LLC, the shell
company that represents Chrysler Group's assets which is still in
bankruptcy, frayed so badly in the last two years that the auto
maker fell to last place in annual surveys of suppliers' automaker
ties, according to John Henke Jr., president of Planning
Perspectives, the publisher of the ratings.
"Communication was bad. Chrysler was treating them in an
incredibly adversarial nature," Bloomberg News quoted Mr. Henke as
saying. "Just talking recently to several suppliers, they are
feeling pretty good Chrysler is moving in the right direction."
About Chrysler Group LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CHRYSLER LLC: New Chrysler Launches 300 Sedan to Reach Goal
-----------------------------------------------------------
Chrysler Group LLC is rushing to accelerate the launch of its
restyled Chrysler 300 sedan in a move to reach its 2010 goal under
a turnaround plan.
The turnaround plan, which was outlined in November 2009,
envisions Chrysler Group breaking even this year and generating
profits in 2011.
The plan is based on a forecast that Chrysler Group's sales in the
U.S. will increase by 18% this year, from 931,402 cars and light
trucks in 2009 to 1.1 million in 2010. In the last two months,
however, sales dropped by 3.2%.
To improve its chances of hitting the 2010 goal, Chrysler Group is
planning to move up the launch of its redesigned Chrysler 300
sedan by three to four months, to November from the first quarter
of 2011, The Wall Street Journal reported, citing people familiar
with the matter as its source.
The new 300 model features a sleeker exterior and a better grade
of interior materials like softer plastics. The current 300, with
a bold front grille and styling that some likened to a gangster
car, was a hit when sold in 2005 but sales have fallen for the
vehicle in recent years, WSJ reported.
Chrysler Group will also try to spur its sales by selling a new
version of its Jeep Grand Cherokee at U.S. dealerships in May. The
vehicle features a more fuel efficient engine and a higher-quality
interior, according to the report.
Gualberto Ranieri, Chrysler Group's spokesman, said the auto maker
sticks with its U.S. sales target.
"The goal is for 1.1 million and [Sergio] Marchionne has never
missed a target," Mr. Ranieri said, referring to Chrysler Group's
chief executive. He refused to comment on the financial situation
of the auto maker, which plans to report details on its fourth-
quarter performance soon.
Chrysler Group's sales in the last two months plunged to 141,592
vehicles, the lowest for the auto maker in 30 years, WSJ reported,
citing data from the Ward's Automotive Group.
That means, Chrysler Group must sell at least 95,000 vehicles per
month for the rest of the year to hit its target. So far, the
auto maker has reached that level only once in the last 14 months,
WSJ reported.
Tom Stallkamp, a former senior Chrysler executive, said it will be
difficult for the auto maker to make up for sales it is losing out
on now.
"They are giving away their customers and you can't win them back
later in the year especially when you have more competition out
there," WSJ quoted Mr. Stallkamp as saying. He pointed out that
Toyota, Honda Motor Co. and Hyundai Motor Co. are offering
attractive incentives.
Mr. Stallkamp suggested Chrysler Group should be more aggressive
marketing the models it has now.
About Chrysler Group LLC
Chrysler Group LLC, formed in 2009 from a global strategic
alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram
Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles
and products. Headquartered in Auburn Hills, Michigan, Chrysler
Group LLC's product lineup features some of the world's most
recognizable vehicles, including the Chrysler 300, Jeep Wrangler
and Ram Truck. Fiat will contribute world-class technology,
platforms and powertrains for small- and medium-sized cars,
allowing Chrysler Group to offer an expanded product line
including environmentally friendly vehicles.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30 sought Chapter 11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group
LLC, and Greenhill & Co. LLC, for financial advisory services; and
Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company. As of December 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. Under the
terms approved by the Bankruptcy Court, the company formerly known
as Chrysler LLC on June 10, 2009, formally sold substantially all
of its assets, without certain debts and liabilities, to a new
company that will operate as Chrysler Group LLC. Fiat has a 20
percent equity interest in Chrysler Group.
Bankruptcy Creditors' Service, Inc., publishes Chrysler Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of
Chrysler LLC and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
CIRCUIT CITY: Panasonic Loses Top Status For $9M Claim
------------------------------------------------------
Bankruptcy Law360 reports that a judge has thrown out Panasonic
Corp. of North America's $9.3 million administrative claim in the
bankruptcy of Circuit City Stores Inc., finding that the
electronics maker is ineligible for the high-priority status
available to certain vendors because of the terms of a consignment
agreement.
The report says Judge Kevin R. Huennekens issued an opinion
Thursday in the U.S. Bankruptcy Court for the Eastern District of
Virginia saying Panasonic did not meet a deadline imposed under
Section 503(b)(9).
Headquartered in Richmond, Virginia, Circuit City Stores Inc.
(NYSE: CC) -- http://www.circuitcity.com/-- was a specialty
retailer of consumer electronics, home office products,
entertainment software and related services in the U.S. and
Canada.
Circuit City Stores together with 17 affiliates filed a voluntary
petition for reorganization relief under Chapter 11 of the
Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-
35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian
operations, also sought protection under the Companies' Creditors
Arrangement Act in Canada.
Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden,
Arps, Slate, Meagher & Flom, LLP, are the Debtors' general
restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley,
Esq., at McGuireWoods LLP, are the Debtors' local counsel. The
Debtors also tapped Kirkland & Ellis LLP as special financing
counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special
securities counsel; and FTI Consulting, Inc., and Rotschild Inc.
as financial advisors. The Debtors' Canadian general
restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman
Carson Consultants LLC is the Debtors' claims and voting agent.
The Debtors disclosed total assets of $3,400,080,000 and debts of
$2,323,328,000 as of August 31, 2008.
Circuit City has opted to liquidate its 721 stores. It has
obtained the Bankruptcy Court's approval to pursue going-out-of-
business sales, and sell its store leases.
In May 2009, Systemax Inc., a multi-channel retailer of computers,
electronics, and industrial products, acquired certain assets,
including the name Circuit City, from the Debtors through a Court-
approved auction.
Bankruptcy Creditors' Service, Inc., publishes Circuit City
Bankruptcy News. The newsletter tracks the Chapter 11 proceedings
of Circuit City Stores Inc. and its debtor-affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000).
CITADEL BROADCASTING: Bank Debt Trades at 9% Off
------------------------------------------------
Participations in a syndicated loan under which Citadel
Broadcasting Corporation is a borrower traded in the secondary
market at 91.40 cents-on-the-dollar during the week ended Friday,
April 9, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents an
increase of 2.35 percentage points from the previous week, The
Journal relates. The Company pays 175 basis points above LIBOR to
borrow under the facility, which matures on June 1, 2014. Moody's
has withdrawn its rating while Standard & Poor's has assigned a
default rating, on the bank debt. The debt is one of the biggest
gainers and losers among 199 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
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)
CIRTRAN CORP: Delays Filing of Annual Report on Form 10-K
---------------------------------------------------------
CirTran Corporation failed to file its annual report on Form 10-K
for the period ended December 31, 2009, by the March 31 deadline.
The Company explained that the Annual Report on Form 10-K could
not be filed without unreasonable effort or expense within the
prescribed time period because management requires additional time
to compile and verify the data required to be included in the
report. The report will be filed within 15 days of the deadline.
As reported by the Troubled Company Reporter on November 27, 2009,
CirTran reported a net loss of $1,208,140 for the three months
ended September 30, 2009, from a net loss of $2,258,414 for the
same period a year ago. The Company reported a net loss of
$2,591,848 for the nine months ended September 30, 2009, from a
net loss of $2,981,427 for the year ago period.
At September 30, 2009, the Company had $14,529,397 in total assets
against $17,292,640 in total liabilities. The September 30
balance sheets showed strained liquidity: The Company had
$9,219,607 in total current assets against $15,471,185 in total
current liabilities. At September 30, 2009, the Company had
accumulated deficit of $35,917,265 and stockholders' deficit of
$2,763,243.
The Company used cash in its operations in the amount of
$2,468,658 and $3,361,754 during the nine months ended September
30, 2009 and 2008, respectively.
CirTran said the sustained losses, accumulated deficit and cash
used in operations raise substantial doubt about the Company's
ability to continue as a going concern.
About CirTran
Headquartered in Salt Lake City, Utah, CirTran Corporation (OTC
BB: CIRC) -- http://www.CirTran.com/-- is an international, full-
service contract manufacturer. CirTran's operations include:
CirTran-Asia, a subsidiary with principal offices in ShenZhen,
China, which manufactures high-volume electronics, fitness
equipment, and household products for the multi-billion-dollar
direct response industry; CirTran Online, which offers products
directly to consumers through major retail web sites, and CirTran
Beverage, which has partnered with Play Beverages LLC to introduce
the Playboy Energy Drink(TM).
CITY CAPITAL: Delays Filing of Annual Report on Form 10-K
---------------------------------------------------------
City Capital Corp. failed to file its annual report on Form 10-K
for the period ended December 31, 2009, by the March 31 deadline.
The Company explained that the compilation, dissemination and
review of the information required to be presented in the Form 10-
K for the relevant period has imposed time constraints that have
rendered timely filing of the Form 10-K impracticable without
undue hardship and expense to the registrant. The Company said it
undertakes the responsibility to file the report no later than 15
days after its original prescribed due date.
As reported by the Troubled Company Reporter on March 24, 2010,
City Capital filed its quarterly report on Form 10-Q, showing a
net loss of $2,153,554 on $1,033,971 of revenue for the three
months ended September 30, 2009, compared with a net loss of
$442,048 on $41,608 of revenue for the same period of 2008.
The Company's balance sheet as of September 30, 2009, showed
$3,011,072 in assets and $8,450,591 of debts, for a stockholders'
deficit of $5,439,519.
The Company said its net loss and accumulated deficit of
$16,844,167 as of September 30, 2009, raise substantial doubt as
to its ability to continue as a going concern.
Franklin, Tenn.-based City Capital is a professional management
and diversified holding company engaged in leveraging investments,
holdings and other assets to build value for investors and
shareholders.
CLAIRE'S STORES: Bank Debt Trades at 11% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Claire's Stores,
Inc., is a borrower traded in the secondary market at 89.46 cents-
on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.71
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility. The bank loan matures on May 29, 2014, and carries
Moody's Caa2 rating and Standard & Poor's B- rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally. It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.
Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America. As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe. Claire's Stores, Inc., also operates through its
subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a
50:50 joint venture with AEON, Co., Ltd. The Company also
franchises 198 stores in the Middle East, Turkey, Russia, South
Africa, Poland and Guatemala.
CLEARPOINT BUSINESS: Files Doc to Cancel Registration of Shares
---------------------------------------------------------------
Clearpoint Business Resources, Inc., filed a Form 15 with the
Securities and Exchange Commission to terminate the registration
under Section 12(g) of the Securities Exchange Act of 1934 of its
Common Stock, $0.0001 par value per share. As of March 31, 2010,
about 60 entities held the shares.
As reported by the Troubled Company Reporter on April 5, 2010,
ClearPoint management is in the process of finalizing the
financial statements and other disclosures in its Annual Report
and, therefore, it was unable to complete the Form 10-K within the
prescribed time period without unreasonable effort and expense.
The Company anticipates that the report of the independent
registered public accounting firm on the Company's consolidated
financial statements for the fiscal year ended December 31, 2009,
that will be included in the Form 10-K is likely to contain an
explanatory paragraph indicating substantial doubt about the
Company's ability to continue as a going concern.
About ClearPoint Business Resources
Halfont, Pennsylvania-based ClearPoint Business Resources, Inc.,
is a workplace management solutions company. Through the iLabor
Network, ClearPoint provides services to clients ranging from
small businesses to Fortune 500 companies. The iLabor Network
specializes in the highly transactional "go to work" or "on-
demand" segment of the temporary labor market. ClearPoint
considers the hospitality, distribution, warehouse, manufacturing,
logistics, transportation, convention services, hotel chains,
retail and administrative sectors among the segments best able to
be served by the iLabor Network.
During the fiscal year ended December 31, 2008, ClearPoint began
to transition its business model from a temporary staffing
provider through a network of branch-based offices or franchises
to a provider that manages clients' temporary staffing needs
through its open Internet portal-based iLabor Network. ClearPoint
completed this transition during the three months ended June 30,
2008. Under its new business model, ClearPoint acts as a broker
for its clients and network of temporary staffing suppliers.
ClearPoint derives its revenues from (i) royalty payments related
to client contracts which ClearPoint subcontracted or sold to
other providers of temporary staffing services; (ii) revenues
generated by the iLabor Network; and (iii) revenues related to
VMS.
As of September 30, 2009, the Company had $2,803,735 in total
assets and $27,426,894 in total liabilities, resulting in
$24,623,159 in stockholders' deficit.
COEUR D'ALENE: Annual Shareholders' Meeting on May 11
-----------------------------------------------------
The annual meeting of Coeur d'Alene Mines Corporation's
shareholders will be held at The Coeur d'Alene Resort and
Conference Center, Second Street and Front Avenue, Coeur d'Alene,
Idaho, on May 11, 2010, at 9:30 A.M., local time, for these
purposes:
1. Elect nine directors to serve for the ensuing year and
until their successors are duly elected and qualified;
2. Adopt an amendment and restatement of the Coeur d'Alene
Mines Corporation 2003 Long-Term Incentive Plan;
3. Ratify the appointment of KPMG as the Company's
independent registered public accounting firm; and
4. Transact other business as properly may come before the
Annual Meeting.
Shareholders of record at the close of business on March 22, 2010,
the record date fixed by the Board of Directors, are entitled to
notice of, and to vote at, the Annual Meeting.
A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?5f89
In February, the Company filed with the Securities and Exchange
Commission its annual report on Form 10-K for the fiscal year
ended December 31, 2009. The Company's net loss widened to
$31,907,000 for 2009 from a net loss of $627,000 for 2008 and net
income of $43,890,000 for 2007. Sales were $300,618,000 for 2009
from $170,874,000 for 2009 and $194,717,000 for 2007.
At December 31, 2009, the Company had total assets of
$3,054,035,000 against total current liabilities of $188,608,000
and total non-current liabilities of $872,222,000, resulting in
stockholders' equity of $1,993,205,000.
A full-text copy of the Company's annual report is available at no
charge at http://ResearchArchives.com/t/s?584e
Based in Coeur d'Alene, Idaho, Coeur d'Alene Mines Corporation is
primarily a silver producer with a growing gold production
profile. The Company is engaged, through its subsidiaries, in the
operation and ownership, development and exploration of silver and
gold mining properties and companies located primarily within
South America (Chile, Argentina and Bolivia), Mexico (Chihuahua),
United States (Nevada and Alaska) and Australia (New South Wales).
* * *
As reported by the Troubled Company Reporter on August 11, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Coeur D'Alene Mines to 'B-' from 'CCC' and raised the
ratings on the Company's US$180 million senior unsecured notes due
2024 (US$106 million outstanding) and US$230 million senior
unsecured notes due 2028 (US$150 million outstanding) to 'CCC+'
from 'CCC-'. In January 2010, S&P withdrew its ratings on the
Company, including its 'B-' corporate credit rating, at the
Company's request.
COEUR D'ALENE: Swaps $35.3-Mil. Bond Debt for 2.3-Mil. Shares
-------------------------------------------------------------
Coeur d'Alene Mines Corporation disclosed that pursuant to
privately negotiated agreements dated March 15, 2010 and April 1,
2010, the Company agreed to exchange $35,383,000 of its 3.25%
Convertible Senior Notes due 2028 for 2,307,184 shares of its
common stock, par value $0.01. In connection with the agreements,
the Company issued 329,184 shares of Common Stock by March 17,
2010 and was to 1,978,000 shares of Common Stock by April 5, 2010.
The Company will issue the shares pursuant to the exemption from
the registration requirements afforded by Section 3(a)(9) of the
Securities Act of 1933, as amended.
As reported by the Troubled Company Reporter, Coeur d'Alene Mines
earlier in March agreed to exchange US$50,142,000 of its 3.25%
Convertible Senior Notes due 2028 and US$630,000 of its 1.25%
Convertible Senior Notes due 2024 for shares of its common stock,
par value US$0.01. In connection with those agreements, the
Company on or about March 2, 2010, issued 333,000 shares of Common
Stock; on or about March 10, 2010, issued 321,100 shares of Common
Stock; and on or about March 26, 2010, issued a number of shares
of Common Stock equal to (a) US$39,073,910, divided by (b) the
arithmetic mean of the three lowest daily volume-weighted average
prices of the Company's Common Stock during the 10 consecutive
trading days commencing March 15, 2010.
On February 5, 2010, Coeur d'Alene Mines closed a public offering
of its Senior Term Notes due December 31, 2012. All amounts due
under the Notes may be paid in cash, shares of the Company's
common stock, par value $0.01 per share, or a combination of cash
and shares of Common Stock. In satisfaction of the installment
amount due under the Notes on March 31, 2010, the Company was to
issue 712,003 shares of Common Stock by April 1, 2010 in a
registered offering. The Company filed with the Securities and
Exchange Commission a prospectus in connection with the issuance
of 712,003 shares. A full-text copy of the prospectus is
available at no charge at http://ResearchArchives.com/t/s?5f88
About Coeur d'Alene Mines
Based in Coeur d'Alene, Idaho, Coeur d'Alene Mines Corporation is
primarily a silver producer with a growing gold production
profile. The Company is engaged, through its subsidiaries, in the
operation and ownership, development and exploration of silver and
gold mining properties and companies located primarily within
South America (Chile, Argentina and Bolivia), Mexico (Chihuahua),
United States (Nevada and Alaska) and Australia (New South Wales).
At December 31, 2009, the Company had total assets of
$3,054,035,000 against total current liabilities of $188,608,000
and total non-current liabilities of $872,222,000, resulting in
stockholders' equity of $1,993,205,000.
* * *
As reported by the Troubled Company Reporter on August 11, 2009,
Standard & Poor's Ratings Services raised its corporate credit
rating on Coeur D'Alene Mines to 'B-' from 'CCC' and raised the
ratings on the Company's US$180 million senior unsecured notes due
2024 (US$106 million outstanding) and US$230 million senior
unsecured notes due 2028 (US$150 million outstanding) to 'CCC+'
from 'CCC-'. In January 2010, S&P withdrew its ratings on the
Company, including its 'B-' corporate credit rating, at the
Company's request.
COLLIER LAND: Files List of Six Largest Unsecured Creditors
-----------------------------------------------------------
Collier Land & Coal Development, LP, has filed with the U.S.
Bankruptcy Court for the Western District of Pennsylvania a list
of its 20 largest unsecured creditors.
The Debtor's list of six largest unsecured creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Highway Equipment
Company
22035 Perry Highway
Zelienople, PA 16063 trade debt $367,772
Bootay & Bevington, LLP
6 Clairton Boulevard
Pittsburgh, PA 15236 trade debt $1,444
Travelers
Remittance Center
Hartford, CT 06183 trade debt $1,400
A R Oliastro, Inc. trade debt $1,316
Erie Insurance trade debt $315
Victor Vetzel Associates trade debt $16
Clairton, Pennsylvania-based Collier Land & Coal Development, LP,
filed for Chapter 11 bankruptcy protection on March 25, 2010
(Bankr. W.D. Pa. Case No. 10-22059). Robert S. Bernstein, Esq.,
and Scott E. Schuster, Esq., at Bernstein Law Firm, P.C., assists
the Company in its restructuring effort. The Company listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.
COLLIER LAND: Gets OK to Hire Bernstein Law as Bankr. Counsel
-------------------------------------------------------------
Collier Land & Coal Development, LP, sought and obtained
authorization from the U.S. Bankruptcy Court for the Western
District of Pennsylvania to employ Bernstein Law Firm, P.C., as
bankruptcy counsel.
Bernstein Law will:
a. provide Debtor legal advice with respect to its powers and
duties as debtor-in-possession in the continued operation
of its business and management of its property;
b. prepare on behalf of the Debtor, as Debtor-in-Possession,
necessary applications, Answers, Orders, reports and other
legal papers;
c. perform all other legal services for Debtor as Debtor-in-
Possession which may be necessary herein.
Bernstein Law will be paid based on the hourly rates of its
personnel:
Robert S. Bernstein $425
Nicholas D. Krawec $335
Charles E. Bobinis $335
Kirk B. Burkley $310
Peter J. Ashcroft $235
Scott E. Schuster $225
Jillian L. Nolan $175
Susan Harding, Paralegal $100
Zanetta Wingfield, Administrative Assistant $75
Tiffiany Waldschmidt, Administrative Assistant $75
The Debtor assured the Court that Bernstein Law is "disinterested"
as that term is defined in Section 101(14) of the Bankruptcy Code.
Clairton, Pennsylvania-based Collier Land & Coal Development, LP,
filed for Chapter 11 bankruptcy protection on March 25, 2010
(Bankr. W.D. Pa. Case No. 10-22059). The Company listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.
COLLIER LAND: Wants 14-Day Extension of Schedules Filing Deadline
-----------------------------------------------------------------
Collier Land & Coal Development, LP, has asked the U.S. Bankruptcy
Court for the Western District of Pennsylvania to extend by an
additional 14 days until April 22, 2010, the deadline for filing
of schedules of assets and liabilities, statement of financial
affairs, and related documentation.
The Debtor believes that it will be unable to file the remaining
documents by the current April 8, 2010 deadline. The Debtor says
that its bankruptcy case was commenced as an "emergency filing" as
the result of aggressive collection efforts engaged in by the
Debtor's largest creditor, Parkvale Bank, and was required to be
filed without the substantial preparations usually attendant to
the filing. The Debtor is still in the process of retrieving and
transmitting the balance of the information to counsel for
preparation of the remaining documents.
Clairton, Pennsylvania-based Collier Land & Coal Development, LP,
filed for Chapter 11 bankruptcy protection on March 25, 2010
(Bankr. W.D. Pa. Case No. 10-22059). Robert S. Bernstein, Esq.,
and Scott E. Schuster, Esq., at Bernstein Law Firm, P.C., assist
the Company in its restructuring effort. The Company listed
$10,000,001 to $50,000,000 in assets and $1,000,001 to $10,000,000
in liabilities.
COMMAND CENTER: DeCoria Maichel Raises Going Concern Doubt
----------------------------------------------------------
Command Center, Inc., filed on April 9, 2010, its annual report on
Form 10-K for the year ended December 25, 2009.
DeCoria, Maichel & Teague P.S., in Spokane, Wash., expressed
substantial doubt about the Company's ability to continue as a
going concern, pointing to the Company's negative working capital
and accumulated deficit.
The Company reported a net loss of $5,963,364 on $51,560,935 of
revenue for the year ended December 25, 2009, compared with a net
loss of $17,621,387 on $79,234,025 of revenue for the year ended
December 26, 2008.
The Company's balance sheet as of December 25, 2009, showed
$12,890,195 in assets and $13,229,950 in debts, resulting in a
stockholders' deficit of $339,755.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fc2
Headquartered in Post Falls, Idaho, Command Center, Inc.
-- http://www.commandonline.com/-- owns and operates 50 on-demand
labor stores located in 20 states.
COMMUNICATION INTELLIGENCE: 2009 Net Loss Widens to $10.8 Million
-----------------------------------------------------------------
Communication Intelligence Corporation said net loss attributable
to common stockholders widened to $10,827,000 for the year ended
December 31, 2009, from a net loss of $3,727,000 for 2008.
Revenue was $1,936,000 for 2009 from $2,401,000 for 2008.
At December 31, 2009, the Company had total assets of $5,878,000
against total liabilities of $5,230,000, resulting in a
stockholders' equity of $648,000. At December 31, 2008, the
Company had stockholders' equity of $6,643,000. The December 31,
2009 balance sheet also showed strained liquidity: total current
assets of $1,314,000 against total current liabilities of
$3,941,000.
As of December 31, 2009, the Company's principal source of
liquidity was its cash and cash equivalents of $1,021,000. With
the exception of 2004, in each year since the Company's inception
the Company has incurred losses. Revenue in 2009 reflects the
significant negative impact on financial services industry IT
spending brought about by the meltdown in the financial markets
which began in late 2008. IT spending was virtually non-existent
in the first quarter of 2009 and although CIC orders rebounded in
the second and third quarters due to the priority placed on
mission critical electronic signature projects, fourth quarter IT
spending fell significantly reflecting the reduced 2009 IT budgets
established in the forth quarter of 2008 amid the meltdown and
uncertainty occurring during forth quarter of 2008 budget
formulation period. In recognition that those delays could result
in the short-term need for additional funds, prior to achievement
of cash flow positive operations, the Company is investigating
various alternative financing sources, including investments from
selected strategic partners.
However, there can be no assurance that additional funds will be
available when needed or, if available, will be on favorable terms
or in the amounts the Company may require. If adequate funds are
not available when needed, the Company may be required to delay,
scale back or eliminate some or all of its marketing and
development efforts or other operations, which could have a
material adverse effect on the Company's business, results of
operations and prospects. In addition, as a result of the 2008
financing transaction, the holders of the Company's debt that
matures in 2011 hold a first position security interest in all of
the assets. As a result of this uncertainty, the Company's
auditors -- GHP Horwath, P.C. in Denver, Colorado -- have
expressed 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 at no charge at http://ResearchArchives.com/t/s?5fbb
Headquartered in Redwood Shores, California, Communication
Intelligence Corporation and its joint venture is a supplier of
electronic signature solutions for business process automation in
the financial industry as well as the recognized leader in
biometric signature verification.
COMMUNICATION INTELLIGENCE: Engmann Holds 8.3% of Common Stock
--------------------------------------------------------------
Michael W. Engmann, Kendu Partners, and MDNH Partners, LP,
disclosed that as of November 28, 2009, they may be deemed to hold
11,294,131 shares or roughly 8.3% of the common stock of
Communication Intelligence Corporation.
The 11,294,131 shares consist of:
-- 5,222,643 shares held by Michael W. Engmann,
-- 532,392 shares subject to warrants held by Mr. Engmann
exercisable within 60 days of January 31, 2010, 32,885
shares issuable upon the conversion of convertible
securities held by Mr. Engmann,
-- 1,171,666 shares held by Kendu Partners, a California
general partnership,
-- 45,905 shares subject to warrants held by Kendu exercisable
within 60 days of January 31, 2010,
-- 2,576,799 shares issuable upon the conversion of convertible
securities held by Kendu,
-- 585,833 shares held by MDNH,
-- 22,952 shares subject to warrants held by MDNH exercisable
within 60 days of January 31, 2010,
-- 1,092,556 shares issuable upon conversion of convertible
securities held by MDNH,
-- 5,000 shares held by Sean Engmann, an adult son of Engmann,
and
-- 5,500 shares held by Brad Engmann, an adult son of Engmann.
About Communication Intelligence
Headquartered in Redwood Shores, California, Communication
Intelligence Corporation and its joint venture is a supplier of
electronic signature solutions for business process automation in
the financial industry as well as the recognized leader in
biometric signature verification.
At December 31, 2009, the Company had total assets of $5,878,000
against total liabilities of $5,230,000, resulting in
stockholders' equity of $648,000. At December 31, 2008, the
Company had stockholders' equity of $6,643,000. The December 31,
2009 balance sheet also showed strained liquidity: total current
assets of $1,314,000 against total current liabilities of
$3,941,000.
The Company's auditors -- GHP Horwath, P.C. in Denver, Colorado --
have expressed substantial doubt about its ability to continue as
a going concern.
COMSTOCK HOMEBUILDING: Posts Net Loss for 3rd Consecutive Year
--------------------------------------------------------------
Comstock Homebuilding Companies, Inc., posted a net loss for the
third consecutive year. Net loss attributable to Comstock
Homebuilding Companies widened to $26.752 million for the year
ended December 31, 2009, from net losses of $17.058 million for
2008 and $87.510 million for 2007. Total revenue were
$25.066 million for 2009 from $46.662 million for 2008 and
$266.159 million for 2007.
At December 31, 2009, total assets were $77.331 million against
total liabilities of $73.198 million, resulting in stockholders'
equity of $4.133 million. At December 31, 2008, total assets were
$160.859 million against total liabilities of $130.111 million,
resulting in stockholders' equity of $30.748 million.
Strategic Realignment Plan
The Company noted that its liquidity remains below desired levels
and it continues to have limited access to new capital. The
Company also said management has spent much of 2009 focused on
negotiating with lenders to eliminate and restructure debt which
has temporarily limited its ability to pursue new business
opportunities. Early in 2009, management formulated a Strategic
Realignment Plan which identified real estate projects to be
retained by the Company. The Company then worked to restructure
the debt related to those core projects. The Company said the
restructuring was completed in 2009 and has resulted in improved
operating cash flow as the lenders have agreed to provide the
Company with increased cash from proceeds as units are settled.
According to the Company, this improved cash flow from settlements
is contingent upon the Company settling a minimum of 10 units per
quarter at Penderbrook and 9 units per quarter at Eclipse, on a
cumulative basis. If the Company fails to maintain the minimum
settlement requirements, while that would not be deemed an event
of loan default, it would give the lenders the right to apply
substantially all of the unit settlement proceeds to principal
reduction. At December 31, 2009, the Company was in compliance
with the minimum settlement requirements.
The Plan also identified real estate projects which it deemed to
be non-essential to future growth. The strategic approach to debt
secured by non-essential real estate projects was to pursue
foreclosure agreements with the related lenders with the goal of
transferring the real estate to the lender in return for a release
from the related debt obligation. The Company has made
significant progress in that regard. As of December 31, 2009, the
Company had successfully negotiated settlements with all of its
secured lenders regarding the loans guaranteed by the Company and
had reduced the outstanding balance of debt from $102.8 million at
December 31, 2008, to $51.7 million ($67.6 million of total debt
less $15.9 million of Wachovia debt for which extinguishment will
occur once real estate assets are foreclosed in 2010) at
December 31, 2009. In most cases the Company has been released
from the obligations under the loan in return for its agreement to
cooperate in the bank's foreclosure on the real estate assets
securing the loan. In a limited number of cases, the Company
provided the lenders with non-interest bearing deficiency notes
with three year maturities in an amount equal to a fraction of the
original debt. The balance of the deficiency notes at December 31,
2009 was $1.1 million. Due to the time required to complete the
requisite foreclosures on certain real estate assets, the
foreclosure actions were not all complete at December 31, 2009,
and will occur in future periods.
A summary of liquidity events that have already occurred or are
anticipated in 2010:
-- As a result of the restructuring effort, the only debt
service required in 2010 will be covered by, assuming the
Company is able to maintain sales quotas, settlements of
units or land parcels.
-- Due to a tax law change resulting from the passage of the
Unemployment Insurance Extension Act of 2009, the Company
received a tax refund of $861,000 in February 2010.
-- On July 29, 2008, Balfour Beatty Construction, LLC,
successor in interest to Centex Construction, the general
contractor for a subsidiary of the Company, filed liens
totaling approximately $552,000 at The Eclipse on Center
Park Condominium project in connection with its claim for
amounts allegedly owed under the Project contract
documents. In September 2008, the Company's subsidiary
filed suit against Balfour to invalidate the liens and for
its actual and liquidated damages in the approximate
amount of $17.1 million due to construction delays and
additional costs incurred by the Company's subsidiary with
respect to the Project. In October 2008, Balfour filed
counterclaims in the approximate amount of $2.8 million.
Subsequent to an expedited hearing filed by the Company's
subsidiary to determine the validity of the liens that was
ultimately heard in February 2009, the Company received an
order of the court in April 2009 invalidating the liens.
The trial began on September 8, 2009, and closed on
September 16, 2009. On February 23, 2010, the Company's
subsidiary received a judgment against Balfour in an
amount of $11.7 million plus attorney's fees to be
determined at a later date. On March 3, 2010, the
Company's subsidiary received notice of Balfour's
intention to appeal the judgment and post a supersedeas
bond in the amount of $12.5 million. If the judgment
amount is upheld on appeal, a significant portion is
required to be applied toward principal curtailment under
the Company's loan agreement with KeyBank.
Based on the debt restructuring effort completed to date, the
Company is anticipating that the combination of additional cash
from settlement proceeds, the cash generated by its rental
operations, the cash generated by sales of land parcels and the
cash received from the tax refund will be sufficient to sustain
our operations through 2010. However, this outcome is primarily
dependent upon the Company's ability to meet the minimum
settlement requirements specified by the Company's lenders. If
the Company is unable to meet these quotas, substantially all of
the proceeds from any settlements will be retained by the lenders.
The Company is in compliance with these settlement requirements at
March 31, 2010. At December 31, 2009, the Company had
$1.1 million in unrestricted cash and $3.2 million in restricted
cash. Included in its restricted cash balance, to which the
Company has no access currently, is a $3.0 million deposit with an
insurance provider as security for future claims. The Company's
access to external working capital is very limited and the Company
has few other sources of cash as commercial banks and other
unregulated lenders have experienced a liquidity crisis which has
made funding for real estate investment extremely difficult to
secure. This tightening of the credit markets presents
substantial risk to the Company's ability to secure financing for
operations, including any future construction and land development
efforts.
If the Company is unable to maintain compliance with the
cumulative minimum settlement requirements for an extended period
of time, it would be necessary to seek waivers or additional loan
modifications from the project lenders. If the Company were
unable to secure such waivers or modifications, this would
substantially reduce the amount of cash generated through unit
settlements and make it necessary for the Company to attempt to
generate alternative sources of revenue to meet operating cashflow
requirements. To do so, the Company may have to seek to leverage
the judgment award which the Company obtained against Balfour
Beatty, sell the Company's remaining parcels of land, seek to
raise additional capital or seek to obtain additional financing to
meet the Company's operating cashflow requirements. If, in the
absence of cashflow being generated from unit settlements, the
Company were unable to generate additional capital through any of
these alternative sources, the Company could deplete its cash
reserves and be forced to seek protections afforded under the
bankruptcy code. There can be no assurance that in the event the
Company were forced to seek bankruptcy protection it would be able
to reorganize, and in such event the Company could be forced to
liquidate assets.
Wachovia Foreclosure
On August 17, 2009, the Company entered into a foreclosure
agreement with Wachovia Bank with respect to approximately
$17.8 million of secured debt, accrued interest and fees. The
Company agreed to cooperate with Wachovia with respect to its
foreclosure on certain of the Company's real estate assets. In
return, Wachovia agreed to release the Company from their
obligations and guarantees relating to the $17.8 million of
indebtedness contemporaneous with the execution by the Company of
a $1.8 million non-interest bearing, unsecured deficiency note
payable to Wachovia. The deficiency note was reduced by the
principal payments related to certain homes sold by the Company
prior to September 30, 2009. As of December 31, 2009 the
deficiency note balance was $205 and the debt from which the
Company will be released upon foreclosure of the assets was
$15.9 million. The related assets are stated at the lower of cost
or fair value. None of the assets had been foreclosed upon at
December 31, 2009. Due to the large volume of assets upon which
Wachovia will foreclose, it is likely that the foreclosure process
will extend well into 2010.
Guggenheim Deal
At December 31, 2009, the Company had approximately $10.5 million
outstanding to Guggenheim Corporate Funding relating to the
Company's Penderbrook Condominium project. On August 20, 2008,
Guggenheim issued a notice of default to the Company regarding a
purported default. The Company subsequently entered into a loan
modification and forbearance agreement whereby Guggenheim agreed
to forgo any remedies it may have had with respect to the alleged
default. On September 16, 2009, the Company entered into a third
amendment to the loan agreement with Guggenheim in which
Guggenheim agreed to continue to forebear from exercising its
rights related to the defaults and make certain other
modifications to the loan agreement. Other than a minimum number
of sales per month and sales per quarter requirement, the
Guggenheim loan agreement and the three loan amendments contain no
significant financial covenants. The key financial terms of the
third amendment increase the cash flow available to the Company
through reduced principal payments to Guggenheim as units are
settled. Specifically, the third amendment will provide the
Company with cash equal to 25% of the net sales price provided the
Company meets the cumulative minimum sales requirements of three
units per month and 10 units per quarter. However, if the Company
is unable to meet the minimum sales requirements, it will not
constitute an event of default but may result in a reversion to
the unit release provisions to 10% of the net sales price of sold
units in accordance with the loan agreement and first two
amendments. The Company has met the minimum sales requirement as
of December 31, 2009, and based on the pace of Q1 2010 sales,
settlements and backlog believes it will meet the minimum sales
requirement as of March 31, 2010.
Non-payment to JPMorgan Ventures
As of December 31, 2009, $12.7 million was outstanding to JPMorgan
Ventures which includes its principal amount of $9.0 million plus
the total estimated future interest payments of $3.7 million. On
May 4, 2006 the Company closed on a $30.0 million junior
subordinated note offering. The term of the note was 30 years and
it could be retired after five years with no penalty. The rate
was fixed at 9.72% the first five years and LIBOR plus 420 basis
points the remaining twenty-five years. In March 2007 the Company
retired the junior subordinated note without penalty and entered
into a new 10-year, $30.0 million senior unsecured note with the
same lender at the same interest rate. During the third quarter
of 2007, the lender's rights were assumed by JPMV. On March 14,
2008, the Company executed an option to restructure the
$30.0 million unsecured note. In connection therewith, the
Company made a $6.0 million principal payment to JPMV and executed
an amended and restated indenture with a new principal balance of
$9.0 million, loosened financial covenants and a revised term of 5
years. The Company also issued JPMV a seven-year warrant to
purchase 1.5 million shares of Class A common stock at $0.70 per
share. In exchange JPMV agreed to cancel $15.0 million of the
outstanding principal balance. This transaction was accounted for
as a troubled debt restructuring and the amended and restated
indenture was recorded at $13.4 million on March 31, 2008 which
includes its principal amount of $9.0 million plus the total
estimated future interest payments of $4.4 million. At March 31,
2009 the Company elected not to make a scheduled interest payment
in the amount of $200,000. On April 27, 2009, the Company
received a notice of payment default from the lender. The notice
of payment default indicated that the failure of the Company to
make its quarterly interest payment within 30 days of March 30,
2009 would constitute an Event of Default under the Indenture.
The Company has not cured the default. The Company did not make
scheduled interest payments at June 30, 2009, September 30, 2009
or December 31, 2009.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5f8b
Based in Reston, Virginia, Comstock Homebuilding Companies, Inc.,
is a multi-faceted real estate development company engaged in the
development of for-sale residential and mixed use products. The
Company's substantial experience in building a diverse range of
products including single-family homes, townhouses, mid-rise
condominiums, high-rise multi-family condominiums and mixed-use
(residential and commercial) developments has positioned Comstock
as a prominent real estate developer and home builder in the
Washington, D.C. market place.
COMSTOCK HOMEBUILDING: Royce Holds 10.2% of Class A Shares
----------------------------------------------------------
New York-based Royce & Associates, LLC, disclosed that as of
March 31, 2009, it may be deemed to beneficially own 1,619,215
shares or roughly 10.2% of the Class A common stock of Comstock
Homebuilding Companies, Inc.
Various Accounts managed by Royce & Associates, have the right to
receive or the power to direct the receipt of dividends from, or
the proceeds from the sale of shares of the Company. The interest
of one account, Royce Opportunity Fund, an investment company
registered under the Investment Company Act of 1940 and managed by
Royce & Associates, amounted to 1,150,865 shares or 7.25% of the
total shares outstanding.
Based in Reston, Virginia, Comstock Homebuilding Companies, Inc.,
is a multi-faceted real estate development company engaged in the
development of for-sale residential and mixed use products. The
Company's substantial experience in building a diverse range of
products including single-family homes, townhouses, mid-rise
condominiums, high-rise multi-family condominiums and mixed-use
(residential and commercial) developments has positioned Comstock
as a prominent real estate developer and home builder in the
Washington, D.C. market place.
At December 31, 2009, total assets were $77.331 million against
total liabilities of $73.198 million, resulting in stockholders'
equity of $4.133 million. At December 31, 2008, total assets were
$160.859 million against total liabilities of $130.111 million,
resulting in stockholders' equity of $30.748 million.
CONSOLIDATED CAPITAL: Ernst & Young Raises Going Concern Doubt
--------------------------------------------------------------
Consolidated Capital Properties III filed on April 9, 2010, its
annual report on Form 10-K for the year ended December 31, 2009.
Ernst & Young LLP, in Greenville, S.C., expressed substantial
doubt about the Partnership's ability to continue as a going
concern. The independent auditors noted that the Partnership
Agreement provides for the Partnership to terminate December 31,
2010.
The Partnership reported a net loss of $486,000 on $1.4 million of
revenue for 2009 and a net loss of $514,000 on $1.5 million of
revenue for 2008.
The Partnership's balance sheet as of December 31, 2009, showed
$2.1 million in assets and $8.0 million of debts, resulting in a
partners' deficit of $5.9 million.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fc5
Greenville, S.C.-based Consolidated Capital Properties III is
engaged in the business of operating and holding real estate
properties for investment. At December 31, 2009, the Partnership
owned one apartment complex. Prior to 2008, the Partnership
disposed of twenty-nine properties, two of which were reacquired
through foreclosure.
CONSPIRACY ENTERTAINMENT: Delays Filing of Annual 10-K Report
-------------------------------------------------------------
Conspiracy Entertainment Holdings, Inc., failed to file its annual
report on Form 10-K for the period ended December 31, 2009, by the
March 31 deadline. The Company explained the compilation,
dissemination and review of the information required to be
presented in the Form 10-K for the relevant period has imposed
time constraints that have rendered timely filing of the Form 10-K
impracticable without undue hardship and expense to the Company.
The Company said it undertakes the responsibility to file the
report no later than 15 days after its original prescribed due
date.
As reported by the Troubled Company Reporter on November 27, 2009,
Conspiracy swung to a net loss of $5,336,115 for the three months
ended September 30, 2009, from net income of $4,875,822 for the
same period a year ago. The Company posted a net loss of
$4,973,226 for the nine months ended September 30, 2009, from net
income of $353,701 for the year ago period.
At September 30, 2009, the Company had $4,189,118 in total assets,
including $781,582 in total current assets, against $17,741,553 in
total liabilities, all current; resulting in stockholders' deficit
of $13,552,435.
As of September 30, 2009, the Company had an accumulated deficit
of roughly $16,000,000, significant negative working capital, and
is in default on its debt. The Company said there is substantial
doubt about its ability to continue as a going concern.
"Recovery of the Company's assets is dependent upon future events,
the outcome of which is indeterminable. Successful completion of
the Company's development program and its transition to the
attainment of profitable operations is dependent upon the company
achieving a level of sales adequate to support the Company's cost
structure. In addition, realization of a major portion of the
assets in the accompanying balance sheet is dependent upon the
Company's ability to meet its financing requirements and the
success of its plans to develop and sell its products. Management
plans to issue additional debt and equity to fund the release of
new products in 2009 and 2010 and to continue to generate cash
flow from operations," Conspiracy said.
On March 10, 2010, Conspiracy circulated an information sheet
seeking stockholders' written consent -- in lieu of a special
meeting of the stockholders -- to approve the filing of an
amendment to the Company's Articles of Incorporation to effect a
reverse stock split of the issued and outstanding shares of the
Company's common stock at a ratio of 1 for 3.
A full-text copy of the Information Statement is available at no
charge at http://ResearchArchives.com/t/s?5f32
About Conspiracy Entertainment Holdings
Based in Santa Monica, California, Conspiracy Entertainment
Holdings, Inc., develops, publishes and markets interactive
entertainment software. The Company currently publishes titles
for many popular interactive entertainment hardware platforms,
such as Sony's PlayStation, Nintendo 64 and Nintendo's Game Boy
Color and Game Boy Advance as well as the next generation hardware
platforms such as Sony's PlayStation 2, Sony's PSP, Nintendo
GameCube, Nintendo's DS, Microsoft's Xbox, and also for the PC.
CORD BLOOD AMERICA: Registers 363,636,364 Shares for Resale
-----------------------------------------------------------
Cord Blood America, Inc., filed with the Securities and Exchange
Commission a Form S-1/ A Registration Statement under the
Securities Act of 1933 and related prospectus in connection with
the resale of 363,636,364 shares of CBAI common stock, par value
of $0.0001, by certain individuals and entities who beneficially
own shares of the common stock. CBAI is not selling any shares in
and will not receive any proceeds. However, the Company will
receive proceeds from the sale of common stock under the
Securities Purchase Agreement which was entered into between the
Company and Tangiers Investors, LP, as selling stockholder. CBAI
agreed to allow Tangiers to retain 10% of the proceeds raised
under the Securities Purchase Agreement.
Pursuant to the Securities Purchase Agreement, CBAI may, at its
discretion, periodically issue and sell to Tangiers shares of its
common stock for a total purchase price of $4,000,000. CBAI has
obtained $1,200,000 in cash advances under the Securities Purchase
Agreement which means CBAI has $2,800,000 available to it under
the Securities Purchase Agreement.
Prior to the filing of the current registration statement, the
Company has filed registration statements with the Securities and
Exchange Commission, to register a total of 297,558,755 shares of
common stock issuable pursuant to the Securities Purchase
Agreement. Under the current registration statement, CBAI is
registering an additional 363,636,364 shares of common stock.
CBAI will issue the additional shares to Tangiers to receive
advances under the Securities Purchase Agreement. The
registration statement must be declared effective prior to CBAI
being able to issue those additional shares to Tangiers so that
CBAI may obtain cash advances under the Securities Purchase
Agreement.
On January 22, 2009, CBAI entered into Amendment No.1 to
Securities Purchase Agreement with Tangiers. The Amendment
removed the Floor Price under the Securities Purchase Agreement
which was previously set at $0.01, which meant that if CBAI's
stock price fell below $0.01 CBAI could not sell its stock to
Tangiers. By removing this limitation, CBAI can now sell shares
to Tangiers if the stock price falls below $0.01. The Amendment
also revised the Maximum Advance Amount under the Securities
Purchase Agreement so that the maximum amount of each advance that
the Company could draw under the Securities Purchase Agreement
would be limited to the average daily trading volume in dollar
amount during the 10 trading days preceding the advance date. No
advance will be made in an amount lower than the $10,000 or higher
than $250,000. Finally, the Amendment eliminated the Company's
right to terminate the Securities Purchase Agreement with 45 days
written notice in the event the Company's stock price remained at
an amount equal to 50% of the floor price of $0.01 and remained
there for a period of at least 90 days.
The shares are being offered for sale by Tangiers at prices
established on the Over-the-Counter Bulletin Board during the term
of the offering, at prices different than prevailing market prices
or at privately negotiated prices. On February 3, 2010, the last
reported sale price of CBAI common stock was $0.0086 per share.
CBAI's common stock is quoted on the Over-the-Counter Bulletin
Board under the symbol CBAI.OB. The prices will fluctuate based
on the demand for the shares.
Tangiers intends to sell shares that CBAI will issue to them
pursuant to the Securities Purchase Agreement so that CBAI may
receive financing pursuant to the Securities Purchase Agreement.
As of February 2, 2010, the number of shares that CBAI is
registering for sale under the current registration statement,
upon issuance would equal approximately 7.19% of CBAI's
outstanding common stock. With the exception of Tangiers, who is
an underwriter within the meaning of the Securities Act of 1933,
no other underwriter or person has been engaged to facilitate the
sale of shares. The offering will terminate 24 months after the
accompanying registration statement is declared effective by the
Securities and Exchange Commission. None of the proceeds from the
sale by the selling stockholders will be placed in escrow, trust
or any similar account.
A full-text copy of the Company's registration statement is
available at no charge at http://ResearchArchives.com/t/s?5fb0
About Cord Blood America
Based in Las Vegas, Nevada, Cord Blood America, Inc., is primarily
a holding company whose subsidiaries include Cord Partners, Inc.,
CorCell Co. Inc., CorCell Ltd.; CBA Professional Services, Inc.
D/B/A BodyCells, Inc.; CBA Properties, Inc.; and Career Channel
Inc, D/B/A Rainmakers International. Cord specializes in
providing private cord blood stem cell preservation services to
families. BodyCells is a developmental stage company and intends
to be in the business of collecting, processing and preserving
peripheral blood and adipose tissue stem cells allowing
individuals to privately preserve their stem cells for potential
future use in stem cell therapy. Properties was formed to hold
the corporate trademarks and other intellectual property of CBAI.
Rain specializes in creating direct response television and radio
advertising campaigns, including media placement and commercial
production.
As of December 31, 2009, the Company's total assets were
$5.1 million against total liabilities of $5.2 million, resulting
in stockholders' deficit of $39,396.
In its March 30, 2010 report, Rose, Snyder & Jacobs, in Encino,
California, said the Company's recurring operating losses,
continued cash burn, and insufficient working capital and
accumulated deficit at December 31, 2009, raise substantial doubt
about the Company's ability to continue as a going concern.
CORRADI ARMS: Files for Chapter 11 Protection in Los Angeles
------------------------------------------------------------
Corradi Arms Inc. filed a petition seeking protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case
No. 10-23313).
According to Carla Main at Bloomberg News, Corradi Arms is a
Burbank, California-based single-asset real estate company.
The Company listed debts and assets of from $10 million to
$50 million. The largest creditor identified by the debtor is Far
East National Bank, owed $20 million secured by $12 million of
collateral. Corradi owes $1.2 million to a construction company,
as well as debts to building industry tradesmen.
CRESTRIDGE ESTATES: Files Schedules of Assets & Liabilities
-----------------------------------------------------------
Crestridge Estates, LLC, has filed with the U.S. Bankruptcy Court
for the Central District of California its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $28,000,000
B. Personal Property $0
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $17,410,720
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $230,584
----------- -----------
TOTAL $28,000,000 $17,641,304
Costa Mesa, California-based Crestridge Estates, LLC, filed for
Chapter 11 bankruptcy protection on March 24, 2010 (Bankr. C.D.
Calif. Case No. 10-13689). David B. Golubchik, Esq., at Levene
Neale Bender Rankin & Brill LLP, assists the Company in its
restructuring effort.
The Company's affiliate, 468 Ashton LLC, filed a separate Chapter
11 petition on August 29, 2008 (Case No. 08-15323).
CRESTRIDGE ESTATES: Section 341(a) Meeting Scheduled for May 5
--------------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of
Crestridge Estates, LLC's creditors on May 5, 2010, at 10:00 a.m.
The meeting will be held at Room 1-159, 411 W Fourth Street, Santa
Ana, CA 92701.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Costa Mesa, California-based Crestridge Estates, LLC, filed for
Chapter 11 bankruptcy protection on March 24, 2010 (Bankr. C.D.
Calif. Case No. 10-13689). David B. Golubchik, Esq., at Levene
Neale Bender Rankin & Brill LLP, assists the Company in its
restructuring effort. The Company estimated its assets and debts
at $10,000,001 to $50,000,000.
The Company's affiliate, 468 Ashton LLC, filed a separate Chapter
11 petition on August 29, 2008 (Case No. 08-15323).
CRESTRIDGE ESTATES: Wants to Hire Levene Neale as Bankr. Counsel
----------------------------------------------------------------
Crestridge Estates, L.L.C., has asked for authorization from the
U.S. Bankruptcy Court for the Central District of California to
employ Levene, Neale, Bender, Rankin & Brill L.L.P. as bankruptcy
counsel.
LNBRB will, among other things:
a. represent the Debtor in any proceeding or hearing in the
Court involving its estate unless the Debtor is
represented in such proceeding or hearing by other special
counsel;
b. conduct examinations of witnesses, claimants or adverse
parties and representing the Debtor in any adversary
proceeding except to the extent that any adversary
proceeding is in an area outside of LNBRB's expertise or
which is beyond LNBRB's staffing capabilities;
c. prepare and assist the Debtor in the preparation of
reports, applications, pleadings and orders including, but
not limited to, applications to employ professionals,
interim statements and operating reports, initial filing
requirements, schedules and statement of financial
affairs, lease pleadings, cash collateral pleadings,
financing pleadings, and pleadings with respect to the
Debtor's use, sale or lease of property outside the
ordinary course of business; and
d. represent the Debtor with regard to obtaining use of
debtor-in-possession financing and/or cash collateral
including, but not limited to, negotiating and seeking
Court approval of any debtor-in-possession financing
and/or cash collateral pleading or stipulation and
preparing any pleadings relating to obtaining use of
debtor-in-possession financing and/or cash collateral.
LNBRB will be paid based on the hourly rates of its personnel:
David W. Levene $585
David L. Neale $585
Ron Bender $585
Martin J. Brill $585
Edward M. Wolkowitz $585
Timothy J. Yoo $585
David B. Golubchik $540
Monica Y. Kim $540
Beth Ann R. Young $540
Daniel H. Reiss $540
Irving M. Gross $540
Philip A. Gasteier $540
Jacqueline L. Rodriguez $485
Juliet Y. Oh $485
Michelle S. Grimberg $485
Todd M. Arnold $485
Todd A. Frealy $485
Anthony A. Friedman $415
Carmela T. Pagay $415
John-Patrick M. Fritz $335
Krikor J. Meshefejian $335
Lindsey L. Smith $225
Paraprofessionals $195
David B. Golubchik, a partner at LNBRB, assures the Court that the
firm is "disinterested" as that term is defined in Section 101(14)
of the Bankruptcy Code.
Costa Mesa, California-based Crestridge Estates, LLC, filed for
Chapter 11 bankruptcy protection on March 24, 2010 (Bankr. C.D.
Calif. Case No. 10-13689). The Company estimated its assets and
debts at $10,000,001 to $50,000,000.
The Company's affiliate, 468 Ashton LLC, filed a separate Chapter
11 petition on August 29, 2008 (Case No. 08-15323).
CRI HOTEL: Posts $1.1 Million Net Loss in 2009
----------------------------------------------
CRI Hotel Income Partners, L.P., filed its annual report on Form
10-K, showing a net loss of $1,114,420 on $7,911,389 of revenue
for 2009, compared with net income of $28,811 on $10,097,498 of
revenue for 2008.
The Partnership's balance sheet as of December 31, 2009, showed
$9,060,339 in assets, $7,856,399 of debts, and $1,203,940 in
partners' capital.
Grant Thornton LLP, in McLean, Va., expressed substantial doubt
about the Partnership's ability to continue as a going concern.
The independent auditors noted that the Partnership has roughly
$2.9 million in outstanding debt that is due May 5, 2010.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fc6
Rockville, Md.-based CRI Hotel Income Partners, L.P., was formed
for the purpose of investing in hotels that were acquired from
Days Inns of America, Inc. The General Partner of the Partnership
is CRICO Hotel Associates I, L.P., a Delaware limited partnership,
the general partner of which is C.R.I., Inc., a Delaware
corporation. As of December 31, 2009, the Partnership remained
invested in four hotels and one leasehold interest.
DELPHI CORP: Autoliv Acquires PSS Assets in Europe
--------------------------------------------------
Autoliv Inc. agreed to acquire Delphi's Pyrotechnic Safety Switch
(PSS) assets in Europe. These assets are expected to generate
close to US$10 million of annualized sales in 2010.
Under the terms of the agreement, Autoliv will acquire certain
assets relating to the Delphi PSS business in Europe. The
transaction includes intellectual property and physical assets
serving customers such as Daimler, Audi and Porsche.
In the event of an accident, the pyrotechnic safety switch (PSS)
or "battery dis-connect" is activated by the deployment of the
airbag. The PSS cuts (isolates) the battery from the vehicle
starter and alternator, which helps prevent short circuits and
reduces the likelihood of a resulting fire.
The PSS technology is based on existing airbag technologies and
provides a reliable, fast and safe way to disconnect power in
emergency situations. Applications for electric and hybrid
vehicles include crash protection of vehicle wiring circuits and
associated battery storage systems. This technology can also be
applied in most light vehicles and heavy commercial vehicles.
"This acquisition supplements our efforts to grow in the passive
safety market and in particular supports our focus on improving
safety in vehicles using not only traditional combustable engines
but alternative fuel technologies such as hybrids or batteries,"
stated Jan Carlson, President and CEO of Autoliv. "With the trend
towards smaller vehicles and alternative energies in many light
vehicles, the demand for products such as the PSS will likely
become more important in the future," added Carlson.
This transaction is expected to close by April 30, 2010, subject
to regulatory approvals and customary closing conditions.
About Autoliv Inc.
Autoliv Inc. develops and manufactures automotive safety systems
for all major automotive manufacturers in the world. Together
with its joint ventures, Autoliv has 80 facilities with
approximately 34,000 employees in 28 vehicle-producing countries.
In addition, the Company has technical centers in eleven countries
around the world, with 21 test tracks, more than any other
automotive safety supplier. Sales in 2008 amounted to US$6.5
billion. The Company's shares are listed on the New York Stock
Exchange and its Swedish Depository Receipts on the OMX Nordic
Exchange in Stockholm.
* * *
As reported in the Troubled Company Reporter-Europe on
November 30, 2009, Standard & Poor's Ratings Services raised the
junior subordinated debt rating on Autoliv's US$165 million equity
units hybrid to 'BB+' from 'BB'
About Delphi Corp.
Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ)
-- http://www.delphi.com/-- was a global supplier of mobile
electronics and transportation systems, including powertrain,
safety, steering, thermal, and controls & security systems,
electrical/electronic architecture, and in-car entertainment
technologies. Delphi had approximately 146,600 employees and
operates 150 wholly owned manufacturing sites in 34 countries with
sales of $18.1 billion in 2008.
The Company filed for Chapter 11 protection on October 8, 2005
(Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr.,
Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden,
Arps, Slate, Meagher & Flom LLP, represent the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represent the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on January 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to a entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On October 6, 2009, Delphi Corp.'s Chapter 11 plan of
reorganization became effective. A Master Disposition Agreement
executed among Delphi Corporation, Motors Liquidation Company,
General Motors Company, GM Components Holdings LLC, and DIP Holdco
3, LLC, divides Delphi's business among three separate parties --
DPH Holdings LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will
remain responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Delphi
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
DOLLAR THRIFTY: Completes New $200 Million Asset Backed Financing
-----------------------------------------------------------------
Dollar Thrifty Automotive Group, Inc.'s Rental Car Finance Corp.
subsidiary completed a $200 million issuance of Rental Car Asset
Backed Variable Funding Notes, Series 2010-1, due September 2012,
with scheduled amortization payments due over a six-month period
beginning in April 2012. The notes are rated AA by Dominion Bond
Rating Service, Inc., and have an advance rate of approximately
65%. The notes bear interest at a spread of 275 basis points
above the purchasing conduit's weighted average commercial paper
rate, and there were no upfront fees associated with the
transaction.
"We are very pleased with this financing transaction as it
provides the Company with appropriate capacity for expected fleet
purchases at a rate below those payable on our existing medium
term notes," said Scott L. Thompson, President and Chief Executive
Officer. "It also confirms that the Company is again able to
access vehicle financing at competitive rates and enhancement
levels and highlights our plan to lower the overall interest carry
cost of our fleet consistent with our focus on return on assets."
The Company noted that, as of March 31, 2010, it has repaid
$200 million of its Series 2005-1 Notes, and that the remaining
$200 million outstanding under that series will be amortized
through June 2010. The Company's next scheduled fleet debt
maturity begins in December 2010 when $600 million of its Series
2006-1 Notes begin amortizing over a six-month period ending in
May 2011. The Company has no significant corporate debt
maturities until June 2013 when the Company's existing Senior
Secured Term Loan comes due.
The Series 2010-1 Notes have not been, and will not be, 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 Dollar Thrifty
Dollar Thrifty Automotive Group, Inc., is headquartered in Tulsa,
Oklahoma. Driven by the mission "Value Every Time," the Company's
brands, Dollar Rent A Car and Thrifty Car Rental, serve value-
conscious travelers in over 70 countries. Dollar and Thrifty have
over 600 corporate and franchised locations in the United States
and Canada, operating in virtually all of the top U.S. and
Canadian airport markets. The Company's approximately 6,400
employees are located mainly in North America, but global service
capabilities exist through an expanding international franchise
network.
The Company's balance sheet at Dec. 31, 2009, showed $2.64 billion
in total assets and $2.25 billion in total liabilities.
In November 2009, Standard & Poor's Ratings Services raised its
corporate credit rating of Dollar Thrifty to 'B-' from 'CCC', in
light of the Company's improved operating and financial
performance that began in mid-2009. Moody's Investors Service
also upgraded Dollar Thrifty's Probability of Default Rating to
'B3' from 'Caa2' and Corporate Family Rating to 'B3' from 'Caa3'
DOWNTOWN MAITLAND: Files Schedules of Assets & Liabilities
----------------------------------------------------------
Downtown Maitland Property Owner, LLC, has filed with the U.S.
Bankruptcy Court for the Southern District of New York its
schedules of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ------ -----------
A. Real Property $12,000,000
B. Personal Property $0
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $9,388,000
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $0
----------- -----------
TOTAL $12,000,000 $9,388,000
New York-based Downtown Maitland Property Owner, LLC, filed for
Chapter 11 bankruptcy protection on March 26, 2010 (Bankr. S.D.
N.Y. Case No. 10-11567). Bruce Weiner, Esq., at Rosenberg, Musso
& Weiner, LLP, assists the Company in its restructuring effort.
DOWNTOWN MAITLAND: Section 341(a) Meeting Scheduled for April 29
----------------------------------------------------------------
The U.S. Trustee for Region 2 will convene a meeting of Downtown
Maitland Property Owner, LLC's creditors on April 29, 2010, at
2:30 p.m. The meeting will be held at the Office of the United
States Trustee, 80 Broad Street, Fourth Floor, New York, NY
10004-1408.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
New York-based Downtown Maitland Property Owner, LLC, filed for
Chapter 11 bankruptcy protection on March 26, 2010 (Bankr. S.D.
N.Y. Case No. 10-11567). Bruce Weiner, Esq., at Rosenberg, Musso
& Weiner, LLP, assists the Company in its restructuring effort.
According to the schedules, the Company has assets of $12,000,000,
and total debts of $9,388,000.
DRYSHIPS INC: Posts $25.2 Million Net Loss in 2009
--------------------------------------------------
Dryships Inc. filed its annual report on Form 20-F, showing a
net loss of $25.2 million on $819.8 million of revenue for 2009,
compared with a net loss of $344.5 million on $1.081 billion of
revenue for 2008.
The Company's balance sheet as of December 31, 2009, showed
$5.799 billion in assets, $2.994 billion of debts, and
$2.805 billion of stockholders' equity.
Hadjipavlou Sofianos & Cambais S.A., in Athens, Greece, expressed
substantial doubt about the Company's ability to continue as a
going concern, pointing to the Company's inability to comply with
financial covenants under its original loan agreements as of
December 31, 2009, and 2008, and negative working capital
position.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fc3
Based in Athens, Greece, DryShips Inc. -- http://www.dryships.com/
-- was incorporated in the Republic of the Marshall Islands in
September 2004. As of April 6, 2010, the Company owns, through
its subsidiaries, a fleet of 39 drybulk carriers comprised of
seven Capesize, 28 Panamax, two Supramax vessels and two Panamax
newbuilding vessels, which have a combined deadweight tonnage of
approximately 3.3 million dwt. The Company's drybulk fleet
principally carries a variety of drybulk commodities including
major bulk items such as coal, iron ore, and grains, and minor
bulk items such as bauxite, phosphate, fertilizers and steel
products. The average age of the vessels in the Company's drybulk
fleet is 8.3 years. The Company is also an owner and operator of
two ultra-deep water semi-submersible drilling rigs and four ultra
deep-water newbuilding drillships.
EDDIE BAUER: Plan Declared Effective; Assets Transferred to Trust
-----------------------------------------------------------------
As previously disclosed, the U.S. Bankruptcy Court for the
District of Delaware confirmed on March 18, 2010, EBHI Holdings,
et al.'s First Amended Joint Plan of Liquidation under Chapter 11
of the Bankruptcy Code.
The effective date of the Plan occurred on April 6, 2010. On the
Effective Date, the Debtors' estates and certain assets were
liquidated and were transferred into a liquidating trust. The
Liquidating Trust will be administered by Larry Waslow.
On the Effective Date, all of the outstanding equity securities of
the Debtors, including all of the shares of common stock of the
Company, were cancelled in accordance with the Plan.
About Eddie Bauer
Eddie Bauer -- http://www.eddiebauer.com/-- is a specialty
retailer that sells outerwear, apparel and accessories for the
active outdoor lifestyle. Eddie Bauer participates in a joint
venture in Japan and has licensing agreements across a variety of
product categories.
Eddie Bauer, founded in Bellevue, Wash., in 1920, was acquired by
General Mills Inc. in 1971 and then sold to catalog retailer
Spiegel Inc. in 1988. Eddie Bauer Inc. emerged from Spiegel's
2003 Chapter 11 case as a separate, reorganized entity under the
control and ownership of Eddie Bauer Holdings, Inc.
Eddie Bauer Holdings, Inc. (now known as EBHI Holdings, Inc.) and
eight affiliates filed for bankruptcy on June 17, 2009 (Bankr. D.
Del. Lead Case No. 09-12099). Judge Mary F. Walrath presides over
the case. David S. Heller, Esq., Josef S. Athanas, Esq., and
Heather L. Fowler, Esq., at Latham & Watkins LLP, serve as the
Debtors' general counsel. Kara Hammond Coyle, Esq., and Michael
R. Nestor, Esq., at Young Conaway Stargatt & Taylor LLP, serve as
local counsel. The Debtors' restructuring advisors are Alvarez
and Marsal North America LLC. Their financial advisors are Peter
J. Solomon Company. Kurtzman Carson Consultants LLC acts as
claims and notice agent. As of April 4, 2009, Eddie Bauer had
$525,224,000 in total assets and $448,907,000 in total
liabilities.
Eddie Bauer Canada, Inc., and Eddie Bauer Customer Services filed
for protection from their creditors in Canada on June 17, 2009,
the same day the U.S. Debtors filed for protection from their
creditors. The Canadian Debtors have obtained an initial order of
the Canadian Court staying the proceedings against the Canadian
Debtors and their property in Canada. RSM Richter Inc. was
appointed as monitor in the Canadian proceedings.
On August 4, 2009, Golden Gate Capital closed a deal to acquire
Eddie Bauer Holdings for $286 million. Golden Gate will maintain
the substantial majority of Eddie Bauer's stores and employees in
a newly formed going concern company. Golden Gate beat an
affiliate of CCMP Capital Advisors, LLC, at the auction. The CCMP
unit's $202 million cash offer served as stalking horse bid.
Golden Gate Capital -- http://www.goldengatecap.com/-- is a San
Francisco-based private equity investment firm with roughly
$9 billion of assets under management.
EDDIE BAUER: Amended Joint Plan of Liquidation Effective
--------------------------------------------------------
BankruptcyData.com reports that the First Amended Joint Plan of
Liquidation filed by Eddie Bauer and its official committee of
unsecured creditors became effective.
According to documents filed with the Court, "The Plan
contemplates and is predicated upon the substantive consolidation
of all the Debtors with respect to the voting and treatment of all
Claims and Interest other than General Secured Claims. This means
that the Debtors propose to satisfy the claims of all their
respective creditors from a common pool comprised of their
collective assets.
The Plan divides the Claims against and Interests in the Debtors
into Classes. Certain Claims - in particular, Administrative
Expense Claims, Statutory Fees, Professional Claims and Priority
Tax Claims -- remain unclassified in accordance with section
1123(a)(1) of the Bankruptcy Code."
About Eddie Bauer
Eddie Bauer -- http://www.eddiebauer.com/-- is a specialty
retailer that sells outerwear, apparel and accessories for the
active outdoor lifestyle. Eddie Bauer participates in a joint
venture in Japan and has licensing agreements across a variety of
product categories.
Eddie Bauer, founded in Bellevue, Wash., in 1920, was acquired by
General Mills Inc. in 1971 and then sold to catalog retailer
Spiegel Inc. in 1988. Eddie Bauer Inc. emerged from Spiegel's
2003 Chapter 11 case as a separate, reorganized entity under the
control and ownership of Eddie Bauer Holdings, Inc.
Eddie Bauer Holdings, Inc. (now known as EBHI Holdings, Inc.) and
eight affiliates filed for bankruptcy on June 17, 2009 (Bankr. D.
Del. Lead Case No. 09-12099). Judge Mary F. Walrath presides over
the case. David S. Heller, Esq., Josef S. Athanas, Esq., and
Heather L. Fowler, Esq., at Latham & Watkins LLP, serve as the
Debtors' general counsel. Kara Hammond Coyle, Esq., and Michael
R. Nestor, Esq., at Young Conaway Stargatt & Taylor LLP, serve as
local counsel. The Debtors' restructuring advisors are Alvarez
and Marsal North America LLC. Their financial advisors are Peter
J. Solomon Company. Kurtzman Carson Consultants LLC acts as
claims and notice agent. As of April 4, 2009, Eddie Bauer had
$525,224,000 in total assets and $448,907,000 in total
liabilities.
Eddie Bauer Canada, Inc., and Eddie Bauer Customer Services filed
for protection from their creditors in Canada on June 17, 2009,
the same day the U.S. Debtors filed for protection from their
creditors. The Canadian Debtors have obtained an initial order of
the Canadian Court staying the proceedings against the Canadian
Debtors and their property in Canada. RSM Richter Inc. was
appointed as monitor in the Canadian proceedings.
On August 4, 2009, Golden Gate Capital closed a deal to acquire
Eddie Bauer Holdings for $286 million. Golden Gate will maintain
the substantial majority of Eddie Bauer's stores and employees in
a newly formed going concern company. Golden Gate beat an
affiliate of CCMP Capital Advisors, LLC, at the auction. The CCMP
unit's $202 million cash offer served as stalking horse bid.
Golden Gate Capital -- http://www.goldengatecap.com/-- is a San
Francisco-based private equity investment firm with roughly
$9 billion of assets under management.
ENTREMED INC: Ernst & Young Dismissed as Independent Auditors
-------------------------------------------------------------
EntreMed, Inc., in a regulatory filing Wednesday, disclosed that
on April 2, 2010, the Audit Committee of its Board of Directors
approved the dismissal of Ernst & Young LLP as its independent
registered public accounting firm.
The Company says that except for an explanatory paragraph in the
report of Ernst & Young regarding the Company's consolidated
financial statements for the fiscal year ended December 31, 2009,
which noted that there was substantial doubt as to the Company's
ability to continue as a going concern, the reports of Ernst &
Young on the Company's consolidated financial statements for 2009
and 2008 did not contain any adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles. The Company says the Audit
Committee's decision to dismiss Ernst & Young is intended to help
reduce the Company's expenses.
About EntreMed Inc.
Rockville, Md.-based EntreMed, Inc., is a clinical-stage
pharmaceutical company focused on developing ENMD-2076, an Aurora
A and angiogenic kinase inhibitor for the treatment of cancer.
ENMD-2076 is currently in Phase 1 studies in advanced cancers,
multiple myeloma and leukemia.
* * *
As reported in the Troubled Company Reporter on April 5, 2010,
Ernst & Young LLP, in McLean, Va., expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted of the Company's recurring operating
losses and negative cash flows from operations.
FAIRPOINT COMMS: Creditors Press Verizon For Merger Docs
--------------------------------------------------------
Scenting potential causes of action, FairPoint Communications
Inc.'s creditors are clamoring for Verizon Communications Inc. to
cough up documents relating to the $2.3 billion landline deal that
put FairPoint on the path to bankruptcy, Bankruptcy Law360
reports.
FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry-leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services. FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.
FairPoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel. BMC Group is claims and notice agent.
As of June 30, 2009, FairPoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities,
$2.91 billion in total long-term liabilities, and $1.23 million in
total stockholders' equity.
Bankruptcy Creditors' Service, Inc., publishes FairPoint
Communications Bankruptcy News. The newsletter tracks the Chapter
11 proceedings of FairPoint Communications Inc. and its debtor-
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
FAIRPOINT COMMS: Bank Debt Trades at 17% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which FairPoint
Communications, Inc., is a borrower traded in the secondary market
at 82.59 cents-on-the-dollar during the week ended April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.84
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
loan facility, which matures on March 31, 2015. Moody's has
withdrawn its rating, while Standard & Poor's has assigned a
default rating on the bank debt. The debt is one of the biggest
gainers and losers among 199 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry-leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services. FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.
FairPoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP, as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel. BMC Group is claims and notice agent.
As of June 30, 2009, FairPoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities,
$2.91 billion in total long-term liabilities, and $1.23 million in
total stockholders' equity.
Bankruptcy Creditors' Service, Inc., publishes FairPoint
Communications Bankruptcy News. The newsletter tracks the Chapter
11 proceedings of FairPoint Communications Inc. and its debtor-
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
FAIRPOINT COMMS: Plan Exclusivity Extended Until Oct. 21
--------------------------------------------------------
Bankruptcy Judge Burtoin Lifland granted Fairpoint Communications
Inc. and its units an extension Plan Filing Period through and
including August 23, 2010 of their exclusive period to propose a
Chapter 11 plan. Similarly, the Court extended the Debtors'
Exclusive Solicitation Period through and including October 21,
2010.
FairPoint has already submitted a proposed Chapter 11 plan and has
obtained approval of the explanatory disclosure statement.
FairPoint on March 25, 2010, made immaterial modifications to
their Second Amended Disclosure Statement. Full-text copies of
the blacklined revised Second Amended Disclosure Statement and an
execution copy of the Debtors' revised Second Amended Disclosure
Statement and Second Amended Plan of Reorganization are available
for free at:
http://bankrupt.com/misc/FairPt_DS_blacklined.pdf
http://bankrupt.com/misc/FairPt_DS&PlanFinal.pdf
About FairPoint Communications
FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services. FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.
Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. S.D.N.Y. Case No. 09-16335). Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel. BMC Group is claims and notice agent.
As of June 30, 2009, Fairpoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities, $2.91
billion in total long-term liabilities, and $1.23 million in total
stockholders' equity.
Bankruptcy Creditors' Service, Inc., publishes Fairpoint
Communications Bankruptcy News. The newsletter tracks the Chapter
11 proceedings of Fairpoint Communications Inc. and its debtor-
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
FAIRPOINT COMMS: Gets Nod to Reimburse Agencies' Expenses
---------------------------------------------------------
FairPoint Communications Inc. and its units sought and obtained
the Court's authority to reimburse the actual and reasonable
expenses and costs incurred by the New Hampshire Public Utility
Commission's Staff Advocates and the Vermont Department of Public
Service, including the reasonable fees and expenses of the
agencies' professionals, in connection with proceedings related to
the Debtors' Chapter 11 cases.
The Debtors' Plan of Reorganization incorporates and implements
the settlement of certain regulatory issues between the Debtors
and each of the New Hampshire Staff Advocates and the Vermont
DPS, James T. Grogan, Esq., at Paul Hastings Janofsky & Walker
LLP, in New York, reminds the Court.
The Court's approval of the New Hampshire and Vermont Regulatory
Settlement Agreements will be sought in connection with the
confirmation of the Plan.
Mr. Grogan notes that in connection with obtaining final approval
of the Settlement Agreements by the New Hampshire Commission and
the Vermont Board, the parties will incur expenses and costs
relating to a number of interim measures that they must
undertake, including the submission of evidence and participation
in hearings regarding the approval of the Settlement Agreements.
Expenses and costs, he adds, have been incurred to date in
connection with the negotiation of the Settlement Agreements and
the related regulatory approvals.
In order to enable the Regulatory Agencies to devote sufficient
resources to the approval of the Settlement Agreements and to act
in a timely manner, the New Hampshire Staff Advocates and the
Vermont DPS have requested that the Debtors reimburse them for
their reasonable postpetition expenses and costs incurred during
these Chapter 11 cases and the postpetition regulatory
proceedings, solely in furtherance of the process of
negotiating the terms of the Settlement Agreements and any
proceedings to obtain the approval of the Agreements.
Subject to the Court's approval, the Debtors have agreed to
reimburse those expenses and costs in accordance with the terms
of the Settlement Agreements, Mr. Grogan relates.
Moreover, the Debtors propose uniform procedures to govern the
reimbursement of fees and expenses of counsel to the Regulatory
Agencies:
(a) On or before the 30th day of each month following the
month for which reimbursement is sought, each Regulatory
Agency seeking reimbursement will serve a monthly
statement by hand or overnight delivery on these notice
parties:
(1) The Debtors
c/o FairPoint Communications, Inc.
521 East Morehead Street, Suite 500,
Charlotte, NC 28202
Attn: Shirley J. Linn and Susan L. Sowell, Esq.
(2) Paul, Hastings, Janofsky & Walker LLP
75 East 55th Street, New York, NY 10022
Attn: Luc A. Despins, Esq. and
James T. Grogan, Esq.
(3) Andrews Kurth, LLP
450 Lexington Avenue, New York, NY 10017
Attn: Paul N. Silverstein, Esq. and
Jonathan I. Levine, Esq.;
(4) The Office of the United States Trustee
33 Whitehall Street, 21st Floor
New York, New York 10004
Attn: Andrew D. Velez-Rivera and
Elisabetta G. Gasparini
(5) Kaye Scholer LLP
425 Park Avenue, New York NY 10022
Attn: Margot B. Schonholtz, Esq. and
Nicholas J. Cremona, Esq.
(b) Each Monthly Statement will specify the expenses and
costs for which reimbursement is sought, including the
fees and expenses of any professional.
(c) With respect to the reimbursement of fees of professionals
retained by the Regulatory Agencies, the Monthly Statement
will set forth, in reasonable detail, (i) an appropriate
narrative description of the services rendered; (ii) the
persons who performed the services; (iii) the time
expended by each person on each activity, broken out in
increments of tenths of an hour; and (iii) the billing
rate of each the person.
(d) With respect to the reimbursement of expenses of the
Regulatory Agencies and professionals retained by them,
the Statement will set forth, in reasonable detail, (i)
the nature of each expense for which reimbursement is
sought; (ii) the amount sought for reimbursement on
account of each expense; and (iii) supporting
documentation for each expense.
(e) Objections, if any, to a Monthly Statement submitted by a
Regulatory Agency will be served on the applicable
Regulatory Agency and the Notice Parties within 20
business days after receipt of the statement by the
objecting party.
(f) In the event no objection is interposed by any of the
Notice Parties within 20 business days after receipt of
the Monthly Statement, the Debtors will then be authorized
to pay the Monthly Statement as requested.
(g) If an objection is interposed, the Debtors will hold
payment with respect to the disputed item pending
resolution of the objection. The Debtors, the objecting
parties and the applicable Regulatory Agency will then
endeavor to amicably resolve any disputes as soon as
practicable. If the dispute is not resolved within 10
business days after an objection is interposed, any party
may request that the Court resolve the dispute.
About FairPoint Communications
FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services. FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.
Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. S.D.N.Y. Case No. 09-16335). Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel. BMC Group is claims and notice agent.
As of June 30, 2009, Fairpoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities, $2.91
billion in total long-term liabilities, and $1.23 million in total
stockholders' equity.
Bankruptcy Creditors' Service, Inc., publishes Fairpoint
Communications Bankruptcy News. The newsletter tracks the Chapter
11 proceedings of Fairpoint Communications Inc. and its debtor-
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
FAIRPOINT COMMS: Wins Approval of USAT Settlement Agreement
-----------------------------------------------------------
FairPoint Communications Inc. and its units sought and obtained
the Court's authority to enter into a settlement agreement with
United Systems Access Telecom, Inc.
USAT is a local exchange carrier that offers local access and
long distance services to customers in Eastern United States. In
order to provide services to its customers, USAT uses network
resources provided by Debtor Northern New England Telephone
Operations LLC under various agreements. Among others, NNETO and
USAT are parties a Services Agreement and an Interconnection
Agreement:
A. Wholesale Package Services Agreement
Pursuant to the Wholesale Agreement dated February 1, 2006,
NNETO provides USAT with the loops, switches, and transport
services that are used within a telecommunications network
to connect calls between two telephones. Services provided
under the Wholesale Agreement allow a non-facilities-based
telecommunications provider to deliver telephone service
without deploying its own network infrastructure.
The services that NNETO provides under the Wholesale
Agreement are not regulated by the Federal Communications
Commission and the Debtors are free to charge market prices
for those services.
B. Interconnection Agreement
Pursuant to the Interconnection Agreement for the State of
Maine dated September 14, 2001, as amended on January 24,
2005, NNETO provides USAT with "UNE-Loops" and
loop/transport combinations called enhanced extended links
or EELs. NNETO does not provide switching facilities with
UNE-Loops and EELs. In order for USAT's customers to
complete telephone calls utilizing UNE-Loops and EELs, USAT
must separately deploy its own switching facilities.
Unlike the services that NNETO provides under the Wholesale
Agreement, UNE-Loops and EELs are regulated by the Federal
Communications Commission. The FCC guidelines provide
that in the absence of negotiated rates, state commissions
will set the rates for UNE-Loops and EELs based on the
carriers' total element long-run incremental costs or
TELRIC. TELRIC Rates are generally cheaper than retail
rates and thus are highly favorable to CLECs like USAT.
Prior to August 2009, USAT asked NNETO to transition the services
it purchases from the Wholesale Agreement to the ICA. By making
this change in the terms of service, USAT sought to take
advantage of the lower TELRIC rates available under the ICA. At
that time, however, USAT was not making payments to NNETO under
the Wholesale Agreement or the ICA. Indeed, on August 13, 2009,
NNETO notified USAT that its accounts were past due for services
invoiced. Due to those past due accounts, NNETO denied USAT's
request for a change in the service terms.
As of November 6, 2009, USAT's past due accounts for services
invoiced totaled approximately $3.7 million.
On September 8, 2009, USAT filed a complaint with the Maine
Public Utilities Commission's Rapid Response Process Team in
order to compel NNETO to transition USAT's services from the
Wholesale Agreement to the ICA. In an order dated September 25,
2009, the RRPT held that NNETO was obligated under the ICA to
accept and process new UNE-Loop and EEL service orders from USAT
despite the existence of past due accounts. The RRPT further
held that NNETO could nevertheless elect to invoke Section 20.3
of the ICA, which required USAT to provide an "assurance of
payment" for services it purchased.
After engaging in extensive, arm's-length negotiations, the
Parties entered into a Settlement Agreement in order to resolve
their outstanding disputes related to the Wholesale Agreement and
ICA.
The salient provisions of the Settlement Agreement are:
(a) USAT will pay NNETO a total of $2,900,000 in satisfaction
of invoices billed to USAT (1) up to and including
October 6, 2009 for services rendered under the Wholesale
Agreement; and (2) up to and including November 6, 2009
for transport provided under the Wholesale Agreement.
The $2,900,000 total payment to NNETO will consist of (i)
$220,000 that was previously paid; (ii) a $375,000 cash
payment; and (iii) $2,305,000 to be paid in monthly
installments.
(b) USAT will provide a letter of credit in the amount of
$375,000 to NNETO.
(c) USAT will provide an "assurance of payment" deposit
in the amount of $247,000. Upon receipt of the deposit,
NNETO will begin processing ICA orders for converting
Wholesale Package Services Agreement customers. The
Debtors will return the deposit pursuant to the terms of
the ICA.
(d) On a going-forward basis, USAT will adopt the Wholesale
Packages Services Agreement on the same terms as the
Wholesale Agreement, but at a surcharge of $1.20 effective
as of November 6, 2009.
(e) USAT will timely pay all undisputed bills for Wholesale
Agreement customers.
(f) NNETO will use its best efforts to convert customers who
are being provided services under the Wholesale Agreement
to a service provided under the ICA within six months of
approval of the Settlement Agreement by the Court.
(g) USAT will withdraw, without prejudice, the state
regulatory proceedings related to the ICA and Wholesale
Agreement, and NNETO will withdraw its notice to
disconnect services provided under the Wholesale
Agreement.
(h) NNETO agrees to release and discharge USAT from all claims
against USAT arising under the Wholesale Agreement prior
to November 6, 2009.
(i) USAT agrees to release and discharge NNETO from all claims
relating to the terms of the Wholesale Agreement for
services rendered prior to November 6, 2009. USAT will
also release and discharge NNETO from any claims that
NNETO violated the ICA by not converting customers under
the Wholesale Agreement to services under the ICA prior to
the Effective Date.
About FairPoint Communications
FairPoint Communications, Inc. (NYSE: FRP) --
http://www.fairpoint.com/-- is an industry leading provider of
communications services to communities across the country.
FairPoint owns and operates local exchange companies in 18 states
offering advanced communications with a personal touch, including
local and long distance voice, data, Internet, television and
broadband services. FairPoint is traded on the New York Stock
Exchange under the symbols FRP and FRP.BC.
Fairpoint and its affiliates filed for Chapter 11 on Oct. 26, 2009
(Bankr. S.D.N.Y. Case No. 09-16335). Rothschild Inc. is acting as
financial advisor for the Company; AlixPartners, LLP as the
restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP
is the Company's counsel. BMC Group is claims and notice agent.
As of June 30, 2009, Fairpoint reported $3.24 billion in total
assets, $321.41 million in total current liabilities, $2.91
billion in total long-term liabilities, and $1.23 million in total
stockholders' equity.
Bankruptcy Creditors' Service, Inc., publishes Fairpoint
Communications Bankruptcy News. The newsletter tracks the Chapter
11 proceedings of Fairpoint Communications Inc. and its debtor-
affiliates. (http://bankrupt.com/newsstand/or 215/945-7000)
FONIX CORP: Delays Filing of Annual Report on Form 10-K
-------------------------------------------------------
Lindon, Utah-based Fonix Corporation failed to file its annual
report on Form 10-K by the March 31 deadline. The Company said
the annual report on Form 10-K could not be filed because
management requires additional time to compile and verify the data
required to be included in the report. The report will be filed
within 15 days of the date the original report was due.
As reported by the Troubled Company Reporter on December 7, 2009,
Fonix expects to continue to incur significant losses and negative
cash flows from operating activities at least through December 31,
2009, primarily due to expenditure requirements associated with
continued marketing and development of its speech-enabling
technologies. The Company said its cash resources, limited to
collections from customers, sales of its equity and debt
securities and loans, have not been sufficient to cover operating
expenses. As a result, some payments to vendors and service
providers have been delayed.
Fonix reported net income of $230,000 for the three months ended
September 30, 2009, from a net loss of $1,701,000 for the year ago
period. Fonix posted a net loss of $50,000 for the three months
ended September 30, 2009, from a net loss of $4,035,000 for the
year ago period.
At September 30, 2009, the Company had $4,133,000 in total assets
against $50,132,000 in total liabilities, all current, resulting
in $45,999,000 in stockholders' deficit.
As of September 30, 2009, the Company had an accumulated deficit
of $288,839,000; negative working capital of $46,725,000;
derivative liabilities of $36,460,000 related to the issuance of
Series P Preferred Stock, Series L Preferred Stock, Series M
Preferred Stock, Series N Preferred Stock, Series O Preferred
Stock and Series E Convertible Debentures and Series B Preferred
Stock of its subsidiary, Fonix Speech; accrued liabilities of
$8,942,000; accrued payroll and other compensation of $902,000;
accounts payable of $2,215,000; related party accounts payable of
$107,000; tax payable of $29,000; deferred tax liabilities of
$228,000; related party notes payable of $777,000; and deferred
revenues of $465,000.
The Company said there is substantial doubt about its ability to
continue as a going concern. Management plans to fund further
operations of the Company from cash flows from future license and
royalty arrangements and with proceeds from additional issuance of
debt and equity securities. There can be no assurance that
management's plans will be successful.
Fonix Corporation's operations are managed through two wholly
owned subsidiaries, Fonix Speech, Inc., and Fonix GS Acquisition
Co., Inc.
Fonix Speech provides value-added speech-enabling technologies,
speech interface development tools, and speech solutions and
applications, including automated speech recognition and text-to-
speech, that empower users to interact conversationally with
information systems and devices.
Fonix GS was formed on June 27, 2008, to facilitate the
acquisition of Shanghai Gaozhi Software Systems Limited. The
acquisition was completed in early 2009. GaozhiSoft is a Chinese
software developer and solutions provider in 2G (second-
generation) and 3G (third-generation) telecommunication operation
support systems in China and throughout the Asian-Pacific region.
GaozhiSoft's products are designed to increase data transferring
speed, reduce telecommunications data loss, and provide network
management, billing accuracy and improved implementation
techniques to telecom carriers.
FREESCALE SEMICON: Bank Debt Trades at 5% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which Freescale
Semiconductor, Inc., is a borrower traded in the secondary market
at 95.30 cents-on-the-dollar during the week ended April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.37
percentage points from the previous week, The Journal relates.
The Company pays 425 basis points above LIBOR to borrow under the
facility. The bank loan matures on Feb. 16, 2016, and is not
rated by Moody's and Standard & Poor's. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
Freescale Semiconductor, Inc. -- http://www.freescale.com/-- once
Motorola's Semiconductor Products Sector, is one of the oldest and
most diverse makers of microchips in the world. It produces many
different kinds of chips for use in automobiles, computers,
industrial equipment, wireless communications and networking
equipment, and other applications. The company's global client
roster includes such blue-chip companies as Alcatel-Lucent, Bosch,
Cisco Systems, Fujitsu, Hewlett-Packard, QUALCOMM, and Siemens, as
well as former parent Motorola. Freescale nets about half of its
sales from the Asia/Pacific region. The Blackstone Group, The
Carlyle Group, Permira Advisers, and TPG Capital own the company.
FRENCH BROAD: Gets Court OK to Hire Edward Hay as Bankr. Counsel
----------------------------------------------------------------
French Broad Place LLC sought and obtained permission from the
Hon. George R. Hodges of the U.S. Bankruptcy Court for the Western
District of North Carolina to employ Edward C. Hay, Jr., at Pitts,
Hay & Hugenschmidt, P.A., as bankruptcy counsel.
Mr. Hay will:
a. give the Debtor legal advice with respect to the Debtor's
powers and duties in the continued operation of its
business and management of its property;
b. prepare the necessary applications, answers, orders,
reports and other legal papers; and
c. perform all other legal services which may be necessary
herein and it is necessary for the Debtor/Debtor-in-
Possession to employ an attorney for the professional
activities.
Mr. Hay assures the Court that he is "disinterested" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The Debtor and Mr. Hay didn't disclose how Mr. Hay will be
compensated for his services.
Brevard, North Carolina-based French Broad Place LLC filed for
Chapter 11 bankruptcy protection on March 25, 2010 (Bankr. W.D.
N.C. Case No. 10-10335). According to the schedules, the Company
has assets of $20,171,100, and total debts of $14,395,245.
FRENCH BROAD: Section 341(a) Meeting Scheduled for April 28
-----------------------------------------------------------
The U.S. Trustee for Western District of North Carolina will
convene a meeting of French Broad Place LLC's creditors on
April 28, 2010, at 1:00 p.m. The meeting will be held at the
Bankruptcy Courtroom, First Floor, 100 Otis Street, Asheville, NC
28801.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Brevard, North Carolina-based French Broad Place LLC filed for
Chapter 11 bankruptcy protection on March 25, 2010 (Bankr. W.D.
N.C. Case No. 10-10335). Edward C. Hay, Jr., Esq., at Pitts, Hay
& Hugenschmidt, P.A., assists the Company in its restructuring
effort. According to the schedules, the Company has assets of
$20,171,100, and total debts of $14,395,245.
FX REAL ESTATE: Bryan Bloom Removed as Board Member
---------------------------------------------------
FX Real Estate and Entertainment Inc. disclosed that on April 8,
2010, the holder of the Company's single share of Non-Voting
Designated Preferred Stock removed Bryan Bloom, its director
designee, as a member of the Board of Directors of the Company.
The holder of the Company's single share of Non-Voting Designated
Preferred Stock did not designate a replacement to fill the
resulting vacancy and reserved its rights to do so under the
Certificate of Designation for the Non-Voting Designated Preferred
Stock.
About FX Real Estate and Entertainment
New York-based FX Real Estate and Entertainment Inc.'s business
consists of owning and operating 17.72 contiguous acres of land
located at the southeast corner of Las Vegas Boulevard and Harmon
Avenue in Las Vegas, Nevada. The property is currently occupied
by a motel and several commercial and retail tenants with a mix of
short and long-term leases.
At September 30, 2009, the Company had $143,904,000 in total
assets against total liabilities, all current, of $484,560,000.
The Company said it is in severe financial distress and may not be
able to continue as a going concern. The Company said its current
cash flow from operations and cash on hand as of September 30,
2009, are not sufficient to fund its short-term liquidity
requirements, including its ordinary course expenses and
obligations as they come due.
The Company's Las Vegas subsidiaries own real property which is
substantially the Company's entire business. The subsidiaries are
in default under their $475 million mortgage loans, which are
secured by the property. The carrying value of the Las Vegas
property was reduced to its estimated fair value of $140.8 million
as of June 30, 2009, after impairment charges taken prior to that
date.
FX REAL ESTATE: Delays 10-K Report; Warns of Liquidity Crunch
-------------------------------------------------------------
FX Real Estate and Entertainment, Inc., failed to file its annual
report on Form 10-K for the year ended December 31, 2009, by the
March 31 deadline. The Company said its Annual Report could not
be filed within the prescribed time period because of its
transition to a new independent registered public accounting firm
for the fiscal year ended December 31, 2009. The new independent
registered public accounting firm was appointed by the Company's
audit committee on November 2, 2009.
The Company's new independent registered public accounting firm
and its former independent registered public accounting firm have
not completed certain aspects of their review of the Company's
consolidated financial statements to be included in the Form 10-K.
The Company expects to file the Form 10-K within the extension
period provided under Rule 12b-25 of the Securities Exchange Act
of 1934, as amended.
The Company expects revenue to be approximately $19.5 million for
the fiscal year ended December 31, 2009, compared to approximately
$6.0 million the prior year. This increase in revenue is
attributable primarily to the Company no longer classifying any of
the operations of its remaining Las Vegas subsidiary (including
its predecessors) as incidental operations as was done in the
first nine months of 2008. The Company expects a net loss of
approximately $114.1 million for the fiscal year ended
December 31, 2009, as compared to approximately $461.8 million the
prior year. Substantially all of the Company's business was
through its Las Vegas subsidiary, as owner of certain Las Vegas
property.
The Company's Las Vegas subsidiary is in default under its
$475 million mortgage loan, which is secured by the Las Vegas
property. The Las Vegas property is not operated or managed by the
Company's Las Vegas Subsidiary because the property is under the
control of a court-appointed receiver. The Company believes that
the Las Vegas property will be liquidated, either through a
trustee's sale in accordance with the procedures under Nevada law
or through a bankruptcy filing pursuant to a lock up agreement
with the first lien lenders or the second lien lenders under the
mortgage loan. In either event, it is extremely unlikely the
Company will receive any benefit as a consequence of the
foregoing. The loss of the Las Vegas property, which is
substantially the entire business of the Company, would have a
material adverse effect on its business, financial condition,
prospects, and ability to continue as a going concern. If the
Company is to continue, then a new or different business will need
to be developed and there is no assurance that such a business
could or would be possible or that the Company could obtain the
necessary financing to allow implementation of such business.
Furthermore, the Company is in severe financial distress and may
not be able to continue as a going concern. The Company has no
current cash flow and cash on hand is not sufficient to fund its
past due obligations and short-term liquidity needs, including its
ordinary course obligations as they come due.
About FX Real Estate and Entertainment
New York-based FX Real Estate and Entertainment Inc.'s business
consists of owning and operating 17.72 contiguous acres of land
located at the southeast corner of Las Vegas Boulevard and Harmon
Avenue in Las Vegas, Nevada. The property is currently occupied
by a motel and several commercial and retail tenants with a mix of
short and long-term leases.
At September 30, 2009, the Company had $143,904,000 in total
assets against total liabilities, all current, of $484,560,000.
The Company said it is in severe financial distress and may not be
able to continue as a going concern. The Company said its current
cash flow from operations and cash on hand as of September 30,
2009, are not sufficient to fund its short-term liquidity
requirements, including its ordinary course expenses and
obligations as they come due.
The Company's Las Vegas subsidiaries own real property which is
substantially the Company's entire business. The subsidiaries are
in default under their $475 million mortgage loans, which are
secured by the property. The carrying value of the Las Vegas
property was reduced to its estimated fair value of $140.8 million
as of June 30, 2009, after impairment charges taken prior to that
date.
FX REAL ESTATE: Raises $270,000 in Sale of Securities to Execs
--------------------------------------------------------------
FX Real Estate and Entertainment, Inc., on April 5, 2010, entered
into subscription agreements with certain of its directors,
executive officers and greater than 10% stockholders, pursuant to
which the Purchasers bought from the Company an aggregate of 270
Units at a purchase price of $1,000 per Unit.
The Company generated aggregate proceeds of $270,000 from the sale
of the Units pursuant to the Subscription Agreements. The Company
intends to use the proceeds to fund working capital requirements
and for general corporate purposes.
Each Unit consists of (x) one share of the Company's newly issued
Series A Convertible Preferred Stock, $0.01 par value per share,
and (y) a warrant to purchase up to 9,866.79 shares of the
Company's common stock (such number of shares being equal to the
product of (i) the initial stated value of $1,000 per share of
Series A Convertible Preferred Stock divided by the weighted
average closing price per share of the Company's common stock as
reported on the Pink Sheets over the 30-day period immediately
preceding the closing date and (ii) 200%) at an exercise price of
$0.3041 per share (such exercise price representing 150% of the
Closing Price). The Warrants are exercisable for a period of 5
years.
The Company created 1,500 shares of Series A Convertible Stock by
filing a Certificate of Designation with the Secretary of State of
the State of Delaware thereby amending its Amended and Restated
Certificate of Incorporation, as amended. The Company has issued
and sold thus far an aggregate of 1,149 shares of the Series A
Convertible Preferred Stock, and has 351 authorized shares of
Series A Convertible Preferred Stock that remain available for
future issuance under the Certificate of Designation.
Because there are at least 1,000 shares of Series A Convertible
Preferred Stock outstanding, the Company's board of directors is
required, at the request of the holders of a majority of the
Series A Convertible Preferred Stock, to increase its size by one
member and cause the resulting vacancy to be filled by a director
designated by those holders. The holders have not made a request
thus far.
Pursuant to the Subscription Agreements, the Company sold these
equity securities in a private placement:
-- Robert F.X. Sillerman, the Company's Chairman and Chief
Executive Officer, and his spouse, Laura Baudo Sillerman,
purchased 90 Units.
-- Paul C. Kanavos, the Company's President, and his spouse,
Dayssi Olarte de Kanavos, purchased 90 Units.
-- TTERB Living Trust, an affiliate of Brett Torino, a
greater than 10% stockholder of the Company, purchased 90
Units.
Mr. Sillerman, et al., recently disclosed their holdings in the
Company. Mr. Sillerman said that he may be deemed to hold, as of
March 11, 2010, 44.9% of the Company's common stock. A full-text
copy of the disclosure is available at no charge at
http://ResearchArchives.com/t/s?5fc4
These sales of securities were made in reliance upon the exemption
from registration provided by Section 4(2) of the Securities Act
for transactions by an issuer not involving a public offering.
On March 11, 2010, the Company sold an aggregate of 600 Units at a
purchase price of $1,000 per Unit. The Company generated
aggregate proceeds of $600,000 from the sale of the Units pursuant
to the Subscription Agreements. The Company committed to use the
proceeds to fund expenses associated with evaluating a new line of
business. The Company has entered into a letter of intent with a
private company and its principal under which the Company has been
afforded a 90-day exclusivity period through June 10, 2010, for
the purposes of evaluating the counterparties' business and the
feasibility of developing amusement rides in, among other venues,
Orlando, Florida, as well as negotiating related agreements. In
connection therewith, the Company has agreed to incur expenses of
approximately $500,000. The Company is in the early stages of such
evaluation and there is no assurance such evaluation will be
satisfactory to the Company or, if satisfactory, that the parties
can negotiate the related agreements.
About FX Real Estate and Entertainment
New York-based FX Real Estate and Entertainment Inc.'s business
consists of owning and operating 17.72 contiguous acres of land
located at the southeast corner of Las Vegas Boulevard and Harmon
Avenue in Las Vegas, Nevada. The property is currently occupied
by a motel and several commercial and retail tenants with a mix of
short and long-term leases.
At September 30, 2009, the Company had $143,904,000 in total
assets against total liabilities, all current, of $484,560,000.
The Company said it is in severe financial distress and may not be
able to continue as a going concern. The Company said its current
cash flow from operations and cash on hand as of September 30,
2009, are not sufficient to fund its short-term liquidity
requirements, including its ordinary course expenses and
obligations as they come due.
The Company's Las Vegas subsidiaries own real property which is
substantially the Company's entire business. The subsidiaries are
in default under their $475 million mortgage loans, which are
secured by the property. The carrying value of the Las Vegas
property was reduced to its estimated fair value of $140.8 million
as of June 30, 2009, after impairment charges taken prior to that
date.
GENERAL MOTORS: Completes Fresh-Start Accounting
------------------------------------------------
BankruptcyData.com reports that General Motors announced that it
has completed fresh-start accounting, and will file its third
quarter 2009 Form 10-Q and 2009 Form 10-K with the SEC.
"We are building the foundation that will allow us to return to
public ownership," said Chris Liddell, GM vice chairman and C.F.O.
"Completing fresh-start accounting is an important step in that
process."
The new company, which was formed on July 10, 2009, through the
acquisition of substantially all the assets and certain
liabilities of Motors Liquidation Company (formerly General Motors
Corporation), had to complete the process of adopting fresh-start
accounting to record the acquisition and establishment of the new
GM as well as determine the fair value of assets and liabilities
and implement new accounting policies. During the period of
July 10 through December 31, 2009, the Company reported a
$4.3 billion net loss, which includes the pre-tax impact of a
$2.6 billion settlement loss related to the UAW retiree medical
plan and a $1.3 billion foreign currency re-measurement loss. "As
the results for 2009 show there is still significant work to be
done. However, I continue to believe we have a chance of
achieving profitability in 2010," said Liddell. "We are also
dedicated to delivering on our commitments to our stakeholders.
For example we remain committed to repaying the outstanding
balance of the U.S. Treasury and Export Development Canada loans
by June 2010 at the latest."
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 209,000 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)
GENTA INC: Annual Stockholders' Meeting on June 15
--------------------------------------------------
The Annual Meeting of stockholders of Genta Incorporated will be
held on June 15, 2010 at 9:00 a.m., local time, at The Madison
Hotel, One Convent Road, in Morristown, New Jersey, for these
purposes:
1. To elect four Directors;
2. To authorize the Company's Board of Directors to effect a
reverse stock split of our outstanding Common Stock at any
ratio up to 1-for-100;
4. To approve an amendment and restatement of the 2009 Stock
Incentive Plan to change the number of shares of Common
Stock authorized for issuance under the Company's plan;
4. To ratify the appointment of Amper Politziner & Mattia,
LLP as the Company's independent registered public
accounting firm for the year ended December 31, 2010; and
5. To transact other business as may properly come before the
Annual Meeting.
On April 6, 2010, Genta said the U.S. Food and Drug Administration
has granted the Company's request for "Fast Track" designation of
tesetaxel for treatment of patients with advanced gastric cancer.
Tesetaxel -- a late Phase 2 oncology product -- is the leading
oral taxane currently in clinical development.
Fast Track designation is designed to facilitate the development
and expedite the review of new drugs that are intended to treat
serious or life-threatening conditions and that demonstrate the
potential to address unmet medical needs. The designation
typically enables a Company to submit a New Drug Application on a
"rolling" basis with ongoing FDA review during the submission
process. NDAs with Fast Track designation are also usually
granted priority review by FDA at the time of submission.
Stockholders are cordially invited to attend the Annual Meeting.
Attendance at the Annual Meeting is limited to the Company's
stockholders and one guest. Only stockholders of record at the
close of business on April 26, 2010, the Record Date, are entitled
to notice of and to vote at the Annual Meeting.
A full-text copy of the Company's proxy statement is available at
no charge at http://ResearchArchives.com/t/s?5fb1
About Genta
Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB)
-- http://www.genta.com/-- is a biopharmaceutical company with a
diversified product portfolio that is focused on delivering
innovative products for the treatment of patients with cancer.
At December 31, 2009, the Company had total assets of
$12.229 million against total current liabilities of
$10.501 billion and total long-term liabilities of $4.590 million,
resulting in stockholders' deficit of $2.862 million.
GENTA INC: Renews Connell Office Lease for 5 Years
--------------------------------------------------
Genta Incorporated on April 5, 2010, entered into an Amendment of
its Lease Agreement with The Connell Company, a corporation based
in New Jersey. Genta extended its lease of office space in
Berkeley Heights, New Jersey, for an additional five years until
August 31, 2015. In addition, the Amendment extends the payment
of approximately $2.0 million owed by the Company to Connell that
had been due on January 1, 2011, to the earlier of 1) August 31,
2015, 2) the date that the company receives an up-front cash
payment totaling at least $15.0 million from a business
development deal or 3) the date which is 6 months after the date
that the Company receives approval from the U.S. Food and Drug
Administration for either Genasense(R) or Tesetaxel.
About Genta
Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB)
-- http://www.genta.com/-- is a biopharmaceutical company with a
diversified product portfolio that is focused on delivering
innovative products for the treatment of patients with cancer.
At December 31, 2009, the Company had total assets of
$12.229 million against total current liabilities of
$10.501 billion and total long-term liabilities of $4.590 million,
resulting in stockholders' deficit of $2.862 million.
GILLA INC: Jewett Schwartz Raises Going Concern Doubt
-----------------------------------------------------
Gilla Inc. filed on March 31, 2009, its annual report on Form
10-K for the year ended December 31, 2009.
Jewett, Schwartz, Wolfe & Associates expressed substantial
doubt about the Company's ability to continue as a going concern,
pointing to the Company's need to seek new sources or methods of
financing or revenue to pursue its business strategy.
The Company reported a net loss of $13,016,885 for 2009, compared
with a net loss of $2,248,898 for 2008.
The Company's balance sheet as of December 31, 2009, showed
$4,638,123 in assets, $30,084 of debts, and $4,608,123 of
stockholders' equity.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fc8
Carson City, Nev.-based Gilla Inc. is a mineral-property
development company specializing in acquiring and consolidating
mineral properties with production potential and future growth
through exploration discoveries. Acquisition and development
emphasis has been focused on properties containing gold and other
strategic minerals that are located in Africa. The Company has 1
full time, and 2 part-time employees.
GILLA INC: Dismisses Claims Against the Fotso Group
---------------------------------------------------
In a regulatory filing Wednesday, Gilla, Inc., disclosed that on
March 2, 2010, the Company entered into a Settlement Agreement
dismissing claims against Defendants Georges Fotso, Capital
Venture Facilitators LLC, Marie-Gisele Momo Minlo and Pauline NGO
Papa. As per the terms of the Settlement Agreement, certificates
representing 16,992,150 shares of common stock held by these
Defendants have been returned to the Company for cancellation.
The Company says Defendant DRR Capital Corporation is not part of
the Settlement Agreement as it has not yet returned to the Company
544,808 common shares for cancellation.
The Settlement Agreement also acknowledges that Georges Fotso has
resigned as a director of Gilla and its Cameroon subsidiary Free
Mining Company S.A. on January, 30, 2009. Under the terms of the
Settlement Agreement, the Fotso Group will retain the $100,000
cash consideration previously paid to them on January 31, 2008.
As previously disclosed, Gilla, Inc., filed a lawsuit on
September 17, 2009, in the District Court of Nevada, Clark County,
seeking a declaratory judgment and injunctive relief against
Georges Fotso, Capital Venture Facilitators, LLC, Mathurin Djekam,
Marie-Gisele Momo Minlo, Pauline NGO Bapa and DRR Capital
Corporation. The Company sought a declaration by the Court
affirming the Company's cancellation of a total of 21,784,995
shares of the Company's common stock issued to the Defendants and
to temporarily and permanently enjoin the Defendants from
attempting to transfer the certificates representing such shares
and to require the Defendants to return such certificates for
cancellation.
The certificate of Mr. Mathurin Djekam representing 4,248,037
shares of common stock was returned to Gilla treasury and
cancelled on October 22, 2009, at which date the Company has
dismissed its claims against Mr. Mathurin Djekam.
About Gilla Inc.
Carson City, Nev.-based Gilla Inc. is a mineral-property
development company specializing in acquiring and consolidating
mineral properties with production potential and future growth
through exploration discoveries. Acquisition and development
emphasis has been focused on properties containing gold and other
strategic minerals that are located in Africa. The Company has 1
full time, and 2 part-time employees.
The Company's balance sheet as of December 31, 2009, showed
$4,638,123 in assets, $30,084 of debts, and $4,608,123 of
stockholders' equity.
* * *
Jewett, Schwartz, Wolfe & Associates expressed substantial
doubt about the Company's ability to continue as a going concern
in its report on the Company's financial statements for the year
ended December 31, 2009. The independent auditors pointed to the
Company's need to seek new sources or methods of financing or
revenue to pursue its business strategy.
GLOBAL BEVERAGES: Acquavella Chiarelli Raises Going Concern Doubt
-----------------------------------------------------------------
Global Beverages, Inc., filed on April 9, 2010, its annual report
on Form 10-K for the year ended June 30, 2009.
Acquavella, Chiarelli, Shuster, Berkower & Co., LLP, in New York,
expressed substantial doubt about the Company's ability to
continue as a going concern. The independent auditors noted that
the Company has incurred operating losses and has negative cash
flows from operations for the year ended June 30, 2009.
The Company reported a net loss of $2,817,752 on $2,162,966 of
revenue for the year ended June 30, 2009, compared to a net loss
of $3,628,825 on $2,318,719 of revenue for the year ended June 30,
2008.
The Company's balance sheet as of June 30, 2009, showed
$27,301,063 in assets, $10,047,501 of debts, and $17,253,562 of
stockholders' equity.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fbc
Based in Wybong Upper Valley, New South Wales, Australia, Global
Beverages, Inc., is engaged, through its wholly-owned subsidiary,
Yarraman Estate Pty Ltd, in the operation of vineyards and wine
production in Australia and distribution of its wine products in
Australia, People's Republic of China, United States, Canada and
throughout Europe.
GLOBAL GEOPHYSICAL: Moody's Upgrades Corp. Family Rating to 'B2'
----------------------------------------------------------------
Moody's Investors Service upgraded Global Geophysical Services'
Corporate Family Rating and Probability of Default Rating to B2
from B3. Moody's also assigned a B3 rating (LGD4-58%) to the
company's new $200 million senior unsecured notes, and assigned a
new SGL-2 Speculative Grade Liquidity Rating. The rating outlook
is stable.
The upgrade of the CFR reflects that the initial public offering
and issuance of $200 million of notes significantly increases
financial flexibility and decreases leverage on a net debt basis.
Although the company is adding a modest amount of incremental debt
with the notes offering, leverage remains within the range for the
B2 rating and the pro forma cash balance will provide cushion
against a sudden and steep drop in demand for seismic services
into 2011. In addition, the upgrade also assumes that GGS' core
data acquisition business in the international markets does not
deteriorate from current levels.
Leverage (Debt / EBITDA) as of March 31, 2010, pro-forma for the
IPO and note issuance and incorporating Moody's adjustments to
EBITDA for multi-client seismic library capital investments, was
approximately 3.2x. Although this leverage is expected to
increase to approximately to 4.5x for 2010 as the proportion of
EBITDA from the multi-client seismic library increases as a
percentage of total EBITDA, this leverage level is still
comparable to the B2 peer group.
The new notes are rated one-notch below the CFR in accordance with
the Loss Given Default methodology. Pro forma for the refinancing
of the term loans, the new senior notes will be the dominant piece
of the capital structure under the LGD methodology, resulting in a
rating one-notch below the CFR. The ratings on the existing first
and second lien term loans will be withdrawn when the company
repays these loans with proceeds from new notes and IPO.
GGS' SGL-2 liquidity rating reflects the company's anticipated
good liquidity position over the next twelve months. GGS
maintains significant flexibility in its capital spending program
and can curtail it fairly easily to preserve its liquidity as
necessary. Pro-forma for the planned IPO, $200 million note
issuance and a planned new credit facility GGS' March 31, 2010
liquidity would consist of a $40 to $50 million undrawn secured
revolving credit facility maturing in 2014 and approximately
$137 million of cash.
The last rating action for Global Geophysical Services was on
January 27, 2010, when Moody's changed the company's outlook to
positive from stable.
Global Geophysical Services, Inc., which is headquartered in
Houston, Texas, provides an integrated suite of seismic data
solutions to the global oil and gas industry.
GMAC FINANCIAL: Reveals $7 Billion Credit Facility at Ally Bank
---------------------------------------------------------------
GMAC Financial Services' retail banking subsidiary, Ally Bank, has
entered into a $7 billion secured revolving credit facility with a
syndicate of lenders. The facility has a 364 day maturity and is
available to fund automotive receivables.
"Ally Bank is a key part of our automotive funding strategy and
this new credit facility will provide incremental liquidity to
support the most critical areas of our business, including dealer
floorplan financing and consumer auto financing and leases," said
GMAC Treasurer Jeffrey Brown. "This facility is the first of its
kind at Ally Bank and further strengthens and diversifies its
liquidity sources."
Ally Bank has completed automotive term asset-backed
securitizations totaling $3.6 billion since September 2009. As of
Dec. 31, 2009, Ally Bank had $29.9 billion of deposits.
About GMAC Financial
GMAC Financial Services -- http://www.gmacfs.com/-- formerly
General Motors Acceptance Corporation, is a bank holding company
with operations in North America, South America, Europe and Asia-
Pacific. GMAC specializes in automotive finance, real estate
finance, insurance, commercial finance and online banking. As of
December 31, 2008, the company had $189 billion in assets and
serviced 15 million customers around the world.
GMAC is the biggest lender to GM's 6,500 dealers nationwide, most
of which get the financing they need to operate and buy vehicle
inventory from the automaker, CNNMoney.com notes.
GMAC Financial Services is wholly owned by GMAC LLC. Cerberus
Capital Management LP led a group of investors that bought a 51%
stake in GMAC LLC from General Motors Corp. in December 2006 for
$14 billion.
On December 24, 2008, GMAC Financial Services' application to
become a bank holding company under the Bank Holding Company Act
of 1956, as amended, was approved by the Board of Governors of the
Federal Reserve System. In addition, GMAC Bank received approval
from the Utah Department of Financial Institutions to convert to a
state bank.
* * *
As reported in the Troubled Company Reporter on May 5, 2009,
Standard & Poor's Ratings Services maintains its CCC/Negative/C
rating on GMAC LLC despite the Company's announcement that it
entered into an agreement with Chrysler Financial Services
Americas LLC to provide future automotive financing products and
services to Chrysler dealers and customers.
GRAY COMMS: Bank Debt Trades at 4% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which Gray
Communications System, presently known as Gray Television, Inc.,
is a borrower traded in the secondary market at 96.45 cents-on-
the-dollar during the week ended Friday, April 9, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 0.79 percentage
points from the previous week, The Journal relates. The Company
pays 150 basis points above LIBOR to borrow under the facility.
The bank loan matures on Dec. 21, 2014, and carries Moody's Caa1
rating and Standard & Poor's CCC rating. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
Formerly known as Gray Communications System, Atlanta, Georgia-
based Gray Television, Inc., is a television broadcast company.
Gray currently operates 36 television stations serving 30 markets.
Each of the stations are affiliated with either CBS (17 stations),
NBC (10 stations), ABC (8 stations) or FOX (1 station). In
addition, Gray currently operates 38 digital second channels
including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal
Sports Network affiliates plus 8 local news/weather channels and 1
"independent" channel in certain of its existing markets.
Gray Television carries 'CCC' issuer credit ratings from Standard
& Poor's and 'Caa1' corporate family rating from Moody's.
GREENSHIFT CORP: Can Issue 20-Bil. Shares to Satisfy YA Deals
-------------------------------------------------------------
GreenShift Corporation on March 31, 2010, filed with the Delaware
Secretary of State a Certificate of Amendment of its Certificate
of Incorporation. The effect of the amendment was to increase the
number of authorized shares of common stock to 20 billion.
The Board of Directors approved the amendment to comply with
GreenShift's agreements with its senior creditor, YA Global
Investments, L.P. The convertible debt instruments held by YA
Global require that GreenShift maintain a sufficient number of
shares of authorized common stock to enable conversion of the
convertible debt issued by GreenShift to YA Global. The Board
anticipates that in the near future GreenShift will have no shares
available for issuance upon conversion and will therefore be in
default of those debt instruments. Although GreenShift's ambition
is to satisfy its debt to YA Global in cash deriving from one or
more potential future financing transactions, it is necessary that
this default be cured in the meantime.
A full-text copy of the Company's Information Sheet is available
at no charge at http://ResearchArchives.com/t/s?5f31
As reported by the Troubled Company Reporter, GreenShift and its
subsidiaries, Viridis Capital, LLC, and YA Global Investments,
L.P., on December 9, 2009, entered into a Global Forbearance
Agreement. The parties agreed that, subject to the satisfaction
of certain specified conditions, they would restructure about
$42,727,603 in senior secured debt issued by GreenShift and its
subsidiaries to YA Global. YA Global agreed to forbear enforcing
the rights that have accrued to it by reason of GreenShift's
several defaults under the terms of the Senior Loans, subject to
the satisfaction of certain conditions.
Amended and Restated Debenture
YA Global agreed to amend, restate and consolidate the Senior
Loans into a single convertible debenture in the original
principal amount of $42,727,603. The A&R Debenture will mature on
March 31, 2011, and shall bear interest at the annual rate of 6%,
a reduction from the average annual rate of 12% previously due
under the Senior Loans.
Repayment Terms
Pursuant to the terms of the A&R Debentures, GreenShift will pay
YA Global $800,000 per quarter for the four calendar quarters
commencing January 1, 2010, and $1,200,000 per quarter for the
calendar quarter commencing January 1, 2011. YA Global will have
the right, but not the obligation, to convert any portion of the
A&R Debentures into GreenShift common stock at a rate equal to the
lesser of (a) $1.00 or (b) 90% of the lowest daily volume weighted
average price of GreenShift common stock during the 20 consecutive
trading days immediately preceding the conversion date. Each
Installment Payment will be reduced by the amount of any
conversions performed by YA Global on a cumulative basis. YA
Global will not be permitted, however, to convert into a number of
shares that would cause it to own more than 4.99% of the
outstanding GreenShift common shares.
Viridis Guaranty
YA Global will have the continuing right under the Agreement to
exercise its rights as a secured creditor with respect to certain
shares of preferred stock in GreenShift and EcoSystem Corporation
beneficially owned by Viridis that have been pledged by Viridis to
YA Global, including, without limitation, the right to require the
conversion of any such preferred shares into common stock, and to
have such common stock transferred into the name of YA Global and
sold. The proceeds received by YA Global from any such sales, net
of reasonable costs and expenses, will be applied towards
reduction of the amounts due under the A&R Debenture and related
documents.
Conditions to Forbearance
YA Global's agreement to forbear under the Agreement will be
subject to the satisfaction of certain conditions. Among the
conditions is a requirement that the holders of all other
obligations for borrowed money issued by GreenShift will
subordinate their rights to those of YA Global, and that the
holders of any convertible debentures will agree that the
aggregate conversions of such debentures or subsequent sales of
common stock in any given month will not exceed 5% of the
preceding month's total value traded for the common stock.
About GreenShift
GreenShift Corporation develops and commercializes clean
technologies that facilitate the efficient use of natural
resources. The Company currently owns four corn oil extraction
facilities based on its patented and patent-pending corn oil
extraction technologies that are located at its licensee's ethanol
plants in Oshkosh, Wisconsin, Medina, New York, Marion, Indiana,
and Riga, Michigan.
At September 30, 2009, the Company had $21,393,451 in total assets
against $77,426,169 in total liabilities. At September 30, 2009,
the Company had accumulated deficit of $144,698,118 and total
deficit of $56,032,718. The Company had a working capital deficit
of $66,705,102 at September 30, 2009.
GREENSHIFT CORP: Delays Filing of 2009 Annual Report on Form 10-K
-----------------------------------------------------------------
GreenShift Corporation failed to file its annual report on Form
10-K with the Securities and Exchange Commission by the March 31
deadline. Kevin Kreisler, the Company's Chairman and Chief
Executive Officer, said GreenShift is unable to file its Annual
Report on Form 10-K within the required time because there was a
delay in completing the adjustments necessary to close its books
for the year.
At September 30, 2009, the Company had $21,393,451 in total assets
against $77,426,169 in total liabilities. At September 30, 2009,
the Company had accumulated deficit of $144,698,118 and total
deficit of $56,032,718. The Company had a working capital deficit
of $66,705,102 at September 30, 2009.
About GreenShift
GreenShift Corporation develops and commercializes clean
technologies that facilitate the efficient use of natural
resources. The Company currently owns four corn oil extraction
facilities based on its patented and patent-pending corn oil
extraction technologies that are located at its licensee's ethanol
plants in Oshkosh, Wisconsin, Medina, New York, Marion, Indiana,
and Riga, Michigan.
HARVEST OPERATIONS: Moody's Raises Corp. Family Rating to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service raised Harvest Operations Corp.'s
Corporate Family Rating to Ba2 from B3 and its senior unsecured
rating to Ba1 from Caa1. The substantial uplift in CFR reflects
Harvest's stand-alone credit profile comparable to a B1 and two
notches of rating uplift from the support of Korea National Oil
Corporation (A2, stable). Moody's also raised Harvest's
Speculative Grade Liquidity Rating to SGL-2, reflecting good
liquidity. The rating outlook is stable.
The improvement in Harvest's stand-alone credit profile reflects
its significantly reduced leverage and improved liquidity since
its acquisition by Korea National Oil Corporation in December
2009. After acquiring all of Harvest's units for C$1.8 billion,
KNOC injected C$1.1 billion of cash to enable Harvest to reduce
its then C$2.3 billion debt burden to approximately C$1.2 billion.
Financial flexibility and liquidity has also improved with the
cessation of cash distributions, which previously totaled
C$300 million to C$400 million annually, and from access to a new
three-year C$500 million revolving credit facility, which will be
in place April 30, 2010.
Harvest is now financially positioned to carry out a meaningful
and consistent drilling program on its predominately oil
properties that should result in modestly higher production and
reserve adds and improved finding and development costs. While
Harvest has favorable leverage for its B1 stand-alone rating, its
finding and development costs lag the rating, in part due to the
company's constrained capital program over the past year as it
struggled with high leverage, poor liquidity and inability to
raise capital. The higher F&D costs also reflect the expensive
enhanced recovery techniques used by Harvest to maximize its
production. In considering Harvest's leverage metrics, Moody's'
allocates C$400 million of debt to Harvest's downstream
operations. The refinery operations face a difficult market,
particularly for its output, which would naturally be shipped to
the saturated northeastern North America market. At times,
however, Harvest is able to take advantage of stronger offshore
markets through its arrangement with Vitol. Moody's expect the
downstream operations to produce negative free cash flow given
depressed crack spreads and high capex planned for debottlenecking
projects.
The two-notch uplift to the B1 stand-alone credit profile captures
KNOC's demonstrated support of Harvest to date, and its
anticipated continued support and involvement in Harvest's growth.
Given Harvest's importance and relevance to KNOC's broader
corporate strategy, Moody's expect Harvest's future growth and
capital decisions to be largely steered by KNOC. The integration
of Harvest into KNOC is evidenced by KNOC having three appointees
on Harvest's eight man board, including Harvest's Chairman, and
several senior managers on Harvest's management team.
Upgrades:
Issuer: Harvest Operations Corp.
-- Probability of Default Rating, Upgraded to Ba2 from B3
-- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
SGL-4
-- Corporate Family Rating, Upgraded to Ba2 from B3
-- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1,
LGD3, 37% from Caa1, LGD4, 65%
Outlook Actions:
Issuer: Harvest Operations Corp.
-- Outlook, Changed to Stable From Rating Under Review
The last rating action on Harvest was on October 23, 2009, when
Harvest's ratings were placed on review for possible upgrade
following the announcement that KNOC had agreed to acquire
Harvest.
HAWKER BEECHCRAFT: Bank Debt Trades at 15% Off in Secondary Market
------------------------------------------------------------------
Participations in a syndicated loan under which Hawker Beechcraft
is a borrower traded in the secondary market at 85.03 cents-on-
the-dollar during the week ended Friday, April 9, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 1.13 percentage
points from the previous week, The Journal relates. The Company
pays 200 basis points above LIBOR to borrow under the facility.
The bank loan matures on March 26, 2014, and carries Moody's Caa1
rating and Standard & Poor's CCC+ rating. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
As reported by the Troubled Company Reporter on Nov. 20, 2009,
Moody's affirmed Hawker Beechcraft Acquisition Company LLC's Caa2
Corporate Family and Probability of Default ratings but lowered
the rating on the company's senior secured bank obligations to
Caa1 from B3 following announcement of plans to expand the size of
its secured term loan. At the same time, ratings on Hawker
Beechcraft's senior unsecured cash-pay and PIK election notes
(Caa3) and subordinated notes (Ca) were affirmed. The company's
Speculative Grade Liquidity rating was changed to SGL-4,
designating weak liquidity, but is expected to improve once final
amounts sourced from an incremental term loan are known. The
outlook was revised to negative.
The actions follow several developments: an amendment to the
company's revolving credit facility reducing the size of the
commitment and revising financial covenants, a proposed increase
of $200 million to an existing $1,271 million term loan,
disclosure of some $0.7 billion of non-cash impairment and other
charges during the company's third quarter.
On Nov. 19, 2009, the TCR stated that Standard & Poor's assigned
its 'CCC+' issue-level rating to Hawker Beechcraft Acquisition Co.
LLC's proposed $200 million incremental term loan, the same as the
corporate credit rating on parent Hawker Beechcraft Inc., and a
'4' recovery rating, which indicates S&P's expectation of average
(30%-50%) recovery in a payment default scenario. In addition,
S&P affirmed its 'CCC+' corporate credit rating on Wichita,
Kansas-based Hawker Beechcraft. The company has about
$2.15 billion of debt.
S&P also lowered its issue-level rating on HBAC's existing senior
secured credit facilities to 'CCC+' from 'B-', the same as the
corporate credit rating on Hawker Beechcraft. S&P lowered the
recovery rating on this debt to '4' from '2', indicating its
expectation of average (30%-50%) recovery in a payment default
scenario. At the same time, S&P affirmed its 'CCC-' issue-level
rating on HBAC's senior unsecured and subordinated notes, two
notches below the corporate credit rating on Hawker Beechcraft.
The recovery rating on the senior unsecured and subordinated debt
remains at '6', indicating S&P's expectation of negligible (0%-
10%) recovery in a payment default scenario.
The outlook is negative. S&P could lower the ratings if the
market for business jets deteriorates further, leading to reduced
earnings, cash generation, and liquidity, resulting in cash on
hand and revolver availability falling below $200 million.
Hawker Beechcraft Acquisition Company, LLC, headquartered in
Wichita, Kansas, is a leading manufacturer of business jets,
turboprops and piston aircraft for corporations, governments and
individuals worldwide.
HCA INC: Bank Debt Trades at 2% Off in Secondary Market
-------------------------------------------------------
Participations in a syndicated loan under which HCA Inc. is a
borrower traded in the secondary market at 98.33 cents-on-the-
dollar during the week ended Friday, April 9, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 0.81 percentage
points from the previous week, The Journal relates. The Company
pays 225 basis points above LIBOR to borrow under the facility.
The bank loan matures on Nov. 6, 2013, and carries Moody's Ba3
rating and Standard & Poor's BB rating. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
Headquartered in Nashville, Tennessee, HCA Inc. --
http://www.hcahealthcare.com/-- is the nation's leading provider
of healthcare services. As of June 30, 2008, HCA operated 169
hospitals and 107 freestanding surgery centers, including eight
hospitals and eight freestanding surgery centers operated through
equity method joint ventures.
As reported by the TCR on August 4, 2009, Moody's Investors
Service assigned a 'Ba3' (LGD3, 32%) rating to HCA Inc.'s proposed
offering of $750 million of first lien senior secured notes.
Moody's also affirmed the existing ratings of HCA, including the
'B2' Corporate Family and Probability of Default Ratings. The
outlook for the ratings is stable.
HERBST GAMING: S&P Withdraws 'D' Corporate Credit Rating
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on Las
Vegas-based Herbst Gaming Inc. at the company's request.
Herbst filed for bankruptcy protection under Chapter 11 of the
U.S. Bankruptcy Code in Nevada on March 22, 2009. The Bankruptcy
Court issued an order on Jan. 22, 2010, confirming the company's
amended joint plan of reorganization. Although the plan became
effective Feb. 5, 2010, it will not be fully implemented until the
substantial consummation date; this will not occur until certain
conditions, including approval of gaming authorities in Nevada,
Missouri, and Iowa have been satisfied.
Ratings List
Not Rated Action
Herbst
To From
-- ----
Corporate Credit Rating NR D/--/--
Secured NR D
Recovery Rating NR 3
Subordinated NR D
NR -- Not rated.
HOTELS UNION: Wants Schedules Filing Deadline Extended by 60 Days
-----------------------------------------------------------------
Hotels Union Square Mezz 1 LLC and Hotels Union Square Mezz 2 LLC
asked the U.S. Bankruptcy Court for the District of Delaware to
extend by an additional 60 days the deadline for filing their
schedules of assets and liabilities, schedules of current income
and expenditures, schedules of executor contracts and unexpired
leases, and statement of financial affairs.
The Debtors say that they need extra time to prepare and file
their schedules and statements, as litigation is complex and
requires significant attention from the Debtors' financial and
legal personnel. The Debtors state that the schedules and
statements would distract the Debtors' key personnel from the
litigation at a sensitive time when the Debtors can ill afford any
disturbance.
Philadelphia, Pennsylvania-based Hotels Union owns the W New York
Union Square hotel, located on Park Avenue South. Hotels Union is
controlled by an affiliate of Lubert-Adler Real Estate Funds known
as LEM.
Hotels Union Square Mezz 1 LLC, dba Istithmar Hotels Union Square
Mezz 1 LLC, filed for Chapter 11 bankruptcy protection on
March 23, 2010 (Bankr. D. Del. Case No. 10-10971). The company
estimated its assets and debts at $50,000,001 to $100,000,000.
Hotels Union Square Mezz 2 LLC, dba Istithmar Hotels Union Square
Mezz 2 LLC, filed for Chapter 11 bankruptcy protection on
March 25, 2010 (Bankr. D. Del. Case No. 10-11001). The company
estimated its assets and debts at $10,000,001 to $50,000,000.
Steven M. Yoder, Esq., at Potter Anderson & Corroon LLP, assists
the Debtors in their restructuring efforts.
HUNTSMAN ICI: Bank Debt Trades at 4% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which Huntsman ICI is a
borrower traded in the secondary market at 96.23 cents-on-the-
dollar during the week ended Friday, April 9, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 0.92 percentage
points from the previous week, The Journal relates. The Company
pays 175 basis points above LIBOR to borrow under the facility.
The bank loan matures on April 23, 2014, and carries Moody's Ba2
rating and Standard & Poor's B+ rating. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
Huntsman Corp. -- http://www.huntsman.com/-- is a global
manufacturer and marketer of differentiated chemicals. Its
operating companies manufacture products for a variety of global
industries, including chemicals, plastics, automotive, aviation,
textiles, footwear, paints and coatings, construction, technology,
agriculture, health care, detergent, personal care, furniture,
appliances and packaging. Originally known for pioneering
innovations in packaging and, later, for rapid and integrated
growth in petrochemicals, Huntsman has more than 12,000 employees
and operates from multiple locations worldwide. The Company had
2008 revenues exceeding $10 billion.
HYDROGENICS CORP: To Hold Special Shareholders Meeting on May 12
----------------------------------------------------------------
Hydrogenics Corporation will hold its annual and special meeting
of shareholders at 1:00 p.m. on May 12, 2010, at the Company's
headquarters at 5985 McLaughlin Road, Mississaguga, Ontario,
Canada.
A full-text copy of the Notice is available at no charge at:
http://researcharchives.com/t/s?5fbf
Mississauga, Ontario-based Hydrogenics Corporation (NASDAQ: HYGSD;
TSX: HYG) -- http://www.hydrogenics.com/-- designs, develops and
manufactures hydrogen generation products based on water
electrolysis technology and fuel cell products based on proton
exchange membrane, or PEM, technology.
* * *
As reported in the Troubled Company Reporter on April 1, 2009,
Hydrogenics Corporation disclosed in its annual report for the
year ended December 31, 2009, that its operating losses and
negative cash flows from operations cast substantial doubt about
the Company's ability to continue as a going concern.
INNATECH LLC: Court Moves Schedules Filing Deadline to April 27
---------------------------------------------------------------
The Hon. Thomas J. Tucker of the U.S. Bankruptcy Court for the
Eastern District of Michigan has extended, at the behest of
Innatech, LLC, the deadline for filing of schedules of assets,
liabilities, executor contracts and unexpired leases, and co-
debtors, and statement of financial affairs by an additional three
weeks until April 27, 2010.
The Debtor couldn't file the schedules and statements at the
previous April 6, 2010 deadline, given the size and complexity of
the Debtor's operation, the short notice on which the decision to
file for bankruptcy was made, and the need to focus the Debtor's
efforts on obtaining authority to use cash collateral and other
"first day" relief. The Debtor says that it hasn't had the
opportunity to gather the necessary information to prepare and
file its schedules and statements.
Headquartered in Rochester, Michigan, Innatech LLC, dba Dynamic,
manufactures and designs "highly-engineered injection molded
components and assemblies." Innatech's are sold to Tier I and
Tier II automotive suppliers and to customers in the packaging,
office furniture, appliances, household goods, toys, and personal
care markets. Innatech employs almost 150 people at three
facilities located in Michigan, Indiana and Ohio.
The Company filed for Chapter 11 bankruptcy protection on
March 23, 2010 (Bankr. E.D. Mich. Case No. 10-49380). Robert D.
Gordon, Esq., who has an office in Birmingham, Michigan, assists
the Company in its restructuring effort. The Company estimated
its assets and debts at $10,000,001 to $50,000,000.
INNATECH LLC: Taps Clark Hill as Bankruptcy Counsel
---------------------------------------------------
Innatech, LLC, has asked for authorization from the U.S.
Bankruptcy Court for the Eastern District of Michigan to employ
Clark Hill Plc as its bankruptcy counsel, nunc pro tunc to its
Petition Date.
Clark Hill will, among other things:
a. attend meetings and negotiate with representatives of
creditors and other parties-in-interest;
b. take necessary action to protect and preserve the Debtor's
estates, including the prosecution of actions on behalf of
the Debtor's estate, the defense of any actions commenced
against the estate, negotiations concerning litigation in
which the Debtor may be involved and objections to claims
filed against the bankruptcy estate;
c. prepare and prosecute or defend, as applicable, all
motions, responses to motions, applications, answers,
orders, reports, and papers necessary or appropriate to
the administration of the Debtor's estate; and
d. prepare and take any reasonable actions on behalf of the
Debtor to obtain approval of a disclosure statement and
confirmation of a plan of reorganization.
Robert D. Gordon, a member of Clark Hill, says that the firm will
be paid based on the hourly rates of its personnel:
Members $285-$600
Senior Attorneys $215-$355
Associates $175-$325
Legal Assistants $125-$215
Mr. Gordon assures the Court that Clark Hill is "disinterested" as
that term is defined in Section 101(14) of the Bankruptcy Code.
Headquartered in Rochester, Michigan, Innatech LLC, dba Dynamic,
manufactures and designs "highly-engineered injection molded
components and assemblies." Innatech's are sold to Tier I and
Tier II automotive suppliers and to customers in the packaging,
office furniture, appliances, household goods, toys, and personal
care markets. Innatech employs almost 150 people at three
facilities located in Michigan, Indiana and Ohio.
The Company filed for Chapter 11 bankruptcy protection on
March 23, 2010 (Bankr. E.D. Mich. Case No. 10-49380). Robert D.
Gordon, Esq., who has an office in Birmingham, Michigan, assists
the Company in its restructuring effort. The Company estimated
its assets and debts at $10,000,001 to $50,000,000.
INNATECH LLC: Section 341(a) Meeting Scheduled for April 28
-----------------------------------------------------------
The U.S. Trustee for Region 9 will convene a meeting of Innatech,
LLC's creditors on April 28, 2010, at 2:00 p.m. The meeting will
be held at 211 West Fort Street Building, Room 315 E (not at the
Levin Courthouse), Detroit, MI 48226.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Headquartered in Rochester, Michigan, Innatech LLC, dba Dynamic,
manufactures and designs "highly-engineered injection molded
components and assemblies." Innatech's are sold to Tier I and
Tier II automotive suppliers and to customers in the packaging,
office furniture, appliances, household goods, toys, and personal
care markets. Innatech employs almost 150 people at three
facilities located in Michigan, Indiana and Ohio.
The Company filed for Chapter 11 bankruptcy protection on
March 23, 2010 (Bankr. E.D. Mich. Case No. 10-49380). Robert D.
Gordon, Esq., who has an office in Birmingham, Michigan, assists
the Company in its restructuring effort. The Company estimated
its assets and debts at $10,000,001 to $50,000,000.
INNOVEX INC: Thai Unit Files Rehabilitation Petition
----------------------------------------------------
Innovex Inc.'s subsidiary, Innovex (Thailand) Limited has filed a
rehabilitation petition under Thailand law. The petition, which
was dated and filed on March 30, 2010, was formally accepted by
the Thai Court on April 2, 2010. In the petition, Innovex
Thailand has requested for its business to be reorganized under
the Bankruptcy Act in Thailand which allows for the continuation
of its operations while the existing debts with all existing
creditors are properly restructured. The decision from the Thai
Court on acceptance and approval to reorganize the business in
accordance with the petition is expected to be provided in June
2010. The petition filing pertains to the restructuring plans of
the Company's subsidiary, Innovex Thailand, and it does not extent
to cover its parent, Innovex, Inc.
Additionally, as previously announced by the Company on January 6,
2010, the Company entered into an agreement with Standard
Chartered Bank (Hong Kong) Limited ("SCB") to restructure its
capital structure, wherein SCB will purchase all of the Company's
outstanding bank debt, approximately $55 million, from Bank of
Ayudhya Public Company Limited and TMB Bank Public Company
Limited, at a discount from the total value outstanding and will
also provide the Company with additional working capital.
Currently, the process is still ongoing pending internal approvals
within SCB, reaching acceptable agreements with the Company's
current banks on the final purchase price and arrangements or
settlements with the Company's other creditors.
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About Innovex Inc.
Based in Plymouth, Minnesota, Innovex Inc. manufactures high-
density flexible circuit-based electronic interconnect solutions.
Innovex's products enable the miniaturization and increasing
functionality of high technology electronic devices. Applications
for Innovex's products include data storage devices such as hard
disk drives and tape drives, liquid crystal displays for mobile
telecommunication devices and printers.
INTELSAT JACKSON: Bank Debt Trades at 6% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Intelsat Jackson
Holdings Ltd. is a borrower traded in the secondary market at
93.78 cents-on-the-dollar during the week ended Friday, April 9,
2010, according to data compiled by Loan Pricing Corp. and
reported in The Wall Street Journal. This represents an increase
of 0.83 percentage points from the previous week, The Journal
relates. The Company pays 300 basis points above LIBOR to borrow
under the facility. The bank loan matures on Feb. 5, 2014, and
carries Moody's B3 rating and Standard & Poor's B+ rating. The
debt is one of the biggest gainers and losers among 199 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
Intelsat Jackson Holdings is an indirect subsidiary of Intelsat
Ltd. Headquartered in Penbroke, Bermuda, Intelsat is the largest
fixed satellite service operator in the world and is privately
held by financial investors.
As reported by the Troubled Company Reporter on Oct. 16, 2009,
Standard & Poor's assigned its 'B+' issue-level and '2' recovery
ratings to Intelsat Jackson Holdings Ltd.'s proposed $500 million
senior notes due 2019. The '2'-recovery rating indicates
expectations for substantial (70%-90%) recovery in the event of a
payment default. Intelsat Subsidiary Holding Co. Ltd also
guarantees the proposed notes. Issue proceeds will be used to
purchase and retire about $400 million of the 11.5%/12.5% senior
paid-in-kind election notes due 2017 that reside at Intelsat
Bermuda Ltd. ($2.4 billion outstanding as of June 30, 2009) and
for general corporate purposes. Ratings are based on preliminary
documentation and are subject to review of final documents.
In addition, S&P lowered the issue-level ratings on Intelsat Sub
Holdco's unsecured debt to 'B+' from 'BB-'. This rating action
also applies to the debt at Intelsat Jackson Holdings that is
guaranteed by Sub Holdco. The downgrade of about $3.7 billion in
debt is due to the increased debt that is guaranteed by Intelsat
Sub Holdco. S&P revised the recovery rating on these notes to '2'
from '1'. Also, S&P affirmed the 'B' corporate credit rating on
parent Intelsat Ltd. The outlook is stable.
The TCR reported on Oct. 16, 2009, that Moody's assigned a B3
rating to Intelsat Jackson Holdings, Ltd.'s new $500 million 10-
year note issue. The new notes are guaranteed by Intelsat
Jackson's indirect, wholly owned subsidiary, Intelsat Subsidiary
Holding Company, Ltd. and, as they rank equally with existing B3-
rated senior notes issued by Intelsat SubHoldCo (and with senior
notes at Intelsat SubHoldCo's sister company, Intelsat
Corporation), they are rated at the same B3 level.
IRVINE SENSORS: Hearing on Nasdaq Delisting Appeal on May 6
-----------------------------------------------------------
Irvine Sensors Corporation recently received a Nasdaq Staff
Determination indicating that the Company has not regained
compliance with the $1.00 minimum bid price requirement for
continued listing set forth in Nasdaq Marketplace Rule 5550(a)(2)
and, as a result, the Company's securities are subject to
delisting from The Nasdaq Capital Market. The Company has
requested a hearing to appeal the Staff Determination before a
Nasdaq Hearings Panel and such hearing is scheduled for May 6,
2010.
The delisting of the Company's securities has been stayed pending
the Panel's decision. There can be no assurance that the Panel
will grant the Company's request for continued listing.
About Irvine Sensors
Irvine Sensors Corporation -- http://www.irvine-sensors.com/--
headquartered in Costa Mesa, California, is a vision systems
company engaged in the development and sale of miniaturized
infrared and electro-optical cameras, image processors and stacked
chip assemblies and sale of higher level systems incorporating
such products and research and development related to high density
electronics, miniaturized sensors, optical interconnection
technology, high speed network security, image processing and low-
power analog and mixed-signal integrated circuits for diverse
systems applications.
Optex Systems, Inc., a Texas corporation and a wholly owned
subsidiary of Irvine Sensors, on September 21, 2009, filed a
voluntary petition for relief under Chapter 7 of the United States
Bankruptcy Code in the United States Bankruptcy Court in
California.
Irvine Sensors reported assets of $5.23 million and $9.23 million,
resulting to a $4.0 million stockholders' deficit at the end of
the quarterly period ended December 27, 2009.
Irvine Sensors received a Nasdaq Staff Determination on March 16,
2010, indicating that the Company has not regained compliance with
the $1.00 minimum bid price requirement for continued listing set
forth in Nasdaq Marketplace Rule 5550(a)(2), and that the
Company's securities are, therefore, subject to delisting from The
Nasdaq Capital Market.
IRVINE SENSORS: Settles Looney Litigation Involving Optex Unit
--------------------------------------------------------------
Timothy Looney, Barbara Looney and TWL Group, L.P.; and Irvine
Sensors Corporation and its Chief Executive Officer, John C.
Carson and its Chief Financial Officer, John J. Stuart, Jr., have
been engaged in litigation since January 2008 in connection with
the Company's acquisition of Optex Systems Inc.
Looney and ISC entered into a Stock Purchase Agreement and a Buyer
Option Agreement, as amended, as of December 30, 2005, pursuant to
which Looney agreed to sell, and ISC agreed to buy, all of the
outstanding shares of stock of Optex. Looney and ISC entered into
several ancillary agreements in connection with the Optex
Acquisition. On December 29, 2006, ISC executed and delivered to
Looney a $400,000 unsecured Promissory Note. ISC did not pay any
of the principal and interest under the ISC Note.
On January 17, 2007, Optex executed and delivered to TWL a
$2,000,000 secured, subordinated Promissory Note in consideration
for a loan of $2,000,000 loan made by TWL to Optex. Optex did not
pay any of the principal and interest under the Optex Note.
Looney sued for various breaches of contract. ISC counter-sued.
Among others, ISC alleged that Looney fraudulently and negligently
misrepresented the financial condition of Optex prior to its sale
and breached its contractual obligations to ISC. In another
lawsuit, Looney said Messrs. Carson and Stuart negligently
misrepresented the financial condition of ISC during the
negotiations with Looney leading up to the purchase agreement.
On September 29, 2009, Optex filed a voluntary petition for relief
under Chapter 7 of the United States Bankruptcy Court for the
Central District of California, Santa Ana Division.
In December 2009, judgment was entered in Looney's RRA Litigation
in favor of Looney in the amount of $959,445.59. In March 2009,
judgment was entered in the ISC Note Litigation in favor of Looney
in the approximate amount of $565,342.
On March 26, 2010, the Company and Messrs. Carson and Stuart
entered into a Settlement and Release Agreement with Looney
pursuant to which the Company and Messrs. Carson and Stuart, on
the one hand, and Looney, on the other hand, settled and released
all claims and agreed to dismiss all litigation against each other
relating to the Company's acquisition of Optex and various related
transactions. The Settlement Agreement does not settle and
release or waive (i) claims asserted by Mr. Looney against Optex
and Optex's bankruptcy estate in an action filed in April 2008 in
the Federal District Court of Northern Texas, (ii) claims asserted
by Mr. and Mrs. Looney against the Company for alleged failures to
make contributions to the Company's 401(k) plan on their behalf,
(iii) any rights, claims or remedies arising from or relating to a
breach of the Settlement Agreement, the Note or the Security
Agreements, or (iv) the Company's obligation to indemnify Mr.
Looney for any claims threatened or asserted by a third party
against Mr. Looney in connection with his prior service as an
officer or director of the Company, provided that Mr. Looney does
not file or assist in the filing of such action unless compelled
to do so by law.
Pursuant to the terms of the Settlement Agreement, the Company has
agreed to pay Mr. Looney $50,000 and to issue to Mr. Looney a
secured promissory note in the principal amount of $2,500,000. In
connection with issuing the Note, the Company also will enter into
a Security Agreement and an Intellectual Property Security
Agreement with Mr. Looney.
The Note bears simple interest at a rate per annum of 10% of the
outstanding principal balance and is secured by substantially all
of the assets of the Company pursuant to the terms and conditions
of the Security Agreements. The Note requires the Company to
remit graduated monthly installment payments to Mr. Looney
beginning with a payment of $8,000 in April 2010 and ending with a
payment of $300,000 in May 2012. Payments due between such dates
range between $8,000 and $300,000, and all such payments are
applied first to unpaid interest and then to outstanding
principal. A final payment of all outstanding principal and
interest is due in June 2012. Past due payments will bear simple
interest at a rate per annum of 18%. In the event the Company
prepays all amounts owing under the Note within eighteen months
after the date all third party consents are obtained, the $50,000
cash payment made to Mr. Looney will either be returned to the
Company or deducted from the final payment made on the Note. The
Note is secured by liens and security interests against all of the
assets of the Company (to the extent permitted by contract, the
UCC or other applicable laws) as provided in the Security
Agreements, but such liens and security interests are subject to
and subordinate to the existing perfected security interests and
liens of the Company's senior creditors, Summit Financial
Resources, L.P. and Longview Fund, L.P.
The amounts owing under the Note may be accelerated upon the
occurrence of certain events of default, including (i) the failure
to make a payment when due under the Note if such failure is not
cured within five business days, (ii) a material breach of any
provision of the Note, Settlement Agreement or Security Agreements
if such breach is not cured within thirty days, (iii) the
institution against the Company or the voluntary commencement by
the Company of any proceedings under the United States Bankruptcy
Code or any other federal or state bankruptcy, reorganization,
receivership or other similar law affecting the rights of
creditors generally, or (iv) the occurrence of a default under any
secured indebtedness of the Company or the institution of an
enforcement action against the Collateral.
The Note also requires the Company to (i) deliver monthly
financial statements and related information to Mr. Looney, (ii)
permit Mr. Looney to inspect the Company's financial books and
records upon reasonable advance notice, (iii) maintain its
corporate existence, (iv) maintain insurance, (v) refrain from
distributing any cash dividend or redeeming or purchasing any of
its capital stock (other than as required on outstanding preferred
stock or pursuant to outstanding equity incentive plans), (vi)
subject to limited exceptions, refrain from incurring indebtedness
secured by the Collateral, pursuant to capital leases or for the
purchase of any property, (vii) subject to limited exceptions,
refrain from incurring any liens on the Collateral senior to the
liens created by the Security Agreements, (viii) subject to
limited exceptions, refrain from the sale of assets, (ix) refrain
from liquidating, merging or consolidating with another entity
other than a transaction in which the Note is either assumed or
paid in full, and (x) until the Company has positive income from
continuing operations for two consecutive fiscal quarters, refrain
from paying Mr. Carson and Mr. Stuart cash compensation greater
than the aggregate cash compensation each received in fiscal year
2009. The Company's failure to adhere by any of the foregoing
requirements constitutes a default under the Note.
A full-text copy of the settlement is available at no charge at
http://ResearchArchives.com/t/s?5fb2
The effectiveness of the Settlement Agreement is conditioned upon
the Company's receipt of consents from its senior creditors,
Summit Financial Resources, L.P. and Longview Fund, L.P., no later
than April 9, 2010, and the Company will enter into the Note and
Security Agreements within three business days after receiving
such consents. There can be no assurance that the Company will be
able to obtain such consents. If such consents are not obtained,
Mr. Looney will retain the $50,000 payment and the Settlement
Agreement will be null and void, although the $50,000 will be
credited against the judgment entered against the Company in March
2010 in the State District Court of Dallas County, Texas.
About Irvine Sensors
Irvine Sensors Corporation -- http://www.irvine-sensors.com/--
headquartered in Costa Mesa, California, is a vision systems
company engaged in the development and sale of miniaturized
infrared and electro-optical cameras, image processors and stacked
chip assemblies and sale of higher level systems incorporating
such products and research and development related to high density
electronics, miniaturized sensors, optical interconnection
technology, high speed network security, image processing and low-
power analog and mixed-signal integrated circuits for diverse
systems applications.
Optex Systems, Inc., a Texas corporation and a wholly owned
subsidiary of Irvine Sensors, on September 21, 2009, filed a
voluntary petition for relief under Chapter 7 of the United States
Bankruptcy Code in the United States Bankruptcy Court in
California.
Irvine Sensors reported assets of $5.23 million and $9.23 million,
resulting to a $4.0 million stockholders' deficit at the end of
the quarterly period ended December 27, 2009.
Irvine Sensors received a Nasdaq Staff Determination on March 16,
2010, indicating that the Company has not regained compliance with
the $1.00 minimum bid price requirement for continued listing set
forth in Nasdaq Marketplace Rule 5550(a)(2), and that the
Company's securities are, therefore, subject to delisting from The
Nasdaq Capital Market.
IXIS FINANCIAL: Moody's Cuts Rating on Advance Swap to 'Caa3'
-------------------------------------------------------------
Moody's Investors Service announced that it has downgraded the
rating of the advance swap entered into between IXIS Financial
Products and ESP Funding I, Ltd.:
-- US$225,000,000 Advance Swap between IXIS Financial
Products and ESP Funding I, Ltd. Downgraded to Caa3;
previously on December 24, 2009 Downgraded to B3.
ESP Funding I, Ltd is a collateralized debt obligation issuance
backed by a performing portfolio mainly comprised of Residential
Mortgage Backed Securities and Collateralized Loan Obligations
from 2005-2006 vintages.
The rating downgrade action reflects deterioration in the credit
quality of the underlying portfolio. Credit deterioration of the
collateral pool is observed through several factors, including a
decline in the average credit rating (as measured by an increase
in the weighted average rating factor) and a deterioration in
performing par balance. The trustee reports, as of March 25,
2010, the WARF of the portfolio is currently 3,202 compared to
2,239 in December 2009. In this same period, the balance of
performing par decreased from approximately $464 million to
$455 million. The trustee reports that all Principal Coverage
Tests are currently failing.
Moody's explained that in arriving at the rating action noted
above, the ratings of 2005-2007 subprime, Alt-A and Option-ARM
RMBS which are currently on review for possible downgrade were
stressed. For purposes of monitoring its ratings of SF CDOs with
exposure to such 2005-2007 vintage RMBS, Moody's used certain
projections of the lifetime average cumulative losses as set forth
in Moody's press releases dated January 13 for subprime,
January 14 for Alt-A, and January 27 for Option-ARM. Based on the
anticipated ratings impact of the updated cumulative loss numbers,
the stress varied based on vintage, current rating, and RMBS asset
type.
For 2005 Alt-A and Option-ARM securities, securities that are
currently rated Aaa or Aa were stressed by eleven notches, and
securities currently rated A or Baa were stressed by eight
notches. Those securities currently rated in the Ba or B range
were stressed to Caa3, while current Caa securities were treated
as Ca. For 2006 and 2007 Alt-A and Option-ARM securities,
currently Aaa or Aa rated securities were stressed by eight
notches, and securities currently rated A, Baa or Ba were stressed
by five notches. Those securities currently rated in the B range
were stressed to Caa3, while current Caa securities were treated
as Ca.
For 2005 subprime RMBS, those currently rated Aa, A or Baa were
stressed by five notches, Ba rated securities were stressed to
Caa3, and B or Caa securities were treated as Ca. For subprime
RMBS originated in the first half of 2006, those currently rated
Aaa were stressed by four notches, while Aa, A and Baa rated
securities were stressed by eight notches. Those securities
currently rated in the Ba range were stressed to Caa3, while
current B and Caa securities were treated as Ca. For subprime
RMBS originated in the second half of 2006, those currently rated
Aa, A, Baa or Ba were stressed by four notches, currently B rated
securities were treated as Caa3, and currently Caa rated
securities were treated as Ca. For 2007 subprime RMBS, currently
Ba rated securities were stressed by four notches, currently B
rated securities were treated as Caa3, and currently Caa rated
securities were treated as Ca.
Moody's noted that the stresses applicable to categories of 2005-
2007 subprime RMBS that are not listed above will be two notches
if the RMBS ratings are on review for possible downgrade.
Moody's further explained that these stresses are based on a
preliminary sample analysis of deals from a given vintage and
asset type, and that they will be utilized in its SF CDO rating
analysis while subprime, Alt-A and Option-ARM securities remain on
review for downgrade. Current public ratings will be used for
securities that have undergone an in depth review by Moody's RMBS
team and are no longer on review for downgrade.
Moody's also notes the transaction experienced an Event of Default
on February 21, 2008, as reported by the Trustee and as described
in Section 5.1 (h) of the Indenture dated September 7, 2006 due to
a failure to satisfy the minimum Class A Principal Coverage Ratio.
JC PENNEY: Moody's Raises Corporate Credit Rating to 'BB+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on J.C. Penney Co. Inc. to 'BB+' from 'BB'. At the same
time, S&P raised its issue-level rating on the company's unsecured
debt to 'BB+' from 'BB', and maintained S&P's '3' recovery rating.
The upgrade reflects S&P's view that Penney's performance will
improve modestly over the near term and that credit metrics will
benefit as it pays down its balance sheet. S&P's stable ratings
outlook reflects its belief that the company will continue to
demonstrate performance gains and debt reductions will benefit
credit protection metrics over the near term. For the full
recovery analysis, see the recovery report on J.C. Penney Co.
Inc., to be published following this report on Ratings Direct.
"The rating on Plano, Texas-based J.C. Penney Co. Inc. reflects
the company's weakened credit metrics, participation in the highly
competitive department store sector, and its vulnerability to
significant shifts in consumer spending," said Standard & Poor's
credit analyst David Kuntz. The company's position as an
effective player in the moderately priced department store sector,
management's generally conservative financial policies partly, and
a very sizable cash position mitigate these risks.
S&P's satisfactory business profile for Penney is based on its
position as a large and efficient competitor in the department
store segment, its ability to position itself as a preferred
shopping choice for moderate-income customers attracted to its
relatively large offering of private- and exclusive-brand
merchandise, and its generally good profitability.
JERK MACHINE: BofA Loses Second Attempt to Escape Legal Fees
------------------------------------------------------------
WestLaw reports that a Chapter 11 debtor's failure to plead an
entitlement to fees pursuant to its contract with a bank did not
foreclose an award of attorney fees in its favor for successfully
litigating its claims against the bank in an adversary proceeding
in bankruptcy court. It was not until the bank received a copy of
a default judgment that provided for a fee award in the debtor's
favor that it first began contesting the debtor's right to relief
by moving for relief from the default judgment. Thus, it was
aware of the attorney fee issue from the outset of its
participation in the proceeding. Furthermore, even after it began
participating in the proceeding, it did not object to the debtor's
failure to plead a claim for attorney fees, thereby acquiescing in
this pleading deficiency. In re Jerk Machine, Inc., --- B.R. ----
, 2010 WL 996452 (Bankr. S.D. Fla.) (Olson, J.).
As reported in the Troubled Company Reporter on Jan. 25, 2010,
Jerk Machine, Inc., sued (Bankr. S.D. Fla. Adv. Pro. No. 08-1591)
Bank of America, N.A., asserting fraudulent transfer claims. Bank
of America didn't win the lawsuit, and interposed an objection to
the Debtor's lawyer's fee application as it related to prosecuting
the fraudulent transfer litigation. The Honorable John K. Olson
rejected BofA's argument that because Jerk Machine did not plead
attorneys' fees in its First Amended Complaint, this constitutes a
waiver of the claim for attorneys' fees under Florida law. Judge
Olson did, however, cut the debtor's lawyer's fees by 34% based on
his conduct. Among other offenses, Judge Olson relates that
"[d]uring opening remarks by counsel for Bank of America, counsel
for Jerk Machine coughed the word 'Bull$%' into the counsel table
microphone," describing the scene as "reminiscent of the
Interfraternity Disciplinary Council hearing in National Lampoon's
Animal House." In re Jerk Machine, Inc., 422 B.R. 327, 2010 WL
17037 (Bankr. S.D. Fla.).
Located in Fort Lauderdale, Fla., Jerk Machine, Inc. --
http://www.jerkmachine.com/-- sells Jamaican food. Jerk Machine
sought Chapter 11 protection (Bankr. S.D. Fla. Case No. 08-21962)
on Aug. 22, 2008. The Debtor is represented by David Marshall
Brown, Esq., in Fort Lauderdale. At the time of the filing, the
Debtor disclosed $3,274,979 in assets and $4,061,768 in
liabilities.
JOHN MANEELY: Bank Debt Trades at 4% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which John Maneely
Company is a borrower traded in the secondary market at 95.55
cents-on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.70
percentage points from the previous week, The Journal relates.
The Company pays 325 basis points above LIBOR to borrow under the
facility. The bank loan matures on Dec. 9, 2013, and carries
Moody's B3 rating and Standard & Poor's B rating. The debt is one
of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Headquartered in Beachwood, Ohio, John Maneely Company
manufactures steel pipe, hollow structural steel, electrical
conduit products and tubular products at ten manufacturing
facilities in the U.S. and Canada. The Company is number one or
two in its key product areas: HSS, standard pipe and electrical
conduit. JMC also enjoys leading market positions in the
galvanized mechanical tube and fittings markets. Its products are
sold principally to plumbing and electrical distributors. JMC's
parent, DBO Holdings, Inc., is approximately 55% owned by the
Carlyle Partners IV, LP.
JOSHUA FARMER: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Joshua Farmer
Andrea Farmer
dba Two Mile Properties, LLC
dba Two Mile Enterprises, LLC
dba Two Mile Supply, LLC
dba Two Mile Trading, LLC
dba Two Mile Construction, LLC
dba Gaffney Apartments, LLC
dba Creekside Apartments
dba Magnolia Ridge Apartments
dba Goldmine Springs Apartments
dba Creekside Mini-Storage
dba East Ridge Apartments, LLC
dba Meadow Green Apartments, LLC
dba Wildewood Apartments of Spartanburg, LLC
dba Wildewood Apartments
dba Georgetown Village Apartments, LLC
dba Timbercreek Apartments, LLC
dba Foxfire Apartments
dba Addison Townhomes
dba Groves Apartments, LLC
dba Pinnacle Aviation Services, LLC
234 Edwards Street Extension
Rutherfordton, NC 28139
Bankruptcy Case No.: 10-40270
Chapter 11 Petition Date: April 5, 2010
Bankruptcy Court: United States Bankruptcy Court
Western District of North Carolina (Shelby)
Bankruptcy Judge: George R. Hodges
Debtors' Counsel: Travis W. Moon, Esq.
Hamilton Moon Stephens Steele Martin
2020 Charlotte Plaza
201 S. College Street
Charlotte, NC 28244-2020
Tel: (704) 344-1117
E-mail: tmoon@lawhms.com
Estimated Assets: $10,000,001 to $50,000,000
Estimated Debts: $50,000,001 to $100,000,000
The Debtors did not file their list of largest unsecured creditors
when they filed their petition.
KIP PRESIDIUM FUND: Forced Into Chapter 7 by Creditors
------------------------------------------------------
Carla Main at Bloomberg News reports that KIP Presidium Fund
(Cayman) LP, an affiliate of Knowledge Investment Partners, became
the subject of an involuntary Chapter 7 bankruptcy filing (Bankr.
N.D. Ohio Case No. 10-13159).
According to the report, the April 8 filing against the Beechwood,
Ohio-based KIP Presidium (Cayman) was made by Ramius Private
Select Ltd. The claims giving rise to the filing are related to
purchases by the debtor in 2007 from two affiliate entities of
Ramius Private Select Ltd., the petitioning debtor said in court
files. The value of the claims wasn't provided in the court
filing.
The Bloomberg report adds that a related involuntary case was also
filed on April 8 in Cleveland (Bankr. N.D. Ohio Case No.
10-13156). In that case, hedge fund KIP Presidium LP, General
Partner is the debtor and the petitioning creditor is Sequoia
Alternative Investments LP. Knowledge Alternative Investment
Partners is a manager of "alternative investments in the education
sector," according to a statement issued by the company.
LA PALOMA: S&P Junks Rating on $240 Mil. Secured First-Lien Loan
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its ratings on
La Paloma Generating Co. LLC's $240 million secured first-lien
term loan B due in 2012, $65 million working capital facility, and
$40 million synthetic letter of credit facility to 'CCC+' from
'B-'. S&P also lowered the 'CCC-' rating of the company's second-
lien $155 million term loan C to 'CC' from 'CCC-'. The outlook
remains negative.
The '2' recovery rating for the secured first-lien term loan B,
working capital facility, and synthetic LOC facility remains
unchanged, indicating an expectation of substantial recovery (70%-
90%) in the event of a default. The second-lien term loan C '6'
recovery rating is also unchanged, indicating an expectation of
negligible (0%-10%) recovery if a default occurs.
La Paloma is a project financing of a 1,022-megawatt combined-
cycle, gas-fired power plant near McKittrick, Calif., that sells
power to Morgan Stanley Capital Group under contracts to 2012.
The plant has been in service since March 2003.
The rating action reflects "going-concern" issues raised by the
project's auditors, UHY LLP in the 2009 audited financial
statements combined with the poor financial performance of the
project for some time. A cause of concern is the August 2010
maturity of the working capital revolving loan, which had a
$16.3 million outstanding balance as of Dec. 31, 2009, as well as
$2.1 million of outstanding LOCs. Furthermore, material
deleveraging through the cash flow sweep mechanism has not
occurred, which increases refinance risk in 2012.
Ownership of the project is uncertain and implications for plant
operation under a potential change of ownership is also uncertain.
CEH/La Paloma Holding Co. LLC, majority owner of La Paloma
Acquisition Co. which owns the project, is in default of a
$129.8 million note purchase agreement with TCW Asset Management
Co. The HoldCo's interest in La Paloma secured the note, and the
primary income for HoldCo includes distributions from La Paloma.
On Nov. 2, 2009, TCW and other lenders that provided financing to
HoldCo exercised their rights under the note agreement and entered
into a Transaction and Collateral Disposition Agreement in which
the lenders will assume control of all of HoldCo's 60% interest in
La Paloma. The transaction needs the Federal Energy Regulatory
Commission approval and must comply with various customary closing
conditions.
"The negative outlook reflects the potential for creditworthiness
to deteriorate further in the very near term, given weak financial
performance and upcoming working capital facility maturities,"
said Standard & Poor's credit analyst Marc Sonnenblick."
The rating could fall further if the project does not make some
progress soon in managing the working capital facility's maturity
in August 2010. A movement back to stable would require comfort
that La Paloma can renew the working capital facility, thus
allowing La Paloma to maintain its current state of operations and
resolution of ownership issues.
LAMAR MEDIA: Moody's Assigns 'B1' Rating on $400 Mil. Notes
-----------------------------------------------------------
Moody's Investors Service assigned a Baa3 rating to the new senior
secured credit facility of Lamar Media Corporation, an operating
subsidiary of Lamar Advertising Company, and a B1 rating to the
company's new $400 million senior subordinated notes. Moody's
also upgraded Lamar Media's existing senior subordinated note
ratings to B1 from B2. The company's Ba3 Corporate Family Rating,
Ba3 Probability of Default Rating and SGL-2 Speculative Grade
Liquidity rating are not affected by these actions and the rating
outlook is stable.
Details of the rating action are:
Issuer: Lamar Media Corporation
-- $1.125 billion Senior Secured Bank Credit Facility, Assigned
Baa3, LGD2-15%
-- $400 million Senior Subordinated Regular Bond/Debenture,
Assigned B1, LGD5-81%
-- 6.625% Senior Subordinated Regular Bond/Debenture, Upgraded
to B1, LGD5-81%
-- 9.75% Senior Unsecured Regular Bond/Debenture, Changed to
Ba3, LGD3-47%
The credit facility consists of a $250 million revolver,
$300 million Term Loan A and $575 million Term Loan B. Proceeds
from the term loans, along with cash on hand and $150 million
borrowed under the new revolver, will be used to repay the
company's existing Ba1 rated term loans of approximately
$1.1 billion (at 12/31/2009). The company also launched a tender
offer to repurchase its 7.25% $385 million senior subordinated
notes due 2013. Proceeds from the new subordinated notes offering
will be used to fund the tender offer. Moody's will withdraw
ratings on the company's existing credit facility and the 7.25%
subordinated notes following completion of the refinancing.
The upgrade of the senior secured debt rating to Baa3 and the
senior subordinated notes rating to B1 is based on the application
of Moody's LGD methodology. The outcome is driven by changes to
the mix of debt, which now consists of a lower amount of secured
debt relative to total debt and to the junior debt in the
company's capital structure. The Baa3 rating on the senior
secured credit facility reflects the priority over unsecured debt
by virtue of the security package. The B1 rating on the
subordinated notes reflects their junior most position in the
capital structure and their contractual subordination to all
senior secured and senior unsecured creditors.
There is no change in the company's Ba3 CFR and Ba3 PDR as the
transactions have a relatively neutral impact on credit metrics
and the company continues to recover from the impact on revenues
from the sharp cyclical downturn. Moody's believes that the
company will generate free cash flow and revenue growth will
resume over the near term, which will result in improving metrics.
However, Moody's notes that the refinancing positively impacts
Lamar's liquidity profile by pushing out sizeable near-term debt
maturities. Also favorably impacting the company's liquidity
position is the $50 million increase in the revolver commitment,
although Moody's do not anticipate the company will be reliant for
additional drawings on the revolver over the intermediate term.
The new $250 million revolver expires in 2015 and will have
$150 million outstanding upon close of the transaction. Moody's
expects Lamar will generate sufficient free cash flow in 2010 to
reduce borrowings under the revolver and support operating cash
needs over the next twelve months. Lamar's SGL-2 liquidity rating
reflects its ability to generate strong free cash flows, the
absence of material near-term debt maturities and Moody's
expectation that Lamar will remain in compliance with financial
covenants under the new credit facility.
The last rating action was on April 8, 2009, when Moody's changed
Lamar's speculative grade liquidity rating to SGL-2 from SGL-4 and
affirmed its Ba3 CFR.
Lamar's ratings were assigned by evaluating factors that Moody's
considers relevant to the credit profile of the issuer, such as
the company's (i) business risk and competitive position compared
with others within the industry; (iii) capital structure and
financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside Lamar's core industry and
believes Lamar's ratings are comparable to those of other issuers
with similar credit risk. Additional research can be found in the
Lamar Credit Opinion on www.moodys.com.
Lamar Advertising Company, with its headquarters in Baton Rouge,
Louisiana, is a leading owner and operator of advertising
structures in the U.S. and Canada. The company generated revenues
of approximately $1 billion in 2009.
LAMAR MEDIA: S&P Assigns 'BB' Rating on Senior Secured Facility
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned ratings to Lamar Media
Corp.'s proposed senior secured credit facility (comprising a
$250 million revolver due in 2015, a $300 million term loan A due
in 2015, and a $575 million term loan B due in 2016) and proposed
$400 million senior subordinated notes due 2018. S&P rated the
credit facility 'BB' (two notches higher than the 'B+' corporate
credit rating on the company) with a recovery rating of '1',
indicating S&P's expectation of very high (90% to 100%) recovery
for lenders in the event of a payment default.
S&P rated the senior subordinated notes 'B+' (at the same level as
the 'B+' corporate credit rating) with a recovery rating of '4',
indicating S&P's expectation of average (30% to 50%) recovery for
noteholders in the event of a payment default.
The company plans to use proceeds from the proposed credit
facility and notes to help repay its current senior secured credit
facility ($1,093 million was outstanding at Dec. 31, 2009) and to
redeem its $385 million 7.25% senior subordinated notes due 2013
at approximately 101%.
S&P also affirmed its existing ratings on Lamar Media and parent
company Lamar Advertising Co., including the 'B+' corporate credit
rating. At the same time, S&P revised the 'B+' rating outlook to
stable from negative.
The outlook revision reflects a meaningful improvement to Lamar's
intermediate-term liquidity position and financial flexibility,
given reduced term loan amortization requirements under the
proposed credit facility (S&P expects amortization to be nominal
in 2010 and approximately $13 million in 2011, reduced from
$117 million in 2010 and $199 million in 2011 as of Dec. 31,
2009). The resulting increase in discretionary cash flow will
improve Lamar's flexibility in future periods with respect to
growth-oriented spending, to which it made a substantial reduction
during 2009 (capital expenditures in 2009 were $39 million, as
compared to $198 million in 2008 and $221 million in 2007). S&P
previously stated S&P did not believe these reduced levels of
spending would be sustainable in the long run without the
consequence of limiting growth. While S&P expects Lamar to
generate around $250 million in operating cash flow in 2010, given
S&P's expectation that the 2010 operating environment will be only
modestly better than 2009, S&P expects Lamar to focus on debt
reduction this year. S&P therefore anticipates that the company
will maintain 2010 capital expenditures in line with the 2009
level, and S&P does not expect it to pursue any meaningful
acquisitions. In 2011, however, S&P believes the company will
begin to use its operating cash flow (which S&P expects to be
around $270 million) to pursue greater levels of investment.
LAS VEGAS SANDS: Bank Debt Trades at 8% Off in Secondary Market
---------------------------------------------------------------
Participations in a syndicated loan under which Las Vegas Sands
Corp. is a borrower traded in the secondary market at 92.09 cents-
on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.68
percentage points from the previous week, The Journal relates.
The Company pays 175 basis points above LIBOR to borrow under the
facility. The bank loan matures on May 1, 2014, and carries
Moody's B3 rating and Standard & Poor's B- rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Based in Las Vegas, Nevada, Las Vegas Sands Corp. (NYSE: LVS) --
http://www.lasvegassands.com/-- owns and operates The Venetian
Resort Hotel Casino, The Palazzo Resort Hotel Casino, and an expo
and convention center. The company also owns and operates the
Sands Macao, the first Las Vegas-style casino in Macao, China.
As reported by the TCR on Aug. 4, 2009, Moody's placed Las Vegas
Sands Corp.'s ratings, including its 'B3' Corporate Family Rating,
on review for possible downgrade. Moody's cited weak operating
results and heightened concern regarding the Company's ability to
maintain compliance with financial covenants, among other things.
The Company also carries 'B-' issuer credit ratings from Standard
& Poor's.
LAUTH INVESTMENT: Ch. 11 Trustee Motion Dismissed
-------------------------------------------------
LIP Holdings, LLC, has agreed to withdraw its motion for
appointment of a Chapter 11 trustee in the Lauth Investment
Properties, LLC bankruptcy case. LIP's officers Robert Lauth,
Gregory Gurnik, Michael Curless and Lawrence Palmer remain in
control of the company.
"We will continue to move forward with the important business of
restructuring this company's portfolio and exiting bankruptcy,"
said LIP Chairman, Robert Lauth. "Both parties agreed to appoint
a special mediator to participate in the bankruptcy cases and
provide the Court with non-binding commentary on proposed
restructuring efforts."
Inland American LIP Sub, another Inland American affiliate, also
agreed to dismiss its lawsuit in U.S. District Court against the
Lauth officers and directors.
LIP's restructuring efforts are expected to continue apace. The
Court set a hearing on a settlement agreement covering four of the
Debtors' properties for April 20, 2010, and will conduct plan
confirmation proceedings with respect to eight more on June 21,
2010.
About Lauth Investment
LIP Holdings, LLC is a real estate holding company affiliated with
Lauth Group, Inc. The company owns approximately 6.4 million
square feet of Class A commercial real estate properties in
thirteen states. The portfolio includes office, retail, industrial
and health care properties throughout the United States.
LEHMAN BROTHERS: Girard Gibbs Pursues Class Claim for UBS Notes
---------------------------------------------------------------
The law firm of Girard Gibbs LLP urges investors who purchased
Lehman Brothers-issued notes from UBS, including notes with a
"principal protection" feature, to contact the firm immediately,
if they haven't already done so, to ensure that their legal claims
are represented in the pending class action lawsuit arising out of
the collapse of Lehman Brothers Holdings, Inc. Girard Gibbs
serves on the plaintiffs' executive committee, representing
investors in the class action case, and can be reached by phone at
866-981-4800 or via its Web site at:
http://www.girardgibbs.com/ppn.asp/
Throughout 2007 and 2008, Lehman Brothers issued a variety of
securities that were sold to the investing public by UBS. To
ensure representation in the class action lawsuit, investors who
purchased these offerings must contact the attorneys for the class
immediately. Investors' failure to step forward for each Lehman-
issued security may result in certain offerings being excluded
from the litigation. Investors whose legal claims are excluded
will not receive a share of any recovery plaintiffs may obtain as
a result of this class action case.
The class action lawsuit, In re Lehman Brothers Equity/Debt
Securities Litigation (08-CV-5523), is currently pending in the
U.S. District Court for the Southern District of New York.
Defendants named in the case include UBS Financial Services Inc.,
UBS Securities LLC, and certain officers and directors of Lehman
Brothers, among others.
Following Lehman Brothers' bankruptcy filing on September 15,
2008, securities issued by the company went into default, causing
investors to become senior unsecured creditors in Lehman's
bankruptcy proceeding. These investors stand to lose a
substantial portion of their principal investments.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: European Unit to Settle Smaller Claims
-------------------------------------------------------
Bankruptcy Law360 reports that the joint administrators of Lehman
Brothers International Europe on Friday proposed settling small
claims against the company of up to a maximum of $10,000 each in
an effort to reduce administrative costs.
PricewaterhouseCoopers LLP said settling in full with certain
eligible pre-administration clients would reduce the number of
claimants seeking money from the company, with claimants currently
numbering at around 1,500, Bankruptcy Law360 relates.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LEHMAN BROTHERS: Judge to Decide on $11-Bil. From Barclays
----------------------------------------------------------
Carla Main at Bloomberg News reports that a U.S. bankruptcy judge
may decide whether Lehman Brothers Holdings Inc. can try to
recover from Barclays Plc an alleged $11 billion "windfall" made
on its purchase of the defunct investment bank's North American
brokerage.
According to the report, London-based Barclays is arguing at a
hearing that if the judge reopens a sale contract that he
approved, buyers for distressed bank assets will be scarce in the
future. New York-based Lehman will say new evidence about
Barclays' undisclosed windfall from 60 depositions and 100,000
documents entitles the judge to reexamine the sale and make
Barclays give back its gains. A court victory for Lehman would
add money for creditors with claims estimated at $260 billion.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion
(US$33 billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LIQUIDATION OUTLET: Section 341(a) Meeting Scheduled for May 5
--------------------------------------------------------------
The U.S. Trustee for Region 18 will convene a meeting of
Liquidation Outlet Inc's creditors on May 5, 2010, at 9:00 a.m.
The meeting will be held at Courtroom J, Union Station, 1717
Pacific Avenue, Tacoma, WA 98402.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Lakewood, Washington-based Liquidation Outlet, Inc., filed for
Chapter 11 bankruptcy protection on March 25, 2010 (Bankr. W.D.
Wash. Case No. 10-42279). Benjamin J. Riley, Esq., at Brian L
Budsberg PLLC, assists the Company in its restructuring effort.
According to the schedules, the Company has assets of $16,053,250,
and total debts of $7,434,413.
LITHIUM TECHNOLOGY: Dec. 31 Balance Sheet Upside-Down by $17.8MM
----------------------------------------------------------------
Lithium Technology Corporation filed on April 8, 2010, its annual
report on Form 10-K for the year ended December 31, 2009.
The Company's balance sheet as of December 31, 2009, showed
$11,468,000 in assets and $29,308,000 of debts, for a
stockholders' deficit of $17,840,000.
The Company reported a net loss of $10,510,00 on $7,371,000 of
revenue for 2009, compared with a net loss of $6,414,000 on
$4,167,000 of revenue for 2008.
Amper, Politziner & Mattia LLP, in Edison, N.J., expressed
substantial doubt about the Company's ability to continue as a
going concern. The independent auditors noted that the Company as
recurring losses from operations since inception and has a working
capital deficiency.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fb5
Plymouth Meeting, Pa.-based Lithium Technology Corporation is a
global manufacturer and provider of rechargeable energy storage
solutions for diverse applications.
LNR PROPERTY: S&P Puts 'CCC' Rating on CreditWatch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it placed its ratings
on LNR Property Holdings Ltd. and LNR Property Corp., including
the 'CCC' long-term counterparty credit rating on each, on
CreditWatch with negative implications.
"The CreditWatch reflects S&P's concern about LNR's ability to
meet its leverage covenant once that covenant tightens in third-
quarter 2010, in accordance with its senior credit agreement,"
said Standard & Poor's credit analyst Adom Rosengarten.
As of third-quarter 2009 (LNR has not yet released fourth-quarter
financials, having missed the March 30 due date set in the
company's senior credit agreement), LNR reported a total leverage
ratio of 3.96x (relative to a current covenant requirement of less
than 4.5x). This covenant will tighten to 3.5x in third-quarter
2010, which S&P believes is likely to present a considerable
challenge for LNR. The company's tightening liquidity and
variable EBITDA levels could pressure this covenant once it
becomes more restrictive.
LYONDELL CHEMICAL: Ch. 11 Case Delays Cleanup of Kalamazoo River
----------------------------------------------------------------
Carla Main at Bloomberg News reports that Lyondell Chemical Co.
said that as it reorganized under Chapter 11, it could avoid what
the U.S. Environmental Protection Agency said were about $2.5
billion in cleanup costs for the Kalamazoo River, which flows into
Lake Michigan, and another $2.5 billion in liabilities at 10 other
polluted spots across the country.
The Chapter 11 filing threw the EPA's plan into turmoil, Bloomberg
Markets magazine reports in its May issue. At the same time,
deficits in state budgets have made it harder for states to take
on the cleanup costs associated with hazardous waste sites.
According to Bloomberg, at least $13.2 billion in environmental
costs were at stake at the end of February in just four cases in
U.S. Bankruptcy Court in lower Manhattan: Lyondell, fellow
chemical makers Chemtura Corp. and Tronox Inc., and General Motors
Co.
About Lyondell Chemical
LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies. It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels. Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.
Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company. LyondellBasell became saddled with
debt as part of the US$12.7 billion merger. On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts. The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11. In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.
The Hon. Robert E. Gerber presides over the case. Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel. Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors. AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities. Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.
Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations. The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.
LyondellBasell Industries AF S.C.A. and another affiliate were
voluntarily added to Lyondell Chemical's reorganization filing
under Chapter 11 on April 24, 2009, in order to seek protection
against claims by certain financial and U.S. trade creditors. On
May 8, 2009, LyondellBasell Industries added 13 non-operating
entities to Lyondell Chemical Company's reorganization filing
under Chapter 11 of the U.S. Bankruptcy Code. All of the entities
are U.S. companies and were added to the original Chapter 11
filing for administrative purposes.
Bankruptcy Creditors' Service, Inc., publishes Lyondell Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by Lyondell Chemical Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LYONDELL CHEMICAL: Parent May Face U.S. Bribery Probe
-----------------------------------------------------
LyondellBasell may face a U.S. bribery probe after telling
prosecutors about a potentially improper payment linked to a
project in Kazakhstan, according to four people with knowledge of
the matter, Bloomberg News's David Voreacos and Jonathan Keehner
reported.
According to the Bloomberg report, LyondellBasell told the Justice
Department it uncovered conduct that raised "compliance issues"
under the U.S. Foreign Corrupt Practices Act. The FCPA makes it a
crime for companies with U.S. operations to bribe foreign
officials.
Bloomberg relates that LyondellBasell disclosed in a bankruptcy
court filing in December that it had "identified certain past
activities related to a proposed joint venture that may raise
compliance issues under U.S. law." The Company said it hired
outside counsel to investigate, overseen by a special board
committee.
About Lyondell Chemical
LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies. It is the global leader in
polyolefins technology, production and marketing; a pioneer in
propylene oxide and derivatives; and a significant producer of
fuels and refined products, including biofuels. Through research
and development, LyondellBasell develops innovative materials and
technologies that deliver exceptional customer value and products
that improve quality of life for people around the world.
Headquartered in The Netherlands, LyondellBasell --
http://www.lyondellbasell.com/-- is privately owned by Access
Industries.
Basell AF and Lyondell Chemical Company merged operations in 2007
to form LyondellBasell Industries, the world's third largest
independent chemical company. LyondellBasell became saddled with
debt as part of the US$12.7 billion merger. On January 6, 2009,
LyondellBasell Industries' U.S. operations and one of its European
holding companies -- Basell Germany Holdings GmbH -- filed
voluntary petitions to reorganize under Chapter 11 of the U.S.
Bankruptcy Code to facilitate a restructuring of the company's
debts. The case is In re Lyondell Chemical Company, et al.,
Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell
entities, including Equistar Chemicals, LP, Lyondell Chemical
Company, Millennium Chemicals Inc., and Wyatt Industries, Inc.
filed for Chapter 11. In May 2009, one of the cases was dismissed
-- Case No. 09-10068 -- because it is duplicative of Case No. 09-
10040 relating to Debtor Glidden Latin America Holdings.
The Hon. Robert E. Gerber presides over the case. Deryck A.
Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York,
serves as the Debtors' bankruptcy counsel. Evercore Partners
serves as financial advisors, and Alix Partners and its subsidiary
AP Services LLC, serves as restructuring advisors. AlixPartners'
Kevin M. McShea acts as the Debtors' Chief Restructuring Officer.
Clifford Chance LLP serves as restructuring advisors to the
European entities. Lyondell Chemical estimated that consolidated
assets total US$27.12 billion and debts total US$19.34 billion as
of the bankruptcy filing date.
Lyondell has obtained approximately US$8 billion in DIP financing
to fund continuing operations. The DIP financing includes two
credit agreements: a US$6.5 billion term loan, which comprises a
US$3.25 billion in new loans and a US$3.25 billion roll-up of
existing loans; and a US$1.57 billion asset-backed lending
facility.
LyondellBasell Industries AF S.C.A. and another affiliate were
voluntarily added to Lyondell Chemical's reorganization filing
under Chapter 11 on April 24, 2009, in order to seek protection
against claims by certain financial and U.S. trade creditors. On
May 8, 2009, LyondellBasell Industries added 13 non-operating
entities to Lyondell Chemical Company's reorganization filing
under Chapter 11 of the U.S. Bankruptcy Code. All of the entities
are U.S. companies and were added to the original Chapter 11
filing for administrative purposes.
Bankruptcy Creditors' Service, Inc., publishes Lyondell Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by Lyondell Chemical Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
MAJESTIC STAR: Proposes Deloitte as Asset Valuation Provider
------------------------------------------------------------
BankruptcyData.com reports that Majestic Star Casino filed with
the U.S. Bankruptcy Court a motion seeking to retain Deloitte
Financial Advisory Services (Contact: William R. Steele) as asset
valuation and accounting-related services provider at the
following hourly rates: manager at $480, senior manager at 420,
manager at 360, senior associate at 275 and staff at 220.
The Majestic Star Casino, LLC -- aka Majestic Star Casino, aka
Majestic Star -- is based in Las Vegas, Nevada. It is a wholly
owned subsidiary of Majestic Holdco, LLC, which is a wholly owned
subsidiary of Barden Development, Inc. The Company was formed on
December 8, 1993, as an Indiana limited liability company to
provide gaming and related entertainment to the public. The
Company commenced gaming operations in the City of Gary at
Buffington Harbor, located in Lake County, Indiana on June 7,
1996. The Company is a multi-jurisdictional gaming company with
operations in three states -- Indiana, Mississippi and Colorado.
The Company filed for Chapter 11 bankruptcy protection on
November 23, 2009 (Bankr. D. Del. Case No. 09-14136).
The Company's affiliates -- The Majestic Star Casino II, Inc., The
Majestic Star Casino Capital Corp., Majestic Star Casino Capital
Corp. II, Barden Mississippi Gaming, LLC, Barden Colorado Gaming,
LLC, Majestic Holdco, LLC, and Majestic Star Holdco, Inc. -- also
filed separate Chapter 11 petitions.
Kirkland & Ellis LLP is the Debtors' bankruptcy counsel. James E.
O'Neill, Esq., Laura Davis Jones, Esq., and Timothy P. Cairns,
Esq., at Pachulski Stang Ziehl & Jones LLP are the Debtors'
Delaware counsel. Xroads Solutions Group, LLC, is the Debtors'
financial advisor, while EPIQ Bankruptcy Solutions LLC are the
Debtors' claims and notice agent.
The Majestic Star Casino, LLC's balance sheet at June 30, 2009,
showed total assets of $406.42 million and total liabilities of
$749.55 million. When it filed for bankruptcy, the Company listed
up to $500 million in assets and up to $1 billion in debts.
MALEASE 18: Dist. Ct. Won't Review Kmart Lease Settlement
---------------------------------------------------------
WestLaw reports that a "comprehensive change in circumstances" had
occurred, of a kind giving rise to a presumption of mootness on
appeal from an order that bankruptcy court entered nearly five
years earlier approving a settlement. Pursuant to the
settlement's terms, a creditor had relinquished its multimillion
dollar lease rejection damages claim against the debtor and in
return received shares of the debtor's stock, which it had then
sold at market prices prevailing at the time. The stock was
almost certainly trading at a different price than when it was
distributed, such that it would be either more or less expensive
to repurchase compared to its value at distribution, and court
could not say with any certainty that the parties could be
restored to their original positions. Given appellant's failure
to seek a stay, its appeal had to be dismissed as moot. In re
Malese 18 Corp., --- F.Supp.2d ----, 2010 WL 784839 (E.D.N.Y.)
(Spatt, J.).
Malese 18 Corp. is a "sandwich lessor" collecting rent from Kmart
Corporation on behalf of Aztex Corp., which owns 18 big-box
stories purchased for about $25 million in 1982 and financed by
issuing Merrill Lynch Corporate Pass Through Securities. Malease
sought Chapter 11 protection (Bankr. E.D.N.Y. Case No. 02-80586)
on Jan. 24, 2002 -- two days after Kmart sought chapter 11
protection. In Kmart's bankruptcy case, Kmart assumed a modified
lease and Aztex wound up holding a $16.9 million allowed Class 5
Lease Rejection Claim under Kmart's confirmed chapter 11 plan,
entitling the holder of the claim to periodic distributions of
Kmart and Sears stock. RM 18 Corp. (the remainderman in the
sandwich lease transaction slated to receive a fee interest in the
land) balked at the deal struck in Kmart's bankruptcy case. The
Honorable Dorothy T. Eisenberg considered RM 18 Corp.'s objections
to the settlement and overruled them. In re Malese Corp., 2009 WL
1044556 (Bankr. E.D.N.Y. 2009). On appeal to the District Court,
Judge Spatt says that without a stay in place, any appeal is moot.
MAGUIRE PROPERTIES: $424.87 Mil. in Debt to Mature This Year
------------------------------------------------------------
Maguire Properties, Inc., disclosed in a regulatory filing that
$424.870 million in debt will mature in 2010 and $36.266 million
in debt will mature in 2011. The 2010 payment obligations include
$7.4 million related to a Repurchase facility and $280.6 million
in mortgage loans.
Maguire Properties said $4.255 billion in debt will mature within
the next five years.
Maguire Properties also disclosed that as part of its strategic
disposition program, certain of its special purpose property-
owning subsidiaries are currently in default under six CMBS
mortgages totaling approximately $943.816 million secured by six
separate office properties totaling approximately 2.5 million
square feet (Stadium Towers Plaza, Park Place II, 2600 Michelson,
Pacific Arts Plaza, 550 South Hope and 500 Orange Tower).
As a result of the defaults under these mortgage loans, the
special servicers have required that tenant rental payments be
deposited in restricted lockbox accounts. As such, the Company
does not have direct access to the rental payments, and the
disbursement of cash from the restricted lockbox accounts to the
Company is at the discretion of the special servicers. There are
several potential outcomes on each of the Properties in Default,
including foreclosure, a deed-in-lieu of foreclosure and a short
sale. The Company said it is in various stages of negotiations
with the special servicers on each of the six assets, with the
goal of reaching a cooperative resolution for each asset quickly.
The Company remains the title holder on each of the assets.
On March 31, 2010, the Company filed with the Securities and
Exchange Commission its annual report on Form 10-K for the year
ended December 31, 2010. A full-text copy of the report is
available at no charge at http://ResearchArchives.com/t/s?5f0b
The Company reported a net loss available to common stockholders
of $780.221 million for 2009 from a net loss of $328.048 million
in 2008. The Company's balance sheet at December 31, 2009,
revealed $3.6 billion in total assets and $4.5 billion in total
liabilities for a $856.9 million total stockholders' deficit.
About Maguire Properties, Inc.
Maguire Properties, Inc. (NYSE: MPG) --
http://www.maguireproperties.com/-- is the largest owner and
operator of Class A office properties in the Los Angeles central
business district and is primarily focused on owning and operating
high-quality office properties in the Southern California market.
Maguire Properties, Inc. is a full-service real estate company
with substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.
MASSEY ENERGY: Mine Explosion Won't Affect Moody's 'B1' Rating
--------------------------------------------------------------
Moody's commented that the explosion at Massey Energy Company's
Upper Big Branch coal mine has no immediate impact on the
company's B1 corporate family rating. The rating outlook remains
stable.
The last rating action on Massey was on December 1, 2005, when its
Corporate Family Rating was downgraded to B1.
Massey Energy, headquartered in Richmond, Virginia, is a producer
of approximately 38 million tons per annum of thermal and
metallurgical coal in Central Appalachia.
MEGA BRAND: Moody's Withdraws 'Ca' Corporate Family Rating
----------------------------------------------------------
Moody's withdrew Mega Brand Inc.'s corporate family rating of Ca,
probability of default rating of D, secured bank facility ratings
of Caa3 and its SGL4 rating. The withdrawals follow last week's
completion of a recapitalization transaction that had been
announced earlier this year.
The recapitalization transaction, which returned value to senior
secured debt holders at about 70 cents on the dollar in the form
of stock and cash funded with new debt, was viewed as a distressed
exchange which is considered a default under Moody's definition.
The last rating action for the company took place on April 5th,
2010 when the PDR rating was lowered to D from Caa3 just after the
recapitalization.
MEGA Brands manufactures and markets a broad line of toys and
stationery and activities products. It is based in Montreal,
Canada and had sales of $339 million in 2009.
MERIDIAN RESOURCE: Alta Hikes Offer; Bankruptcy Atty. Readied
-------------------------------------------------------------
On April 6, 2010, The Meridian Resource Corporation adjourned its
special meeting of shareholders regarding the adoption of the
definitive merger agreement with Alta Mesa Holdings, LP.
Following the adjournment, Meridian's Board of Directors approved
an amendment to the merger agreement whereby Alta Mesa has agreed
to increase its offer price for the outstanding common stock of
Meridian to $0.33 per share from $0.29 per share in cash, a 14%
increase over its prior offer price and a 23% premium over the
closing price of Meridian stock on April 7, 2010. The merger
agreement was not amended in any other respect.
Accordingly, the special meeting of shareholders will be
reconvened on Wednesday, April 28, 2010, at 3:00 p.m. Central Time
in the auditorium in Fulbright Tower, 1301 McKinney, Houston,
Texas. The record date for shareholders entitled to vote at the
meeting remains February 8, 2010. Only holders of record of our
common stock on that date are entitled to vote at the reconvened
special meeting.
Meridian also announced that it has hired bankruptcy counsel to
prepare for a possible bankruptcy filing in the event the merger
with Alta Mesa is not consummated. The lenders have agreed in
principle to extend the date by which shareholder approval must be
received under the forbearance agreement to a date after April 28,
2010. The company anticipate that this extension will be formally
documented in the next few days. If the forbearance agreement
terminates because of the failure to receive shareholder approval
or for any other reason, the lenders could then take action to
enforce their rights, including foreclosing on substantially all
of Meridian's assets. Therefore, if the merger is not completed,
Meridian may be forced to liquidate or to otherwise seek
protection under federal bankruptcy laws, and there is no
assurance that in a bankruptcy proceeding the Meridian
shareholders would receive any value for their shares.
Meridian will be delivering another proxy card to each shareholder
of record. If you have already voted, you have the right to change
or revoke your proxy at any time before the vote is taken at the
reconvened special meeting by taking any of the steps:
-- if you have instructed a broker, bank or other nominee to
vote your shares, by following the directions received from
your broker, bank or other nominee to change those
instructions;
-- if you voted by telephone or the Internet, by voting a later
time by telephone or Internet;
-- by submitting a later-dated proxy card;
-- by attending the special meeting and voting in person (your
Attendance at the meeting will not, by itself, revoke your
proxy - you must vote in person at the meeting to revoke
a prior proxy); or
-- by delivering to our Corporate Secretary, Lloyd V. DeLano,
at The Meridian Resource Corporation, 1401 Enclave Parkway,
Suite 300, Houston, Texas 77077 a signed written notice of
revocation, bearing a date later than the date of the proxy,
stating that the proxy is revoked.
If you do not want to change your vote, no action is required.
Meridian's board of directors unanimously recommends that our
shareholders vote "FOR" adoption of the merger agreement, as
amended.
Shareholders are encouraged to read Meridian's definitive proxy
materials in their entirety as they provide, among other things, a
detailed discussion of the process that led to the proposed merger
and the reasons behind the Board of Directors' unanimous
recommendation that shareholders vote "FOR" the proposal to adopt
the merger agreement.
The adoption of the merger agreement, as amended, requires the
affirmative vote of the holders of at least two-thirds of the
outstanding shares of common stock entitled to vote. A failure to
vote will have the same effect as a vote "AGAINST" the adoption of
the merger agreement, as amended.
About Meridian Resource
Based in Houston, Texas, The Meridian Resource Corporation
(NYSE:TMR) -- http://www.tmrc.com/-- is an independent oil and
natural gas company engaged in the exploration, exploitation,
acquisition and development of oil and natural gas in Louisiana,
Texas, and the Gulf of Mexico. Meridian has access to an
extensive inventory of seismic data and, among independent
producers, is a leader in using 3-D seismic and other technologies
to analyze prospects, define risk, target and complete high-
potential wells for exploration and development. Meridian has a
field office in Weeks Island, Louisiana.
At September 30, 2009, the Company had $190,339,000 in total
assets, including $18,090,000 in total current assets, against
$120,634,000 in total current liabilities and $17,736,000 in asset
retirement obligations.
The Company noted that its default under the debt agreements,
which has been mitigated in the short term by certain forbearance
agreements, negatively impacts future cash flow and the Company's
access to credit or other forms of capital. There is substantial
doubt as to the Company's ability to continue as a going concern
for a period longer than the next 12 months, the Company said.
It added that it might have to seek protection under federal
bankruptcy laws if it is unable to comply with the forbearance
agreements or if those agreements expire.
METALS USA: S&P Puts 'CCC+' Corp. Rating on CreditWatch Positive
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings, including
the 'CCC+' corporate credit ratings, on Houston-based Metals USA
Holdings and its wholly-owned subsidiary, Metals USA Inc., on
CreditWatch with positive implications.
The CreditWatch listing reflects S&P's assessment that near-term
operating performance is improving due to increased end market
demand, resulting in higher pricing and volumes sold.
Consequently, S&P expects the company's credit measures and
liquidity position to improve to a level more consistent with a
higher rating.
In addition, the company is expected to issue up to $182 million
in common stock. The stated use of proceeds is to repurchase the
maximum principle amount of its 2007 outstanding payment-in-kind
toggle notes with any remaining net proceeds to be used for
general corporate purposes.
In resolving the CreditWatch listing, Standard & Poor's expects to
review the company's liquidity position and assess the
sustainability of the company's operating performance.
METRO-GOLDWYN-MAYER: Scott Brothers Express Interest in MGM
-----------------------------------------------------------
Bankruptcy Law360 reports that brothers Tony and Sir Ridley Scott
have reportedly expressed an interest in running Metro-Goldwyn
Mayer Inc., which is teetering on the edge of bankruptcy and
searching for a buyer or other restructuring proposal to appease
its lenders. According to Bankruptcy Law360, the entertainment
business duo have said they would be interested in running the
studio, possibly pitting them against bidders including Time
Warner Inc.
As reported by the Troubled Company Reporter on September 30,
2009, The New York Post, citing multiple sources, said discussions
between debtholders and equity owners on a restructuring of Metro-
Goldwyn-Mayer's massive debt load have begun on a contentious
note, with both sides threatening to force MGM into bankruptcy in
order to gain leverage and extract better terms from the other.
Bloomberg also said that MGM is in talks to skip interest payments
and restructure $3.7 billion in bank loans. MGM asked creditors
to waive $12 million monthly interest payments until February 15
2010.
Nikki Finke at Deadline Hollywood reported in October 2009 that
MGM said it needed $20 million in short-term cash flow to cover
overhead, and an additional $150 million to get through the end of
year and continue funding its projects. According to
filmshaft.com in October, MGM was having difficulty making
interest payments on its $3.5 billion in debt.
About Metro-Goldwyn-Mayer
Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and distribution company. The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming. MGM is owned
by an investor consortium, comprised of Providence Equity
Partners, TPG Capital, Sony Corporation of America, Comcast
Corporation, DLJ Merchant Banking Partners and Quadrangle Group.
METRO-GOLDWYN-MAYER: Bank Debt Trades at 54% Off
------------------------------------------------
Participations in a syndicated loan under which Metro-Goldwyn-
Mayer, Inc., is a borrower traded in the secondary market at 46.34
cents-on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents a drop of 1.37
percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility. The bank loan matures on April 8, 2012, and is not
rated by Moody's and Standard & Poor's. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
Metro-Goldwyn-Mayer, Inc., is an independent, privately held
motion picture, television, home video, and theatrical production
and Distribution Company. The Company owns the world's largest
library of modern films, comprising approximately 4,000 titles,
and over 10,400 episodes of television programming. An investor
consortium, comprised of Providence Equity Partners, TPG Capital,
Sony Corporation of America, Comcast Corporation, DLJ Merchant
Banking Partners and Quadrangle Group, owns MGM.
As reported by the Troubled Company Reporter on Sept. 30, 2009,
The New York Post, citing multiple sources, said discussions
between debt holders and equity owners on a restructuring of
Metro-Goldwyn-Mayer's massive debt load have begun on a
contentious note, with both sides threatening to force MGM into
bankruptcy in order to gain leverage and extract better terms from
the other.
Bloomberg also said that MGM is in talks to skip interest payments
and restructure $3.7 billion in bank loans. MGM asked creditors
to waive $12 million monthly interest payments until Feb. 15,
2010.
MICHAELS STORES: May Close 20 Michaels, Aaron Bros. Stores in 2010
------------------------------------------------------------------
Michaels Stores, Inc., anticipates closing 5 to 10 Michaels stores
and 5 to 10 Aaron Brothers stores during fiscal 2010. Many of
these store closings are stores that have reached the end of their
lease term.
Meanwhile, the Company plans to open roughly 30 to 35 Michaels
stores in fiscal 2010. Included in the openings are store
relocations of about 10 Michaels stores. Michaels Stores said it
continues to pursue a store relocation program to improve the
quality and performance of existing store base.
Costs for opening stores at particular locations depend upon the
type of building, the general cost levels in the area, store size,
operating format, and the time of the year the store is opened.
In fiscal 2009, the average net cost of opening a new Michaels
store included $800,000 of leasehold improvements, furniture,
fixtures and equipment, and pre-opening costs, and an estimated
initial inventory investment, net of accounts payable, of
$400,000.
As of March 27, 2010, the Company operates 1,028 Michaels retail
stores in 49 states, as well as in Canada. The Company also
operates 148 Aaron Brothers stores in 9 states.
On March 31, 2010, Michaels Stores filed with the Securities
and Exchange Commission its annual report on Form 10-K. A
full-text copy of the report is available at no charge at:
http://ResearchArchives.com/t/s?5f0c
The Company swung to net income of $107 million for 2009 from a
net loss of $5 million for 2008 and a net loss of $32 million for
2007. Net sales were $3.888 billion in 2009, $3.817 billion in
2008 and $3.862 billion in 2007.
As of January 30, 2010, the Company had $1.710 billion in total
assets, and $4.481 billion in total liabilities, resulting in
$2.771 billion in total stockholders' deficit.
The Company said its cash and equivalents increased $184 million
from $33 million at the end of fiscal 2008 to $217 million at the
end of fiscal 2009. As of March 27, 2010, the borrowing base
under the Company's asset-based revolving credit facility was $688
million and the Company had $641 million of excess availability
under that facility.
About Michaels Stores
Headquartered in Irving, Texas, Michaels Stores, Inc., is the
largest arts and crafts specialty retailer in North America.
MISSION REAL: Section 341(a) Meeting Scheduled for May 6
--------------------------------------------------------
The U.S. Trustee for Region 16 will convene a meeting of Mission
Real Associates, LLC's creditors on May 6, 2010, at 2:00 p.m. The
meeting will be held at Room 2610, 725 S Figueroa Street, Los
Angeles, CA 90017.
This is the first meeting of creditors required under Section
341(a) of the U.S. Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
Meeting of Creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Lakewood, Washington-based Liquidation Outlet, Inc., filed for
Chapter 11 bankruptcy protection on March 25, 2010 (Bankr. W.D.
Wash. Case No. 10-42279). Benjamin J. Riley, Esq., at Brian L
Budsberg PLLC, assists the Company in its restructuring effort.
According to the schedules, the Company has assets of $16,053,250,
and total debts of $7,434,413.
Los Angeles, California-based Mission Real Associates, LLC, filed
for Chapter 11 bankruptcy protection on March 31, 2010 (Bankr.
Case No. C.D. Calif. 10-22370). Richard K. Diamond, Esq., at
Danning, Gill, Diamond & Kolitz, LLP, assists the Company in its
restructuring effort. The Company estimated its assets and debts
at $10,000,001 to $50 million.
These affiliates filed separate Chapter 11 petitions:
-- Bundy Dimes, LLC (Case No. 10-22149) on March 31, 2010,
estimating assets and debts at $10 million to $50 million;
-- Bunwil Capital, LLC (Case No. 10-22153) on March 31, 2010,
estimating assets and debts of $10 million to $50 million;
-- Dimes, LLC (Case No. 09-25517) on September 19, 2009;
-- Ezri Namvar (Case No. 08-32349) on December 28, 2008; and
-- Namco Capital Group (Case No. 08-32333) on December 28,
2008.
MOMENTIVE PERFORMANCE: Bank Debt Trades at 6% Off
-------------------------------------------------
Participations in a syndicated loan under which Momentive
Performance Materials, Inc., is a borrower traded in the secondary
market at 93.96 cents-on-the-dollar during the week ended Friday,
April 9, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents an
increase of 0.55 percentage points from the previous week, The
Journal relates. The Company pays 250 basis points above LIBOR to
borrow under the facility. The bank loan matures on Dec. 5, 2013,
and carries Moody's B1 rating and Standard & Poor's CCC+ rating.
The debt is one of the biggest gainers and losers among 199 widely
quoted syndicated loans with five or more bids in secondary
trading for the week ended Friday.
Momentive Performance Materials, Inc., is a producer of silicones
and silicone derivatives, and is engaged in the development and
manufacture of products derived from quartz and specialty
ceramics. As of Dec. 31, 2008, the Company had 25 production
sites located worldwide, which allows it to produce the majority
of its products locally in the Americas, Europe and Asia.
Momentive's customers include companies in industries, such as
Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola,
L'Oreal, BASF, The Home Depot and Lowe's.
As of June 28, 2009, Momentive had $3.41 billion in total assets
on $3.96 billion in total liabilities, resulting in $551.8 billion
in stockholders' deficit.
The Troubled Company Reporter said September 28, 2009, that
Standard & Poor's Ratings Services placed all its ratings on
Momentive Performance Materials and its subsidiaries on
CreditWatch with positive implications, including the 'CCC-'
corporate credit rating on Momentive Performance Materials. S&P
believes it is likely that the waiver, together with improving
operating performance, significantly reduces the likelihood of a
near-term covenant breach. Quarterly EBITDA has been climbing
steadily since reaching a low of about $15 million (as calculated
for bank covenant purposes) in the first quarter of 2009. It was
$64 million in the second quarter, and management expects it to be
between $84 million and $94 million in the third quarter.
MPG GATEWAY: Files Chapter 11 Petition in Florida
-------------------------------------------------
MPG Gateway Ltd. filed for Chapter 11 protection in the U.S.
Bankruptcy Court in Tampa, Florida (Bankr. M.D. Fla. Case No.
10-08075). Safety Harbor, Florida-based MPG Gateway listed assets
and debts ranging from $10 million to $50,000.
MPM TECHNOLOGIES: Delays Filing of Annual Report on Form 10-K
-------------------------------------------------------------
MPM Technologies, Inc., failed to file its annual report on Form
10-K by the March 31 deadline. The Company said additional time
is needed to prepare financial statement from the Company's
accounting data.
As reported by the Troubled Company Reporter on November 27, 2009,
MPM Technologies reported a net loss of $348,832 for the three
months ended September 30, 2009, from a net loss of $399,501 for
the year ago period. The Company reported a net loss of
$1,103,326 for the nine months ended September 30, 2009, from a
net loss of $1,210,318 for the year ago period.
At September 30, 2009, the Company had total assets of $1,297,899
and total liabilities of $14,081,656, all current, resulting in
stockholders' impairment of $12,783,757.
The Company said it has not been able to generate any significant
revenues and has a working capital deficiency of $13,993,344 at
September 30, 2009. These conditions raise substantial doubt
about the Company's ability to continue as a going concern without
the raising of additional debt or equity financing to fund
operations.
About MPM Technologies
Headquartered in Parsippany, N.J., MPM Technologies Inc.
(OTC BB: MPML) -- http://www.mpmtech.com/-- operates through its
three wholly owned subsidiaries: AirPol Inc., NuPower Inc. and MPM
Mining Inc. During the year ended Dec. 31, 2007, AirPol was the
only revenue generating entity. AirPol operates in the air
pollution control industry. It sells air pollution control
systems to companies in the United States and worldwide.
The company through its wholly owned subsidiary NuPower is engaged
in the development and commercialization of a waste-to-energy
process known as Skygas. These efforts are through NuPower's
participation in NuPower Partnership, in which MPM has a 58.21%
partnership interest. NuPower Partnership owns 85% of the Skygas
Venture. In addition to its partnership interest through NuPower
Inc., MPM also owns 15% of the Venture.
MSJ INVESTMENT: Has Until Today to File Schedules and Statement
---------------------------------------------------------------
The Hon. James M. Marlar of the U.S. Bankruptcy Court for the
District of Arizona extended until today, April 9, 2010, MSJ
Investment Properties, LLC, and P&G Investment Properties, Inc.'s
time to file their file schedules and statements of financial
affairs.
MSJ Investment Properties, LLC, and P&G Investment Properties,
Inc., own a 104-unit hotel property in Pima County, Arizona.
Oro Valley, Arizona-based MSJ Investment Properties, L.L.C., filed
for Chapter 11 bankruptcy protection on February 12, 2010 (Bankr.
D. Ariz. Case No. 10-03643). Scott D. Gibson, Esq., at Gibson,
Nakamura & Green, PLLC, assists the Company in its restructuring
effort. The Company estimated its assets and liabilities at
$1,000,001 to $100,000,000.
NATIONAL CONSUMER: S&P Withdraws 'B/C' Counterparty Credit Rating
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its 'B/C'
counterparty credit rating on National Consumer Cooperative Bank
at the company's request.
S&P's 'AAA' rating on debt issued by NCB and its indirect thrift
subsidiary NCB FSB under the Temporary Liquidity Guarantee Program
is unaffected by this rating action and will remain outstanding.
NEW CENTURY COS: Appoints Six Members to Board of Directors
-----------------------------------------------------------
New Century Companies, Inc., appointed six new members to its
Board of Directors, significantly expanding the depth and breadth
of the Board's business, financial and sales capabilities
throughout the aerospace industry.
"I am incredibly impressed with the background and experience of
my colleagues," commented new Chairman of the Board, Jerrold S.
Pressman, "We are honored to assist the Company in continuing its
growth strategy as it becomes a world class aerospace
manufacturer." The new directors are:
-- Jerrold S. Pressman, founded Master Protection
Corporation, now a division of Tyco International Ltd.
(NYSE: TYC). Principal advisor to True Position
Technologies, Inc., manufacturing precision machined parts
and assemblies for aircraft, aerospace, and commercial
industries. Chairman of EPD Investment Co., LLC. Served
Federal Government for 10 years as Co-Chairman of Board of
Visitors, via appointments from two U.S. Presidents, and
represented FEMA with the U.S. Congress and state
emergency management agencies.
-- Michael J. Goldberg, director and CEO of IDO Security Inc.
(OTCBB: IDOI), designs and develops homeland security
devices for airport screening. Former director of
aerospace company Kreisler Manufacturing Corporation
(NASDAQ: KRSL), manufacturing precision machined
components and high-quality engineered assemblies for
military and commercial aircraft engines. Consultant for
OAO Corporation, now the Technology Services unit of
Lockheed Martin Corporation (NYSE: LMT).
-- James D. Henderson, former Chief of the Los Angeles Strike
Force on Organized Crime and Racketeering for the United
States Department of Justice. Twenty years in private
practice in U.S. Securities Exchange Act compliance, SEC
investigations, and enforcement of Federal statutes and
regulations.
-- Michael C. Cabral, founded Precision Aerostructures, Inc.,
and has designed and engineered precision aircraft
components for Lockheed Martin Corporation (NYSE: LMT),
L-3 Communications Holdings, Inc. (NYSE: LLL), and General
Electric Company (NYSE: GE). Previously worked for
McDonnell Douglas, The Boeing Company (NYSE: BA),
Honeywell International, Inc. (NYSE: HON), and Goodrich
Corporation (NYSE: GR).
-- Randall D. Humphreys, Chairman and Managing Director of
Glenwood Capital, LLC, providing operational and
turnaround management consulting, and principal investing
in private and public companies. Director and strategic
advisor to multiple public and private companies.
-- Kenneth J. Koock, retired Vice-Chairman of investment bank
M.H. Meyerson & Co., Inc. Involved with raising hundreds
of millions in equity funding through IPOs, follow-on
public financings and private placements. Chairman of
Angstrom Technologies, Inc., specializing in security and
detection systems, and director of numerous public
companies.
The new directors join the Company's current Chief Executive
Officer David Duquette on the board:
-- David Duquette has manufactured machine tools for aircraft
engine components, landing gear, and aerostructure parts
for General Dynamics Corporation (NYSE: GD), Northrop
Grumman Corporation (NYSE: NOC), and McDonnell Douglas
Corporation. Founded US Machine Tools, sold to Bendix
Corporation, now a division of Honeywell International,
Inc. (NYSE: HON). Began at Pratt & Whitney Aircraft
Division of United Aircraft Corporation, now United
Technologies Corporation (NYSE: UTX).
As reported by the Troubled Company Reporter on March 9, 2010, New
Century Companies filed its quarterly on Form 10-Q, showing a net
loss of $21.3 million on $644,609 of revenue for the three months
ended September 30, 2009, compared with a net loss of $1.9 million
on $997,890 of revenue for the same period of 2008. The Company's
balance sheet as of September 30, 2009, showed $1.1 million in
assets and $30.1 million of debts, for a stockholders' deficit of
$28.9 million.
As of September 30, 2009, the Company has an accumulated deficit
of approximately $37.1 million, had recurring losses, a working
capital deficit of approximately $29.2 million, and was also in
default on its convertible notes. "These factors raise
substantial doubt about the Company's ability to continue as a
going concern."
Santa Fe Springs, Calif.-based New Century Companies, Inc. and its
wholly owned subsidiary, New Century Remanufacturing, Inc.,
provides after-market services, including rebuilding, retrofitting
and remanufacturing of metal cutting machinery.
NEW CENTURY COS: Delays Filing of Annual Report on Form 10-K
------------------------------------------------------------
New Century Companies failed to file its annual report on Form
10-K for the period ended December 31, 2009, by the March 31
deadline. The Company explained it requires additional time to
complete its financial statements.
As reported by the Troubled Company Reporter on March 9, 2010, New
Century Companies filed its quarterly on Form 10-Q, showing a net
loss of $21.3 million on $644,609 of revenue for the three months
ended September 30, 2009, compared with a net loss of $1.9 million
on $997,890 of revenue for the same period of 2008. The Company's
balance sheet as of September 30, 2009, showed $1.1 million in
assets and $30.1 million of debts, for a stockholders' deficit of
$28.9 million.
As of September 30, 2009, the Company has an accumulated deficit
of approximately $37.1 million, had recurring losses, a working
capital deficit of approximately $29.2 million, and was also in
default on its convertible notes. "These factors raise
substantial doubt about the Company's ability to continue as a
going concern."
Santa Fe Springs, Calif.-based New Century Companies, Inc. and its
wholly owned subsidiary, New Century Remanufacturing, Inc.,
provides after-market services, including rebuilding, retrofitting
and remanufacturing of metal cutting machinery.
NEW ENERGY SYSTEMS: CFO Junfeng Chen to Serve as Corp. Secretary
----------------------------------------------------------------
The Board of Directors of New Energy Systems Group on April 7,
2010, appointed Junfeng Chen -- current Chief Financial Officer of
the Company -- as Secretary of the Company. Mr. Chen does not
hold any other directorships with reporting companies in the
United States. There are no family relationships between Mr. Chen
and the directors, executive officers, or persons nominated or
chosen by the Company to become directors or executive officers.
During the last two years, there have been no transactions, or
proposed transactions, to which the Company was or is to be a
party, in which Mr. Chen (or any member of his immediate family)
had or is to have a direct or indirect material interest.
About New Energy Systems Group
With offices in New York and Shenzhen, China, New Energy Systems
Group (OTCBB: NEWN) -- http://www.chinadigitalcommunication.com/
-- manufactures and distributes lithium ion batteries. The
company assembles and distributes finished batteries through its
sales network and channel partners. The company also sells high-
quality lithium-ion battery shell and cap products to major
lithium-ion battery cell manufacturers in China. The company's
products are used to power mobile phones, MP3 players, laptops,
digital cameras, PDAs, camera recorders and other consumer
electronic digital devices.
On November 17, 2009, China Digital obtained approval from FINRA
to change its name to New Energy Systems Group. In conjunction
with the name change, the company's CUSIP number was changed to
643847106 and the stock began trading under the ticker symbol
"NEWN" on November 18.
At September 30, 2009, the Company had $17,622,130 in total assets
against $3,197,717 in total liabilities, all current. At
September 30, 2009, the Company had accumulated deficit of
$4,660,858 and stockholders' equity of $14,424,413.
Going Concern
In its quarterly report on Form 10-Q, the Company said it believes
it has sufficient cash to continue its current business through
September 30, 2010, due to expected increased sales revenue and
net income from operations. "However we have suffered recurring
losses in the past and have a large accumulated deficit. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern," the Company said.
The Company has taken certain restructuring steps to provide the
necessary capital to continue its operations. These steps
included 1) acquire profitable operations through issuance of
equity instruments, and 2) to continue actively seeking additional
funding and restructure the acquired subsidiaries to increase
profits and minimize the liabilities.
NEW ENERGY SYSTEMS: Delays Filing of 2009 Annual Report
-------------------------------------------------------
New Energy Systems Group failed to file its annual report on Form
10-K for the year ended December 31, 2009, by the March 31
deadline. In a regulatory filing, the Company said it cannot file
its December 31, 2009 Form 10-K within the prescribed time period
because its independent accountants have not completed the process
of gathering and analyzing the financial information necessary for
the review of the financial statements that will be included in
the Form 10-K.
About New Energy Systems Group
With offices in New York and Shenzhen, China, New Energy Systems
Group (OTCBB: NEWN) -- http://www.chinadigitalcommunication.com/
-- manufactures and distributes lithium ion batteries. The
company assembles and distributes finished batteries through its
sales network and channel partners. The company also sells high-
quality lithium-ion battery shell and cap products to major
lithium-ion battery cell manufacturers in China. The company's
products are used to power mobile phones, MP3 players, laptops,
digital cameras, PDAs, camera recorders and other consumer
electronic digital devices.
On November 17, 2009, China Digital obtained approval from FINRA
to change its name to New Energy Systems Group. In conjunction
with the name change, the company's CUSIP number was changed to
643847106 and the stock began trading under the ticker symbol
"NEWN" on November 18.
At September 30, 2009, the Company had $17,622,130 in total assets
against $3,197,717 in total liabilities, all current. At
September 30, 2009, the Company had accumulated deficit of
$4,660,858 and stockholders' equity of $14,424,413.
Going Concern
In its quarterly report on Form 10-Q, the Company said it believes
it has sufficient cash to continue its current business through
September 30, 2010, due to expected increased sales revenue and
net income from operations. "However we have suffered recurring
losses in the past and have a large accumulated deficit. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern," the Company said.
The Company has taken certain restructuring steps to provide the
necessary capital to continue its operations. These steps
included 1) acquire profitable operations through issuance of
equity instruments, and 2) to continue actively seeking additional
funding and restructure the acquired subsidiaries to increase
profits and minimize the liabilities.
NOVADEL PHARMA: Seeks to Raise $1,381,000 in Stock Offering
-----------------------------------------------------------
NovaDel Pharma, Inc., is offering for sale 9,100,001 shares of its
common stock, par value $0.001 per share, and warrants to purchase
7,583,335 shares of common stock, according to a prospectus
supplement filed end of March 2010.
For each share of common stock, a five-year warrant to purchase
0.50 shares of common stock at an exercise price of $0.25 per
share of common stock and a six month warrant to purchase 0.33
shares of common stock at an exercise price of $0.25 per share of
common stock will also be issued. Each share of common stock,
together with the warrants, will be sold at a negotiated price of
$0.165.
The Company has retained Chardan Capital Markets, LLC, to act as
exclusive placement agent.
The net offering proceeds to the Company from the sale of the
Common Stock and Warrants -- after deducting the placement agent
fees of approximately $90,000 and other estimated offering
expenses payable by the Company of approximately $30,000 -- are
expected to be approximately $1,381,000.
The Company's common stock is listed for trading on the Over-the-
Counter Bulletin Board under the symbol "NVDL.OB." On March 30,
2010, the closing sales price for the common stock on the OTCBB
was $0.24 per share and the aggregate market value of the
outstanding common stock was $21.4 million, based on 89.3 million
shares of outstanding common stock, of which 31.0 million shares
are held by affiliates. The Company has sold 5.5 million
securities pursuant to General Instruction I.B.6. of Form S-3
during the prior 12 calendar month period ended March 31, 2010.
The Company intends to use all of the net proceeds, together with
cash on hand, for general corporate purposes which may include
research and development, sales and marketing, general
administrative expenses, working capital, capital expenditures,
future acquisitions and repayment of debt.
A full-text copy of the Company's prospectus supplement is
available at no charge at http://ResearchArchives.com/t/s?5fbd
In 2009, the Company entered into an agreement with Seaside 88,
LP. Under the terms of the agreement and subject to the approval
of the NYSE Amex LLC, Seaside committed to purchase up to
13.0 million NovaDel common shares, in a series of closings every
two weeks in the amount of 500,000 shares each for a total of up
to 26 purchases. The Company had received approval from NYSE Amex
LLC to issue up to 12.0 million shares over 12 months. As of
March 24, 2010, the Company has received $200,140 in gross
proceeds for 2010. On March 26, 2010, the Company mutually agreed
to terminate the common stock purchase agreement with Seaside 88.
The Company explained that upon the filing of its Annual Report on
Form 10-K for the year ending December 31, 2009, it would no
longer be eligible to use the Registration Statement covering the
sale of shares under the Seaside Purchase Agreement. The parties
agreed to enter into the Termination Agreement because the Company
would no longer be able to provide Seaside with registered shares
after such filing date and Seaside was not willing to purchase
unregistered shares at future closings as required by the Purchase
Agreement. The Company has not incurred any early termination
penalties and there are no further obligations outstanding under
the Purchase Agreement.
About NovaDel Pharma
Bridgewater, N.J.-based NovaDel Pharma Inc. is a specialty
pharmaceutical company developing oral spray formulations for a
broad range of marketed pharmaceuticals.
The Company's balance sheet as of December 31, 2009, showed
$4.5 million in assets and $8.8 million of debts, for a
stockholders' deficit of $4.3 million.
J.H. Cohn LLP, in Roseland, N.J., 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 negative cash flows from operating activities.
NOVADEL PHARMA: Raises $800,000 in Sale of Shares to ProQuest
-------------------------------------------------------------
ProQuest Investments II, L.P., disclosed in a regulatory filing
that on March 31, 2010, it acquired 4,848,485 shares of NovaDel
Pharma Inc. Common Stock, Series A Warrants to purchase 2,424,423
shares of Common Stock and Series B Warrants to purchase 1,616,162
shares of Common Stock. The aggregate purchase price for these
shares, Series A Warrants and Series B Warrants was $800,000.03.
This acquisition was financed by working capital.
ProQuest also disclosed that it and its affiliated entities as of
March 31, 2010, may be deemed to be the beneficial owners of an
aggregate of 34,353,138 shares of NovaDel Common Stock and
15,473,750 currently exercisable warrant shares, over all of which
securities they have shared voting and shared dispositive power.
The 49,826,888 shares of Common Stock beneficially owned by
ProQuest, et al., represent 43.8% of the issued and outstanding
shares of NovaDel Common Stock based on 98,383,001 shares of
Common Stock outstanding as of March 31, 2010 as set forth by
NovaDel in its final prospectus filed with the Securities and
Exchange on March 31, 2010.
About NovaDel Pharma
Bridgewater, N.J.-based NovaDel Pharma Inc. is a specialty
pharmaceutical company developing oral spray formulations for a
broad range of marketed pharmaceuticals.
The Company's balance sheet as of December 31, 2009, showed
$4.5 million in assets and $8.8 million of debts, for a
stockholders' deficit of $4.3 million.
J.H. Cohn LLP, in Roseland, N.J., 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 negative cash flows from operating activities.
NOVASTAR FIN'L: Dec. 31 Balance Sheet Upside-Down by $1.4-Billion
-----------------------------------------------------------------
NovaStar Financial, Inc.'s net loss narrowed for the year ended
December 31, 2009. NovaStar posted a net loss available to common
shareholders of $181.102 million for 2009 from a net loss of
$660.482 million for 2008. Interest income was $153.844 million
for 2009 from $235.009 million for 2008.
At December 31, 2009, the Company had total assets of
$1.459 billion against total liabilities of $2.536 billion,
resulting in shareholders' deficit of $1.076 billion. At
December 31, 2008, shareholders' deficit was $876.773 million.
As of March 30, 2010, the Company has $15.5 million in cash and
cash equivalents (including $1.8 million of restricted cash).
During 2009 the Company continued its strategy of developing
StreetLinks and significantly increased its appraisal volume. For
the year ended December 31, 2009, StreetLinks had revenues of
$31.1 million, as compared to $2.5 million in 2008. StreetLinks
incurred significant start-up expenses to develop its
infrastructure in 2009, which are not expected to recur. As a
result, management expects StreetLinks to produce positive net
cash and earnings commencing in the first quarter of fiscal 2010.
During 2009, the Company received $18.5 million in cash on its
securities portfolio, however, it anticipates that the amount of
cash received in fiscal 2010 will be significantly less than the
amount received in fiscal 2009.
During 2009, the Company used significant amounts of cash to pay
for costs related to its legacy mortgage lending and servicing
operations, pay for current administrative costs and invest in
StreetLinks and Advent. The Company intends to continue to invest
in Advent in 2010 while it evaluates its business model, however
the Company will limit the negative impact on liquidity and does
not believe that Advent will be a significant use or source of
cash during 2010.
As part of its near-term future strategy, the Company will focus
on growing StreetLinks customer base, minimizing operating costs
and expenses, and preserving liquidity. StreetLinks and the
Company's mortgage securities are the primary source of cash
flows. The cash flows from the mortgage securities will continue
to decrease as the underlying mortgage loans are repaid and could
be significantly less than the current projections if losses on
the underlying mortgage loans exceed the current assumptions. The
Company's liquidity consists solely of cash and cash equivalents.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5f2d
On January 13, 2010, the Circuit Court of Jackson County,
Missouri, preliminarily approved a proposed settlement, as set
forth in a Stipulation of Settlement dated as of November 24,
2009, of a consolidated shareholder derivative litigation pending
before the court styled O'Brien, Derivatively on behalf of
NovaStar Financial, Inc. v. Scott F. Hartman, et al., Case No.
0816-CV02978 (Consolidated with Case No. 0816-CV04731), and of the
federal shareholder derivative litigation styled Iaccarino v.
Hartman, et al., Case No. 4:08-cv-469-ODS, pending in the United
States District Court for the Western District of Missouri. The
Settlement affects persons who owned common stock of NovaStar
Financial, Inc., as of November 24, 2009, and who continue to hold
such stock as of the final settlement approval hearing. The
Actions alleged that the Individual Defendants breached their
fiduciary duties by allowing the Company's internal accounting and
lending controls to deteriorate while issuing improper statements
that incorrectly stated NovaStar's exposure to the subprime
mortgage crisis.
About NovaStar Financial
NovaStar Financial, Inc., used to originate, purchase, securitize,
sell, invest in and service residential nonconforming mortgage
loans and mortgage backed securities. During 2007 and early 2008,
NovaStar discontinued its mortgage lending operations and sold its
mortgage servicing rights which subsequently resulted in the
closure of its servicing operations.
During 2008, NovaStar purchased a 75% interest in StreetLinks
National Appraisal Services LLC, a residential appraisal
management company. During 2009, it acquired a 70% interest in
Advent Financial Services LLC, a start up operation which provides
access to tailored banking accounts, small dollar banking products
and related services to meet the needs of low and moderate income
level individuals. Advent began its operations in December 2009.
NRG ENERGY: Bank Debt Trades at 1% Off in Secondary Market
----------------------------------------------------------
Participations in a syndicated loan under which NRG Energy, Inc.,
is a borrower traded in the secondary market at 98.51 cents-on-
the-dollar during the week ended Friday, April 9, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 0.79 percentage
points from the previous week, The Journal relates. The Company
pays 175 basis points above LIBOR to borrow under the facility.
The bank loan matures on Feb. 1, 2013, and carries Moody's Baa3
rating and Standard & Poor's BB+ rating. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
Headquartered in Princeton, NRG Energy, Inc., owns approximately
24,000 megawatts of generating facilities, primarily in Texas and
the northeast, south central and western regions of the US. NRG
also owns generating facilities in Australia and Germany.
NUMOBILE INC: Gruber and Company Raises Going Concern Doubt
-----------------------------------------------------------
NuMobile, Inc., filed on April 8, 2010, its annual report on
Form 10-K for the year ended December 31, 2009.
Gruber and Company, LLC, expressed substantial doubt about the
Company's ability to continue as a going concern. The independent
auditors noted that the Company has incurred a net loss of
$1,502,715, used cash for operations of $587,209 for the year
ended December 31, 2009, has an accumulated deficit of $9,552,051
as of December 31, 2009, and has a working capital deficit of
$9,031,000 as of December 31, 2009.
The Company reported a net loss of $1,502,715 for 2009, compared
with a net loss of $360,153 for 2008.
The Company's balance sheet as of December 31, 2009, showed
$5,184,342 in assets and $9,339,447 of debts, for a stockholders'
deficit of $4,155,105.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fb4
Louisville, Ky.-based NuMobile, Inc. currently conducts its
operations through its subsidiaries Enhance Network
Communications, Inc. and Stonewall Networks, Inc. Enhance
provides a wide variety of services from infrastructure architect
to software as a service supplier. Stonewall Networks has built
the Cornerstone Security Policy Manager, an engine for security
policy modeling, implementation, monitoring, enforcement, and
auditing.
NUTRACEA: Unsecured Creditors Object to Equine Brands Sale
----------------------------------------------------------
BankruptcyData.com reports that NutraCea's official committee of
unsecured creditors filed with the U.S. Bankruptcy Court a limited
objection to the Company's motion to (1) sell equine brands and
associated inventory and (2) enter into a supply agreement with
Manna Pro Products. Among other things, the objection maintains,
"Despite the Committee's multiple requests, the Debtor still has
not provided the Committee with sufficient information to
meaningfully assess the administrative risk posed by the Supply
Agreement."
NutraCea is a world leader in production and utilization of
stabilized rice bran. NutraCea holds many patents for stabilized
rice bran (SRB) production technology and proprietary products
derived from SRB. NutraCea's proprietary technology enables the
creation of food and nutrition products to be unlocked from rice
bran, normally a waste by-product of standard rice processing.
Phoenix, Arizona-based Nutracea, a California corporation, filed
for Chapter 11 bankruptcy protection on November 10, 2009 (Bankr.
D. Ariz. Case No. 09-28817). S. Cary Forrester, Esq., at
Forrester & Worth, PLLC, assists the Company in its restructuring
effort. The Company listed $50,000,001 to $100,000,000 in assets
and $10,000,001 to $50,000,000 in liabilities.
PATIENT SAFETY: 2009 Net Loss Widens to $17.6 Million
-----------------------------------------------------
Patient Safety Technologies, Inc., said net loss applicable to
common shareholders widened to $17,607,905 for the year ended
December 31, 2009, from a net loss of $4,450,174 for 2008.
Revenues were $4,503,535 for 2009 from $2,779,871 for 2008.
At December 31, 2009, the Company had total assets of $11,526,894
against total liabilities of $17,359,452, resulting in a
stockholders' deficit of $5,832,558. At December 31, 2008, the
Company had stockholders' equity of $29,242. The December 31,
2009 balance sheet also showed strained liquidity: the Company had
total current assets of $5,126,283 against total current
liabilities of $16,495,410.
In its March 31, 2010 report, Squar, Milner, Peterson, Miranda &
Williamson, LLP, in San Diego, California, noted that the
Company's significant recurring net losses through December 31,
2009, and significant working capital deficit as of December 31,
2009, raise substantial doubt about the Company's ability to
continue as a going concern.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5fbe
About Patient Safety Technologies
Patient Safety Technologies, Inc. (OTC: PSTX) --
http://www.surgicountmedical.com/-- through its wholly owned
operating subsidiary SurgiCount Medical, Inc., provides the
Safety-Sponge(TM) System, a system designed to improve the
standard of patient care and reduce health care costs by
preventing the occurrence of surgical sponges and other retained
foreign objects from being left inside patients after surgery.
RFOs are among one of the most common surgical errors.
PENNSYLVANIA NAT'L: Moody's Hikes Surplus Note Rating from 'Ba1'
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
surplus note rating of Pennsylvania National Mutual Casualty
Insurance Company to Baa3 from Ba1. In the same action, Moody's
upgraded the insurance financial strength ratings of the group's
primary insurance companies to A3 from Baa1. The outlook for the
ratings is stable.
"The ratings' upgrades on Penn National Insurance reflect the
group's progress in building a more diversified portfolio of
businesses, steady profitability and strong capitalization despite
the turmoil in the broader financial markets as well as its
relatively low financial leverage profile," explains Enrico Leo,
analyst at Moody's.
Personal lines insurance now constitutes about 35% of total net
premiums written, which Moody's believes will provide better
product and revenue diversification over the long-term, given its
historically dominant commercial lines book of business. The
company has also made significant strides in improving its pricing
and technological capabilities for independent agents, which
should help the company navigate these highly competitive markets.
Lastly, lead paint claims remain an area of focus for the company.
Moody's believes that lead paint claims will continue to be a
moderate drag on profitability, but manageable within the group's
overall financial profile.
Penn National Insurance's ratings also reflect the group's
established position in smaller independent agency markets,
consistent operating results, conservative balance sheet, and
moderate exposure to natural and man-made catastrophes. These
strengths are partly offset by intense competition in personal and
small commercial lines insurance, significant geographic
concentration as 41% of premiums come from Pennsylvania,
significant weighting on long-tail risks which leads to more
reserve uncertainty, and the company's modest scale, which limits
its operating and financial flexibility.
These ratings have been upgraded with a stable outlook:
* Pennsylvania National Mutual Casualty Insurance Company -- 9.5%
surplus notes to Baa3 from Ba1, insurance financial strength to
A3 from Baa1; and
* Penn National Security Insurance Company -- insurance financial
strength to A3 from Baa1.
Penn National Insurance, based in Harrisburg, Pennsylvania, is a
mutual property/casualty insurance group that underwrites small
commercial and personal lines insurance through independent
agents. It operates in nine states located in the Mid-Atlantic
and Southeast regions of the United States. For 2009, the group
reported net written premiums of $481 million and statutory net
income of $29 million. Statutory surplus was $485 million as of
December 31, 2009.
The last rating action for Penn National Insurance occurred on
February 13, 2009, when Moody's reiterated its positive outlook on
the company's ratings.
PETROFLOW ENERGY: Delays Filing of Financial Reports in Canada
--------------------------------------------------------------
Canada-based Petroflow Energy Ltd. will not meet the previously
announced date of April 9th for filing the Company's audited
financials for the years ended December 31, 2009 and 2008 and
accompanying management discussion and analysis or the Annual
Information Form with securities regulators in Canada. The
reasons for the Company's inability to meet the filing deadlines
are that it has taken more time than was anticipated to assure
that the financial disclosure meets the required standards, such
that certifications respecting the annual filings can be made as
required by Canadian law.
The Company currently plans to complete all of its annual filings
when it completes the audit. The Company's failure to file the
required continuous disclosure documents may result in securities
commissions in Canada imposing an Issuer Cease Trade Order. There
are no assurances that the Company will be able to continue as a
going concern.
Petroflow continues to work with its banking syndicate on its
financial condition under the current forbearance agreement. The
Company has dissolved all of its hedge positions resulting in
approximately a $4.75 million gain, which has been repaid to the
banking syndicate, reducing the outstanding senior debt to the
syndicate of approximately $98.75 million. However, there are no
assurances that the Company will be able to continue as a going
concern.
PETTERS GROUP: Unsecured Creditors to Get Stock for Claims
----------------------------------------------------------
MN Airlines, LLC dba Sun Country Airlines and MN Airline Holdings,
Inc., debtor-affiliates of Petters Group Worldwide LLC filed with
the U.S. Bankruptcy Court for the District of Minnesota a
Disclosure Statement in relation to their proposed Plan of
Reorganization.
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
amendment of the Debtors' articles of incorporation and bylaws.
Solely for purposes of distributions under the Plan, the
properties of each Debtor will be deemed consolidated. Under the
Plan, no distributions will be made on any Intercompany Claims,
and all claims based on co-Debtor guaranties or other bases of co-
Debtor liability will be cancelled. The Plan will not result in
the merger or otherwise affect the separate legal existence of
each Debtor, other than with respect to distributions under the
Plan.
Treatment of Claims
Holders of All Allowed Priority Non-Tax Claims not previously paid
will be paid in full, in cash.
Holders of Class 2 - secured claims will receive payment of that
claim in cash.
Holders of Class 4 - convenience claims ($1,275,000) will receive
cash equal to 20% of the allowed convenience claim.
Holders of Class 5 - unsecured claims ($80,000,000) will receive
100 shares of new common stock for each $1,000 of allowed claim on
the initial distribution date. Holders of allowed unsecured
claims may elect to reduce their claims to be treated in Class 4
convenience claims.
Holders of Classes 6A Equity Interests in Parent and 6B Equity
Interests in Sun Country will receive no distributions on account
of equity.
A full-text copy of the Disclosure Statement is available for free
at http://bankrupt.com/misc/MNAirlines_DS.pdf
The Debtors are represented by:
Michael L. Meyer
Ravich Meyer
Kirkman McGrath Nauman & Tansey, A Professional Association
4545 IDS Center
80 South Eighth Street
Minneapolis, MN 55402
Tel: (612) 332-8511
Fax: (612) 332-8302
About Petters Group Worldwide LLC
Based in Minnetonka, Minnesota, Petters Group Worldwide LLC is
named for founder and chairman Tom Petters. The group is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Petters formed the company in 1988.
Petters Company, Inc., is the financing and capital-raising unit
of Petters Group Worldwide, LLC. Petters Company, Inc., Petters
Group Worldwide, LLC, and eight other affiliates filed separate
petitions for Chapter 11 protection (Bankr. D. Minn. Case No.
08-45257) on October 11, 2008. James A. Lodoen, Esq., at
Lindquist & Vennum P.L.L.P., serves as the Debtors' counsel.
In its petition, Petters Company, Inc., listed debts of between
$500 million and $1 billion, while its parent, Petters Group
Worldwide, LLC, listed debts of not more than $50,000.
As reported in the Troubled Company Reporter on October 7, 2008,
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and
08-35198) on October 6, 2008 . Petters Aviation, LLC is a
wholly owned unit of Thomas Petters Inc. and owner of
MN Airline Holdings, Inc., Sun Country's parent company.
PETTERS GROUP: Owner Sentenced 50-Years for $3.7-Bil. Fraud
-----------------------------------------------------------
Thomas Joseph Petters, age 52, of Wayzata, Minn., has been
sentenced to 50 years in federal prison for orchestrating a $3.7
billion Ponzi scheme. The sentence, imposed by U.S. District
Court Judge Richard H. Kyle earlier this morning in St. Paul,
Minn., represents the longest term of imprisonment ever ordered in
a financial fraud case in Minnesota history. In ordering the
prison term, Judge Kyle said, "I'm not satisfied that if he were
released early, he wouldn't re-offend."
Following a month-long trial, Petters was convicted on Dec. 2,
2009, of 10 counts of wire fraud, three counts of mail fraud, one
count of conspiracy to commit mail and wire fraud, one count of
conspiracy to commit money laundering, and five counts of money
laundering. While referring to the lack of believability in
Petters' trial testimony, Judge Kyle said, "It just didn't pass
the smell test."
After the sentencing, U.S. Attorney B. Todd Jones said, "For years
Tom Petters built his life on the shattered dreams of others.
Minnesotans need to be reminded there are thousands of
entrepreneurs in our state who are grounded in community values,
give generously to charity, act as true mentors to other business
people, are ethical stewards of investors and grow good jobs.
They are not Tom Petters. Tom Petters is a fraud, and now he will
pay a huge price for his self-enrichment and his deceit. The
sentence imposed today by the court and the tremendous efforts
made by an outstanding prosecution team in presenting this case to
a jury should send a strong message to others that we in the
Department of Justice are committed to investigating and
vigorously prosecuting those who commit financial crimes,
particularly during these tough economic times."
Ralph S. Boelter, Special Agent in Charge of the Minneapolis field
office of the Federal Bureau of Investigation, added, "It is my
hope that this day will mark the start of a recovery process of
sorts for all those victimized by Tom Petters, and that his
sentence, appropriate for the crimes committed, will serve an
effective deterrent to those similarly inclined."
According to the evidence presented at trial, Petters, assisted by
others, defrauded and obtained billions of dollars in money and
property by inducing investors to provide Petters Company, Inc.,
(PCI) funds to purchase merchandise that was to be resold to
retailers at a profit. However, no such purchases were made.
Instead, the defendants and co-conspirators diverted the funds for
other purposes, such as making lulling payments to investors,
paying off those who assisted in the fraud scheme, funding
businesses owned or controlled by the defendants and financing Tom
Petters' extravagant lifestyle.
"In simplest terms, promoters of Ponzi schemes prey upon trusting
investors and then steal their hared-earned money," said Julio
LaRosa, Special Agent in Charge of the Internal Revenue Service
(IRS) - Criminal Investigation Division. "This case was a blatant
example of this type of fraud, and the IRS - Criminal
Investigation Division, along with its law enforcement partners,
worked diligently to get to the facts behind the facade and ensure
that those responsible face the punishment they brought on
themselves for the devastation they caused in the lives of so
many."
The investigation of this case began on Sept. 8, 2008, when co-
conspirator Deanna Coleman and her attorney reported to
authorities that she had been assisting Petters in executing a
multi-billion-dollar Ponzi scheme over the previous 10 years.
Coleman claimed she, Petters and co-conspirator Robert White had
fabricated business documents to entice investors into lending
Petters money purportedly to buy electronic goods to be sold to
big-box retailers, such as Costco and Sam's Club.
Coleman subsequently agreed to work with law enforcement. She
wore a recording device to tape conversations with Petters and
others to substantiate her claims as well as White and Petters'
involvement in the fraud. Within the first few hours of Coleman's
recorded conversations, Petters was heard admitting that purchase
orders were "fake" and claiming "divine intervention" was the only
explanation for how he and his co-conspirators "could have got
away with this for so long." Those recorded conversations
chronicled the history of the scheme as well as the conspirators'
efforts to maintain it by obtaining new investor funds and lulling
long-term investors. The recordings also detailed how the
conspirators planned to avoid responsibility if the fraud was
discovered.
On September 24, 2008, agents from the Federal Bureau of
Investigation; the Internal Revenue Service, Criminal
Investigation Division; and the U.S. Postal Inspection Service
executed search warrants at Petters' headquarters, Petters' home,
and other locations. They recovered numerous documents and
evidence. Within days, PCI filed for bankruptcy. On October 3,
Petters was arrested and detained after authorities learned he had
been discussing fleeing the jurisdiction. He has been in custody
since that time. His indictment on these charges occurred in
December of 2008.
Shawn S. Tiller, Postal Inspector in Charge of the Denver
Division, which includes the Twin Cities, said, "The sentencing
today of Tom Petters in this $3.7 billion Ponzi scheme is
reassurance that the U.S. Attorney's Office and the U.S. Postal
Inspection Service will remain at the forefront of investigating
cases like these, where the trust and confidence of the American
public has been violated through the criminal misuse of the U.S.
mail. As long as there are individuals such as Petters and those
associated with his company, PCI, who continue to misuse the U.S.
mail to steal the hard-earned money of investors and ruin their
hopes and dreams of a secure financial future, postal inspectors
will be there to ensure that justice is served."
Through Petters' scam, potential investors were provided
fabricated documents that listed goods purportedly purchased by
PCI from various vendors and then sold to retailers. In some
instances, investors also were provided false records indicating
that PCI had wired its own funds to vendors, thus giving the
appearance that PCI had money invested in the deals too. In
addition, investors frequently received false PCI financial
statements showing the company was owed billions of dollars from
retailers. To induce investors further, Petters often signed
promissory notes and provided his personal guarantee for the funds
received. Those who invested, however, were not paid through
profits from actual transactions. Rather, they were paid with
money obtained from subsequent investors and, sometimes, even
their own money.
PCI, which was formed in 1994, was solely owned by Petters and was
used for fraudulent purposes from the start. Petters inflated and
falsified purchase orders in an effort to obtain more money from
investors, which, in turn, he used to pay other investors as well
as his increasingly lavish personal lifestyle. When Petters could
not pay an investor on time, he employed delay and evasion
tactics, such as promising payment in the near future, making up
excuses about slow payments from retailers, or providing checks
that bounced. As the scheme progressed, Coleman, who was hired by
Petters as an office manager in 1993, began fabricating PCI
purchase orders and transferring funds between investors.
In 1999, Petters wanted to give investors false bank statements to
"verify" PCI's purported bank transactions with retailers.
Therefore, Petters turned to White, his friend, who agreed to
prepare the fraudulent documents. Afterward, Petters hired White
and gave him the title of chief financial officer of PCI. Among
other things, White was responsible for fabricating retailer
purchase orders and PCI financial records.
To further his scheme, Petters recruited purported vendors to
assist him. In 2001, he asked business associates Larry Reynolds
and Michael Catain to launder billions of dollars of investor
funds through their business accounts and back to Petters and PCI.
Reynolds operated Nationwide International Resources, Inc. (NIR)
and previously had conducted deals involving shoes and clothing
with retailers, including Petters. In 2001, Petters asked
Reynolds to allow him to wire money through Reynolds's bank
accounts in exchange for a percentage of the funds in
"commission."
Petters made a similar agreement with Catain. As a result, in
early 2002, Catain created a sham company, Enchanted Family Buying
Co. (EFBC), and opened a business bank account. He then directed
funds from Petters through that business account and back to
Petters and PCI, less a commission. EFBC did no real business. In
fact, its headquarters was above Catain's car wash, just a few
miles from Petters' headquarters.
Between January 2003 and September 2008, approximately $12 billion
flowed through the NIR account into the PCI account. During that
same time period, roughly the same amount flowed through the EFBC
account into PCI. Although each company was purportedly a vendor,
selling hundreds of millions of dollars in merchandise, bank
records revealed no vendor income from those transactions.
Instead, money only flowed one way - from the companies to PCI.
In April of 2001, PCI opened a new bank account that only Petters
and Coleman were authorized to use. From January 2003 to
September 2008, approximately $35 billion was wired into that
account from investors, NIR, and EFBC. Although PCI supposedly was
selling merchandise to retailers, none of the deposits into the
account came from retailers. Moreover, while some funds in the
account went to pay investors, other money from the account was
used for bonuses for Petters' employees, most of whom did not even
work for PCI. In addition, hundreds of millions of dollars went
to fund Petters' companies, including Petters Warehouse Direct and
RedTag. Petters also used PCI funds to employ family members,
purchase real estate for family members, and fund businesses for
them. Finally, millions went to Coleman and White, while Petters
himself received tens of millions in account dollars.
Petters continued to purchase and operate companies in an effort
to maintain the facade of a successful businessman and create a
false air of legitimacy that would lure new investors. The
companies he bought were purchased with proceeds of the PCI fraud,
and they included Fingerhut, Polaroid, and Sun Country Airlines,
which, collectively, became known as Petters Group Worldwide, or
PGW. Each year PCI wrote off millions of dollars in losses based
on the losses it incurred from funding these other companies.
However, the companies provided Petters the appearance he needed
to keep the scam going.
By the end of 2007, the conspirators were struggling to find new
investors, and PCI was slow to pay hundreds of millions of dollars
in promissory notes held by Lancelot Investment Management, which
was operated by Greg Bell. Petters told Bell the slow payments
were due to his retailers, who were late in paying him. As a
result, Bell agreed to an extension on the payments so the notes
would not go into default. In February 2008, Bell and Petters
agreed Bell would receive replacement purchase orders from other
retailers for the purported purchase orders held by Lancelot.
Bell suggested they also exchange money so it would appear that
PCI was paying its notes. Between late February 2008 and the date
of the search warrants, Bell and Petters engaged in more than 80
"round trip" financial transactions intended to give the false
impression that PCI was paying its obligations when due.
Petters continued to lull investors even after law enforcement
executed search warrants on September 24, 2008. Furthermore, on
October 1, 2008, Petters suggested to White and Reynolds that they
flee prior to prosecution. Coleman, White, Reynolds, Catain, and
Bell already have pleaded guilty for their roles in the scheme.
Sentencing dates for them, however, have not been scheduled.
James Wemhoff, Petters' personal and business accountant, has pled
guilty to criminal charges not related to the PCI Ponzi scheme.
He has not been sentenced either.
This case was the result of an investigation by the Federal Bureau
of Investigation, the IRS-Criminal Investigation Division, and the
U.S. Postal Inspection Service. It was prosecuted by Assistant
U.S. Attorneys Joseph T. Dixon, John R. Marti, Timothy C. Rank,
and John F. Docherty.
About Petters Group Worldwide LLC
Based in Minnetonka, Minnesota, Petters Group Worldwide LLC is
named for founder and chairman Tom Petters. The group is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Petters formed the company in 1988.
Petters Company, Inc., is the financing and capital-raising unit
of Petters Group Worldwide, LLC. Petters Company, Inc., Petters
Group Worldwide, LLC, and eight other affiliates filed separate
petitions for Chapter 11 protection (Bankr. D. Minn. Case No.
08-45257) on October 11, 2008. James A. Lodoen, Esq., at
Lindquist & Vennum P.L.L.P., serves as the Debtors' counsel.
In its petition, Petters Company, Inc., listed debts of between
$500 million and $1 billion, while its parent, Petters Group
Worldwide, LLC, listed debts of not more than $50,000.
As reported in the Troubled Company Reporter on October 7, 2008,
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and
08-35198) on October 6, 2008 . Petters Aviation, LLC is a
wholly owned unit of Thomas Petters Inc. and owner of
MN Airline Holdings, Inc., Sun Country's parent company.
PHILLIPS-VAN HEUSEN: S&P Downgrades Corp. Credit Rating to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on New York, N.Y.-based Phillips-Van
Heusen Corp. to 'BB+' from 'BBB-'. The ratings were removed from
CreditWatch with negative implications, where they were placed on
March 15, 2010. The outlook is negative.
Concurrently, S&P raised the secured debt ratings to 'BBB' from
'BBB-' and assigned a recovery rating of '1', indicating S&P's
expectation that lenders will receive very high (90% to 100%)
recovery in the event of a payment default. S&P lowered the
existing unsecured debt ratings to 'BB' from 'BB+' and a assigned
a '5' recovery rating, indicating S&P's expectation that lenders
will receive modest (10% to 30%) recovery in the event of a
payment default.
In addition, Standard & Poor's assigned its 'BBB' issue-level
rating (two notches higher than the corporate credit rating) to
PVH's proposed $2.45 billion credit facility, which S&P expects to
finalize in six tranches, denominated in both dollars and euros.
The recovery rating is '1', indicating S&P's expectation that
lenders will receive very high (90% to 100%) recovery in the event
of a payment default. Ratings are based on preliminary terms and
are subject to review upon receipt of final information.
"The rating actions reflect S&P's expectation for the likely
completion of PVH's acquisition of Tommy Hilfiger B.V. for
EUR2.2 billion, primarily with debt," said Standard & Poor's
credit analyst Linda Phelps. "The lowering of the corporate
credit rating to speculative grade reflects PVH's more aggressive
financial policy, the execution challenges of acquiring a company
of the same size with international operations, and the
deterioration of its credit metrics." S&P expects PVH to improve
credit measures over the next few years through debt repayment and
cash flow growth. Over the near to intermediate term, S&P also
expect the company to forego share repurchases, maintain its
current dividend, and restrict acquisitions to small, tuck-in
opportunities financed with free cash flow.
The ratings on PVH reflect the company's participation in the
highly competitive and cyclical apparel industry, which is
vulnerable to fashion risk and changes in consumer discretionary
spending, its more aggressive financial policy, integration risk,
and high leverage. These risks are partially offset by the
company's dominant market position in the men's dress shirt market
and its diversified portfolio of well-recognized brands across
various distribution channels. The rating also reflects
successful integration of past acquisitions, geographic
diversification, and an experienced management team.
PVH is a designer, marketer, and retailer of men's and women's
apparel, accessories, and footwear. In S&P's view, PVH's past
acquisitions and licensing arrangements have leveraged its
operating expertise and spurred the company's growth in recent
years while reducing its reliance on its legacy dress shirt
business. In addition, the company has developed brands by using
its infrastructure, specifically sourcing, information technology,
logistics, and warehousing.
Despite the additional scale and product portfolio and geographic
diversity from the proposed acquisition of Tommy Hilfiger, credit
measures deteriorate measurably and are more in-line with 'BB-'
rating category medians. If the company has difficulty
integrating the acquisition, PVH could have problems improving
credit protection measures significantly in the near term. S&P
could lower the rating if leverage does not decline to about 3.6x
by year-end 2010. To reach the above EBITDA level, EBITDA would
need to rise 10% from pro forma 2009 level. Although unlikely in
the near term, S&P could raise the ratings if the company is able
to reduce leverage below 2.8x and trend down to 2.5x.
PHILADELPHIA NEWSPAPERS: Plan Confirmation Hearing Set for May 25
-----------------------------------------------------------------
Philadelphia Newspapers, LLC, et al., received approval from the
U.S. Bankruptcy Court for the District of Pennsylvania of the
disclosure statement for their proposed amended Chapter 11 Plan.
The Bankruptcy Court approval of the Debtors' disclosure statement
allows the Debtors to commence the solicitation of votes for
confirmation of their Plan.
Plan materials and ballots will be mailed on April 14, 2010. The
deadline for returning completed ballots is 5:00 p.m. (prevailing
Eastern Time) on May 14, 2010.
A hearing to consider confirmation of the Plan is scheduled for
May 25, 2010, at 1:00 p.m. (EST). Objections, if any, to
confirmation of the Plan must be received by the Court and notice
parties no later than May 14, 2010, at 5:00 p.m. (EST)
The Chapter 11 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, provides for the distribution of 3% of the equity interests
in the stalking horse to the holders of unsecured prepetition
creditors other than general trade creditors. The Plan provides
that $750,000 will be allocated to general unsecured trade
creditors ($4,082,558), the creditors in this class will receive a
distribution of 18% to 21%. Finally, the Plan provides that
$340,000 will be allocated to general unsecured trade creditors
($710,000 and $1,100,000.) The estimated distribution for this
class is between 31% to 48%.
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.
PHILLIPS-VAN HEUSEN: April 14 Meeting Set for $2.45-Bil. Loan
-------------------------------------------------------------
Phillips-Van Heusen Corp. has set an April 14 meeting in New York
to discuss a $2.45 billion credit facility to back its purchase of
Tommy Hilfiger BV, Carla Main at Bloomberg News reports, citing a
person familiar with the request.
According to the report, the person familiar with the private
discussions said that the financing for the acquisition is split
among a five-year, $450 million multicurrency revolving line of
credit; a five-year, $500 million term loan, and a sixyear,
$1.5 billion term loan, said the person. Barclays Capital,
Deutsche Bank AG, Bank of America Corp., Credit Suisse Group AG
and RBC Capital Markets are said to be arranging the loans.
About Philips-Van Heusen
Philips-Van Heusen Corporation, headquartered in New York, NY
designs, sources, markets, licenses and distributes a broad line
of dress shirts, neckwear and sportswear under owned brands
including Van Heusen, Calvin Klein, IZOD and Arrow and its
licensed brands including Tommy Hilfiger, Geoffrey Beene, Kenneth
Cole New York and numerous other licensees.
In Mid-March 2010, Moody's Investors Service placed Van Heusen's
ratings, including its 'Ba2' corporate and probability of default
ratings, on review possible for downgrade.
In early April 2010, Standard & Poor's Ratings Services said that
it lowered its corporate credit rating on New York, N.Y.-based
Phillips-Van Heusen Corp. to 'BB+' from 'BBB-'. The outlook is
negative.
PHOENIX FOOTWEAR: Posts $7 Million Net Loss for 2009
----------------------------------------------------
Phoenix Footwear Group, Inc., reported results for the fourth
quarter and year ended January 2, 2010:
(A) Fourth Quarter 2009
-- Net earnings of $1.0 million, or $0.13 per share,
compared to a net loss of $14.9 million for the fourth
quarter of fiscal 2008.
-- Income from continuing operations during the fourth
quarter of $612,000, arising from a tax gain, compared
to a loss from continuing operations of $4.4 million
for the fourth quarter of fiscal 2008.
-- Net sales from continuing operations of $4.4 million,
down 25% compared to $5.9 million during the fourth
quarter of fiscal 2008.
-- Income from discontinued operations during the fourth
quarter of $414,000 compared to a loss from
discontinued operations of $10.5 million for the
fourth quarter of fiscal 2008.
-- Funded bank debt balance of $3.0 million at the close
of the fourth quarter, which is an increase of
$383,000 from the close of the third fiscal quarter of
2009.
(B) Full Year 2009
-- Net loss of $7.0 million, or $0.86 per share, compared
to $19.5 million for fiscal 2008.
-- Loss from continuing operations of $5.3 million
compared to $8.3 million for fiscal 2008.
-- Net sales from continuing operations of $19.9 million,
down 33% compared to $29.6 million for fiscal 2008.
-- Loss from discontinued operations of $1.7 million
compared to $11.1 million for fiscal 2008.
Commenting on the quarter, Rusty Hall, CEO, said, "Despite not
being profitable on an operating basis, we were able to report a
profit for the quarter due to income from our Chambers divestiture
and a tax gain. More importantly, the quarter marked further
improvement in our capital base as we completed the refinancing of
our revolving credit facility with First Community Financial.
Also, the period was marked by a continued build of momentum in
our sales efforts. During the second half of 2009, we opened over
60 new or former accounts and we continue to experience double
digit growth in our future orders."
Commenting on the year, Mr. Hall said, "It has been an
unprecedented and challenging year both for our Company and the
retail industry as a whole. Our focus this past 12 months has
been on reducing our cost structure, retiring liabilities and
positioning the Company for a return to growth and profitability.
While we are disappointed with the year's sales and net loss, I
applaud our team's success in reducing our cost structure by
millions of dollars, our bank debt by 74% and our total
liabilities by $11.6 million. More importantly, the work we have
done to improve our product and sales efforts is resulting in
growing backlogs and future orders. Our backlog presently stands
approximately 37% above last year at this time. We are certainly
not out of the woods yet, but our progress has been considerable
and we have reason to be encouraged."
Recently the Worker, Homeownership and Business Assistance Act of
2009 was enacted. The Act provides for an election for federal
taxpayers to increase the carry back period for an applicable net
operating loss to 3, 4 or 5 years. Accordingly, the Company
received a refund of approximately $2.0 million from the Internal
Revenue Service in the first quarter of fiscal 2010.
As of January 2, 2010, the Company had total assets of
$14.702 million against total liabilities of $10.201 million,
resulting in stockholders' equity of $4.501 million. At
January 3, 2009, stockholders' equity was $11.362 million.
A full-text copy of the Company's earnings release is available at
no charge at http://ResearchArchives.com/t/s?5f8d
In its March 30, 2010 report, Mayer Hoffman McCann P.C., in San
Diego, California, raised substantial doubt on the Company's
ability to continue as a going concern. The auditor said the
Company has suffered recurring losses and negative cash flows from
continuing operations.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5f8e
About Phoenix Footwear Group
Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE
Amex: PXG) specializes in quality comfort women's and men's
footwear with a design focus on fitting features. Phoenix
Footwear designs, develops, markets and sells footwear in a wide
range of sizes and widths under the brands Trotters(R),
SoftWalk(R), and H.S. Trask(R). These brands are primarily sold
through department stores, specialty and independent retail
stores, mail order catalogues and internet retailers and are
carried by approximately 650 customers in over 900 retail
locations throughout the U.S. Phoenix Footwear has been engaged
in the manufacture or importation and sale of quality footwear
since 1882.
PHOENIX FOOTWEAR: Dimensional Fund Holds 5.59% of Common Stock
--------------------------------------------------------------
Dimensional Fund Advisors LP in Austin, Texas, disclosed that as
of December 31, 2009, it may be deemed to beneficially own 456,223
shares or roughly 5.59% of the common stock of Phoenix Footwear
Group, Inc.
About Phoenix Footwear Group
Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE
Amex: PXG) specializes in quality comfort women's and men's
footwear with a design focus on fitting features. Phoenix
Footwear designs, develops, markets and sells footwear in a wide
range of sizes and widths under the brands Trotters(R),
SoftWalk(R), and H.S. Trask(R). These brands are primarily sold
through department stores, specialty and independent retail
stores, mail order catalogues and internet retailers and are
carried by approximately 650 customers in over 900 retail
locations throughout the U.S. Phoenix Footwear has been engaged
in the manufacture or importation and sale of quality footwear
since 1882.
As of January 2, 2010, the Company had total assets of $14.702
million against total liabilities of $10.201 million, resulting in
stockholders' equity of $4.501 million. At January 3, 2009,
stockholders' equity was $11.362 million.
In its March 30, 2010 report, Mayer Hoffman McCann P.C., in San
Diego, California, raised substantial doubt on the Company's
ability to continue as a going concern. The auditor said the
Company has suffered recurring losses and negative cash flows from
continuing operations.
PHOENIX FOOTWEAR: WEDBUSH Holds 9.4% of Common Stock
----------------------------------------------------
WEDBUSH, Inc.; Edward W. Wedbush; and Wedbush Securities disclosed
that as of December 31, 2009, they may be deemed to beneficially
own 768,415 shares or roughly 9.4% of the common stock of Phoenix
Footwear Group, Inc.
About Phoenix Footwear Group
Based in Carlsbad, California, Phoenix Footwear Group, Inc. (NYSE
Amex: PXG) specializes in quality comfort women's and men's
footwear with a design focus on fitting features. Phoenix
Footwear designs, develops, markets and sells footwear in a wide
range of sizes and widths under the brands Trotters(R),
SoftWalk(R), and H.S. Trask(R). These brands are primarily sold
through department stores, specialty and independent retail
stores, mail order catalogues and internet retailers and are
carried by approximately 650 customers in over 900 retail
locations throughout the U.S. Phoenix Footwear has been engaged
in the manufacture or importation and sale of quality footwear
since 1882.
As of January 2, 2010, the Company had total assets of
$14.702 million against total liabilities of $10.201 million,
resulting in stockholders' equity of $4.501 million. At
January 3, 2009, stockholders' equity was $11.362 million.
In its March 30, 2010 report, Mayer Hoffman McCann P.C., in San
Diego, California, raised substantial doubt on the Company's
ability to continue as a going concern. The auditor said the
Company has suffered recurring losses and negative cash flows from
continuing operations.
PLC SYSTEMS: Caturan and Company Raises Going Concern Doubt
-----------------------------------------------------------
PLC Systems Inc. filed on March 30, 2009, its annual report on
Form 10-K for the year ended December 31, 2009.
Caturano and Company, P.C., in Boston, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted that the Company has sustained
recurring net losses and negative cash flows from operations.
The Company reported a net loss of $1,626,000 on $4,711,000 of
revenue for 2009, compared with a net loss of $1,940,000 on
revenue of $5,330,000 for 2008.
For the fourth quarter ended December 31, 2009, the Company
reported a net loss of $603,000 on $901,000 of revenue, compared
with a net loss of $222,000 on $1,254,000 of revenue for the same
period of 2008.
The Company's balance sheet as of December 31, 2009, showed
$5,042,000 in assets, $2,923,000 of debts, $390,000 of deferred
revenue, and $1,729,000 of stockholders' equity.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5f33
Franklin, Mass.-based PLC Systems Inc. (OTC BB: PLCSF) --
http://www.plcmed.com/--is a medical device company specializing
in innovative technologies for the cardiac and vascular markets.
PNC FINANCIAL: Fitch Affirms Support Rating Floor at 'BB-'
----------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings of PNC
Financial Services Group Inc. and its affiliates. In addition,
all entities are assigned a Stable Rating Outlook.
Fitch has affirmed PNC's ratings in recognition of its improved
franchise, solid core earnings power, and good capital and
liquidity positions. Although PNC has reported elevated levels of
problem assets and net charge-offs in 2009, pre-tax earnings have
more than covered provisioning needs.
The company's profile was fundamentally altered with the Dec. 31,
2008 acquisition of National City Corporation, doubling in size to
become the 5th largest bank holding company in the U.S. based on
deposits. Fitch views the integration of NCC as progressing well
from a financial and operational perspective. While some
challenges remain in the coming quarters on both fronts, it
appears PNC is positioned to benefit from the increased business
line and geographic diversity that NCC offered. PNC has
established comfortable capital and liquidity buffers that should
allow management to refine the business mix and address riskier
exposures in the coming quarters while continuing to realize the
earnings potential of the combined firm.
PNC's financial results in 2009 include the impact of NCC. Full-
year results also include a $687 million after-tax gain related to
the BlackRock/Barclays Global Investors transaction. Excluding
the one-time gain, PNC's net income was below its historical
earnings performance. Despite the lower performance in 2009 and
2008, PNC still reported a good level of pre-tax pre-provision
earnings power. PNC continues to produce positive operating
leverage with revenues growing faster than expenses, as well as a
solid level of fee income.
PNC made considerable progress during 2009 in rebuilding capital
ratios through retained earnings growth and balance sheet
shrinkage. Subsequent to year-end, PNC issued $3.5 billion in
common stock and repaid its TARP preferred stock investment. PNC
has signed a definitive agreement to sell its Global Investment
Servicing business to Bank of New York Mellon Corporation. Upon
completion of the sale, scheduled to close in the third quarter of
2010, PNC will report an increase in Tier 1 common capital of
another $1.6 billion. Pro forma tangible capital ratios are
projected to be above rating peer averages. The balance sheet is
liquid as loan/deposit ratios remain much lower than peers, and
PNC has access to a diversified array of funding sources.
In the past, PNC has reported better credit quality, especially
net charge-offs, than its regional and large bank peers. However,
PNC is not immune to the difficult operating environment and has
reported increasing levels of problem assets and NCOs. NCC's
exposures across all risk categories were evaluated and marked to
fair value by PNC through purchase accounting as of Dec. 31, 2008.
To date, PNC's credit valuations on their impaired loans appear to
be holding up fairly well.
PNC is exposed to potentially higher levels of credit costs in the
future given weak market fundamentals in the CRE market. Fitch
considers CRE a key area of future concern for the U.S. banking
sector as articulated in Fitch's report 'U.S. Bank CRE Exposure
Review' dated Nov. 16, 2009. However, PNC's commercial real
estate portfolio comprises 9% of total assets, a relatively
manageable concentration of CRE loans relative to some other
regional banking organizations. Further, PNC's recent common
stock issuance and pending gain from the sale of Global Investment
Servicing provides an additional buffer against estimated future
loan losses in Fitch's internal stress scenarios.
Fitch has affirmed these ratings:
PNC Financial Services Group Inc.
-- Long-term IDR at 'A+';
-- Short-term IDR at 'F1';
-- Individual at 'B';
-- Support at '5';
-- Support floor at 'NF';
-- Preferred stock at 'A-'
PNC Bank N.A.
-- Long-term IDR 'A+';
-- Long-term deposits at 'AA-';
-- Subordinated at 'A';
-- Short-term IDR at 'F1';
-- Short-term deposits at 'F1+';
-- Short-term debt at 'F1';
-- Individual at 'B';
-- Support at '3';
-- Support floor at 'BB-'
PNC Funding Corp
-- Long-term IDR at 'A+';
-- Senior unsecured at 'A+';
-- Subordinated at 'A';
-- Short-term IDR at 'F1';
-- Short-term debt at 'F1';
-- Individual at 'B';
-- Support at '5';
-- Support floor at 'NF';
-- Long-term debt guaranteed by TLGP at 'AAA'.
Mercantile Bankshares Corporation
PNC Financial Corp.
National City Bank of Pennsylvania
National City Bank (Columbus)
-- Subordinated at 'A';
Mercantile-Safe Deposit & Trust Company
-- Senior debt at 'A+';
PNC Capital Trust C, D, E
National City Capital Trust II, III, IV
National City Preferred Capital Trust I
Fort Wayne Capital Trust I
PFGI Capital Corporation
-- Trust preferred at 'A-'.
PNC Preferred Funding Trust I - III
-- Hybrid capital instruments at 'A-'.
National City Credit Corporation
-- Support '5';
-- Short-term IDR at 'F1';
-- Commercial paper at 'F1'.
National City Corporation
-- Senior at 'A+';
-- Subordinated at 'A';
-- Preferred Stock at 'A-'
National City Bank (Cleveland)
-- Long-term deposits at 'AA-';
-- Senior at 'A+';
-- Subordinated at 'A';
-- Short-term deposits at 'F1+'
National City Bank of Indiana
National City Bank of Kentucky
-- Long-term deposits at 'AA-';
-- Subordinated at 'A'.
The Provident Bank
-- Long-term deposits at 'AA-'.
POWER EFFICIENCY: AP Finance Holds Less Than 5% of Common Stock
---------------------------------------------------------------
New York-based AP Finance LLC disclosed that as of December 31,
2009, it may be deemed to beneficially own less than 5% of the
common stock of Power Efficiency Corporation.
Las Vegas, Nev.-based Power Efficiency Corporation (OTC BB: PEFF)
-- http://www.powerefficiency.com/-- is a clean technology
company focused on efficiency technologies for electric motors.
On February 18, 2010, Power Efficiency signed a global supply
agreement with one of the largest manufacturers and service
providers of elevators and escalators. The OEM tested and
evaluated the Company's product for over a year. The OEM intends
to include the Company's products as one of the standard motor
control options for new escalators and to offer it as an energy
efficiency retrofit upgrade for existing escalators. The OEM
produces thousands of new escalators per year out of factories in
Europe and Asia and has service contracts for tens of thousands of
escalators throughout the world.
The Company's balance sheet as of December 31, 2009, showed
$2.8 million in assets, $2.0 million of debts, and $801,642 of
stockholders' equity.
Sobel & Co., LLC, in Livingston, N.J., expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditors noted that the Company has suffered recurring
losses from operations, and the Company has experienced a
deficiency of cash from operations.
PROTOSTAR LTD: Creditors Says Bankruptcy Plan 'Unconfirmable'
-------------------------------------------------------------
Bankruptcy Law360 reports that the official committee of unsecured
creditors for ProtoStar Ltd. is objecting to the company's Chapter
11 reorganization plan, calling it "both nonconsensual and
patently unconfirmable on its face."
Hamilton, HM EX, Bermuda-based ProtoStar Ltd. is a satellite
operator formed in 2005 to acquire, modify, launch and operate
high-power geostationary communication satellites for direct-to-
home satellite television and broadband internet access across the
Asia-Pacific region.
The Company and its affiliates filed for Chapter 11 on July 29,
2009 (Bankr. D. Del. Lead Case No. 09-12659). The Debtor selected
Pachulski Stang Ziehl & Jones LLP as Delaware counsel; Law Firm of
Appleby as their Bermuda counsel; UBS Securities LLC as financial
advisor & investment banker and Kurtzman Carson Consultants LLC as
claims and noticing agent. The Debtors have tapped UBS Securities
LLC as investment banker and financial advisor.
Also on July 29, 2009, ProtoStar and its affiliates, including
ProtoStar Development Ltd., commenced a coordinated proceeding in
the Supreme Court of Bermuda. John C. McKenna of Finance & Risk
Services Ltd. as liquidator of the Bermuda Group.
In their Chapter 11 petition, the Debtors listed between
US$100 million and US$500 million each in assets and debts. As of
December 31, 2008, ProtoStar's consolidated financial statements,
which include non-debtor affiliates, showed total assets of
US$463,000,000 against debts of US$528,000,000.
PTC ALLIANCE: Black Diamond Wins Bidding for Assets
---------------------------------------------------
PTC Alliance has selected a bid submitted by the agents of the
company's credit facilities and supported by funds managed by
Black Diamond Capital Management L.L.C. as the highest and best
offer for substantially all of the company's assets in the U.S.
and the stock of its non-debtor German subsidiary, Wiederholt
GmbH.
The winning bid is subject to court approval at a bankruptcy court
hearing that is scheduled for Monday, April 12.
"This is an important step in our progress towards concluding the
Chapter 11 cases and ensuring a long term future for our employees
and our customer and supplier relationships," said Peter Whiting,
the company's Chairman and Chief Executive Officer. "We were
pleased to see such a spirited auction, which underlines our
strategic importance to the industry. We are looking forward to
having this decision confirmed by the bankruptcy court in the near
future."
The bid that PTC Alliance deemed as the Successful Bid after
spirited bidding between interested parties is comprised of:
Credit bids in the amount of approximately $120 million,
Assumption of amounts owed by PTC Alliance pursuant to certain
debtor-in-possession financing in the amount of $5 million,
Payment of certain bankruptcy related costs in the amount of up to
$6.6 million,
The assumption of other liabilities up to $13 million, and a
Payment of $500,000 in cash.
PTC Alliance and its U.S. subsidiaries filed voluntary petitions
for relief under Chapter 11 of the U.S. Bankruptcy Code on
October 1, 2009, in the U.S. Bankruptcy Court for the District of
Delaware. The case number is 09-13395.
About PTC Alliance
PTC Alliance is a leading manufacturer and marketer of welded and
cold drawn mechanical steel tubing and tubular shapes, fabricated
parts, precision components and chrome-plated rod. The company's
major customers include steel service centers, automotive and
truck manufacturers, construction and agricultural equipment OEMs
and machinery and appliance makers. With eleven strategically
located factories in North America and a manufacturing complex in
Germany, PTC Alliance is able to minimize lead time, shipping
distance and expense for its customers.
PTS CARDINAL: Bank Debt Trades at 6% Off in Secondary Market
------------------------------------------------------------
Participations in a syndicated loan under which PTS Cardinal
Health is a borrower traded in the secondary market at 93.85
cents-on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.64
percentage points from the previous week, The Journal relates.
The Company pays 225 basis points above LIBOR to borrow under the
facility. The bank loan matures on April 10, 2014, and carries
Moody's Ba3 rating and Standard & Poor's BB- rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
In April 2007, Cardinal Health completed the sale of its
Pharmaceutical Technologies and Services segment to The Blackstone
Group for approximately $3.3 billion. PTS provides advanced
technologies and outsourced services for the pharmaceutical,
biotechnology and consumer health industry. PTS develops,
manufactures and packages pharmaceutical and other products.
RATHGIBSON INC: Court Approves Disclosure Statement
---------------------------------------------------
Bankruptcy Law360 reports that RathGibson Inc. has won approval of
the disclosure statement for its Chapter 11 reorganization plan,
which calls for the company's assets to be auctioned off and would
provide full recovery for secured creditors. Judge Christopher S.
Sontchi of the U.S. Bankruptcy Court for the District of Delaware
approved the disclosure statement Wednesday, setting a
confirmation hearing for May 21, Bankruptcy Law360 reports.
3rd Amended Plan
BankruptcyData.com reports that RathGibson Inc. filed with the
U.S. Bankruptcy Court a Third Amended Joint Chapter 11 Plan of
Reorganization and related Disclosure Statement.
According to the Disclosure Statement, the Debtors expect to fund
their obligations under the Plan from the proceeds from the sale
of substantially all the Debtors' assets.
Treatment under the Plan is: "The cash component of the purchase
price will be used, first, to pay in full (to the extent not
assumed by the purchaser or paid by the Debtors in the ordinary
court of business) the allowed DIP Claims, allowed administrative
expense claims, allowed fee claims, allowed priority tax claims,
allowed priority non-tax claims and allowed other secured claims,
except to the extent that the Debtors elect to treat holders of
such claims differently in accordance with the terms of the Plan,
and second, to fund the Wind Down Account. The remaining cash
proceeds of the sale will be allocated to holders of allowed Rath
general unsecured claims and allowed Greenville general unsecured
claims (based on the revenue of each Debtor for FY 2010) in each
case solely to the extent such claims and interests are not
assumed by the purchaser in connection with the sale. Allowed RG
Tube general unsecured claims, allowed existing RG Tube interests,
RGCH general unsecured claims and allowed RGCH PIK Notes claims
plus the AD Hoc RGCH PK noteholders committee and the RGCH PIK
Notes agent shall be paid solely to the extent such claims and
interests are not assumed by the purchaser in connection with the
sale."
About RathGibson Inc.
Headquartered in Lincolnshire, Illinois, RathGibson Inc. --
http://www.RathGibson.com/, http://www.GreenvilleTube.com/
and http://www.ControlLine.com/-- is a worldwide manufacturer of
highly engineered stainless steel, nickel, and titanium tubing for
diverse industries such as chemical, petrochemical, energy --
power generation, energy -- oil and gas, food, beverage,
pharmaceutical, biopharmaceutical, medical, biotechnology, and
general commercial.
Manufacturing locations include: Janesville, Wisconsin, North
Branch, New Jersey, Clarksville, Arkansas (Greenville Tube), and
Marrero, Louisiana (Mid-South Control Line). In addition to the
sales offices in Janesville, North Branch, and Marrero, RathGibson
has also strategically placed sales offices in Houston, Texas,
USA; Shanghai, China; Manama, Bahrain; Melbourne, Australia;
Seoul, Republic of Korea; Mumbai, India; Singapore; Vienna,
Austria; and Buenos Aires, Argentina.
RathGibson, Inc., together with three affiliates, filed for
Chapter 11 on June 13, 2009 (Bankr. D. Del. Case No. 09-12452).
Attorneys at Young, Conaway, Stargatt & Taylor and Willkie Farr &
Gallagher LLP serve as co-counsel. Jefferies & Company Inc. and
Mesirow Financial Consulting LLC have been hired as financial
advisors. Kelley Drye & Warren LLP serves as special corporate
counsel. Garden City Group is claims and notice agent. The
petition says that Rathgibson has assets and debts of $100 million
to $500 million.
Scott Welkis, Esq., Kristopher M. Hansen, Esq., and Jayme T.
Goldstein, Esq., at Stroock & Stroock & Lavan represent Wilmington
Trust FSB, as administrative agent, and an ad hoc committee of
certain holders of Senior Notes. Attorneys at Richards, Layton &
Finger P.A., also represent the ad hoc noteholders committee.
RAYMOND FARMER: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Raymond Farmer
Diane Farmer
dba Two Mile Properties, LLC
dba Two Mile Enterprises, LLC
dba Two Mile Supply, LLC
dba Two Mile Trading, LLC
dba Two Mile Construction, LLC
dba Gaffney Apartments, LLC
dba Creekside Apartments
dba Magnolia Ridge Apartments
dba Goldmine Springs Apartments
dba Creekside Mini-Storage
dba East Ridge Apartments, LLC
dba Meadow Green Apartments, LLC
dba Wildewood Apartments of Spartanburg, LLC
dba Wildewood Apartments
dba Georgetown Village Apartments, LLC
dba Timbercreek Apartments, LLC
dba Foxfire Apartments
dba Addison Townhomes
dba Groves Apartments, LLC
305 Honeysuckle Drive
Rutherfordton, NC 28139
Bankruptcy Case No.: 10-40269
Chapter 11 Petition Date: April 5, 2010
Bankruptcy Court: United States Bankruptcy Court
Western District of North Carolina (Shelby)
Bankruptcy Judge: George R. Hodges
Debtors' Counsel: Travis W. Moon, Esq.
Hamilton Moon Stephens Steele Martin
2020 Charlotte Plaza
201 S. College Street
Charlotte, NC 28244-2020
Tel: (704) 344-1117
E-mail: tmoon@lawhms.com
Estimated Assets: $10,000,001 to $50 Million
Estimated Debts: $50,000,001 to $100 Million
The Debtors did not file their list of largest unsecured creditors
when they filed their petition.
READER'S DIGEST: UK Unit Pulled Out Of Insolvency
-------------------------------------------------
Private equity firm Better Capital Ltd. said Friday that it had
backed a GBP13 million ($20 million) management buyout of Reader's
Digest Association Inc.'s U.K. unit that will pull it out of
insolvency proceedings with no bank debt, according to Bankruptcy
Law360.
Bankruptcy Law360 says the U.K. unit, Reader's Digest Association
Ltd., was cut loose from the parent company in February to appease
the U.K.'s pension regulator.
RDA is a global multi-brand media and marketing company that
educates, entertains and connects audiences around the world. The
company builds multi-platform communities based on branded
content. With offices in 44 countries, it markets books,
magazines, and music, video and educational products reaching a
customer base of 130 million in 78 countries. It publishes 94
magazines, including 50 editions of Reader's Digest, the world's
largest-circulation magazine, operates 65 branded Web sites
generating 22 million unique visitors per month, and sells
40 million books, music and video products across the world each
year. Its global headquarters are in Pleasantville, N.Y.
Reader's Digest said that as of June 30, 2009, it had total assets
of US$2.2 billion against total debts of US$3.4 billion.
Reader's Digest, together with its 47 affiliates, filed for
Chapter 11 on August 24, 2010 (Bankr. S.D.N.Y. Case No. 09-23529).
Kirkland & Ellis LLP served as general restructuring counsel.
Mallet-Prevost, Colt & Mosle LLP was tapped as conflicts counsel.
Ernst & Young LLP served as auditor. Miller Buckfire & Co, LLC,
served as financial advisor. AlixPartners, LLC, served as
restructuring consultant. Kurtzman Carson Consultants served as
notice and claims agent.
The Official Committee of Unsecured Creditors tapped BDO Seidman,
LLP, as financial advisor, Trenwith Securities, LLP, as investment
banker and Otterbourg, Steindler, Houston & Rosen, P.C., as
counsel.
The U.S. Bankruptcy Court confirmed RDA's Chapter 11 plan on
January 15, 2010. On February 1, RDA elected to temporarily delay
emergence from Chapter 11 to allow additional time for the UK
pension issue to be addressed. RDA ultimately emerged from
Chapter 11 on February 22.
Bankruptcy Creditors' Service, Inc., publishes Reader's Digest
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Reader's Digest and its affiliates
(http://bankrupt.com/newsstand/or 215/945-7000)
REAL ESTATE ASSOCIATES VII: E&Y Raises Going Concern Doubt
----------------------------------------------------------
Real Estate Associates Limited VII posted a net loss of $691,000
for the year ended December 31, 2009, from a net loss of $809,000
for 2008. Interest income was $2,000 for 2009 from $43,000 for
2008.
At December 31, 2009, the Company had total assets of $1,683,000
against total liabilities of $21,137,000, resulting in partners'
deficit of $19,454,000.
In its March 31, 2010 report, Ernst & Young LLP in Greenville,
South Carolina, said the Partnership continues to generate
recurring operating losses. In addition, notes payable and
related accrued interest totaling $16,195,000 are in default due
to non-payment. These conditions raise substantial doubt about
the Partnership's ability to continue as a going concern.
A full-text copy of the Partnership's annual report on Form 10-K
is available at no charge at http://ResearchArchives.com/t/s?5fb3
Real Estate Associates Limited VII is a limited partnership which
was formed under the laws of the State of California on May 24,
1983. On February 1, 1984, the Partnership offered 2,600 units
consisting of 5,200 limited partnership interests and warrants to
purchase a maximum of 10,400 additional limited partnership
interests through a public offering managed by E.F. Hutton Inc.
The Partnership received $39,000,000 in subscriptions for units of
limited partnership interests (at $5,000 per unit) during the
period from March 7, 1984 to June 11, 1985.
The Partnership will be dissolved only upon the expiration of 50
complete calendar years -- December 31, 2033 -- from the date of
the formation of the Partnership or the occurrence of various
other events as specified in the Partnership agreement. The
principal business of the Partnership is to invest, directly or
indirectly, in other limited partnerships which own or lease and
operate Federal, state and local government-assisted housing
projects.
The general partners of the Partnership are National Partnership
Investments Corp., a California Corporation, and National
Partnership Investments Associates II. The business of the
Partnership is conducted primarily by NAPICO, a subsidiary of
Apartment Investment and Management Company, a publicly traded
real estate investment trust.
The Partnership holds limited partnership interests in 11 local
limited partnerships as of December 31, 2009. The Partnership
also holds a general partner interest in Real Estate Associates
IV, which, in turn, holds limited partnership interests in nine
additional Local Limited Partnerships as of December 31, 2009;
therefore, the Partnership holds interests, either directly or
indirectly through REA IV, in 20 Local Limited Partnerships as of
December 31, 2009. The other general partner of REA IV is NAPICO.
Each of the Local Limited Partnerships owns a low income housing
project which is subsidized or has a mortgage note payable to or
is insured by agencies of the federal or local government.
REGAL ONE: De Joya Griffith Raises Going Concern Doubt
------------------------------------------------------
Regal One Corporation filed on April 8, 2010, its annual report on
Form 10-K for the year ended December 31, 2009.
De Joya Griffith & Company, LLC, in Henderson, Nev., expressed
substantial doubt about the Company's ability to continue as a
going concern. The independent auditors noted that the Company
does not generate operating revenue and must liquidate its
investment portfolio to provide cash flow for its operations.
The Company reported net increase in net assets of $514,737 on no
investment income for 2009, compared with a net decrease in net
assets of $1,304,171 on no investment income for 2008.
The Company's balance sheet as of December 31, 2009, showed
$1,676,604 in assets, $41,138 of debts, and $1,635,466 in
stockholders' equity.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fb6
Based in Las Angeles, Regal One Corporation is a financial
services company which coaches and assists biomedical companies,
through its network of professionals, in listing their
securities on the over-the-counter bulletin board (OTC BB) market.
REYNOLDS & REYNOLDS: Moody's Upgrades Corp. Family Rating to 'Ba3'
------------------------------------------------------------------
Moody's Investors Service upgraded Reynolds & Reynolds' corporate
family rating to Ba3 from B1, affirmed the probability of default
rating at B1, and assigned a Ba3 rating to the company's new
$1.82 billion senior secured term loan and $75 million senior
secured revolver. The outlook remains positive. Reynolds plans
to use the proceeds of the new facilities to refinance its
existing senior secured credit facilities. Moody's will withdraw
the ratings on the existing credit facilities upon their full
retirement.
The ratings upgrade reflects Reynolds' meaningful reduction in
financial leverage, a function of the company's strong internal
liquidity and solid free cash flow generation in addition to
recent improvement in operating performance and credit metrics
through the difficult macroeconomic environment, which Moody's
expects to continue over the next 12 months. Reynolds will use
balance sheet cash in addition to the new term loan to repay its
existing credit facilities and reduce the overall debt load. The
company has paid down over $600 million of debt since fiscal year
end 2007.
Reynolds' positive outlook continues to reflect the company's
solid revenue growth prospects over the next 12-18 months in its
Managed Marketing Solutions program, which allows dealers to
automate customer communications, and COINdata, a software
application that enables dealers to provide a more effective
transaction experience for the consumer at time of vehicle sale.
The outlook also reflects Moody's expectations of modest
improvement in credit availability and replenishment in dealer
inventory levels. Although Moody's expects vehicle sales to
remain depressed compared to historical peaks, Moody's anticipate
a 15% year-over-year increase in 2010 to 11.5 million SAAR. As
one of the leading providers of automotive dealership management
systems in the U.S., this should positively impact Reynolds'
revenues, cash flow, and margins.
Reynolds' Ba3 CFR reflects the company's solid internal liquidity,
with healthy balance sheet cash and strong cash-generating
capabilities. The rating is also supported by Reynolds' improved
leverage as a result of the debt reduction, with pro forma
leverage of 4.0x (Moody's adjusted) as of fiscal year end 2009.
At the same time, the rating reflects the company's considerable
DMS business exposure and geographic concentration with U.S.
automotive dealerships.
Upward ratings pressure could result going forward to the extent
Reynolds were to: (i) demonstrate sustainable improvement in
operating performance as a result of restructuring initiatives and
enhanced scale; (ii) realize revenue growth from successful
implementation of new program initiatives; and (iii) maintain
leverage below 3.0x (Moody's adjusted) over a twelve month period.
This rating was upgraded:
-- Corporate Family Rating to Ba3 from B1
This rating was affirmed:
-- Probability of Default Rating at B1
These new ratings were assigned:
* $1.82 Billion 7-year Senior Secured Term Loan due 2017 -- Ba3
(LGD-3, 32%)
* $75 Million 5-year Senior Secured Revolving Credit Facility due
2015 -- Ba3 (LGD-3, 32%)
These ratings will be withdrawn upon retirement of the existing
credit facilities:
* $1.36 Billion (originally $1.64 Billion) 6-year First Lien Term
Loan due 2012 -- Ba2 (LGD-2, 29%)
* $70 Million 6-year First Lien Revolving Credit Facility due 2012
-- Ba2 (LGD-2, 29%)
* $520 Million 7-year Second Lien Term Loan due 2013 -- B3 (LGD-5,
77%)
* $250 Million 7.5-year Third Lien Term Loan due 2014 -- B3 (LGD-
6, 90%)
The rating outlook is positive.
The last rating action was on December 21, 2009, when Moody's
changed the company's ratings outlook to positive from negative.
The Reynolds & Reynolds Company, headquartered in Dayton, Ohio, is
a privately-owned automotive dealership computer services and
forms management company.
REYNOLDS & REYNOLDS: S&P Affirms 'B+' Corporate Credit Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating to Dayton, Ohio-based automobile dealer software and
services provider Reynolds & Reynolds Co. The outlook is stable.
S&P also assigned a 'BB-' issue-level rating and a '2' recovery
rating to the company's new $1.895 billion first-lien credit
facility, consisting of a $75 million revolver and a $1.82 billion
term loan B. The '2' recovery rating indicates S&P's expectations
for substantial (70%-90%) recovery in the event of payment
default.
The proceeds of the term loan, along with approximately
$350 million of cash, will be used to refinance the company's
existing first-, second-, and third-lien debt and for fees and
expenses.
"The rating on Reynolds & Reynolds reflects the company's narrow
product focus, the current economy's effects on the auto industry,
and declining?but still high?adjusted leverage," said Standard &
Poor's credit analyst Jennifer Pepper. The company's leading
position in its niche market, a largely recurring revenue base,
and solid operating margins partially offset these factors.
RITE AID: Reports $208.4 Mil. Fourth Quarter 2009 Net Loss
----------------------------------------------------------
Rite Aid Corporation said revenues for the 13-week fourth quarter
ended February 27, 2010, were $6.5 billion versus revenues of
$6.7 billion in the prior year fourth quarter. Revenues decreased
3.6%, primarily as a result of store closings and a decline in
same store sales.
Fourth quarter net loss was $208.4 million or $0.24 per diluted
share compared to last year's fourth quarter net loss of
$2.3 billion or $2.67 per diluted share, which included
significant non-cash charges related to goodwill impairment, store
impairment and an additional tax valuation allowance against
deferred tax assets. Without these non-cash charges, last year's
fourth quarter net loss was $116.9 million or $0.14 per diluted
share.
Adjusted EBITDA (which is reconciled to net loss on the attached
table) was $205.1 million or 3.2% of revenues for the fourth
quarter compared to $270.5 million or 4.0% of revenues for the
like period last year. Adjusted EBITDA for the prior year fourth
quarter reflects a $9.1 million reclassification of accounts
receivable securitization fee as interest expense to make it
comparable to the current period.
In the fourth quarter, the company opened 1 store, relocated 1
store, remodeled 1 store and closed 22 stores. Stores in
operation at the end of the fourth quarter totaled 4,780.
For the 52-week fiscal year ended February 27, 2010, Rite Aid had
revenues of $25.7 billion as compared to revenues of $26.3 billion
for the 52-week prior year. Revenues declined 2.4%, primarily
driven by 121 net fewer stores and a decline in same store sales.
Net loss for fiscal 2010 was $506.7 million or $0.59 per diluted
share compared to last year's net loss of $2.9 billion or $3.49
per diluted share, which included significant non-cash charges
related to goodwill impairment, store impairment and an additional
tax valuation allowance against deferred tax assets that accounted
for $2.2 billion or $2.70 per diluted share. Excluding these
significant non-cash charges, last year's net loss would have been
$640 million or $0.79 per diluted share. Contributing to this
year's net loss were lower same store sales impacted by a
continued weak economy and lower pharmacy margin partially offset
by a decrease in SG&A expense.
Adjusted EBITDA of $925.0 million or 3.6% of revenues for the year
compared to $991.1 million or 3.8% of revenues for last year.
Adjusted EBITDA for the prior year reflects a $26.1 million
reclassification of accounts receivable securitization fees as
interest expense to make it comparable to the current period.
For the year, the company opened 17 new stores, relocated 41
stores, remodeled 8 stores and closed 138 stores. Stores in
operation at the end of the year totaled 4,780.
The Company had total assets of $8.049 billion against total
liabilities of $9.723 billion, resulting in stockholders' deficit
of $1.673 billion as of February 27, 2010.
Outlook for Fiscal 2011
The company's outlook for fiscal 2011 is based on current trends,
a continued weak economy with high unemployment and the impact of
the investment Rite Aid is making in its new customer loyalty
program.
Rite Aid said it expects sales to be between $25.2 billion and $
25.6 billion in fiscal 2011 with same store sales expected to
range from a decrease of 1.0% to an increase of 1.0% over fiscal
2010.
Adjusted EBITDA (which is reconciled to net loss on the attached
table) is expected to be between $875 million and $975 million.
Net loss for fiscal 2011 is expected to be between $355 million
and $570 million or a loss per diluted share of $0.41 to $0.65.
Capital expenditures are expected to be approximately
$250 million.
A full-text copy of Rite Aid's earnings release is available at no
charge at http://ResearchArchives.com/t/s?5f2e
Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation
(NYSE: RAD) -- http://www.riteaid.com/-- is the largest drugstore
chain on the East Coast and the third largest drugstore chain in
the U.S. The Company operates more than 4,900 stores in 31 states
and the District of Columbia.
As reported by the Troubled Company Reporter on Oct. 21, 2009,
Moody's affirmed Rite Aid's 'Caa2' corporate family and
probability of default ratings. Standard & Poor's also affirmed
the 'B-' corporate credit rating, and the outlook is stable.
ROTHSTEIN ROSENFELDT: Trustee Seeks to Freeze Adviser's $33M
------------------------------------------------------------
The Chapter 11 trustee for Scott W. Rothstein's defunct Florida
law firm has asked a bankruptcy judge to freeze $33 million in
assets held by a financial adviser who allegedly played a role in
Rothstein's $1.2 billion Ponzi scheme, according to Bankruptcy
Law360. Chapter 11 Trustee Herbert Stettin moved for a
preliminary injunction in the U.S. Bankruptcy Court for the
Southern District of Florida on Tuesday to bar Miami-Dade-based
Michael Szafranski from spending the money.
Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA, has been suspected of running a $1.2 billion Ponzi scheme.
U.S. authorities claimed in a civil forfeiture lawsuit filed
November 9, 2009, that Mr. Rothstein, the firm's former chief
executive officer, sold investments in non-existent legal
settlements. Mr. Rothstein pleaded guilty to five counts of
conspiracy and wire fraud on January 27, 2010.
Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791). The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800. The creditors alleged being owed money
invested in lawsuit settlements.
Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.
RQB RESORT: Goldman Wants Stay Lifted to Sell Assets
----------------------------------------------------
Carla Main at Bloomberg News reports that Lender Goldman Sachs
Mortgage Co. asked for permission to take over and sell the assets
of RQB Resort LP. Goldman Sachs Mortgage, a division of Goldman
Sachs Group Inc., asked U.S. Bankruptcy Judge Paul M. Glenn in
Jacksonville, Florida, to lift the automatic stay. Goldman, which
is owed about $193 million, claims the company doesn't have a
stake in the property anymore, and it has no possibility of
restructuring its debts.
RQB Resort LP and RQB Development LP own Florida's Sawgrass
Marriott Resort, the site of the U.S. PGA Tour's Tournament
Players Championship.
Ponte Vedra Beach, Florida-based RQB Resort, LP, aka Sawgrass
Marriott Resort & Cabana Club, filed for Chapter 11 bankruptcy
protection on March 1, 2010 (Bankr. M.D. Fla. Case No. 10-01596).
The Company's affiliate -- RQB Development, LP, aka Sawgrass
Marriott Golf Villas & Spa -- filed a separate Chapter 11
petition.
The Company estimated its assets and debts at $100,000,001 to
$500,000,000.
SENIOR HOUSING: S&P Assigns Rating on $200 Mil. Senior Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BBB-' rating to
Senior Housing Properties Trust's $200 million 6.75% senior
unsecured notes due April 15, 2020. The rating is one notch above
S&P's 'BB+' corporate credit rating on the company. At the same
time S&P assigned its '2' recovery rating to the new notes, which
indicates its expectation for substantial (70%-90%) recovery in
the event of default. Senior Housing Properties Trust expects to
use the proceeds from the offering to fund the redemption of
approximately $98 million of the 7.875% senior notes due 2015 and
to repay borrowings under an unsecured credit facility.
Newton, Mass.-based Senior Housing Properties Trust is a
moderately sized real estate investment trust that owns 298 health
care properties. The company has stepped up its acquisition
activity recently, as it used proceeds from a $127 million equity
offering in the fourth quarter and an earlier $513 million in
Fannie Mae financing to purchase 11 senior living facilities and
14 medial office buildings for a total of $315 million. The
investments had an average cap rate of 9% and should eliminate
some of the dilution that weighed on (still very strong) coverage
measures in 2009 (fixed-charge coverage was 4.4x for fiscal 2009).
Senior Housing Properties Trust's core portfolio remains
relatively steady, and its largest tenant (Five Star Senior Living
at 57% of rent) appears to be performing well (with average rent
coverage at about 1.3x).
Rating List
Senior Housing Properties Trust
Corporate credit BB+/Stable/--
Unsecured debt BBB-
Recovery rating 2
Rating Assigned
Senior Housing Properties Trust
$200 million 6.75%
senior unsecured notes due 4/15/2020 BBB-
Recovery rating 2
SEALY CORP: Has $11-Million in Debt Payments This Year
------------------------------------------------------
Sealy Corp. disclosed it will be required to make scheduled
principal payments of $11.0 million during the next 12 months,
with $1.9 million for its financing obligations and capital leases
and the remainder for debt owed by its international subsidiaries.
At February 28, 2010, Sealy had $1.011 billion in total assets,
including cash and equivalents of $117.055 million; against total
current liabilities of $212.980 million; long-term obligations,
net of current portion of $829.005 million; other liabilities of
$60.225 million; and deferred income tax liabilities of
$1.997 million; resulting $92.278 million in stockholders'
deficit. At November 29, 2009, stockholders' deficit was
$107.992 million.
On May 13, 2009, the Company announced a comprehensive plan to
refinance its existing senior secured credit facilities and
replace them with indebtedness that has longer-dated maturities
and eliminates quarterly financial ratio based maintenance
covenants. The Refinancing converted much of the existing senior
debt from debt bearing interest at variable rates to debt bearing
interest at fixed rates. Due to increases in the interest rates
associated with the senior debt, the amount of debt outstanding
and increases in the amortization of debt issuance costs, the
Company's interest expense in future periods is expected to
increase significantly. However, the Company does not expect cash
interest payments to change significantly due to the payment in
kind interest associated with the Convertible Notes.
In connection with the Refinancing, the Company has:
1) entered into a new asset-based revolving credit facility
-- ABL Revolver -- which provides commitments of up to
$100.0 million maturing in May 2013, which bears interest
at the Company's choice of either a base rate (determined
by reference to the higher of several rates as defined by
the ABL Revolver agreement) or a LIBOR rate for U.S.
dollar deposits plus an applicable margin of 4.00%;
2) issued $350.0 million in aggregate principal amount of
senior secured notes due April 2016, which bear interest
at 10.875% per annum payable semi-annually; and
3) issued $177.1 million in aggregate principal amount of
senior secured convertible paid in kind notes due
July 2016 which are convertible into shares of the
Company's common stock and bear interest at 8.00% per
annum payable semi-annually in the form of additional
Convertible Notes.
At February 28, 2010, there were no amounts outstanding under the
ABL Revolver. The Senior Notes have an outstanding balance of
$337.0 million at February 28, 2010, which gives effect to an
unamortized original issue discount of $13.0 million. As of
February 28, 2010, the Convertible Notes have an outstanding
balance of $176.5 million. The Company also has an outstanding
principal balance of $268.9 million at February 28, 2010, on the
8.25% Senior Subordinated Notes due 2014.
On February 1, 2010, the Company announced its intention to redeem
10%, or $35.0 million, of the principal amount of its outstanding
Senior Notes. Pursuant to the terms of the Senior Notes, the
redemption price will equal 103% of the principal amount of the
notes, plus accrued and unpaid interest to the redemption date.
The redemption occurred on March 16, 2010.
A full-text copy of the Company's annual report on Form 10-K is
available at no charge at http://ResearchArchives.com/t/s?5f2f
SERVICE MASTER: Bank Debt Trades at 4% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which The ServiceMaster
Co. is a borrower traded in the secondary market at 96.28 cents-
on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.17
percentage points from the previous week, The Journal relates.
The Company pays 300 basis points above LIBOR to borrow under the
facility. The bank loan matures on July 24, 2014, and carries
Moody's B1 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
The ServiceMaster Co. -- http://www.servicemaster.com/-- serves
residential and commercial customers through a network of over
5,500 company-owned locations and franchised licenses. The
Company's brands include TruGreen, TruGreen LandCare, Terminix,
American Home Shield, ServiceMaster Clean, Merry Maids, Furniture
Medic, and AmeriSpec. The core services of the Company include
lawn care and landscape maintenance, termite and pest control,
home warranties, disaster response and reconstruction, cleaning
and disaster restoration, house cleaning, furniture repair, and
home inspection.
SHINGLE SPRINGS: Moody's Downgrades Corp. Family Rating to 'Caa2'
-----------------------------------------------------------------
Moody's Investors Service lowered Shingle Springs Tribal Gaming
Authority's corporate family, probability of default and senior
notes ratings to Caa2 from Caa1. The outlook remains negative.
The rating actions reflect Shingle Springs' weak liquidity and
heightened default probability as a result of weaker than
initially anticipated ramp-up for its sole gaming asset -the Red
Hawk Casino, located near Sacramento, CA. The casino opened in
December 2008 amid severe economic challenges, escalated
unemployment rates in its primary market and intense competition.
Moody's now expects Shingle Springs' run-rate EBITDA will likely
be insufficient to cover all its fixed charges, including interest
expense, tribal distribution, debt amortization and capital
expenditures in the next 12-18 months. While the potential
deferral of certain of the management fee and the subordinated
debt principal amortization per the management agreement could
provide some temporary liquidity relief, the benefit will be
somewhat limited in Moody's opinion. The weak liquidity is
further exacerbated by the lack of external liquidity facility
backstop, modest unrestricted cash balance and high probability of
a covenant violation under the Furniture, Furnishings and
Equipment loan in the near term.
"Although Shingle Springs' recent reported quarterly EBITDA was
relatively stable in part thanks to aggressive cost cutting,
Moody's remain concerned of the negative pressure on future
revenue and earnings due to reduced gaming demand in Red Hawk's
primary market given the level of unemployment rates in the
surrounding areas (about 13% currently) and increased
competition," commented Moody's analyst John Zhao. "Our negative
rating outlook incorporates the tenuous liquidity condition as
well as the continued expectation of weak gaming demand in the
next 12 months."
The last rating action was on May 6, 2009, when the corporate
family rating was downgraded to Caa1 from B3.
Ratings downgraded:
-- Corporate family rating to Caa2 from Caa1
-- Probability of default rating to Caa2 from Caa1
-- Senior notes rating to Caa2 (LGD 4; 50%) from Caa1 (LGD 4;
50%)
Shingle Springs is an unincorporated governmental authority of the
Shingle Springs Band of Miwok Indians. The Authority was formed
to develop, own and operate the Red Hawk Casino, which opened on
December 17, 2008, near Sacramento, California.
SHINGLE SPRINGS: S&P Junks Issuer Credit Rating From 'B-'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on El
Dorado County, California-based Shingle Springs Tribal Gaming
Authority. The issuer credit rating was lowered to 'CCC' from
'B-'. S&P removed the ratings from CreditWatch, where S&P placed
them with negative implications on Oct. 8, 2009. The rating
outlook is negative.
The Shingle Springs Tribal gaming Authority is an unincorporated
governmental authority of the Shingle Springs Band of Miwok
Indians (the Tribe), which was created to develop and operate the
Red Hawk Casino near Sacramento, Calif.
"The ratings downgrade reflects continued weakness in operating
performance, as the Red Hawk Casino is underperforming S&P's
expectations following its opening in December 2008," said
Standard & Poor's credit analyst Melissa Long. "Furthermore, S&P
believes that the opening of an expansion at the closest competing
gaming facility -- Thunder Valley Casino in Lincoln, Calif. --
will negatively affect operating performance in 2010."
S&P has factored in an expectation that the casino could
experience a mid-single-digit decline in net revenue and EBITDA
before management fees (EBITDAM) due to increased competition in
2010. Under S&P's forecast, S&P does not expect that the casino
will generate a level of EBITDAM that fully covers its estimate of
fixed charges in 2010. Thus, in order to meet all of its fixed
charges, the Authority would need to draw on its excess cash
balances in the near term. Over the intermediate term, it is not
clear that the casino will be able to generate sufficient cash
flow to support its current capital structure.
For 2010, S&P estimates that fixed charges will be about
$100 million. This includes about:
* $30 million in principal payments related to the Authority's
furniture, fixtures, and equipment (FF&E) facility, as well as a
loan from Lakes Entertainment Inc. (which also manages the
casino);
* $52 million in interest on the Authority's senior notes, the
FF&E facility, and the Lakes loan;
* $6 million in minimum payments to the Tribe and an additional
$6 million provided no event of default has occurred and is
ongoing; and
* Maintenance capital expenditures and management fees.
S&P notes that several of these payments (including management
fees and payments under the Lakes loan) are subordinated to debt
service requirements under the senior notes.
The 'CCC' rating reflects the Authority's weak liquidity position,
extremely thin covenant cushion, high debt leverage, well-
established competition, and a narrow business focus operating in
a single market.
SILVERTON BANK: 6 Banks Sue to Halt FDIC Sale of W Hotel Loan
-------------------------------------------------------------
Carla Main at Bloomberg News reports that six banks sued in
Georgia state court on April 7 to stop the Federal Deposit
Insurance Corp. from selling a loan it seized from failed
Silverton Bank N.A., for development of a W Hotel in downtown
Atlanta.
According to the report, the lawsuit claims that Silverton, which
collapsed in May, mismanaged the loan for the 237-room W Hotel and
condominium project and failed to tell participating banks about
problems with the loan, which fell into default a year ago. The
suit seeks a temporary restraining order preventing the FDIC from
selling both the loan and the servicing rights together.
The report relates that some of those banks objected to the way
the FDIC was planning on selling the loan, part of a $416 million
package of Silverton assets being auctioned. The banks said
that the W Hotel project, owned by Atlanta-based Barry Real
Estate Cos., could be rescued with a long-term workout.
The case is LaGrange Banking Co. v. Specialty Finance Group LLC,
no. 2010-cv-183994, Superior Court of Fulton County, State of
Georgia (Atlanta).
As reported by the TCR the Federal Deposit Insurance Corporation
created a bridge bank to take over the operations of Silverton
Bank, National Association Atlanta, Georgia, after the bank was
closed May 1, 2009, by the Office of the Comptroller of the
Currency (OCC). The OCC appointed the FDIC as receiver. The
newly created bank is Silverton Bridge Bank, National Association.
At the time of its closing, Silverton Bank had approximately
$4.1 billion in assets and $3.3 billion in deposits, all of which
are expected to be within the FDIC's insurance limits.
SMART ONLINE: Atlas Capital Holds 40% of Common Stock
-----------------------------------------------------
Atlas Capital, SA, in Geneva, Switzerland, disclosed that as of
April 1, 2010, it may be deemed to beneficially own 7,265,269
shares or roughly 40% of the common stock of Smart Online, Inc.
As of April 1, 2010, Atlas has acquired, in the aggregate,
7,265,269 shares of Common Stock either from the Company or from
other shareholders. Atlas has paid an aggregate of $19,644,247.08
for the shares from corporate funds, including 56,206 shares
acquired from Dennis Michael Nouri, the former President and Chief
Executive Officer of the Company, pursuant to a note cancellation
agreement. In exchange for the shares acquired from Mr. Nouri,
Atlas cancelled a note under which Mr. Nouri owed Atlas principal
and interest totaling $85,117.
Atlas acquired the shares of Common Stock for investment purposes.
Subject to, among other things, the Company's business prospects,
prevailing prices, and market conditions, Atlas may purchase
additional shares of Common Stock or other securities of the
Company from time to time in the open market, in privately
negotiated transactions, or otherwise. In addition, one of Atlas'
investment goals is diversification, which may require Atlas to
sell shares of Common Stock. Accordingly, Atlas may, from time to
time, make decisions to sell shares of Common Stock based upon
then-prevailing market condition.
SMART ONLINE: Sells 2013 Sub Notes to Raise $350,000
----------------------------------------------------
Smart Online, Inc., on April 1, 2010, sold an additional
convertible secured subordinated note due November 14, 2013 in the
principal amount of $350,000 to a current noteholder upon
substantially the same terms and conditions as the previously
issued notes sold on November 14, 2007, August 12, 2008,
November 21, 2008, January 6, 2009, February 24, 2009, April 3,
2009, June 2, 2009, July 16, 2009, August 26, 2009, September 8,
2009, October 5, 2009, October 9, 2009, November 6, 2009,
December 23, 2009, and February 11, 2010.
The Company is obligated to pay interest on the New Note at an
annualized rate of 8% payable in quarterly installments commencing
July 1, 2010. The Company is not permitted to prepay the New Note
without approval of the holders of at least a majority of the
aggregate principal amount of the Notes then outstanding.
The Company plans to use the proceeds to meet ongoing working
capital and capital spending requirements.
As reported by the Troubled Company Reporter, the Company on
February 11, 2010, sold an additional convertible secured
subordinated note due November 14, 2010 in the principal amount of
$500,000 to a current noteholder upon substantially the same terms
and conditions.
About Smart Online
Durham, North Carolina-based Smart Online, Inc. --
http://www.smartonline.com/-- develops and markets software
products and services (One Biz(TM)) targeted to small businesses
that are delivered via a Software-as-a-Service model. The Company
sells its SaaS products and services primarily through private-
label marketing partners. In addition, the Company provides
sophisticated and complex Web site consulting and development
services, primarily in the e-commerce retail and direct-selling
organization industries.
At September 30, 2009, the Company had $1,788,096 in total assets
against $13,610,936 in total liabilities, resulting in
stockholders' deficit of $11,822,840.
SMART ONLINE: Class Action Settlement Prompts Annual Report Delay
-----------------------------------------------------------------
Smart Online, Inc., failed to file its annual report on Form 10-K
by the March 31 deadline. The Company explained it is presently
evaluating the financial impact of the recent tentative settlement
reached by the parties in a class action lawsuit. The Company's
initial estimate of the additional charge to expenses for 2009 as
a result of this tentative settlement is $2,150,000. The
information will be reviewed in detail and included as a
subsequent event in the Company's Form 10-K to be filed by
April 15, 2010.
Smart Online is a defendant in a lawsuit filed on behalf of all
persons who purchased the Company's securities from May 2, 2005
through September 28, 2007 and who claimed damages. The complaint
asserts, among other things, violations of federal securities
laws, including violations of Section 10(b) of the Exchange Act
and Rule 10b-5. The complaint requested certification of the
plaintiff as class representative and sought, among other relief,
unspecified compensatory damages including interest, plus
reasonable costs and expenses including counsel fees and expert
fees.
The Company and the lead plaintiff in the action have been engaged
in settlement negotiations, and have recently reached an agreement
in principle and tentative settlement, which has not yet been
signed, providing for the settlement of the securities class
action. Once signed, the settlement would be subject to court
approval. The tentative settlement contemplates a cash payment of
$350,000 to be made by the Company and the issuance to the class
of 1,475,000 shares of Company common stock, in consideration for
which all claims against the settling defendants would be
dismissed with prejudice, with no admission of fault or wrongdoing
by the Company or the other defendants.
About Smart Online
Durham, North Carolina-based Smart Online, Inc. --
http://www.smartonline.com/-- develops and markets software
products and services (One Biz(TM)) targeted to small businesses
that are delivered via a Software-as-a-Service model. The Company
sells its SaaS products and services primarily through private-
label marketing partners. In addition, the Company provides
sophisticated and complex Web site consulting and development
services, primarily in the e-commerce retail and direct-selling
organization industries.
At September 30, 2009, the Company had $1,788,096 in total assets
against $13,610,936 in total liabilities, resulting in
stockholders' deficit of $11,822,840.
SMURFIT-STONE CONTAINER: Equity Holders Oppose Chapter 11 Plan
---------------------------------------------------------------
Bankruptcy Law360 reports that Smurfit-Stone Container Corp.'s
Chapter 11 plan is facing more opposition, with equity holders for
the company alleging the plan would enrich creditors and current
and former management at the expense of shareholders.
Under the Plan, holders of up to $3.1 billion in unsecured
claims against the operating companies are to receive the new
common stock worth up to 71% of their claims. Secured
creditors owed $969 million are to be paid in full in cash or
new debt. Secured creditor CIT Group Inc. is to be paid fully
on the $34.9 million it's owed. Unsecured creditors of the
holding company owed $11.2 million are to receive nothing
A copy of the latest version of the Disclosure Statement is
available for free at: http://bankrupt.com/misc/SmrftLtstDS.pdf
A copy of the latest version of the Plan is available for free
at http://bankrupt.com/misc/SmrftLtstPlan.pdf
About Smurfit-Stone
Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/--
is one of the leading integrated manufacturers of paperboard and
paper-based packaging in North America and one of the world's
largest paper recyclers. The Company operates 162 manufacturing
facilities that are primarily located in the United States and
Canada. The Company also owns roughly one million acres of
timberland in Canada and operates wood harvesting facilities in
Canada and the United States. The Company employs roughly 21,250
employees, 17,400 of which are based in the United States. For
the quarterly period ended September 30, 2008, the Company
reported roughly US$7.450 billion in total assets and
US$5.582 billion in total liabilities on a consolidated basis.
Smurfit-Stone and its U.S. and Canadian subsidiaries filed for
Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead
Case No. 09-10235). Certain of the company's affiliates,
including Smurfit-Stone Container Canada Inc., a wholly owned
subsidiary of SSCE, and certain of its affiliates, filed to
reorganize under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice in Canada.
Smurfit-Stone joined pulp- and paper-related bankruptcies as
rising Internet use hurts magazines and newspapers. Corporacion
Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy
in October. Quebecor World Inc., a magazine printer and Pope &
Talbot Inc., a pulp-mill operator, also sought cross-border
bankruptcies for their operations in the U.S. and Canada.
James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M.
Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in
Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton,
Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware,
serve as the Debtors' bankruptcy counsel. PricewaterhouseCooper
LLC, serves as the Debtors' financial and investment consultants.
Lazard Freres & Co. LLC acts as the Debtors' investment bankers.
Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and
claims agent.
Bankruptcy Creditors' Service, Inc., publishes Smurfit-Stone
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
and ancillary foreign proceedings undertaken by Smurfit-Stone
Container Corp. and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
SPHERIS INC: Transcend Makes $78-Mil. Offer to Buy All Assets
-------------------------------------------------------------
Transcend Services, Inc., has submitted a bid to acquire
substantially all of the assets of Nashville, Tennessee-based
Spheris, Inc., and the stock of its subsidiary for $78.25 million.
As a result of its inability to service its debt, Spheris filed
for Chapter 11 bankruptcy protection on February 3, 2010, after
entering into a "stalking horse" purchase agreement with MedQuist
Inc. and CBay Inc. in a proposed sale under Section 363 of the
United States Bankruptcy Code. The United States Bankruptcy Court
for the District of Delaware established a bid process whereby
interested parties, including Transcend, submitted qualified bids
on April 8, 2010. All qualified bidders will be able to
participate in an auction of substantially all of the assets of
Spheris and the stock of its subsidiary on April 13, 2010. If
Transcend is the successful bidder in the auction, it anticipates
that the ensuing transaction will close by mid- to late-April.
A portion of the financing for the potential transaction is
expected to come from a new four-year, $65 million senior secured
credit facility. As required by the bid process, Transcend has
obtained a commitment letter for the credit facility from its
bank. Transcend expects other parties, including the stalking
horse, to participate in the auction and the ultimate outcome is
uncertain at this time.
About Transcend Services
Transcend believes that accurate, reliable and timely
transcription creates the foundation for the electronic medical
record. To this end, the Company has created Internet-based,
speech-recognition enabled, voice-to-text systems that allow its
skilled medical language specialists to securely and quickly
produce the highest quality medical documents. The Company's wide
range of transcription and editing services encompass everything
needed to securely receive, type, edit, format and distribute
electronic copies of physician-dictated medical documents, from
overflow projects to complete transcription outsourcing.
About Spheris Inc.
Based in Franklin, Tennessee, Spheris Inc. --
http://www.spheris.com/-- is a global provider of clinical
documentation technology and services.
Spheris Inc., along with five affiliates, filed for Chapter 11 on
Feb. 3, 2010 (Bankr. D. Del. Case No. 10-10352). Attorneys at
Young Conaway Stargatt & Taylor, LLP, and Willkie Farr & Gallagher
LLP represent the Debtors in their Chapter 11 effort. Jefferies &
Company serve as financial advisors to the Debtors. Attorneys at
Schulte Roth & Zabel LLP and Landis Rath & Cobb LLP serve as
counsel to the prepetition and DIP lenders. Garden City Group
Inc. is claims and notice agent. The petition says that assets
range from $50,000,001 to $100,000,000 while debts range from
$100,000,001 to $500,000,000.
STANFORD INT'L: Receiver Seeks to Sell Magazines, Boutique Bank
---------------------------------------------------------------
Laurel Brubaker Calkins at Bloomberg News reports that Stanford
Financial Group court-appointed receiver, Ralph Janvey, asked for
permission to sell Robert Allen Stanford's stakes in a Houston
television station, a pair of glossy horse-industry magazines, a
boutique bank in the U.S. Virgin Islands and a publicly traded
precious-metals firm. The report relates that Mr. Janvey's
private-equity advisers have found three buyers willing to pay a
total of US$6.1 million for Mr. Stanford's holdings in the
separate companies, all of which are experiencing financial
difficulty.
According to the report, Kevin Sadler, Esq., Mr. Janvey's laywer,
said in court papers filed in federal court in Dallas, that the
Park Hill Group, which is marketing Mr. Stanford's private-equity
portfolio for Mr. Janvey, "concluded that these offers represent
the highest dollar value available for the receivership. The
report relates that Mr. Sadler said prospective investors are
refused to inject direly needed capital into the businesses as
long as Stanford remains an investor.
Bloomberg News notes that USFR's largest holding is a full-power
independent UHF television station in Houston, known as Channel
55, which Stanford bought for US$31.5 million in late 2006. The
report relates that the company also owns two glossy magazines for
horse enthusiasts -- "Cowboys & Indians" and "Western & English
Today" -- and a video production division formed last year to make
TV ads, infomercials and promotional videos. The report recalls
Mr. Janvay said that during 2008 and the first nine months of
2009, the media group's operating losses exceeded US$14 million.
At yearend 2009, it had about US$1.1 million in overdue payables
and risked insolvency without an immediate cash infusion, Mr.
Janvey added.
Mr. Janvey, Bloomberg News says, has also located a buyer for Mr.
Stanford's 8% share of Merchants Commercial Bank, a one-branch
bank in St. Thomas, U.S. Virgin Islands, that he co-founded with a
US$1.1 million investment in 2006. The report relates that an
unidentified existing investor in the bank has agreed to pay
US$536,250 for the stake in MCB, whose portfolio consists
primarily of local real estate loans.
Meanwhile, Mr. Sadler said that property values in the U.S. Virgin
Islands have plunged, causing a 700% increase in the number of
non- performing loans on the bank's books. The report relates
that as of yearend 2009, 6.6% of MCB's total loans, or US$4.6
million, were considered non-performing. That sum is "materially
higher than the comparable ratio range of 1% to 3% found at large
and regional banks in the United States," Mr. Sadler added.
Moreover, the report notes, DGSE Cos., a precious-metals and
jewelry company based in Dallas, agreed to pay Mr. Janvey US$3.6
million for Mr. Stanford's stake in the firm and its subsidiary.
Mr. Sadler, the report relates, said that Mr. Stanford holds about
30% of DGSE's shares, which are listed on the American Stock
Exchange, as well as US$10.5 million in secured and unsecured debt
by DGSE's rare coin unit, Superior Galleries of Woodland Hills,
California. The report relates that the Superior unit has lost
almost US$20 million in the past eight years, according to court
papers, and DGSE had threatened to liquidate the business unless
Janvey approved the sale.
About Stanford International Bank
Domiciled in Antigua, Stanford International Bank Limited --
http://www.stanfordinternationalbank.com/-- is a member of
Stanford Private Wealth Management, a global financial services
network with US$51 billion in deposits and assets under management
or advisement. Stanford Private Wealth Management serves more
than 70,000 clients in 140 countries.
On February 16, 2009, the United States District Court for the
Northern District of Texas, Dallas Division, signed an order
appointing Ralph Janvey as receiver for all the assets and records
of Stanford International Bank, Ltd., Stanford Group Company,
Stanford Capital Management, LLC, Robert Allen Stanford, James M.
Davis and Laura Pendergest-Holt and of all entities they own or
control. The February 16 order, as amended March 12, 2009,
directs the Receiver to, among other things, take control and
possession of and to operate the Receivership Estate, and to
perform all acts necessary to conserve, hold, manage and preserve
the value of the Receivership Estate.
The U.S. Securities and Exchange Commission, on Feb. 17, 2009,
charged before the U.S. District Court in Dallas, Texas, Mr.
Stanford and three of his companies for orchestrating a
fraudulent, multi-billion dollar investment scheme centering on
an US$8 billion Certificate of Deposit program.
A criminal case was pursued against him in June 2009 before the
U.S. District Court in Houston, Texas. Mr. Stanford pleaded not
guilty to 21 charges of multi-billion dollar fraud, money-
laundering and obstruction of justice. Assistant Attorney General
Lanny Breuer, as cited by Agence France-Presse News, said in a 57-
page indictment that Mr. Stanford could face up to 250 years in
prison if convicted on all charges. Mr. Stanford surrendered to
U.S. authorities after a warrant was issued for his arrest on the
criminal charges.
The criminal case is U.S. v. Stanford, H-09-342, U.S. District
Court, Southern District of Texas (Houston). The civil case is SEC
v. Stanford International Bank, 3:09-cv-00298-N, U.S. District
Court, Northern District of Texas (Dallas).
STRIKEFORCE TECHNOLOGIES: Delays Filing of Annual Report
--------------------------------------------------------
StrikeForce Technologies, Inc., failed to file its annual report
on Form 10-K for the year ended December 31, 2009, by the March 31
deadline. In a regulatory filing, the Company said it won't be
able to file its report on Form 10-K within the prescribed time
period without incurring undue hardship and expense. The Company
intends to file its Form 10-K within the 15-day extension period
afforded by SEC Rule 12b-25 under the Securities Exchange Act of
1934, as amended. The Company is in the process of preparing its
financial information as well as completing the required review.
As reported by the Troubled Company Reporter on December 8, 2009,
StrikeForce reported a net loss of $552,158 for the three months
ended September 30, 2009, from a net loss of $803,578 for the year
ago period. StrikeForce reported a net loss of $1,515,533 for the
nine months ended September 30, 2009, from a net loss of
$1,201,818 for the year ago period.
At September 30, 2009, the Company had total assets of $1,415,410
against total liabilities of $9,412,040, resulting in
stockholders' deficit of $7,996,630. The Company had an
accumulated deficit of $19,436,016 and a working capital
deficiency of $5,759,608 at September 30, 2009, and had a net loss
and cash used in operations of $1,515,533 and $595,774 for the
nine months ended September 30, 2009, respectively.
StrikeForce Technical Services Corporation is a software
development and services company. The Company owns the exclusive
right to license and develop various identification protection
software products that were developed to protect computer networks
from unauthorized access and to protect network owners and users
from identity theft. The Company has developed a suite of
products based upon the licenses and the Company is seeking to
commercially exploit the products in the areas of financial
services, eCommerce, corporate, government and consumer sectors.
The Company's operations are based in Edison, New Jersey.
SUN HEALTHCARE: Bank Debt Trades at 4% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Sun Healthcare
Group, Inc., is a borrower traded in the secondary market at 95.80
cents-on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.20
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility. The bank loan matures on April 19, 2014, and carries
Moody's Ba2 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Sun Healthcare Group, Inc., -- http://www.sunh.com/-- provides
nursing, rehabilitative and related specialty healthcare services
principally to the senior population in the United States. Its
core business is providing inpatient services, primarily through
183 skilled nursing centers, 14 assisted and independent living
centers and eight mental health centers. As of Dec. 31, 2009, the
Company's centers had 23,205 licensed beds located in 25 states,
of which 22,423 were available for occupancy. The Company's
subsidiary engages in three business segments: inpatient services,
primarily skilled nursing centers; rehabilitation therapy
services, and medical staffing services.
SWIFT TRANSPORTATION: Bank Debt Trades at 4% Off
------------------------------------------------
Participations in a syndicated loan under which Swift
Transportation Co., Inc., is a borrower traded in the secondary
market at 96.19 cents-on-the-dollar during the week ended Friday,
April 9, 2010, according to data compiled by Loan Pricing Corp.
and reported in The Wall Street Journal. This represents an
increase of 0.74 percentage points from the previous week, The
Journal relates. The Company pays 325 basis points above LIBOR to
borrow under the facility. The bank loan matures on March 15,
2014, and carries Moody's B3 rating and Standard & Poor's B-
rating. The debt is one of the biggest gainers and losers among
199 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
Swift Transportation Co., Inc. -- http://www.swifttrans.com/--
hauls freight such as building materials, paper products, and
retail merchandise throughout the U.S. and in Mexico. The Company
operates a fleet of about 18,000 tractors and 48,000 trailers from
a network of about 40 terminals. Its services include dedicated
contract carriage, in which drivers and equipment are assigned to
a customer long-term. Besides standard dry ans, Swift's fleet
includes refrigerated, flatbed, and other specialized trailers, as
well as about 5,800 intermodal containers.
TALBOTS INC: Discloses Final Results of Exchange Offer
------------------------------------------------------
The Talbots, Inc., posted the final tabulated results of its offer
to exchange each outstanding warrant to acquire shares of common
stock of BPW Acquisition Corp. for shares of Talbots common stock
or warrants to acquire shares of Talbots common stock and the
related proration calculations. The exchange offer expired at
9:00 p.m., New York City time, on Tuesday, April 6, 2010. The
exchange agent reported a final count of 31,500,000 BPW warrants
tendered, reflecting 90.0% of BPW warrants issued in BPW's initial
public offering.
Talbots common stock was elected with respect to 1,037,907
tendered BPW warrants. Holders of these warrants will receive, in
exchange for each such BPW warrant tendered, 0.09853 shares of
Talbots common stock. Talbots warrants were elected with respect
to 30,462,093 tendered BPW warrants. The maximum aggregate number
of Talbots warrants issuable pursuant to the terms of the exchange
offer is 17,242,750. BPW warrantholders elected to receive
Talbots warrants in excess of the maximum aggregate number
issuable, and, as a result, those BPW warrantholders who elected
to receive Talbots warrants will have their elections prorated
such that they will receive, per BPW warrant tendered, 0.56604
Talbots warrants and 0.04193 shares of Talbots common stock.
The aggregate exchange offer consideration to be paid to
participating BPW warrantholders consists of 2,835,346 shares of
Talbots common stock and 17,242,750 Talbots warrants. No
fractional shares of Talbots common stock or fractional Talbots
warrants will be issued in the exchange offer. BPW warrantholders
who would otherwise be entitled to fractional shares of Talbots
common stock or fractional Talbots warrants will receive cash in
lieu thereof.
About Talbots Inc.
Hingham, Massachusetts-based The Talbots, Inc. (NYSE:TLB) is a
specialty retailer and direct marketer of women's apparel, shoes
and accessories. At the end of third quarter 2009, the Company
operated 589 Talbots brand stores in 46 states, the District of
Columbia, and Canada. Talbots brand on-line shopping site is
located at http://www.talbots.com/
As of October 31, 2009, the Company had $839,703,000 in total
assets, including $479,741,000 in total current assets, against
total current liabilities of $483,687,000; long-term debt less
current portion of $20,000,000; related party debt less current
portion of $241,494,000; deferred rent under lease commitments of
$124,126,000; deferred income taxes of $28,456,000; other
liabilities of $132,501,000; resulting in stockholders' deficit of
$190,561,000.
TRANSDIGM INC: Fitch Affirms 'B' Issuer Default Ratings
-------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings for
TransDigm Group Inc. and its indirect subsidiary TransDigm, Inc.,
and has affirmed the ratings for the senior secured credit
facility. The senior subordinated notes are upgraded by one notch
to 'B/RR4'.
Fitch has taken these rating actions:
TDG
-- Long-term IDR affirmed at 'B'.
TDI
-- IDR affirmed at 'B';
-- Senior secured revolving credit facility affirmed at
'BB/RR1';
-- Senior secured term loan affirmed at 'BB/RR1';
-- Senior subordinated notes upgraded to 'B/RR4' from 'B-/RR5'.
The Rating Outlook remains Stable. Approximately $1.8 billion of
debt outstanding is covered by these ratings.
The rating actions are supported by the company's high profit
margins, low capital expenditures and the resulting strong cash
flow. The ratings are also supported by TDG's liquidity position,
including a favorable debt maturity schedule. TDG benefits from
its diverse portfolio of products for a variety of commercial and
military platforms/programs; its role as a sole source provider
for the bulk of its sales; military sales that help to offset the
cyclicality of the commercial aerospace market; and management's
history of successful acquisitions and subsequent integration.
Concerns relate to the size or number of potential acquisitions
going forward and the risks of integrating them successfully; the
company's financial strategy; and weak collateral support in the
form of asset coverage. Commercial aerospace cyclicality is also
a concern. Parts of the commercial aerospace market have been
soft in the past 18 months, particularly the aftermarket business
(about 40% of TDG's FY09 sales), but air traffic has grown for the
past several months, supporting Fitch's expectation that the
aftermarket will recover in the second half of 2010. Fitch notes
the company's material weakness in internal control over financial
reporting (related to a restatement of earnings per share), but
Fitch considers this to be only a modest credit concern.
The Rating Outlook remains Stable as TDG's credit profile remains
healthy and liquidity is strong. The Stable Outlook is also
supported by the company's performance through the global economic
downturn, which had only a modestly negative impact on TDG's
financial results. However, Fitch remains cautious about TDG's
financial strategy. Cash deployment actions at the expense of the
balance sheet may result in changes to the Outlook and/or rating
given the recent increase in debt to fund a special dividend.
The Recovery Ratings and notching in the debt structure reflect
Fitch's recovery expectations under a scenario in which distressed
enterprise value is allocated to the various debt classes. The
expected recovery for bank debt holders remains 'RR1', indicating
recovery of 91%-100%. The senior subordinated notes are upgraded
to 'RR4' from 'RR5' which reflects expectation of recovery in the
31%-50% range. This upgrade reflects Fitch's expectations that
EBITDA will continue to grow while debt should remain unchanged
over the next 24 months, and it is also supported by TDG's solid
performance through the economic downturn.
Acquired businesses have created goodwill of over $1.5 billion or
about 61% of total assets and compares to just $101 million of net
PP&E, $176 million in inventories, $183 million of trademarks and
trade names, and $205 million of general intangibles as of
Jan. 2, 2010. The senior bank facilities are secured by a first
priority security interest in all assets including PP&E,
inventories, intellectual property and general intangibles.
Although this indicates somewhat weakened collateral support for
the $780 million term loan and $200 million undrawn revolver,
Fitch believes the company's debt has good cash flow support, and
that in a distressed scenario, the firm's going-concern value
would provide ample coverage, particularly given the essential and
exclusive nature of many of the company's products.
TDG continues to generate strong EBITDA margins. At the end of
the first quarter of fiscal 2010, margins for the last 12 months
(LTM) were 46.7% versus 47.7% in FY09 and 45.5% in FY08. EBITDA
for the LTM was $357 million which was slightly below EBITDA of
$363 million in FY09. The company has successfully executed its
strategy of integrating new businesses which focus on proprietary
components. TDG has been able to maintain and expand margins due
to several factors including the company's position as a sole
source provider for 80% of sales in FY2009; a large proportion of
aftermarket sales (about 60% of sales) which earn robust margins;
high barriers to entry as the result of certification costs for
aircraft components; and the proprietary nature of roughly 95% of
the product offerings. A dedicated focus on cost containment and
productivity improvements has also strengthened margins.
For the most recent LTM, TDG generated negative free cash flow of
$229 million as a result of a $404 million special dividend to
shareholders; Fitch expects FCF to approximate this amount for
fiscal 2010. In FY09, free cash flow was $184 million (13.3% of
adjusted debt) and in the prior fiscal year it was $179 million
(12.9%). Free cash generation is typically solid with
FCF/Adjusted Debt in the high single digit to low double digit
percentage range. The business is not capital intensive, which
also helps support free cash generation. Capital expenditures
tend to be less than 2% of sales per year.
TDG had debt of $1,770 million compared to revenues of
$765 million for the most recent LTM. Debt increased by
$413 million since a new bond offering was completed to fund the
special dividend during the first quarter of fiscal 2010. With
the additional debt, leverage (debt to EBITDA) rose to 5.0x versus
3.7x at the end of fiscal 2009. Fitch projects that leverage at
the end of fiscal 2010 should decrease to approximately 4.5x to
4.7x. Historically, leverage shows a pattern coinciding with the
company's acquisition strategy: leverage rises after an
acquisition and then gradually moves down as earnings increase.
Large debt repayments have not been typical in the past several
years and Fitch does not anticipate seeing them given the
company's financial strategy. Furthermore, the company has the
ability to deploy its cash for share repurchases. TDG has
$35 million of authorization remaining under a $50 million share
repurchase program was announced in October 2008.
The credit agreement contains only one financial covenant. The
Consolidated Secured Debt Ratio can be no greater than 4.5x beyond
Dec. 31, 2008, and Fitch calculates it was approximately 2.1x at
the end of the recent quarter. Fitch believes that there is
adequate cushion in the leverage test and that only with a severe
downturn would the company trip this covenant (if all secured debt
was drawn, EBITDA as defined by the company's credit facility
would need to fall below $217 million).
TDG has acquired 27 businesses since 1993, including one in fiscal
2010. Over the last four fiscal years, TDG has averaged
$211 million per year on acquisitions. Management remains open to
further acquisitions and continues to indicate there are greater
number of small deals than larger deals that are being considered.
Management has a solid record of integrating acquisitions
profitably. Nonetheless, the potential risks of aggressive M&A
(either in size or number of deals) acts as a constraint on the
ratings.
TDG generates more than 65% of its revenue from commercial
aerospace and the majority of that is from the highly profitable
commercial aerospace aftermarket which Fitch believes should
recover in the second half of calendar year 2010. This is also in
line with management's projections. In fiscal 2010, TDG expects
to see revenues from defense to be flat, which is consistent with
Fitch's expectations for U.S. defense spending. TDG's revenue
breakdown in FY09 was: 40% commercial aftermarket, 19% defense
aftermarket, 1% other aftermarket, 25% commercial OEM, 13% defense
OEM, and 2% other OEM.
At the end of the first quarter of fiscal 2010, the company had
ample liquidity in the amount of $360 million which consisted of
$162 million of cash and $198 million on its revolving credit
facility. TDG does not have any material pension liabilities.
There are no near-term debt maturities. In 2012, the company's
undrawn revolver expires. In 2013, the term loan matures. In
2014, $1 billion of senior subordinated notes mature.
TRIBUNE COMPANY: Has Deal with Major Creditors for Ch. 11 Exit
--------------------------------------------------------------
Tribune Company disclosed an agreement supported by major
creditors J.P. Morgan and Angelo Gordon, lenders under the
company's prepetition senior credit facility, and Centerbridge
Partners, holder of approximately 37 percent of the company's
outstanding prepetition senior notes, proposing to settle all
potential claims arising from the company's going-private
transactions in 2007.
The terms of the agreement, which also has the support of the
Official Committee of Unsecured Creditors, will be incorporated
into a plan of reorganization for Tribune and its debtor
affiliates, to be filed with the U.S. Bankruptcy Court for the
District of Delaware. "The company supports the resolution of our
bankruptcy through a plan of reorganization that implements the
terms of this agreement. The plan will allow us to resolve these
cases without the distraction, expense and delay of protracted
litigation, and is in the best interests of Tribune and all of our
constituents," said Don Liebentritt, Tribune's Chief Legal
Officer.
"We're very pleased that an agreement has been reached, and we
appreciate the support we've received from J.P. Morgan, Angelo
Gordon, Centerbridge and the Committee," said Randy Michaels,
Tribune's Chief Executive Officer. "This will enable us to file
our plan prior to next Tuesday's court hearing. It is another
significant step forward as we continue to transform our media
businesses, attract and retain talented people, and seize
opportunities to grow."
Under the plan, the holders of the senior notes would receive 7.4
percent of the company's distributable value, which would be paid
in a combination of cash, debt and stock. The company's senior
credit facility lenders would receive cash and debt, and stock
representing in excess of 91 percent of the equity of the
reorganized company. Under the plan, the company would emerge
from bankruptcy, significantly deleveraged, with its business
units intact and with adequate liquidity for operating and capital
needs. Once filed, the plan will be subject to a creditor vote
and approval by the Court.
Material terms of the agreement have been filed with the
Bankruptcy Court.
Tribune and most of its subsidiaries filed voluntary petitions
under Chapter 11 of the U.S. Bankruptcy Code in December 2008, and
have continued operating their newspapers, broadcasting assets and
interactive properties without interruption since that time. The
plan is expected to enable the company to emerge from bankruptcy
later this year.
About Tribune Co.
Headquartered in Chicago, Illinois, Tribune Co. --
http://www.tribune.com/-- is a media company, operating
businesses in publishing, interactive and broadcasting, including
ten daily newspapers and commuter tabloids, 23 television
stations, WGN America, WGN-AM and the Chicago Cubs baseball team.
The Company and 110 of its affiliates filed for Chapter 11
protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08-
13141). The Debtors proposed Sidley Austion LLP as their counsel;
Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel;
Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As
of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets
and $12,972,541,148 in total debts.
Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy
News. The newsletter tracks the chapter 11 proceeding undertaken
by Tribune Company and its various affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
TUBO DE PASTEJE: Obtains Order Extending Time to File Plan
----------------------------------------------------------
Carla Main at Bloomberg News reports that Tubo de Pasteje SA de CV
and affiliate Cambridge-Lee Holdings, Inc. got an extension from
Judge Kevin J. Carey for the U.S. Bankruptcy Court for the
District of Delaware on their exclusive periods to file a plan of
reorganization and solicit support for it. The Debtors now have
until Oct. 7 to file a plan of reorganization and they may solicit
support for the plan from creditors up until Dec. 6.
Tubo de Pasteje SA and subsidiary Cambridge-Lee Holdings Inc.
filed Chapter 11 petitions December 7, 2009 (Bankr. D. Del. Case
No. 09-14353) following a Nov. 15 payment default on US$200
million in 11.5% senior notes due 2016. Tubo and its subsidiary
filed for Chapter 11 protection when the 30-day grace period was
nearing its end.
Tubo is a subsidiary of Mexico City-based Industrias Unidas SA de
CV, a manufacturer of copper and electrical products. The
U.S. subsidiary Cambridge-Lee is based in Reading, Pennsylvania.
IUSA is the issuer of the notes which were secured by a pledge of
the stock of Cambridge-L
UAL CORP: United Reports March 2010 Operational Performance
-----------------------------------------------------------
United Airlines on Wednesday reported its preliminary consolidated
traffic results for March 2010. Total consolidated revenue
passenger miles (RPMs) increased in March by 3.2% on a decrease of
2.7% in available seat miles (ASMs) compared with the same period
in 2009. This resulted in a reported March consolidated passenger
load factor of 83.5%, an increase of 4.8 points compared to 2009.
For March 2010, consolidated passenger revenue per available seat
mile (PRASM) is estimated to have increased 21.5% to 23.5% year
over year. Consolidated PRASM is estimated to have increased 3.2%
to 5.2% for March 2010 compared to March 2008, approximately 3.0
percentage points of which were due to growth in ancillary
revenues.
United reported a U.S. Department of Transportation on-time
arrival rate of 83.8% in March.
Average March 2010 mainline fuel price, including gains or losses
on settled fuel hedges and excluding non-cash, mark-to-market fuel
hedge gains and losses, is estimated to be $2.21 per gallon.
Including non-cash, mark-to-market fuel hedge gains and losses,
the estimated fuel price is $1.67 per gallon for the month.
A full-text copy of United's traffic report is available at no
charge at http://ResearchArchives.com/t/s?5f30
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.
UNITED AIR LINES: Bank Debt Trades at 13% Off in Secondary Market
-----------------------------------------------------------------
Participations in a syndicated loan under which United Airlines,
Inc., is a borrower traded in the secondary market at 87.44 cents-
on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.08
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility. The bank loan matures on Feb. 13, 2013, and carries
Moody's B3 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Based in Chicago, Illinois, UAL Corporation (NASDAQ: UAUA) --
http://www.united.com/-- is the holding company for United
Airlines, Inc. United Airlines is the world's second largest air
carrier. The airline flies to Brazil, Korea and Germany.
The company filed for Chapter 11 protection on Dec. 9, 2002
(Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen,
Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven
R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in
their restructuring efforts. Fruman Jacobson, Esq., at
Sonnenschein Nath & Rosenthal LLP represented the Official
Committee of Unsecured Creditors before the Committee was
dissolved when the Debtors emerged from bankruptcy.
Judge Eugene R. Wedoff confirmed the Debtors' Second Amended Plan
on Jan. 20, 2006. The company emerged from bankruptcy protection
on Feb. 1, 2006. (United Airlines Bankruptcy News; Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
UAL Corp. carries a 'Caa1' probability of default rating from
Moody's, 'B-' long term foreign issuer credit rating from Standard
& Poor's, and 'CCC' long term issuer default rating from Fitch.
UNIVAR NV: Bank Debt Trades at 3% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Univar N.V. is a
borrower traded in the secondary market at 97.28 cents-on-the-
dollar during the week ended Friday, April 9, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 1.25 percentage
points from the previous week, The Journal relates. The Company
pays 300 basis points above LIBOR to borrow under the facility.
The bank loan matures on Oct. 10, 2014, and is not rated by
Moody's and Standard & Poor's. The debt is one of the biggest
gainers and losers among 199 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
Univar N.V. -- http://www.univarcorp.com/-- is one of the largest
distributors of industrial chemicals and providers of related
services to a diverse set of end markets in the US, Canada and
Europe. In April 2007, the company purchased ChemCentral
Corporation, the fourth largest chemicals distributor in the US,
for a purchase price of about $650 million, which resulted in the
combined entities becoming the largest chemicals distributor in
North America. The company had pro forma revenues (including
ChemCentral Corporation) of $8.3 billion for the LTM ended
June 30, 2007.
UNIVAR NV: Bank Debt Trades at 3% Off in Secondary Market
---------------------------------------------------------
Participations in a syndicated loan under which Univar N.V. is a
borrower traded in the secondary market at 97.28 cents-on-the-
dollar during the week ended Friday, April 9, 2010, according to
data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 1.25 percentage
points from the previous week, The Journal relates. The Company
pays 300 basis points above LIBOR to borrow under the facility.
The bank loan matures on Oct. 11, 2014, and is not rated by
Moody's and Standard & Poor's. The debt is one of the biggest
gainers and losers among 199 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
Univar N.V. -- http://www.univarcorp.com/-- is one of the largest
distributors of industrial chemicals and providers of related
services to a diverse set of end markets in the US, Canada and
Europe. In April 2007, the company purchased ChemCentral
Corporation, the fourth largest chemicals distributor in the US,
for a purchase price of about $650 million, which resulted in the
combined entities becoming the largest chemicals distributor in
North America. The company had pro forma revenues (including
ChemCentral Corporation) of $8.3 billion for the LTM ended
June 30, 2007.
UAL CORP: Flight Attendants Say Merger with United 'Absurd'
-----------------------------------------------------------
Leaders of the Association of Flight Attendants-CWA, AFL-CIO,
representing nearly 21,000 flight attendants at United Airlines,
US Airways and the former America West, responded to speculation
about a potential merger between their airlines. Greg
Davidowitch, AFA-CWA President at United, Lisa LeCarre, AFA-CWA
President at America West, and Mike Flores, AFA-CWA President at
US Airways, issued the following statement:
"The notion of joining together two airlines in turmoil is absurd.
The track record of management at each of our airlines is abysmal.
For nearly five years CEO Doug Parker has failed to negotiate a
joint flight attendant contract, continuing to operate the
airlines separately with disparate treatment of flight attendants
at each former airline. Parker has left merger issues unresolved
all this time, which hardly qualifies him to consider the
possibility of another merger.
"CEO Glenn Tilton has been clamoring for a merger at any price
since he first arrived at United Airlines eight years ago. Flight
Attendants have expressed no confidence in Tilton to run the
airline and they have actively sought his removal as CEO for two
years. This, all against the backdrop of record low labor
relations due to unresolved contract negotiations, outsourcing of
flight attendant jobs, cuts to staffing and flight attendants
continuing to struggle from cuts forced during United's 38-month
bankruptcy while executives are awarded millions of dollars in
bonuses each year.
"A merger of any kind is inherently risky and a complex business
transaction. To even consider a merger, there must be an
underlying rationale and an accord with flight attendants. Today
there is no evidence of either. We direct each management group
to focus on the current issues at our airlines. Good labor
relations are critical to running airlines where flight attendants
want to come to work and passengers want to fly.
"In order for any merger to be successful, it will need to have
the support of flight attendants. Without our support a
successful merger will be impossible. Our current management
needs to address the problems they have created at each airline
before contemplating any other joint venture. Unless meaningful
and immediate action is taken to resolve the outstanding road
blocks to success at each of our airlines, flight attendants'
issues will become real and significant obstacles in the path of
any merger."
More than 55,000 flight attendants, including the 21,000 flight
attendants at United and US Airways, join together to form AFA-
CWA, the world's largest flight attendant union. AFA-CWA is part
of the 700,000 member strong Communications Workers of America,
AFL-CIO.
n.
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.
Reorganized 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.
About US Airways
US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.
Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.
US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820). Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts. The USAir II bankruptcy
plan became effective on September 27, 2005. The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
* * *
As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.
US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating. Outlook is
negative.
US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating. Outlook is also
negative.
US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating. Outlook is also negative.
U.S. AIRWAYS: Flight Attendants Say Merger with United 'Absurd'
---------------------------------------------------------------
Leaders of the Association of Flight Attendants-CWA, AFL-CIO,
representing nearly 21,000 flight attendants at United Airlines,
US Airways and the former America West, responded to speculation
about a potential merger between their airlines. Greg
Davidowitch, AFA-CWA President at United, Lisa LeCarre, AFA-CWA
President at America West, and Mike Flores, AFA-CWA President at
US Airways, issued the following statement:
"The notion of joining together two airlines in turmoil is absurd.
The track record of management at each of our airlines is abysmal.
For nearly five years CEO Doug Parker has failed to negotiate a
joint flight attendant contract, continuing to operate the
airlines separately with disparate treatment of flight attendants
at each former airline. Parker has left merger issues unresolved
all this time, which hardly qualifies him to consider the
possibility of another merger.
"CEO Glenn Tilton has been clamoring for a merger at any price
since he first arrived at United Airlines eight years ago. Flight
Attendants have expressed no confidence in Tilton to run the
airline and they have actively sought his removal as CEO for two
years. This, all against the backdrop of record low labor
relations due to unresolved contract negotiations, outsourcing of
flight attendant jobs, cuts to staffing and flight attendants
continuing to struggle from cuts forced during United's 38-month
bankruptcy while executives are awarded millions of dollars in
bonuses each year.
"A merger of any kind is inherently risky and a complex business
transaction. To even consider a merger, there must be an
underlying rationale and an accord with flight attendants. Today
there is no evidence of either. We direct each management group
to focus on the current issues at our airlines. Good labor
relations are critical to running airlines where flight attendants
want to come to work and passengers want to fly.
"In order for any merger to be successful, it will need to have
the support of flight attendants. Without our support a
successful merger will be impossible. Our current management
needs to address the problems they have created at each airline
before contemplating any other joint venture. Unless meaningful
and immediate action is taken to resolve the outstanding road
blocks to success at each of our airlines, flight attendants'
issues will become real and significant obstacles in the path of
any merger."
More than 55,000 flight attendants, including the 21,000 flight
attendants at United and US Airways, join together to form AFA-
CWA, the world's largest flight attendant union. AFA-CWA is part
of the 700,000 member strong Communications Workers of America,
AFL-CIO.
n.
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.
Reorganized 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.
About US Airways
US Airways -- http://www.usairways.com/-- along with US Airways
Shuttle and US Airways Express, operates more than 3,000 flights
per day and serves more than 190 communities in the U.S., Canada,
Mexico, Europe, the Middle East, the Caribbean, Central and South
America.
Under a Chapter 11 plan declared effective on March 31, 2003,
USAir emerged from bankruptcy with the Retirement Systems of
Alabama taking a 40% equity stake in the deleveraged carrier in
exchange for $240 million infusion of new capital.
US Airways and its subsidiaries filed another Chapter 11 petition
on September 12, 2004 (Bankr. E.D. Va. Case No. 04-13820). Brian
P. Leitch, Esq., Daniel M. Lewis, Esq., and Michael J. Canning,
Esq., at Arnold & Porter LLP, and Lawrence E. Rifken, Esq., and
Douglas M. Foley, Esq., at McGuireWoods LLP, represented the
Debtors in their restructuring efforts. The USAir II bankruptcy
plan became effective on September 27, 2005. The Debtors
completed their merger with America West on the same date. (US
Airways Bankruptcy News; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
* * *
As of December 31, 2009, US Airways had total assets of
$7,454,000,000, including $2,331,000,000 in total current assets,
against total current liabilities of $2,789,000,000 and total
noncurrent liabilities and deferred credits of $5,020,000,000,
resulting in $355,000,000 stockholders' deficit.
US Airways Group carries Moody's "Caa1" Long-Term rating, LT Corp.
family rating and probability of default rating. Outlook is
negative.
US Airways Group carries Standard & Poor's "B-" LT Foreign Issuer
Credit rating and LT Local Issuer credit rating. Outlook is also
negative.
US Airways Group carries Fitch's "CCC" LT Issuer default rating
and "C" Senior unsecured debt rating. Outlook is also negative.
US CENTURY: Fitch Junks Issuer Default Rating From 'BB'
-------------------------------------------------------
Fitch Rating has downgraded U.S. Century Bank's Issuer Default
Rating to 'C' from 'BB'. The Negative Rating Outlook has been
removed from all ratings.
Fitch's downgrade reflects USCB's weak financial performance
impacted by continued credit deterioration during the most recent
quarters and its elimination of payment on its hybrid security
made public on March 17, 2010. USCB has deferred on its
$50.2 million preferred non-cumulative stock issuance to the U.S.
Treasury as part of the capital purchase program. Fitch considers
the deferral of payment on its preferred securities to be non-
performance.
Established in 2002, USCB is facing significant operating
challenges. The company is geographically concentrated in South
Florida and the loan portfolio is heavily weighted in commercial
real estate and construction accounting for 71% of total loans at
Dec. 31, 2009. Additionally, commercial real estate and
construction loans combined were 785% of total capital at Dec. 31,
2009, which is significantly above the regulatory guidelines.
Thus far, capital ratios were considered to be 'well-capitalized'
by regulators, however, the cushion above the minimum has
continued to decrease. Further, Fitch believes the high levels of
non-performing loans will likely translate into future losses
eroding its present capital position.
As previously announced, Fitch has been conducting an expanded
review of CRE exposures for banking and thrift institutions
applying various stress scenarios. Based on this analysis, Fitch
believes USCB will suffer further and material capital losses over
the coming quarters. Going forward, Fitch expects negative trends
to continue and considers revenue prospects to be minimal.
Additionally, Fitch is concerned with USCB's ability to address
future capital needs.
For the fourth quarter 2009 (4Q'09), the company reported a net
loss of ($30 million) compared to a small net profit for 4Q'08.
Provisions for loan losses have risen steadily throughout 2009,
reflecting higher net charge-offs (e.g. NCO ratio was 9.80% for
4Q'09) and rising levels of non-performing assets which portend
future loan losses. NPLs to total gross loans jumped to 10.49% on
Dec. 31, 2009. The overwhelming majority of increases in NPAs and
NCOs have been mainly from construction and CRE loans related to
residential projects.
The definition of a long-term IDR 'C' is a bank with exceptionally
high levels of credit risk. Default is considered imminent or
inevitable, or the issuer is in standstill. Conditions that are
indicative of a 'C' category rating for an issuer also include
that the issuer has entered into a grace or cure period following
non-payment of a material financial obligation. Fitch assigns
recovery ratings to individual security issues where the IDR of
the issuer is rated in the 'B' or below category. As such, Fitch
has assigned a Recovery Rating of 'RR3' to the uninsured long-term
deposits, which implies a recovery between 51%-70%.
Established in October 2002, USCB is a Miami-based community bank
with assets totaling $2 billion and equity totaling $191 million
at Dec. 31, 2009. The bank currently has 25 offices in Miami-Dade
and Broward Counties. USCB is owned by approximately 450
shareholders and regulated by the FDIC. The bank is a stand-alone
banking institution without a holding company and does not have
any subsidiaries.
Fitch's rating actions are the result of a focused review of
Fitch's 'Master Global Financial Institutions Criteria' dated
Dec. 29, 2009. This review concentrated in particular on credit
risk, capitalization, liquidity, and stress testing. In
performing its analysis of Recovery Ratings, Fitch employed some
assumptions that were more conservative than those outlined in its
criteria 'Recovery Ratings for Financial Institutions' dated
Dec. 30, 2009. Some of the recovery rates for certain loan
categories were assumed to be lower to reflect the current
distressed credit environment.
Fitch has downgraded these ratings:
U.S. Century Bank
-- Long-term IDR to 'C' from 'BB';
-- Long-term deposits to 'C/RR3' from 'BB+';
-- Short-term IDR to 'C' from 'B';
-- Short-term deposits to 'C' from 'B';
-- Individual to 'E' from 'C'.
Fitch has affirmed these ratings:
-- Support at '5';
-- Support floor at 'NF'.
VALMONT INDUSTRIES: Moody's Puts 'Ba1' Rating on $250 Mil. Notes
----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Valmont
Industries, Inc.'s proposed $250 million senior unsecured notes
due 2020. Concurrently, Moody's affirmed the Ba1 Corporate Family
Rating, Ba1 Probability of Default Rating, the Ba2 rating on
Valmont's senior subordinated notes due 2014 and the SGL-1
Speculative Grade Liquidity Rating. The ratings outlook remains
positive.
Valmont expects to use net proceeds from the new $250 million
senior unsecured notes, along with cash on hand, to finance the
previously announced acquisition of Delta, PLC. The acquisition
is subject to the satisfaction of customary closing conditions,
including Delta shareholder acceptance and regulatory approvals,
and is expected to close in the second quarter of 2010. If the
acquisition is not completed, the company intends to use net
proceeds from the new notes for general corporate purposes and to
repay existing debt. If the latter occurs, Moody's do not
anticipate a change in the 2020 notes' Ba1 rating, though the LGD
point estimate could move.
The Ba1 CFR continues to reflect Valmont's very good liquidity
profile and strong financial metrics, despite incremental debt
resulting from the Delta acquisition. Financial leverage (total
debt to EBITDA), reflecting Moody's standard adjustments for
operating leases and underfunded pensions, is estimated to
increase from 0.9 times at December 31, 2009 to approximately 2
times on a pro forma basis. The Delta acquisition increases
Valmont's scale and geographic diversification by adding
approximately $500 million of revenue in mostly complementary
product lines. Nonetheless, although no significant restructuring
activities are planned, the majority of Delta's assets are located
outside the Americas which could add a level of risk and
complexity to the integration process.
The positive outlook considers the possibility of a ratings
upgrade once there are clear indications that Delta's businesses
have been successfully integrated. The ratings outlook could be
stabilized if Valmont were to experience a prolonged downturn
resulting in a sustained contraction in the company's consolidated
results or liquidity profile. Additionally, a change towards more
aggressive financial policies could pressure the ratings.
Moody's assigned this rating:
-- $250 million proposed senior unsecured notes due 2020, Ba1
(LGD3/41%)
Moody's affirmed these ratings:
-- Corporate Family Rating, Ba1
-- Probability of Default Rating, Ba1
-- $150 million senior subordinated notes due 2014, Ba2 (to
LGD6/90% from LGD5/85%)
-- Speculative Grade Liquidity Rating, SGL-1
The ratings are subject to Moody's review of final documentation.
Further information will be available in the Credit Opinion to be
posted on moodys.com.
The previous rating action on Valmont occurred on March 4, 2010,
when Moody's affirmed all the company's ratings.
Valmont Industries, Inc., is a global producer of metal and
concrete pole and tower structures, mechanized irrigation systems
and coatings. Customers and end-users include state and federal
governments, contractors, utility and telecommunications
companies, manufacturers of commercial lighting fixtures and large
farms. Headquartered in Omaha, Nebraska, the company is publicly
held (ticker: VMI) and reported revenues of $1.8 billion for the
year ended December 26, 2009.
VEBLEN WEST: Files for Chapter 11 Bankruptcy
--------------------------------------------
Veblen West Dairy LLP, based in Veblen, South Dakota, filed a
petition April 7 seeking protection under Chapter 11 (Bankr. D.
S.D. Case No. 10-10071).
Veblen West listed assets and debts of $10 million to $50 million
and said it anticipates there will be some recovery for creditors.
St. Cloud, Minnesota-based Minnesota Select Sires ($84,996) and
Madison, South Dakota-based Rural Electric Economic ($75,947) sit
atop the Company's list of 20 largest unsecured creditors.
According to Bloomberg's Carla Main, citing reporting in the
Marshall County Journal in 2008, Veblen West, together with a
neighboring dairy under the same management called Veblen East,
milks 8,700 cows each day and has a total of about 14,000 animals
in the Veblen area. The two dairies "make up about 15 percent of
the dairy industry in South Dakota," the paper said.
No filing was found regarding Veblen East.
VISTEON CORP: UAW Objects Sale of Assets to Johnson Controls
------------------------------------------------------------
BankruptcyData.com reports that The International Union United
Automobile, Aerospace and Agricultural Implement Workers of
America (UAW) filed with the U.S. Bankruptcy Court a response and
objection to Visteon's motion for an order (I) approving (A) an
asset purchase agreement related to the sale of certain assets to
Johnson Controls Interiors and Johnson Controls Automotriz Mexico,
S. DE R.L. DE C.V., (B) the assumption and assignment of certain
executory contract and unexpired leases related thereto and (C)
procedures for designating certain executory contracts and
unexpired leases to be assumed and assigned, providing notice and
determining cure amounts and (II) granting related relief.
The document explains, "The UAW generally supports a 'going
concern' sale of Debtors' assets which allow facilities to
continue operating and preserve jobs and employment opportunities
for the Union's represented employees. However, the UAW and
Debtors are parties to a collective bargaining agreement governing
the terms and conditions of employment for hourly employees at the
Highland Park facility. That collective bargaining agreement
contains a 'successorship' clause which requires, as a condition
of any sale involving the Highland Park facility, that the
purchaser assumes the existing labor agreement. Given that the
Debtors have negotiated an asset purchase agreement that does not
provide for a complete assumption of the UAW collective bargaining
agreement, the UAW objects to the proposed sale of the Highland
Park facility."
About Visteon Corporation
Visteon Corporation is a leading global automotive supplier that
designs, engineers and manufactures innovative climate, interior,
electronic and lighting products for vehicle manufacturers. With
corporate offices in Van Buren Township, Mich. (U.S.); Shanghai,
China; and Chelmsford, UK; the company has facilities in 25
countries and employs approximately 29,500 people.
Headquartered in Van Buren Township, Michigan, Visteon Corporation
(NYSE: VC) -- http://www.visteon.com/-- is a global automotive
supplier that designs, engineers and manufactures innovative
climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services
to aftermarket customers. The company has corporate offices in
Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen,
Germany. It has facilities in 27 countries and employs roughly
35,500 people. The Company has assets of US$4,561,000,000 and
debts of US$5,311,000,000 as of March 31, 2009.
Visteon Corporation and 30 of its affiliates filed for Chapter 11
protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786
through 09-11818). Judge Christopher S. Sontchi oversees the
Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein,
Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, represent the Debtors in their restructuring
efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy
P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors'
local counsel. The Debtors' investment banker and financial
advisor is Rothschild Inc. The Debtors' notice, claims, and
solicitation agent is Kurtzman Carson Consultants LLC. The
Debtors' restructuring advisor is Alvarez & Marsal North America,
LLC.
Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy
News. The newsletter tracks the Chapter 11 proceedings of Visteon
Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/
or 215/945-7000)
WESTERN REFINING: Bank Debt Trades at 3% Off in Secondary Market
----------------------------------------------------------------
Participations in a syndicated loan under which Western Refining,
Inc., is a borrower traded in the secondary market at 96.95 cents-
on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 1.52
percentage points from the previous week, The Journal relates.
The Company pays 600 basis points above LIBOR to borrow under the
facility. The bank loan matures on May 31, 2014, and carries
Moody's B3 rating and Standard & Poor's B+ rating. The debt is
one of the biggest gainers and losers among 199 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
Western Refining, Inc., headquartered in El Paso, Texas, is an
independent refining and marketing company. Western owns and
operates a 128,000-barrel per day low complexity light sweet
refinery at El Paso, Texas, a medium sized relatively complex
coking refinery at Yorktown, Virginia, and two very small light
sweet crude oil refineries in the Four Corners region of New
Mexico.
WINDSTREAM CORP: Debt Trades at 1.28% Off in Secondary Market
-------------------------------------------------------------
Participations in a syndicated loan under which Windstream Corp.
is a borrower traded in the secondary market at 98.72 cents-on-
the-dollar during the week ended Friday, April 9, 2010, according
to data compiled by Loan Pricing Corp. and reported in The Wall
Street Journal. This represents an increase of 0.99 percentage
points from the previous week, The Journal relates. The Company
pays 150 basis points above LIBOR to borrow under the facility.
The bank loan matures on July 17, 2013, and carries Moody's Baa3
rating and Standard & Poor's BB+ rating. The debt is one of the
biggest gainers and losers among 199 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
As reported by the Troubled Company Reporter on Nov. 26, 2009,
Standard & Poor's said it lowered its ratings on Little Rock,
Arkansas-based Windstream Corp., including the corporate credit
rating to 'BB' from 'BB+'. The ratings remain on CreditWatch with
negative implications, which means that S&P could lower them
further or affirm them following the completion of its review.
S&P initially placed the ratings on CreditWatch with negative
implications on Nov. 3, 2009.
The rating action follows Windstream's announcement that it has
signed a definitive agreement to acquire Newton, Iowa-based rural
local exchange carrier Iowa Telecommunications Services in a
transaction valued at approximately $1.1 billion. As part of the
transaction, Windstream intends to fund the cash portion of
$261 million and the repayment of about $598 million of debt with
proceeds from a new debt offering.
The TCR also reported that Moody's affirmed Windstream
Corporation's Ba2 corporate family and probability of default
ratings and changed the ratings outlook on Iowa Telecommunications
Services, Inc. to Positive from Stable. The rating action was
prompted by Windstream's announced plans to acquire Iowa Telecom
for a total purchase price of about $1.1 billion consisting of
about $261 million in cash, about $270 million in Windstream stock
and the assumption of less than $600 million (net of cash) of Iowa
Telecom's outstanding debt. As part of the rating action, Moody's
affirmed Windstream's SGL-1 liquidity assessment. However, as the
final details on how Windstream intends to fund the cash and debt
portion of the Iowa Telecom acquisition have not been announced,
Moody's will update Windstream's liquidity assessment as more
information becomes available.
Windstream, headquartered in Little Rock, AR, is an ILEC providing
telecommunications services in 16 states and generated about
$3.1 billion in annual revenues in the twelve months ended
June 30, 2009.
WIZZARD SOFTWARE: Discloses Going Concern Qualification
-------------------------------------------------------
Wizzard Software Corp.'s audited financial statements for the
fiscal year ended December 31, 2009, included in the Company's
Annual Report on Form 10-K, filed on March 31, 2010, contained a
going concern qualification from its independent registered
auditing firm, Gregory & Associates, LLC.
This announcement is required by NYSE Amex Company Guide Section
610(b), which requires separate disclosure of receipt of an audit
opinion containing a going concern qualification. This
announcement does not represent any change or amendment to the
company's financial statements or to its Annual Report on Form 10-
K for the fiscal year ended December 31, 2009.
Wizzard has operated with a going concern qualification for eight
of the last nine years and intends to continue to raise capital as
needed to execute its business plan going forward.
About Wizzard Software
Through its Media business segment, Wizzard provides podcast
publishers with distribution and monetization services.
WYNN LAS VEGAS: Bank Debt Trades at 4% Off in Secondary Market
--------------------------------------------------------------
Participations in a syndicated loan under which Wynn Las Vegas,
LLC, is a borrower traded in the secondary market at 96.10 cents-
on-the-dollar during the week ended Friday, April 9, 2010,
according to data compiled by Loan Pricing Corp. and reported in
The Wall Street Journal. This represents an increase of 0.97
percentage points from the previous week, The Journal relates.
The Company pays 200 basis points above LIBOR to borrow under the
facility. The bank loan matures on Aug. 5, 2010, and is not rated
by Moody's and Standard & Poor's. The debt is one of the biggest
gainers and losers among 199 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
Wynn Las Vegas, LLC -- http://www.wynnlasvegas.com/-- is a
developer, owner and operator of destination casino resorts. It
owns and operates Wynn Las Vegas, a destination casino resort in
Las Vegas, Nevada, and Encore at Wynn Las Vegas (Encore), a
destination casino resort. Its wholly owned subsidiary is Wynn
Las Vegas Capital Corp. (Wynn Capital). Wynn Las Vegas offers
accommodations, amenities and service with 2,716 rooms and suites,
including 36 fairway villas and six private-entry villas for its
guests.
WENTWORTH ENERGY: Delays Filing of Annual Report on Form 10-K
-------------------------------------------------------------
Wentworth Energy, Inc., failed to file its annual report on Form
10-K for the period ended December 31, 2009, by the March 31
deadline. The Company explained it is in the process of preparing
and reviewing the financial and other information to be disclosed
in the Annual Report on Form 10-K, and management does not believe
the Form 10-K can be completed on or before the prescribed due
date without unreasonable effort or expense.
About Wentworth Energy
Wentworth Energy, Inc., is an exploration and production company
engaged in oil and gas exploration and production in East Texas.
The Company's strategy is to lease all of its property in exchange
for royalty interests and working interest participation in
shallow zones.
At September 30, 2009, the Company had $20,681,739 in total assets
against $66,055,680 in total liabilities, resulting in
stockholders' deficit of $45,373,941. The September 30 balance
sheet showed strained liquidity: The Company had $836,858 in total
current assets against $65,910,163 in total current liabilities.
Going Concern
Wentworth Energy noted it has incurred significant, recurring
losses from operations, has a working capital deficiency, and is
in default of the terms of its senior secured convertible notes
and convertible debentures. These factors raise substantial doubt
about the Company's ability to continue as a going concern.
Z TRIM: December 31 Balance Sheet Upside-Down by $10.9 Million
--------------------------------------------------------------
Z Trim Holdings, Inc. filed on April 9, 2010, its annual report on
Form 10-K for the year ended December 31, 2009.
The Company's balance sheet as of December 31, 2009, showed
$4,566,107 in assets and $15,449,299 of debts, resulting in a
stockholders' deficit of $10,883,192.
The Company reported a net loss of $12,209,580 on $559,910 of
revenue for 2009, compared with a net loss of $7,416,927 on
$720,899 of revenue for 2008.
M&K, CPAs, PLLC, in Houston, expressed substantial doubt about the
Company's ability to continue as a going concern. The independent
auditors noted that the Company has suffered recurring losses from
operations and requires additional financing to continue in
operation.
A full-text copy of the annual report is available for free at:
http://researcharchives.com/t/s?5fba
Mundelein, Ill.-based Z Trim Holdings, Inc. deploys technology,
formulation, and product performance solutions built around
cutting-edge dietary fibers for both domestic and international
food markets.
* Apollo, Sankaty to Bid on $4.3-Bil. Stanfield CLO Funds
---------------------------------------------------------
Apollo Management LP and Sankaty Advisors LLC are bidding on $4.3
billion of high-yield, high-risk loans managed by Stanfield
Capital Partners LLC, Bloomberg's Carla Main reported, citing
three people with knowledge of the situation.
According to the report, people familiar with the private
negotiations said that Stanfield, a New York-based money manager,
sought offers in February for the debt, which is packaged inside
12 collateralized loan obligations. Berkshire Capital Securities
LLC is arranging the sale.
Stanfield, founded in 1998, manages 11 CLOs, a form of
collateralized debt obligation, which bundle leveraged loans and
slice them into securities with varied ratings, according to its
Web site. It also manages one so-called synthetic CLO, which uses
derivatives tied to loans.
* States Defer Pension Plan Payments Amid Budget Woes
-----------------------------------------------------
The Wall Street Journal's Gina Chon reports that state governments
that are struggling to close budget deficits are skipping or
deferring payments to already underfunded public-employee pension
plans. "The moves could help ease today's budget pressures, but
will make tomorrow's worse," Ms. Chon writes.
The Journal reports that:
(1) New Jersey's governor has proposed not making the state's
entire $3 billion contribution to its pension funds
because of the state's $11 billion budget deficit.
(2) Virginia has proposed paying only $1.5 billion of the
$2.2 billion required pension contribution.
(3) Connecticut Republican Gov. M. Jodi Rell is deferring
$100 million in payments this year to the pension fund
for state employees to help close a $518 million budget
gap.
The Journal also relates that Illinois, with the worst unfunded
pension liability in the country, has failed to pay its full
annual contribution for its five retirement systems in the past
few years. Democratic Gov. Pat Quinn had proposed that the state
pay $300 million less than the total $4.5 billion estimated
contribution to the state's pension systems for the next fiscal
year. The state last month passed bills to scale back pension
benefits; the measures are expected to save $100 billion over
several decades, according to legislators.
The Journal relates that the deferrals come as pension experts say
the funds need the money more than ever, after losses during the
financial crisis. The Journal notes that before the 2008 market
collapse, 54% of public pensions for states and local governments
had assets totaling at least 80% of their liabilities. Last year,
only 33% of plans met that criterion, according to a study
released Thursday by the Center for State and Local Government
Excellence and the Center for Retirement Research, both
nonpartisan groups.
The Journal notes that of 71 pension plans that submitted 2009
contribution figures so far, the Center for Retirement Research
found that more than 50%, or 39, reported not paying their full
pension bill.
The Journal adds that the delays mean higher bills in the future,
because pension payments -- the funds' liabilities -- are
guaranteed to the government workers whose money the pension funds
manage. With 401(k) plans, by contrast, employees can enjoy more
upside if markets rise but also stand to lose savings if they
decline.
* Ron D. Franklin Joins Proskauer's New York Office
---------------------------------------------------
Proskauer announced that Ron D. Franklin, a leading finance
lawyer, has joined the firm as a partner in New York.
Mr. Franklin represents a broad range of clients in connection
with secured and unsecured senior and subordinated credit
facilities, public and private debt offerings, project finance
facilities, workouts and restructurings, and general corporate
matters. He was formerly a partner at Mayer Brown.
"Proskauer has seen significant growth over the last five years in
its finance, high-yield and private equity practices," said Bruce
L. Lieb-co-chair of Proskauer's Corporate Department. "The
addition of Ron and his depth of experience in leveraged finance
and transactional matters will enable us to continue to meet the
growing needs of our clients and to service the increased deal
flow we are seeing."
Robin A. Painter, co-chair of Proskauer's Corporate Department and
co-head of the firm's Private Investment Funds Group, noted that
Mr. Franklin's relationships in the finance community and his
years of experience representing the market's major players make
him an important addition to the firm's larger corporate platform.
"The leveraged finance experience Ron brings will complement our
growing M&A and private equity practices," she said. "We look
forward to his contributions as we continue to expand our
corporate capabilities to better serve our clients."
Mr. Franklin received his J.D. from the University of Michigan Law
School, his MBA from Columbia Business School and his A.B. from
Occidental College.
Proskauer's Corporate Department consists of more than 200 lawyers
worldwide counseling clients in the full range of sophisticated
financial transactions and daily business and regulatory matters.
The group's core practice areas include finance, private equity,
mergers and acquisitions, capital markets, fund formation, and
bankruptcy and restructuring.
About Proskauer
Founded in 1875, Proskauer is a global law firm widely recognized
for its leadership in a variety of legal services provided to
clients worldwide from offices in Boca Raton, Boston, Chicago,
Hong Kong, London, Los Angeles, New Orleans, New York, Newark,
Paris, SaiEUR -o Paulo and Washington, DC. Additional information
about the firm, which has extensive experience in all areas of
practice important to businesses, not-for-profit institutions and
individuals, can be found at http://www.proskauer.com/
* BOND PRICING -- For the Week From April 5 to 9, 2010
------------------------------------------------------
Company Coupon Maturity Bid Price
------- ------ -------- ---------
155 E TROPICANA 8.750% 4/1/2012 5.000
ABITIBI-CONS FIN 7.875% 8/1/2009 15.000
ACARS-GM 8.100% 6/15/2024 17.000
ADVANTA CAP TR 8.990% 12/17/2026 13.125
AMBAC INC 7.500% 5/1/2023 17.750
AMBAC INC 9.375% 8/1/2011 50.875
AMER GENL FIN 3.900% 4/15/2010 99.550
ARCO CHEMICAL CO 10.250% 11/1/2010 82.900
AT HOME CORP 0.525% 12/28/2018 0.504
BALLY TOTAL FITN 14.000% 10/1/2013 1.000
BANK NEW ENGLAND 8.750% 4/1/1999 12.500
BANK NEW ENGLAND 9.875% 9/15/1999 9.000
BANK UNITED 8.000% 3/15/2009 0.900
BANKUNITED FINL 3.125% 3/1/2034 6.500
BLOCKBUSTER INC 9.000% 9/1/2012 23.875
BOWATER INC 6.500% 6/15/2013 39.000
BOWATER INC 9.500% 10/15/2012 36.000
CAPMARK FINL GRP 5.875% 5/10/2012 34.500
CELL THERAPEUTIC 4.000% 7/1/2010 91.500
CHAMPION ENTERPR 2.750% 11/1/2037 6.813
CHANDLER USA INC 8.750% 7/16/2014 20.000
CITADEL BROADCAS 4.000% 2/15/2011 30.500
COLLINS & AIKMAN 10.750% 12/31/2011 0.050
COLONIAL BANK 6.375% 12/1/2015 0.438
CPE-CALL04/10 9.750% 12/8/2010 98.250
CREDENCE SYSTEM 3.500% 5/15/2010 56.000
DECODE GENETICS 3.500% 4/15/2011 6.375
DECODE GENETICS 3.500% 4/15/2011 6.375
F-CALL04/10 6.000% 10/20/2010 95.127
FAIRPOINT COMMUN 13.125% 4/1/2018 15.250
FAIRPOINT COMMUN 13.125% 4/2/2018 18.690
FEDDERS NORTH AM 9.875% 3/1/2014 0.977
FINLAY FINE JWLY 8.375% 6/1/2012 0.625
GENERAL MOTORS 7.125% 7/15/2013 34.000
GENERAL MOTORS 9.450% 11/1/2011 34.000
GPI-CALL04/10 8.250% 8/15/2013 103.050
HAWAIIAN TELCOM 9.750% 5/1/2013 3.000
INN OF THE MOUNT 12.000% 11/15/2010 47.000
INTL LEASE FIN 5.000% 4/15/2010 99.500
ISTAR FINANCIAL 5.375% 4/15/2010 99.125
KEYSTONE AUTO OP 9.750% 11/1/2013 46.000
LEHMAN BROS HLDG 1.500% 3/23/2012 18.250
LEHMAN BROS HLDG 4.375% 11/30/2010 21.500
LEHMAN BROS HLDG 4.700% 3/6/2013 20.850
LEHMAN BROS HLDG 4.800% 2/27/2013 21.500
LEHMAN BROS HLDG 4.800% 3/13/2014 22.875
LEHMAN BROS HLDG 5.000% 1/14/2011 22.330
LEHMAN BROS HLDG 5.000% 1/22/2013 21.500
LEHMAN BROS HLDG 5.000% 2/11/2013 20.500
LEHMAN BROS HLDG 5.000% 3/27/2013 18.500
LEHMAN BROS HLDG 5.000% 8/5/2015 22.000
LEHMAN BROS HLDG 5.100% 1/28/2013 20.500
LEHMAN BROS HLDG 5.150% 2/4/2015 21.500
LEHMAN BROS HLDG 5.250% 2/6/2012 23.250
LEHMAN BROS HLDG 5.250% 1/30/2014 20.910
LEHMAN BROS HLDG 5.250% 2/11/2015 21.800
LEHMAN BROS HLDG 5.350% 2/25/2018 17.439
LEHMAN BROS HLDG 5.500% 4/4/2016 23.375
LEHMAN BROS HLDG 5.500% 2/19/2018 18.000
LEHMAN BROS HLDG 5.625% 1/24/2013 23.750
LEHMAN BROS HLDG 5.750% 4/25/2011 23.000
LEHMAN BROS HLDG 5.750% 7/18/2011 23.125
LEHMAN BROS HLDG 5.750% 5/17/2013 22.330
LEHMAN BROS HLDG 5.750% 1/3/2017 0.316
LEHMAN BROS HLDG 6.000% 4/1/2011 17.250
LEHMAN BROS HLDG 6.000% 7/19/2012 23.500
LEHMAN BROS HLDG 6.000% 6/26/2015 18.250
LEHMAN BROS HLDG 6.000% 12/18/2015 19.000
LEHMAN BROS HLDG 6.200% 9/26/2014 23.750
LEHMAN BROS HLDG 6.625% 1/18/2012 23.500
LEHMAN BROS HLDG 6.875% 5/2/2018 23.330
LEHMAN BROS HLDG 6.875% 7/17/2037 0.350
LEHMAN BROS HLDG 7.000% 4/16/2019 20.250
LEHMAN BROS HLDG 7.500% 5/11/2038 1.250
LEHMAN BROS HLDG 7.875% 11/1/2009 20.500
LEHMAN BROS HLDG 7.875% 8/15/2010 23.000
LEHMAN BROS HLDG 8.000% 3/17/2023 16.000
LEHMAN BROS HLDG 8.050% 1/15/2019 20.380
LEHMAN BROS HLDG 8.500% 8/1/2015 21.000
LEHMAN BROS HLDG 8.750% 12/21/2021 19.100
LEHMAN BROS HLDG 8.800% 3/1/2015 20.000
LEHMAN BROS HLDG 8.920% 2/16/2017 19.000
LEHMAN BROS HLDG 9.000% 3/7/2023 18.250
LEHMAN BROS HLDG 9.500% 12/28/2022 21.500
LEHMAN BROS HLDG 9.500% 1/30/2023 21.500
LEHMAN BROS HLDG 9.500% 2/27/2023 21.500
LEHMAN BROS HLDG 10.000% 3/13/2023 21.750
LEHMAN BROS HLDG 10.375% 5/24/2024 19.570
LEINER HEALTH 11.000% 6/1/2012 10.500
MAGNA ENTERTAINM 8.550% 6/15/2010 42.750
MAJESTIC STAR 9.750% 1/15/2011 10.000
MERRILL LYNCH 3.215% 3/9/2011 99.250
NEFF CORP 10.000% 6/1/2015 10.375
NEWPAGE CORP 12.000% 5/1/2013 38.500
NORTH ATL TRADNG 9.250% 3/1/2012 48.510
NYNEX CORP 9.550% 5/1/2010 97.000
OSCIENT PHARM 12.500% 1/15/2011 9.500
PALM HARBOR 3.250% 5/15/2024 67.500
RAFAELLA APPAREL 11.250% 6/15/2011 65.000
RASER TECH INC 8.000% 4/1/2013 45.000
RJ TOWER CORP 12.000% 6/1/2013 1.000
SIRI-CALL04/10 9.625% 8/1/2013 104.750
SIX FLAGS INC 9.625% 6/1/2014 34.900
SIX FLAGS INC 9.750% 4/15/2013 35.500
SPHERIS INC 11.000% 12/15/2012 13.500
STATION CASINOS 6.000% 4/1/2012 4.000
STATION CASINOS 6.500% 2/1/2014 2.511
STATION CASINOS 6.625% 3/15/2018 2.000
STATION CASINOS 6.875% 3/1/2016 2.004
STATION CASINOS 7.750% 8/15/2016 7.313
THORNBURG MTG 8.000% 5/15/2013 1.100
TIMES MIRROR CO 7.250% 3/1/2013 35.000
TOUSA INC 7.500% 3/15/2011 6.000
TOUSA INC 7.500% 1/15/2015 8.000
TOUSA INC 9.000% 7/1/2010 65.000
TOUSA INC 9.000% 7/1/2010 72.500
TOUSA INC 10.375% 7/1/2012 8.000
TRANS-LUX CORP 8.250% 3/1/2012 40.000
TRANSMERIDIAN EX 12.000% 12/15/2010 7.500
TRIBUNE CO 4.875% 8/15/2010 33.929
TRUMP ENTERTNMNT 8.500% 6/1/2015 1.001
VERASUN ENERGY 9.375% 6/1/2017 6.625
VERENIUM CORP 5.500% 4/1/2027 52.500
WASH MUT BANK FA 5.125% 1/15/2015 1.063
WASH MUT BANK FA 5.650% 8/15/2014 1.280
WASH MUT BANK NV 5.500% 1/15/2013 1.050
WASH MUT BANK NV 5.550% 6/16/2010 48.750
WASH MUT BANK NV 5.950% 5/20/2013 1.100
WASH MUT BANK NV 6.750% 5/20/2036 1.188
WCI COMMUNITIES 7.875% 10/1/2013 1.125
WCI COMMUNITIES 9.125% 5/1/2012 1.125
WERNER HOLDINGS 10.000% 11/15/2007 2.000
YELLOW CORP 5.000% 8/8/2023 90.000
*********
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.
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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-
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are $25 each. For subscription information, contact Christopher
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*** End of Transmission ***