/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100616.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, June 16, 2010, Vol. 14, No. 165 Headlines 20 BAYARD: Plan Confirmation Hearing Scheduled for June 29 ABITIBIBOWATER INC: CCAA Units Get Claims Officers ABITIBIBOWATER INC: Court OKs Sale of 4 Mills in Canada ABITIBIBOWATER INC: Court OKs Sale of Marshal County Sawmill ABITIBIBOWATER INC: Province Files Appeal on EPA Rulings ADVOCATE FINANCIAL: Litigates Bank's Bid to Transfer Case Venue ADVOCATE FINANCIAL: Wants Plan Filing Period Moved to Dec. 27 AGE REFINING: Expects to Emerge From Bankruptcy by September AH&T INVESTMENTS: U.S. Trustee Wants Case Dismissed or Converted ALFRED VILLALOBOS: Section 341(a) Meeting Scheduled for July 19 ALL SEASONS CONTRACTING AND LANDSCAPING: Chapter 11 Case Summary ALL SEASONS CONTRACTING AND PAINTING: Chapter 11 Case Summary AMERICAN HOME: Creditors File $75-Mil. Suit Against Deloitte ANDRE CHREKY: Settles With Two Former Employees ANTOINE WALKER: Ordered to Trial Over Gambling Debt ARIE'S SUPPLY: Case Summary & 20 Largest Unsecured Creditors ARLIE & COMPANY: Wins Court Nod to Sell Oregon Townhome ARNOLD GOODSTEIN: Case Summary & 13 Largest Unsecured Creditors B GREEN INNOVATIONS: Earns $1.377 Million in Q1 2010 BARBARA BOUCHEY: Voluntary Chapter 11 Case Summary BLACK BULL: OneWest Bank Wants Case Converted to Chapter 7 BLOCKBUSTER INC: Said to Be Seeking $150 Million in DIP Financing BP PLC: Denies Taking Advice on Chapter 11 Bankruptcy BRESNAN BROADBAND: S&P Retains 'B+' Corporate Credit Rating BRESNAN COMMUNICATIONS: Cablevision Deal Won't Move Moody's Rating CABLEVISION SYSTEMS: Bresnan Deal Won't Affect Moody's 'B1' Rating CAL INVESTMENTS: Plan Promises to Transfer Stock to Unsecureds CAMBRIA MOONSTONE: Files for Bankruptcy to Sell Hotel for $8.4MM CANDY HOLYFIELD: Involuntary Chapter 11 Case Summary CBGB HOLDINGS: Voluntary Chapter 11 Case Summary CHARLES ABRAHAMS: Court Fixes August 16 as Claims Bar Date CHRYSLER LLC: Ends Q1 2010 With $143-Mil. Operating Profit CINCINNATI BELL: Completes $525-Mil. Acquisition of CyrusOne CINCINNATI BELL: Inks New $970 Million Senior Credit Facilities CITIGROUP INC: Citi Funding to Issue Petrobras-Linked Notes COMMPARTNERS, LLC: Files for Chapter 11 to Enjoin AT&T COMMPARTNERS, LLC: Voluntary Chapter 11 Case Summary CORROZI-FOUNTAINVIEW: Can Honor Pre- and Post-petition Sale Pacts DANA HOLDING: Moody's Hikes Outlook to Positive; B3 Rating Stays DAVID WEBB: Jeweler Group Acquires Assets for $11 Million DAY CARE SERVICES: Files for Chapter 11 After Worker Probe DELTA AIR: Eyes Renovation of Terminals at JFK Airport DEUCE INVESTMENTS: Sale of Fuller Tract Property Approved DEUCE INVESTMENTS: Wants Until June 18 to Propose Ch. 11 Plan DIAMOND DECISIONS: Files Schedules of Assets and Liabilities DENNY HECKER: Seeks Court Permission to Travel DIAMONDHEAD CASINO: Posts $523,000 Net Loss in Q1 2010 EDUCATION MANAGEMENT: Stock Repurchase Won't Move Moody's Rating EMPIRE CENTER: Plan Outline Hearing Continued Until June 22 EXTENDED STAY: Committee Wants to Sue Over 2007 Acquisition EXTENDED STAY: Won't Let Examiner Docs Go to Creditors Panel FEDERAL-MOGUL: Asbestos Trust Wants Extension for CNA Injunction FEDERAL-MOGUL: Stockholders Elect Board of Directors FEDERAL-MOGUL: Wants Dec. 27 Extension for Claims Objections FINE ARTS: Files for Chapter 11 Bankruptcy Protection FLINTKOTE CO: Aviva Settles Asbestos Claims for $150 Million FREDDIE MAC: Fights BofA From Probing Ties With Taylor Bean GARLOCK SEALING: Proposes to Hire Professionals in Ordinary Course GARLOCK SEALING: Proposes to Pay Prepetition Shipping Obligations GENERAL MOTORS: New GM Forms Venture Capital Subsidiary GENERAL MOTORS: New GM to Invest $386M in Brazil, $245M in Ontario GENERAL MOTORS: No New GM IPO Before 4th Quarter, US Treasury Says GLOBAL POWER: Moody's Confirms Corporate Family Rating at 'B2' GORILLA COMPANIES: Creditors' Claim Gives Court Jurisdiction HARRISBURG, PA: Governor Rendell Suggests Leasing of Muni Assets HAWAII BIOTECH: To Auction Assets on July 19 HSAD 3949: Gets Interim Okay to Use Cash Collateral HSAD 3949: Wants Filing of Schedules Extended Until June 25 ID INTERACTIVE: Files for Chapter 11 Bankruptcy Protection IMAX CORP: Gelfond, Wechsler Elected as Class 3 Directors JERSEY ISLAND OWNER: Section 341(a) Meeting Scheduled for July 19 INDUSTRY WEST: Judge Denies Confirmation of Bankruptcy Plan JOSE RODRIGUEZ: Case Summary & 6 Largest Unsecured Creditors KB HOME: Fitch Affirms Issuer Default Rating at 'BB-' KB KYLE LAND: Case Summary & 4 Largest Unsecured Creditors KB WOODMORE: Case Summary & Largest Unsecured Creditor LB-UBS COMMERCIAL: S&P Downgrades Ratings on 2002-C7 CMBS LEHMAN BROTHERS: Court OKs Thomas Lee Deal Termination LEHMAN BROTHERS: Examiner Asks to be Discharged From Duties LEHMAN BROTHERS: Proposes to Hire Sothebys as Auction House LEHMAN BROTHERS: UPRS Wants NYSC Ordered to Deposit $6MM LINCOLN NATIONAL: Fitch Corrects Press Release on Ratings M-FOODS HOLDINGS: Moody's Downgrades Corp. Family Rating to 'B2' MAHMOUD BAGHDADY: Case Summary & 4 Largest Unsecured Creditors MERUELO MADDUX: Files Second Amended Joint Chapter 11 Plan MIDDLEBROOK PHARMACEUTICALS: to Auction All Assets on July 22 MOHAMMAD BARAT: Case Summary & 20 Largest Unsecured Creditors MOVIE GALLERY: Seeks to Sell 1.2-Mil. DVD and Blu-Ray Copies NEC HOLDINGS: Has Interim Borrowing Approval NEC HOLDINGS: Gets Court Okay to Hire Garden City as Claims Agent NEC HOLDINGS: Section 341(a) Meeting Scheduled for July 12 NEC HOLDINGS: Taps Latham & Watkins as Bankruptcy Counsel NEC HOLDINGS: Organizational Meeting to Form Panel on June 22 NEWARK GROUP: To Present Prepack Plan for Confirmation on July 30 NEWARK GROUP: Moody's Cuts Probability of Default Rating to 'D' NORTHBROOK DEV'T: Section 341(a) Meeting Scheduled for July 19 OLD TIME POTTERY: Wins Confirmation of Full Payment Plan ORLEANS HOMEBUILDERS: Amends DIP Agreement With Well Fargo P & J RESOURCES: Case Summary & 20 Largest Unsecured Creditors PATRICK HARDWARE: Has Two Weeks to Submit Reorganization Plan PHOENIX FOOTWEAR: Resolves Listing Deficiency With NYSE Amex POINT BLANK: Bonuses Approved Following Amendments PPT DEVELOPMENT: Financial Problems Prompt Bankruptcy Filing PRIDE INTERNATIONAL: Moody's Affirms 'Ba1' Corporate Family Rating PTC ALLIANCE: Seeks OK of Closing Deal With United Steelworkers QUANTUM CORPORATION: March 31 Balance Sheet Upside-Down by $91MM QUANTUM LEAP: Case Summary & 3 Largest Unsecured Creditors ROBERT BERG: Case Summary & 20 Largest Unsecured Creditors SHALAN ENTERPRISES: Can Access Secured Creditors' Cash Collateral SPECIALTY HOSPITALS: UMC Foreclosure Sale Set for July 9 SPECIALTY PRODUCTS: Can Tap $5 Million From Wachovia Facility SPECIALTY PRODUCTS: Committee Consists of Asbestos Claimants SPIRIT FLIGHTS: Cancels Flights Through June 17 STITCHING POST: Liquidates Assets Under Chapter 7 Liquidation SW BOSTON: Cash Collateral Hearing Scheduled for August 18 SWOOZIE'S INC: Gart Capital Buys Store Leases, Name SYNTHEMED INC: Posts $389,000 Net Loss in Q1 2010 TAYLOR-WHARTON: Completes Sale of Cylinder Operation to Norris TEXAS RANGERS: Lenders Find Greenberg-Ryan's Latest Offer Low TEXAS RANGERS: Court Asks Lawyers to Review Coyotes Case TI ACQUISITION: 503(b)(9) Claim Not New Value in Preference Action TRICO MARINE: Loan Agreement Requires Chapter 11 by Sept. 8 TYRONE HOSPITAL: To Emerge From Chapter 11 Bankruptcy UAL CORP: Stockholders Elect 13 to Board of Directors VALENCE TECHNOLOGY: Recurring Losses Cue Going Concern Doubt VERINT SYSTEMS: Moody's Assigns 'B1' Corporate Family Rating WASHINGTON MUTUAL: Plan Enforces Subordination Clauses in Bonds WEST WINDS: Case Summary & 6 Largest Unsecured Creditors WORLDSPACE INC: Liberty Satellite Drops $116 Million Claim ZAYAT STABLES: Wins Approval of Disclosure Statement * American Capital Leads Firms on Brink of Chapter 11 * Markit Data Shows Credit Crunch Looms * Rhode Island Lawmakers Approve Bill on Distressed Cities * Upcoming Meetings, Conferences and Seminars ********* 20 BAYARD: Plan Confirmation Hearing Scheduled for June 29 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York will consider at a hearing on June 29, 2010, at 10:00 a.m. (EST), the confirmation of The 20 Bayard Views, LLC's proposed Plan of Reorganization. Objections, if any, are due 4:00 p.m. (EST) on June 21. The deadline for returning completed ballots is 4:00 p.m. (EST) on June 21. The Debtor's counsel must file replies or responses to any objection no later than 4:00 p.m. (EST) on June 26. As reported in the Troubled Company Reporter on April 7, according to the Disclosure Statement, the Plan provides for (i) payment of secured claims over time; (ii) payment to general unsecured creditors; and (iii) sale of the Debtor's units when necessary to comply with the payment scheme in the Plan. Distributions to be made will be made available from the Reorganized Debtor's administrative claims/priority claims account, professional fees account, net cash flow, excess net cash flow and unit sales. A $17.4 million secured claim and $150,000 of mechanics' liens claims will be paid 100 cents on the dollar. Holders of general unsecured claims aggregating $3.8 million will recover 5% of their claims on the second year anniversary of the effective date. Holders of equity interests will retain their equity securities and receive an equal equity security share in the reorganized Debtor, provided, however, that they provide funding for payment of administrative claims and professional fees. About 20 Bayard Views Brooklyn, New York-based 20 Bayard Views, LLC, filed for Chapter 11 bankruptcy protection on December 4, 2009 (Bankr. E.D.N.Y. Case No. 09-50723). Porzio, Bromberg & Newman, P.C. assists the Debtor in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities in its petition. ABITIBIBOWATER INC: CCAA Units Get Claims Officers -------------------------------------------------- Abitibi-Consolidated Inc., Bowater Inc. and certain of their affiliates, as applicants under the Companies' Creditors Arrangement Act of Canada sought and obtained from Honorable Mr. Justice Clement Gascon, J.S.C., of the Superior Court Commercial Division for the District of Montreal in Quebec, Montreal, Canada, an order appointing these individuals to act as Claims Officers in the context of the claims process established by the Canadian Court: (a) Joseph R. Nuss from the Province of Quebec, (b) Pierrette Rayle from the Province of Quebec, (c) Louise Otis from the Province of Quebec, and (d) John D. Ground from the Province of Ontario. With respect to grievance claims, the CCAA Applicants proposed the appointment of these individuals to act as Grievance Claims Officers under the Claims Procedure Orders: (a) Joseph R. Nuss from the Province of Quebec, (b) Martin Teplitsky from the Province of Ontario, (c) Michael G. Picher from the Province of Ontario, and (d) S. Bruce Outhouse from the Province of Nova Scotia. The CCAA Applicants contended that these individuals have the experience and skills required to adequately assume the functions of Claims Officer and Grievance Claims Officer. The Monitor has indicated its support of the appointments. The Claims Procedure Orders were issued by the Canadian Court in connection with claims held by the creditors of the CCAA Applicants and the U.S. Debtors dated (i) August 26, 2009; (ii) January 18, 2010; and (iii) February 23, 2010. About AbitibiBowater AbitibiBowater produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Court OKs Sale of 4 Mills in Canada ------------------------------------------------------- The Honorable Mr. Justice Clement Gascon, J.S.C., of the Superior Court Commercial Division for the District of Montreal in Quebec, Montreal, Canada, entered a vesting order on May 31, 2010, authorizing the sale of four mills in Canada between Bowater Maritimes Inc., Bowater Canadian Forest Products Inc., Abitibi- Consolidated Inc., and Abitibi-Consolidated Company of Canada, as sellers under the Companies' Creditors Arrangement Act, and American Iron & Metal LP, as purchaser, and American Iron and Metal Company Inc., as guarantor. The Four Mills are: * The Beaupre Mill, built in 1927, is situated on approximately 54.7 hectares in Beaupre, Quebec; * The Donnacona Mill, built in 1914, is situated in Donnacona, Quebec, on approximately 34.8 hectares; * The Dalhousie Mill, built in 1926, is situated on approximately 43.8 hectares in Dalhousie, New Brunswick; and * The Fort William Mill, built in 1922, is situated on approximately 66 hectares in Thunder Bay, Ontario. Mr. Justice Gascon opined that the Sale "is well founded" and is "beyond reproach." Nothing justifies refusing the CCAA Applicants' request and setting aside the corresponding recommendation of the Monitor, the Canadian Court held. None of the complaints raised by Arctic Beluga appears justified or legitimate under the circumstances, the Canadian Court said. The Mills are being sold on an "as is, where is" basis, in an effort to (i) reduce the CCAA Applicants' ongoing carrying costs, which are estimated to total approximately C$12 million per year, and (ii) mitigate the CCAA Applicants' potential exposure to environmental clean-up costs if the sites are demolished in the future, which are estimated at some C$10 million. Arctic Beluga, one of the unsuccessful bidders in the marketing and Sale process of the Closed Mills, previously intervened to object to the Sale, noting that its penultimate bid for the Closed Mills was a proposal for C$22.1 million in cash, an amount C$8.3 million greater than the amount proposed by other bidders. Arctic Beluga argued that it "lost the ability to purchase the Closed Mills due to unfairness in the bidding process." In response, the CCAA Applicants held that Arctic Beluga has no standing to challenge Sale. The Canadian Court directs the Monitor overseeing the CCAA Proceedings to file a First Closing Monitor's Certificate with the Court's registry to vest in and with the Purchaser, all right, title and interest in and to the Beaupre Assets, Donnacona Assets and Dalhousie Assets. The Monitor is also directed to file a Second Closing Monitor's Certificate to vest in and with the Purchaser, all right, title and interest in the Fort William Assets. Mr. Justice Gascon orders that proceeds from the sale of the First Closing Assets and the Fort William Assets, net of the payment of all outstanding taxes and all transaction-related costs will be remitted to Ernst & Young Inc., in its capacity as Monitor of the CCAA Applicants, until the issuance of directions by the Canadian Court with respect to the allocation of the Net Proceeds. The Canadian Court exempted the Sale Transactions from the application of the Bulk Sales Act in Ontario. Monitor Recommends Approval of Sale; Provides February and March Cash Flows Detailing the phases and procedures for bidding relating to the Sale of the Mills, Ernst & Young recommended under the 38th Monitor Report approval of the Sale and the CCAA Applicants' entry into an agreement for a land swap among ACCC, ACI, Fort William First Nation Development Corp. and Fort William First Nation, with alterations, changes, amendments, deletions or additions as may be agreed. The Monitor also submitted its 35th Monitor Report apprising the Canadian Court of the CCAA Applicants' (i) actual receipts and disbursements for the four-week period ending February 28, 2010; and (ii) a 16-week cash flow forecast for the period ended June 20, 2010. According to E&Y Senior Vice President Alex Morrison, ACI Group's immediately available liquidity at June 20, 2010, which is the end of the 16-week forecast period, is approximately C$214.9 million. For BCFPI, liquidity at June 20 is projected to be C$10.5 million. The Monitor submitted its 41st Monitor Report, updating Mr. Justice Gascon of the CCAA Applicants' five-week cash flow results for the period from March 1, 2010 to April 4, 2010. At April 4, the ACI Group had cash on hand of approximately C$190.5 million. The ACI Group's total available liquidity at July 4, 2010, which is the end of the 13-week period forecast, is projected to be approximately C$299.9 million. BCFPI's liquidity at July 4, 2010, on the other hand, is projected to be approximately C$10.7 million, not including proceeds from its sale of timberlands with Smurfit-Stone Container Canada Inc. Full-text copies of E&Y's 35th, 38th and 41st Monitor Reports are available for free at: http://bankrupt.com/misc/CCAA_35thMonitorReport.pdf http://bankrupt.com/misc/CCAA_38thMonitorReport.pdf http://bankrupt.com/misc/CCAA_41stMonitorReport.pdf Canadian Court Enters Land Swap Vesting Order Mr. Justice Gascon entered a separate vesting order, also on May 31, 2010, allowing ACI and ACCC approving completion of the Land Swap, with the consent of the Monitor overseeing the CCAA Proceedings. Upon registration in the Land Registry Office for the Land Titles Division of Thunder Bay of an Application for Vesting Order in the form prescribed by the Land Registration Reform Act (Ontario) and the filing of the Land Swap Monitor's Certificate, the Land Registrar must enter FWFNDC as the owner of the Real Property, the Canadian Court ruled. AbitibiBowater Closes Sale AbitibiBowater announced that its subsidiaries have completed (i) the sale of three idle paper mills located in eastern Canada together with certain related assets and the property on which these paper mills are located to a wholly owned affiliate of American Iron & Metal Company Inc. for C$8.7 million; and (ii) the sale of assets located in British Columbia to an affiliate of Conifex Inc. for C$33.9 million. The three paper mills sold to AIM are located in Beaupre (Quebec), Donnacona (Quebec) and Dalhousie (New Brunswick). As part of the sale, AIM has also agreed to acquire a fourth idle paper mill (Fort William), located in Thunder Bay (Ontario). In addition, AbitibiBowater will be paid 40% of the net proceeds from any subsequent sale of paper machines from these mills, of which AIM has undertaken to pay C$5 million on September 6, 2010, regardless of whether any such subsequent sale takes place. The assets sold to Conifex, all located in Mackenzie (British Columbia), include a paper mill, two sawmills, including planer mills, as well as timberland operations with a forestry license providing an annual allowable cut of approximately 932,500 cubic meters AbitibiBowater has streamlined its asset portfolio to focus on top-performing facilities by closing or idling 3.4 million metric tons of paper capacity, moving from an overall production capacity of 10.4 million metric tons to 7 million metric tons, since 2007. During this period, the Company has also sold aggregate assets and land for total proceeds of over $980 million. About AbitibiBowater AbitibiBowater produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Court OKs Sale of Marshal County Sawmill ------------------------------------------------------------ AbitibiBowater Inc. and its units sought and obtained approval from the Bankruptcy Court to allow Bowater Incorporated to sell its currently dormant sawmill operation in Marshall County, Alabama, to Progress Rail Services Corporation for $4,100,000, free and clear of all liens, claims and interests. The $4,100,000 purchase price consist of a $205,000 earnest money deposit and the $3,895,000 balance is payable at closing. The Assets for sale consist of 107.5 acres of industrial property, including buildings, infrastructure, sawmill equipment, spare parts and mobile equipment. It includes approximately 32.5 acres of land held in fee simple, plus 75 acres of land and a sawmill operation held under two industrial development board leases. The Sawmill was originally built in 1976, underwent major upgrades in 1981, 1989, 1996 and 2001, and has rail siding for lumber shipment. It has been idled in 2008 and permanently closed in November 2009. The Debtors have made the decision to sell the Sawmill (1) because its purpose is no longer served as the Debtors have been the process of divesting their timberlands before the Petition Date, and (2) because it has not been producing revenue since 2005. The Assets have been marketed to about 25 to 30 parties over the past 18 months, according to Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. Accordingly, Bowater executed a contract with Progress Rail for the sale of the Assets. Bowater is the fee simple owner of certain of the real property being sold and the Industrial Development Board of the City of Albertville, Alabama, is the fee simple owner of the remainder of the real property subject to the leasehold estate in favor of Bowater. Under the Sale Contract, Bowater agrees to secure conveyance of AIDB's fee-simple interest in the real property and subsequently convey all real and personal property to Progress Rail, free and clear of all claims from AIDB. The closing of the Sale is contemplated to occur within 45 days after the Bankruptcy Court approves the Sale Contract. Kent Cumberton, director of the U.S. Wood Products division of AbitibiBowater Inc., related in a declaration to the Court that all negotiations with Progress Rail were conducted at arm's length and in good faith. He further asserted that the request should be granted as it is a matter of sound business judgment on the Debtors' part. The Debtors expect to save about $40,000 to $50,000 per month in carrying costs for security, electricity and maintenance, if the sale is approved. About AbitibiBowater AbitibiBowater produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ABITIBIBOWATER INC: Province Files Appeal on EPA Rulings -------------------------------------------------------- The Province of Newfoundland and Labrador sought leave to appeal Honorable Mr. Justice Clement Gascon, J.S.C., of the Superior Court Commercial Division for the District of Montreal in Quebec, Montreal, Canada's dismissal of the Province's request for a declaration that will ultimately allow it to seek from the CCCA Applicants payment of environmental obligations relating to the clean-up of certain sites. As previously reported, Newfoundland and Labrador contended that the CCAA Applicants' industrial activities in their jurisdictions since 1905 resulted in the release of substances into the environment in amounts, concentrations and at rates that have caused and will continue to cause, an adverse effect both on and adjacent to those sites. The affected Sites include: (1) the mining and processing of minerals at the Buchans mine; (2) the pulp and paper operations at the Grand Falls-Windsor mill; (3) the pulp and paper operations at the Stephenville mill; (4) the shipping and storing operations at the Botwood site; and (5) logging camps at approximately 50 different locations across the Province. The Provinces asserted that as a result, the CCAA Applicants have incurred statutory obligations owed to them for environmental remediation, which are noted in orders issued on November 12, 2009, by Her Majesty the Queen in Right of the Province of Newfoundland and Labrador, through the Minister of Environment and Conservation in the Province and pursuant to the Canadian Environmental Protection Act. The Provinces asserted these grounds for appeal: (1) The judge of first instance disregarded the principles of federalism, and he was required to give effect to the EPA but failed to do so. (2) The Minister of Environment and Conservation, and not the judge acting pursuant to the CCAA, has the exclusive jurisdiction to decide how the EPA is to be applied to the CCAA Applicants. (3) The Legislature of the Province, and not the judge acting pursuant to the CCAA, has the exclusive jurisdiction to determine property and civil rights in the Province. The Province further noted that the CCAA cannot be interpreted to give a judge acting pursuant to the CCAA the power to immunize AbitibiBowater from compliance with the EPA Orders. "The judge acting pursuant to the CCAA cannot define 'claim' however he or she wishes, and does not have the discretionary power to ensure a successful restructuring regardless of the law," the Province noted. * * * The Honorable Jacques Chamberland, J.A. of the Court of Appeals dismissed the Province's Motion for Leave to Appeal, with costs. "I see no prima facie merit to the appeal envisaged by the Province," the Court of Appeals held. According to Mr. Justice Chamberland, the Province's position is that it alone holds the right to modify the nature of its claim -- from one issued in regard of Abitibi's statutory non-monetary obligation into a financial or monetary one -- by converting the regulatory order into a monetary one, using the debt-creating provision of the EPA. The Province further asserts that it can, if it so chooses, postpone that conversion until after the restructuring is completed. "This position is untenable in the context of an insolvent company involved in a restructuring process pursuant to the CCAA; this contention, as Gascon J. observed, boils down to claiming that a provincial regulator could have the non reviewable right to determine whether obligations it controls or creates will be subject to compromise under the CCM or whether they will enjoy a superiority beyond the reach of compromise," the Court of Appeals opined. About AbitibiBowater AbitibiBowater produces a wide range of newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. Marketing its products in more than 90 countries, the Company is also among the world's largest recyclers of old newspapers and magazines, and has third-party certified 100% of its managed woodlands to sustainable forest management standards. AbitibiBowater's shares trade over-the-counter on the Pink Sheets and on the OTC Bulletin Board under the stock symbol ABWTQ. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). Judge Kevin J. Carey presides over the case. The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Judge Carey also handles the Chapter 15 case. Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ADVOCATE FINANCIAL: Litigates Bank's Bid to Transfer Case Venue --------------------------------------------------------------- Advocate Financial, L.L.C., has asked Judge Douglas D. Dodd of the U.S. Bankruptcy Court for the Middle District of Louisiana to issue an order staying all proceedings in the bankruptcy case during the pendency of its appeal of the order transferring venue of the case, dated April 23, 2010. Hancock Bank of Louisiana filed the Motion to Transfer Venue. The Debtor initially filed its case before the Eastern District of Louisiana. New Orleans, Louisiana-based Advocate Financial, L.L.C., filed for Chapter 11 bankruptcy protection on May 25, 2010 (Bankr. M.D. La. Case No. 10-10767). Baldwin Haspel Burke & Mayer serves as the Debtor's bankruptcy counsel. In its schedules, the Debtor disclosed $19,370,268 in total assets and $10,769,568 in total liabilities. ADVOCATE FINANCIAL: Wants Plan Filing Period Moved to Dec. 27 ------------------------------------------------------------- Advocate Financial, LLC, asks the U.S. Bankruptcy Court for the Middle District of Louisiana to extend the period within which it has the exclusive right to: -- file a plan of reorganization until December 27, 2010, and -- solicit acceptances of a plan of reorganization until February 1, 2011. Pursuant to Section 1121(d) of the Bankruptcy Code, the Debtor has the exclusive right to file a plan until June 30, 2010, and the exclusive right to obtain Plan votes until July 30, 2010. The Debtor said there are several pending issues before the Court that must be resolved before a disclosure statement can be prepared and a plan can be filed. Those issues include the determination of the validity of any security interest in favor of Hancock Bank. In addition, an appeal has been lodged with regard to Hancock's request to transfer the venue of the case to the Middle District of Louisiana from the Eastern District of Louisiana. The Debtor said an extension of the exclusivity period is merited to allow the venue issue to be decided. Further, no initial meeting of creditors has been held. The Court also has not issued a final ruling on Hancock's request to prohibit the Debtor's use of cash collateral. The Debtor and its major creditor, Hancock Bank of Louisiana, are exploring settlement that includes possible mediation. New Orleans, Louisiana-based Advocate Financial, L.L.C., filed for Chapter 11 bankruptcy protection on May 25, 2010 (Bankr. M.D. La. Case No. 10-10767). Baldwin Haspel Burke & Mayer serves as the Debtor's bankruptcy counsel. In its schedules, the Debtor disclosed $19,370,268 in total assets and $10,769,568 in total liabilities. AGE REFINING: Expects to Emerge From Bankruptcy by September ------------------------------------------------------------ Business Journal of San Antonio reports that AGE Refining Inc. expects to complete its plan of reorganization by September 2010 - - instead of June -- because it experienced a major setback when a truck that was being loaded with fuel exploded and started a major fire at its complex in May. As reported by the TCR on May 24, Age Refining postponed a May 5 auction for its business following an accident at its refinery. Since the accident on May 5, the Company's "attention has been diverted from the sale process." Age Refining is required by its financing agreement either to sell the business or confirm a plan where the lenders take ownership. Age Refining filed a Chapter 11 plan in April. The Plan contemplates the consummation of a transaction to infuse or create new capital into the Debtor or sell substantially all of the Debtor's assets and operations to an interested party. The source of funding necessary for the treatment of claims and interests will be Chase Capital Corporation, a secured creditor, or the successful bidder under an alternate transaction, as applicable. Under the current iteration of the Plan, unsecured creditors would get 5% of the new stock. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/AgeRefining_DS.pdf About Age Refining Age Refining, Inc., based in San Antonio, Texas, manufactures, refines and markets jet fuels, diesel products, solvents and other highly specialized fuels. The Company's clients cover a variety of sectors, including commercial, local municipalities and the federal government. Founded in 1991 by Al Gonzalez, AGE is a family owned and operated business in the heart of the San Antonio community. Starting on a shoe-string budget and a bushel of determination, AGE is proud to have posted over 22% growth per year since 1991. The Company filed for Chapter 11 bankruptcy protection on February 8, 2010 (Bankr. W.D. Texas Case No. 10-50501). Aaron Michael Kaufman, Esq.; Carol E. Jendrzey, Esq.; and Mark E. 7Andrews, Esq., at Cox Smith Matthews Incorporated, assist the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $100,000,001 to $500,000,000 in liabilities in its bankruptcy petition. AH&T INVESTMENTS: U.S. Trustee Wants Case Dismissed or Converted ---------------------------------------------------------------- W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, asks U.S. Bankruptcy Court for the Eastern District of Virginia to dismiss the Chapter 11 case of AH&T Investments, LLC. In the alternative, the U.S. Trustee wants the case converted to one under Chapter 7 of the Bankruptcy Code. The U.S. Trustee explains that the Debtor failed to, among other things: -- pay fees owed to the United States; -- file monthly operating report; and -- file a plan and disclosure statement and has been inactive since September 2009. AH&T Investments, LLC is an investment company in Haymarket, Virginia. The company filed for Chapter 11 relief of December 23, 2008 (Bankr. E.D. Virginia Case No. 08-18034). David R. Young, Jr., Esq., represents the Debtor as counsel. When the Debtor filed for protection from its creditors, it listed assets of between $10 million and $50 million, and debts of between $1 million and $10 million. ALFRED VILLALOBOS: Section 341(a) Meeting Scheduled for July 19 --------------------------------------------------------------- The U.S. Trustee for Region 17 will convene a meeting of Alfred J.R. Villalobos' creditors on July 19, 2010, at 2:00 p.m. The meeting will be held at 300 Booth Street, Room 3024, Reno, NV 89509. 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. Stateline, Nevada-based Alfred J.R. Villalobos -- together with Arvo Art, Inc., and two other affiliates -- filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. D. Nev. Case No. 10- 52248). Stephen R. Harris, Esq., at Belding, Harris & Petroni, Ltd, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. ALL SEASONS CONTRACTING AND LANDSCAPING: Chapter 11 Case Summary ---------------------------------------------------------------- Debtor: All Seasons Contracting and Landscaping, Inc. 5000 Van Epps Road Independence, OH 44131 Bankruptcy Case No.: 10-15754 Chapter 11 Petition Date: June 13, 2010 Court: U.S. Bankruptcy Court Northern District of Ohio (Cleveland) Judge: Arthur I. Harris Debtor's Counsel: Richard H. Nemeth, Esq. 526 Superior Avenue NE #410 Cleveland, OH 44114 Tel: (216) 502-1300 E-mail: rhnemeth@yahoo.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company says that assets total $44,440 while debts total $2,363,079. A copy of the Company's list of 9 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb10-15754.pdf The petition was signed by Mark Fourtounis, president. Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- All Seasons Contracting, Inc. 10-15482 06/07/10 Fourtounis, Mark & Eugenia 10-15476 06/07/10 ALL SEASONS CONTRACTING AND PAINTING: Chapter 11 Case Summary ------------------------------------------------------------- Debtor: All Seasons Contracting and Painting, Inc. 5000 Van Epps Road Independence, OH 44131 Bankruptcy Case No.: 10-15755 Chapter 11 Petition Date: June 13, 2010 Court: U.S. Bankruptcy Court Northern District of Ohio (Cleveland) Judge: Arthur I. Harris Debtor's Counsel: Richard H. Nemeth, Esq. 526 Superior Avenue NE #410 Cleveland, OH 44114 Tel: (216) 502-1300 E-mail: rhnemeth@yahoo.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company says that assets total $344 while debts total $2,189,097. A copy of the Company's list of 5 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb10-15755.pdf The petition was signed by Mark Fourtounis, president. Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- All Seasons Contracting, Inc. 10-15482 06/07/10 Fourtounis, Mark & Eugenia 10-15476 06/07/10 AMERICAN HOME: Creditors File $75-Mil. Suit Against Deloitte ------------------------------------------------------------ Bankruptcy Law360 reports that the creditors committee for American Home Mortgage Holdings Inc. has lodged a $75 million adversary complaint against Deloitte & Touche LLP. The creditors claim the accounting firm failed to audit with professional care and in accordance with professional standards in the months leading up to the subprime mortgage lender's bankruptcy. The suit, filed Friday in the U.S. Bankruptcy Court for the District of Delaware, brought three claims for relief, alleging professional negligence/ malpractice, negligent misrepresentation and breach of contract, according to Law360. About American Home Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- was a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on August 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on August 15, 2008. The former home mortgage lender's liquidating Chapter 11 plan was confirmed in February 2009. ANDRE CHREKY: Settles With Two Former Employees ----------------------------------------------- Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports that Andre Chreky has struck a deal with the two former employees who've sued him for sexual harassment that will allow him to continue running his tony Washington salon during its bankruptcy. Dow Jones relates plaintiff Jennifer Thong agreed to drop her request for a Chapter 11 trustee to take control of Mr. Chreky's assets or to have the bankruptcy court appoint an investigator to look into his business practices. In exchange, Mr. Chreky must operate his business transparently, filing operating reports and other financial information and providing other key documents as needed. His tips are also required to be calculated by the salon's financial manager. Mr. Chreky also cut a deal with harassment suit plaintiff Ronnie Barrett. Dow Jones notes Mr. Barrett's lawsuit resulted in a $2.3 million legal judgment against Mr. Chreky just days before the bankruptcy filing. Mr. Chreky has denied the harassment allegations. Andre Chreky, Inc., filed for bankruptcy on March 19, 2010 (Bankr. D. D.C. Case No. 10-00267). Andre Chreky also filed a separate petition on the same day (Bankr. D. D.C. Case No. 10-00268). Richard Edwin Lear, Esq., at Holland & Knight LLP, in Washington, DC, serves as bankruptcy counsel. The petition listed both assets and debts between $1,000,001 and $10,000,000. ANTOINE WALKER: Ordered to Trial Over Gambling Debt --------------------------------------------------- The Associated Press reports that a judge has ordered Antoine Walker to face trial on felony bad check charges that allege he failed to repay almost $1 million in gambling debts and penalties to three Las Vegas casinos. Las Vegas Justice of the Peace Melanie Andress-Tobiasson ordered Mr. Walker to stand trial in Clark County District Court on three criminal charges of writing bad checks. According to The AP, Mr. Walker appeared in court Monday with his lawyer, Jonathan Powell, before Las Vegas Justice of the Peace Melanie Andress-Tobiasson. Mr. Walker remains free without bail until his June 30 arraignment in state court. The judge, The AP relates, noted that Mr. Walker hadn't made any progress repaying some $770,000 he owes on a promise last November to pay $905,050 in restitution, court fees and penalties. About Antoine Walker Former NBA star Antoine Walker filed for Chapter 7 bankruptcy in Miami, Florida, on May 18, 2010, listing four pieces of real estate including a $2 million plus Miami home that is underwater with a mortgage of over $3 million and some other properties in Chicago. Mr. Walker sought bankruptcy protection after facing a $2.3 million foreclosure lawsuit on his mother's mansion in Tinley Park's Tony Odyssey Club. The foreclosure lawsuit for the Tinley Park home was filed by Northern Trust five days before the bankruptcy in Cook County. It alleges that Mr. Walker has not paid the mortgage on the home in at least three months. Mr. Walker, who played professional basketball for the Miami Heat and the Boston Celtics, listed assets of $4.2 million and $12.7 million in liabilities. Mr. Walker owes about $70,000 in back property taxes on the home. ARIE'S SUPPLY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Arie's Supply, Inc. P.O. Box 1337 Ashburn, VA 20146 Bankruptcy Case No.: 10-14898 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Eastern District of Virginia (Alexandria) Judge: Stephen S. Mitchell Debtor's Counsel: Priscilla G. Bornmann, Esq. Cyron & Miller LLP 100 North Pitt Street, Suite 200 Alexandria, VA 22314 Tel: (703) 299-0600 Fax: (703) 299-0603 E-mail: pbornmann@cyronmiller.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/vaeb10-14898.pdf The petition was signed by Brian M. Carpenter, president, secretary and CEO. ARLIE & COMPANY: Wins Court Nod to Sell Oregon Townhome ------------------------------------------------------- The Hon. Albert E. Radcliffe of the U.S. Bankruptcy Court for the District of Oregon authorized Arlie & Company to sell its townhome located at 2853 Lord Byron Place, Eugene Oregon to Donald H. Wilson and Christina L. Wilson, free and clear of liens. Eugene, Oregon-based Arlie & Company -- http://www.arlie.com/-- is a property developer. It is doing business as DHF Corp., and formerly dba Arlie Land and Cattle Company and Crescent Village Community Gardens, LLC. The Company filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Ore. Case No. 10-60244). The Company listed $100,000,001 to $500,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. ARNOLD GOODSTEIN: Case Summary & 13 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Arnold S. Goodstein 208 Sumter Avenue Summerville, SC 29483 Bankruptcy Case No.: 10-04204 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court District of South Carolina (Charleston) Judge: David R. Duncan Debtor's Counsel: R. Geoffrey Levy, Esq. 2300 Wayne Street Columbia, SC 29201 Tel: (803) 256-4693 E-mail: llfecf@levylawfirm.org Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $50,000,001 to $100,000,000 The petition was signed by the Debtor. Debtor's List of 13 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Tiente Limited Partnership Guarantor $40,000,000 c/o Richard M. Lovelace, Esq. P.O. Box 1704 Conway, SC 29528 Bank of America Guarantor $14,198,386 5081 Rivers Avenue Charleston, SC 29406 Wachovia Guarantor $3,161,035 4525 Sharon Road, Suite 400 Charlotte, NC 28211 M. Stephen Hill Contract $2,106,118 116 Parkwood Drive judgment Summerville, SC 29483 RBC Bank Guarantor $1,329,496 1136 Washington Street, Suite 503 Columbia, SC 29201 Sandhills Bank Guarantor- $282,019 c/o Stacy L. Stanley, Esq. Confession of 3303 Highway 9 East Judgment Little River, SC 29566 National City Bank Guarantor $246,132 Caterpillar Financial Services Guarantor $42,163 Regions Bank Guarantor unknown First Bank of the South Guarantor unknown Community First Bank Guarantor unknown Rosen Rosen & Hagood, LLC Legal Fees unknown First Palmetto Savings Bank Guarantor unknown B GREEN INNOVATIONS: Earns $1.377 Million in Q1 2010 ---------------------------------------------------- B Green Innovations, Inc., formerly iVoice Technology, Inc., filed its quarterly report on Form 10-Q, reporting net income of $1,377,137 on $42,400 of revenue for the three months ended March 31, 2010, compared with a net loss of $825,857 on $15,030 of revenue for the same period a year ago. The Company's balance sheet as of March 31, 2010, showed $1,555,561 in assets, $1,324,762 of liabilities, and $230,799 of stockholders' equity. Rosenberg, Rich, Berman, Baker and Company, in Somerset, N.J., expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company had a net loss, a negative cash flow from operations, as well as negative working capital. For the three months ended March 31, 2010, the Company had a net operating loss of $122,789, and negative cash flow from operations of $130,836. A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64ca Matawan, N.J.-based B Green Innovations, Inc. (OTC Bulletin Board: BGNN) -- http://www.bgreeninnovations.com/-- is dedicated to becoming a "green" technology company, focused on acquiring and identifying promising technologies that address environmental issues. The first technology will be used to create new products from recycled tire rubber. The Company will also continue to support the Interactive Voice Response ("IVR"), software that was developed by iVoice, Inc. The Company's Interactive Voice Response line was designed to read information from and write information to, databases, as well as to query databases and return information. The Company currently has no plans to engage in future research and development, to launch any additional versions of the IVR software or other products, or to continue to market this product. IVR is an application generator that allows full connectivity to many databases, including Microsoft Access, Microsoft Excel, Microsoft Fox Pro, and Paradox, or to standard text files. BARBARA BOUCHEY: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Barbara J. Bouchey 16 Silo Drive Waterford, NY 12188 Bankruptcy Case No.: 10-12207 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Northern District of New York (Albany) Judge: Robert E. Littlefield Jr. Debtor's Counsel: Richard Croak, Esq. 314 Great Oaks Boulevard Albany, NY 12203 Tel: (518) 690-4410 Fax: (518) 690-4435 E-mail: richardcroak@richardcroak.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Debtor says that assets total $0 while debts total $2,463,300. The Debtor did not file a list of creditors together with its petition. The petition was signed by the Debtor. BLACK BULL: OneWest Bank Wants Case Converted to Chapter 7 ---------------------------------------------------------- Creditor OneWest Bank asks the U.S. Bankruptcy Court for the District of Montana to convert the Chapter 11 case of Black Bull Run Development LLC, to one under Chapter 7 of the Bankruptcy Code. OnWest explains that: -- there is substantial and continuing losses to and diminution of the estate, and there is an absence of a reasonable likelihood of rehabilitation; -- the Debtor is and will be unable to effectuate substantial confirmation of a plan; and -- the Debtor is unable to provide the adequate protection to OneWest Bank to which it is entitled and without the property securing the debt to OneWest there is no reasonable prospect of rehabilitation or a confirmed plan. 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. BLOCKBUSTER INC: Said to Be Seeking $150 Million in DIP Financing ----------------------------------------------------------------- Blockbuster Inc. is reportedly seeking new loans, including up to $150 million in debtor-in-possession financing, to smooth out its finances and possibly prepare for a Chapter 11 filing, Bankruptcy Law360 reports. The movie rental chain is consulting with its bondholders about the possibility of a DIP loan, Law360 relates citing a June 12 Wall Street Journal report. About Blockbuster Inc. Blockbuster Inc. is a leading global provider of rental and retail movie and game entertainment. The company provides customers with convenient access to media entertainment anywhere, any way they want it -- whether in-store, by-mail, through vending kiosks or digitally to their homes and mobile devices. With a highly recognized brand and a library of more than 125,000 movie and game titles, Blockbuster leverages its multichannel presence to serve nearly 47 million global customers annually. The company may be accessed worldwide at http://www.blockbuster.com/ Blockbuster Inc. filed its quarterly report on Form 10-Q, showing a net loss of $65.4 million on $939.4 million of revenue for the thirteen weeks ended April 4, 2010, compared with net income of $27.7 million on $1.086 billion of revenue for the thirteen weeks ended April 5, 2009. The Company's balance sheet as of April 4, 2010, showed $1.319 billion in assets and $1.693 billion of liabilities, for a stockholders' deficit of $374.2 million. PricewaterhouseCoopers LLP, in Dallas, expressed substantial doubt about the Company's ability to continue as a going concern following Blockbuster's 2009 results. BP PLC: Denies Taking Advice on Chapter 11 Bankruptcy ----------------------------------------------------- The Houston Chronicle's Tom Fowler reports that BP Plc on Thursday dismissed talk that it might seek Chapter 11 bankruptcy protection in the face of falling stock prices and threats from government officials to force the oil giant to pay more in costs related to the massive Gulf of Mexico oil spill. "We categorically deny that we have taken advice on Chapter 11 proceedings," a company spokesman told the Chronicle, according to Mr. Fowler. Mr. Fowler reports that BP told investors earlier on Thursday it has "significant capacity and flexibility in dealing with the cost of responding to the incident, the environmental remediation and the payment of legitimate claims." The Chronicle notes that BP is self-insured, so it doesn't have a large insurance policy to back up its mounting spill-related liabilities. Mr. Fowler, however, points out not all of the cost will rest on BP's shoulders. Anadarko Petroleum has a 25% stake in the Deepwater Horizon drilling rig and Mitsui USA has a 10% stake. P has paid for most of the cleanup costs so far but is expected to ask its partners to cover their share soon, according to the Chronicle. Mr. Fowler writes that analysts at Gimme Credit said much of the bankruptcy buzz is fueled by equity traders who can gain from volatile stock prices. As reported by the Troubled Company Reporter on June 11, 2010, Bloomberg News said BP Plc bonds and credit-default swaps trade as if the energy company has lost its investment-grade rating as costs mount from the worst oil spill in U.S. history. BP's $3 billion of 5.25% notes due in 2013 fell as low as 89.94 cents on dollar June 9, a record, pushing the yield to 7.57 percentage points more than Treasuries. The spread compares with an average of 7.26 percentage points for junk bonds, Bank of America Merrill Lynch indexes show. The cost to protect $10 million of BP debt for a year with credit-default swaps more than doubled over the past two days to $734,000, according to CMA DataVision. It was $29,000 on April 30. The Wall Street Journal's Amy Schatz and Guy Chazan have reported that White House officials on Sunday said they wanted BP to put "substantial" funds into an escrow account to cover claims by Gulf Coast businesses and residents affected by the oil spill. The report said the Obama administration plans to ask BP to establish an independently administered fund for reimbursing victims -- in effect, taking some of the compensation decisions out of BP's hands. BP said on June 14 the cost of the response to date amounts to approximately $1.6 billion, including the cost of the spill response, containment, relief well drilling, grants to the Gulf states, claims paid, and federal costs. This includes new grants of $25 million each to the states of Florida, Alabama and Mississippi and the first $60 million in funds for the Louisiana barrier islands construction project. BP said it is too early to quantify other potential costs and liabilities associated with the incident. According Dow Jones Newswires' Selina Williams, one analyst estimated Friday that the ultimate figure would be between $3 billion and $6 billion. According to BP, more than 51,000 claims have been submitted to date, and more than 26,500 payments have been made, totaling over $62 million. The WSJ report drew comparisons of the BP fund with those of trust funds set up with court approval by Johns Manville Corp. and later other companies with asbestos liabilities. The report says those asbestos trusts now oversee about $20 billion in assets, a sum that has nearly tripled since 2005, consultants say. Chapter 11 or Receivership Seen As reported by the Troubled Company Reporter on June 10, 2010, Tennille Tracy at Dow Jones Newswires said energy specialist Matt Simmons, founder and chairman emeritus of Simmons & Co., has told Fortune magazine that BP Plc has "about a month before they declare Chapter 11." According to the TCR, Jeff Plungis and Christopher Condon at Bloomberg's Businessweek reported that Representative Steve Cohen, a Tennessee Democrat, said because BP is likely to end up in bankruptcy, the Obama administration should consider placing the company in receivership to preserve company assets. "The president could put it in receivership to protect the people," Mr. Cohen said. The TCR also cited Businessweek, which said more than 40 U.S. lawmakers on June 9 called for BP to suspend its dividend, stop its advertising and spend the money instead cleaning up its oil spill in the Gulf of Mexico. Businessweek said a dividend moratorium would hit BP shareholders led by BlackRock Inc. and Legal & General Group Plc. According to Bloomberg data drawn from regulatory filings, New York-based BlackRock was the biggest holder of BP shares, with 5.92% as of December 31, 2009. Bloomberg said Legal & General Group, the U.K. insurer and money manager, holds 4% of the shares as of May 4. BP has committed to fund the entire $360 million cost of six berms in the Louisiana barrier islands project. On June 7, BP said it would make an immediate payment of $60 million to the State of Louisiana. The initial $60 million payment is intended to permit the State to begin work on the project immediately. BP would then make five additional $60 million payments when the Coastal Protection and Restoration Authority of Louisiana, which is chaired by Garret Graves, certifies that the project has satisfied 20%, 40%, 60%, 80% and then 100% completion milestones. The entire $360 million will be funded by the completion of the project. BP plans to make payments directly to the State of Louisiana rather than establishing an escrow fund for this project. BP already has provided $170 million to Louisiana, Alabama, Mississippi, and Florida to help with those state's response costs and to help promote their tourism industries. The company also has paid approximately $51 million in compensation to people and companies affected by the spill. About BP Plc BP Plc -- http://www.bp.com/-- is one of the world's largest energy companies, providing its customers with fuel for transportation, energy for heat and light, retail services and petrochemicals products for everyday items. Bloomberg's Businessweek notes BP represents 5.6% of the FTSE 100 Index, the second biggest weighting of the top U.K.-listed companies behind London-based bank HSBC Holdings Plc. BP also represents the biggest portion of the FTSE 350 Oil & Gas Producers Index at 31%, and the MSCI EAFE/Energy Index at 16%. BRESNAN BROADBAND: S&P Retains 'B+' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services said that its 'B+' corporate credit rating on Purchase, N.Y.-based cable operator Bresnan Broadband Holdings LLC remains on CreditWatch with developing implications. This action comes after the company announced that it entered into a definitive agreement to be acquired by a newly formed subsidiary of Cablevision Systems Corp. (BB/Stable/--) in a transaction valued at approximately $1.365 billion. S&P initially placed the ratings on CreditWatch with developing implications on March 15, 2010, following press reports suggesting that Bresnan was exploring options regarding changes in its ownership. "If the deal with Cablevision closes under the terms specified, Standard & Poor's would withdraw its 'B+' corporate credit rating on Bresnan," said Standard & Poor's credit analyst Allyn Arden. Additionally, S&P would withdraw the 'BB-' issue-level ratings and '2' recovery rating on Bresnan's senior secured bank loan. These ratings are not on CreditWatch since provisions in this loan agreement require its repayment under a change of control event. S&P expects the transaction to close in late 2010 or early 2011, subject to regulatory approvals, among other things. A withdrawal of the ratings would occur at that time. BRESNAN COMMUNICATIONS: Cablevision Deal Won't Move Moody's Rating ------------------------------------------------------------------ Moody's Investors Service said that Bresnan Communications, LLC's (B1 Corporate Family Rating) ratings are not affected by the announcement that a newly-formed subsidiary of Cablevision Systems Corporation (Ba2 Corporate Family Rating) will acquire the company in a transaction valued at $1.365 billion. Moody's noted that the change of control provision contained within the bank credit agreement governing Bresnan's debt would mandate refinancing of the same in conjunction with closing of the proposed transaction, and that ratings would simply be withdrawn upon the conclusion of such an event. The last rating action on Bresnan was on May 19, 2009, when Moody's upgraded the Corporate Family and Probability of Default Ratings, as well as the first lien bank debt ratings, all to B1 from B2. Bresnan Communications, LLC is a cable operating company serving over 300,000 subscribers in the states of Colorado, Montana, Wyoming and Utah. Headquartered in Purchase, New York, the company's revenues were approximately $421 million for the fiscal year ended December 2009. Comcast Corporation owns a 50% common equity interest (30% on a fully diluted basis) in Bresnan Broadband Holdings, LLC, the parent company of Bresnan. The majority of the remaining interest is held by financial sponsors (including Providence Equity Partners) and Bresnan management. CABLEVISION SYSTEMS: Bresnan Deal Won't Affect Moody's 'B1' Rating ------------------------------------------------------------------ Moody's Investors Service said that its ratings for Cablevision Systems Corporation and related rated subsidiaries (including CSC Holdings, Inc., Rainbow National Services LLC and Newsday LLC) should not be affected by the company's announcements that it plans to (i) acquire the assets of Bresnan Communications in a leveraging transaction valued at $1.365 billion, and (ii) initiate a share repurchase program totaling $500 million. "Although the company is paying a healthy premium for an already well-run collection assets, and may have postponed a prospective upgrade of its ratings by undertaking the share buyback program at the same time, strong operating performance continues to bode well for further credit enhancements over the next two years," noted Moody's Senior Vice President Russell Solomon. The last rating action on Cablevision was on April 12, 2010, when Moody's assigned B1 ratings for new senior unsecured debt and revised the rating outlook for Cablevision and related subsidiaries to Positive from Stable. Cablevision Systems Corporation is predominantly a domestic cable TV multiple system operator serving approximately 3 million subscribers in and around the New York metropolitan area. Headquartered in Bethpage, New York, the company also owns cable network programming assets (via its Rainbow National Services LLC subsidiary, and elsewhere) and newspaper and other publishing assets (via Newsday LLC, and elsewhere), among other media and entertainment properties. The company generated revenue of approximately $7.8 billion for the year ended December 2009. CAL INVESTMENTS: Plan Promises to Transfer Stock to Unsecureds -------------------------------------------------------------- Cal Investments, Inc., filed with the U.S. Bankruptcy Court for the Northern District of California a proposed Plan of Reorganization and an explanatory Disclosure Statement. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. The Plan seeks to restructure and stabilize the Debtor's business. The Debtor hopes to re-emerge from Chapter 11 with a more manageable debt to asset ratio, to pay off all remaining debts owed to creditors and emerge with new stockholders. The Debtor anticipates funding payment under this Plan through (i) rents collected from all habitable properties ($43,981 in rent revenues for March 2010); (ii) a cramming down of all secured mortgages to the current value of the properties; (iii) stripping of all unsecured mortgages and payment based on the collected rents and current value of the property; (iv) successful use of prime mortgage make the properties habitable; and (v) transfer the Debtor's stock to creditors holding unsecured claims, and not receiving any monies from the Debtor. The transfer of stock will amount to a complete change in ownership, denying any current stakeholder in Debtor from any monetary compensation. Under the Plan, the Debtor will also liquidate 7 properties to relieve the Debtor of the burden of a number of liabilities and provide secured creditors there collateral. Claims and interests will be treated in this manner: (a) Class 1 - Prime Mortgages. The Debtor will request the prime mortgage to rehabilitate five properties and make them suitable for human occupancy. Each of the prime mortgages will be 10% of the current market value of the property or less. The new loans will be paid off in full no more than 60 months from confirmation of the Plan. (b) Class 2 - Fully Secured First Mortgages. Holders of these mortgages will be paid in full for the principal amount of debt but the remaining past due of each creditor will be waived. (c) Class 3 - Partially Secured First Mortgages, Class 4 - Fully Secured Second Mortgages, Class 5 - Partially Secured Second Mortgages, Class 6 - Unsecured Second Mortgages, Class 7 - Partially Secured Third Mortgages, and Class 8 - unsecured Third Mortgages. These claim holders will be stripped from the properties and new loans will be created according to the seniority and priority of the claims, the current value of the property and what the current rents on the property would allow. (d) Class 9 - Unsecured Fourth Mortgages, and Class 10 - General Unsecured Claims. They will receive a portion of the stock of the Debtor in proportion to their share of the overall unsecured debt not being compensated by monies. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/CalInvestments_DS.pdf The Debtor is represented by: Scott J. Sagaria, Esq. Patrick Calhoun, Esq. Sagaria Law, P.C. 333 W. San Carlos Street, Suite 1700 San Jose, CA 95110 Tel: (408) 279-2288 Fax: (408) 279-2299 About Cal Investments, Inc. Soquel, California-based Cal Investments, Inc., filed for Chapter 11 bankruptcy protection on October 30, 2009 (Bankr. N.D. Calif. Case No. 09-59405). According to the Debtors' schedules of assets and debts, the Company has assets of at least $13,957,842, and total debts of $22,913,609. CAMBRIA MOONSTONE: Files for Bankruptcy to Sell Hotel for $8.4MM ----------------------------------------------------------------- Marlize Van Romburgh at Pacific Coast Business Times says Cambria Moonstone filed for bankruptcy under Chapter 11, listing debts of $9.5 million. The Company plans to sell El Colibri hotel and spa for $8.4 million. CANDY HOLYFIELD: Involuntary Chapter 11 Case Summary ---------------------------------------------------- Alleged Debtor: Candy Holyfield aka Candi Holyfield 12429 Denver Avenue Los Angeles, CA 90044 Bankruptcy Case No.: 10-33893 Involuntary Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Richard M. Neiter Debtor's Counsel: Pro Se Petitioners' Counsel: Not Stated Creditors who signed the Chapter 11 petition: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ J Smith Note $10,000 794 Evander Holyfield Fairburn, GA 30213 Damuer Deffridge Note $50,000 6 Colt Lane Bell Canyon, CA 91307 Dwayne Corbitt Note $300,000 6 Colt Lane Bell Canyon, CA 9130 CBGB HOLDINGS: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: CBGB Holdings, LLC c/o Robert Steven Williams 60 Old Road Westport, CT 06880 Bankruptcy Case No.: 10-13130 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Stuart M. Bernstein Debtor's Counsel: Kenneth A. Reynolds, Esq. McBreen & Kopko 500 North Broadway, Suite 129 Jericho, NY 11753 Tel: (516) 364-1095 Fax: (516) 364-0612 E-mail: kreynolds@mklawnyc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Robert Steven Williams, member. CHARLES ABRAHAMS: Court Fixes August 16 as Claims Bar Date ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of California has established August 16, 2010, as the last day for any individual or entity to file proofs of claim against Charles L. Abrahams. Proofs of claim must be filed with: Clerk of the U.S. Bankruptcy Court U.S. Bankruptcy Court 325 West "F" Street San Diego, CA 92101-6991 Jeffrey D. Cawdrey, Esq. Gordon & Rees LLP 101 West Broadway, Suite 2000 San Diego, CA 92101 San Diego, California-based Charles L. Abrahams filed for Chapter 11 bankruptcy protection on January 22, 2010 (Bankr. S.D. Calif. Case No. 10-00968). William M. Rathbone, Esq., at Gordon & Rees LLP, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. CHRYSLER LLC: Ends Q1 2010 With $143-Mil. Operating Profit ---------------------------------------------------------- Chrysler Group LLC Chief Executive Sergio Marchionne told employees in an e-mail on Friday that the Company ended the first quarter of 2010 with a $143 million operating profit. "Through hard work and tough choices, we made significant progress during the past 365 days," Mr. Marchionne said in the e-mail, a copy of which was obtained by The Wall Street Journal. "We are generating the cash needed to build our brands and invest in products, such as the 16 all-new or refreshed vehicles that will be introduced by the end of this year, representing 75% of our product line." In November, Chrysler revealed a five-year plan for rebuilding its portfolio of products and achieving sustainable profitability. Mr. Marchionne said Chrysler's alliance with Fiat is taking root, making Chrysler part of a strong global team with the critical mass needed to achieve significant economies of scale, fully exploit the related synergies and expand its geographic presence. About Chrysler Group Based in Auburn Hills, Michigan, Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep, Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars brand vehicles and products. 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) CINCINNATI BELL: Completes $525-Mil. Acquisition of CyrusOne ------------------------------------------------------------ Cincinnati Bell Inc. completed the acquisition of data center operator CyrusOne from ABRY Partners in a cash transaction valued at $525 million. CyrusOne is the largest data center colocation company in Texas and provides premier colocation services to Fortune 500 companies. The acquisition increases the scale and scope of Cincinnati Bell's data center operations by adding seven best-in-class data centers in Houston, Dallas, and Austin with a total of 174,000 square feet of data center capacity. As a result, Cincinnati Bell's Technology Solutions segment will have a combined total of 620,000 square feet of data center capacity in 17 best-in-class facilities, and, based on annualized first quarter 2010 results, combined operating income of approximately $56 million and adjusted earnings before interest, income taxes, depreciation and amortization of approximately $93 million. "The acquisition of CyrusOne is an important step in our long-term strategy of becoming the preferred global data center colocation provider to Fortune 1000 companies," said Jack Cassidy, president and chief executive officer of Cincinnati Bell. "With more than 600,000 square feet of high quality data center space and almost $100 million of Adjusted EBITDA, we believe the combined data center business of Cincinnati Bell and CyrusOne makes us one of the largest data center companies in the U.S. and strongly positions us to help large enterprise customers manage their global data center requirements with highly cost-efficient and flexible solutions." Dave Ferdman, founder and chief executive officer of CyrusOne, added, "Our customers have been asking us to expand outside of Texas for years, and until now we have been reluctant to do so as we didn't have the size and scale that we now have with Cincinnati Bell. We are looking forward to accelerating the growth of our business and believe this combination will offer our customers the opportunity to grow with us internationally as we create a global data center business." Cincinnati Bell announced its agreement to acquire CyrusOne on May 12, 2010. In connection with this transaction, Cincinnati Bell entered into new long-term senior credit facilities, comprised of a $210 million secured revolving credit facility and a $760 million secured term loan credit facility. A full-text copy of Cyrus's audited Financial Statements for December 2009 is available for free at: http://ResearchArchives.com/t/s?64d7 A full-text copy of Cyrus's unaudited Financial Statements for March 2010 is available for free at: http://ResearchArchives.com/t/s?64d8 About Cincinnati Bell Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio, provides telecommunications products and services to residential and business customers in Ohio, Kentucky and Indiana. CBB generated $1.3 Billion in revenues in 2009. * * * According to the Troubled Company Reporter on May 26, 2010, Standard & Poor's Ratings Services assigned its issue-level and recovery ratings to Cincinnati, Ohio-based Cincinnati Bell Inc.'s proposed $970 million proposed senior secured credit facilities, consisting of a $760 million term loan B due 2017 and a $210 million revolving credit facility due 2014. S&P rated the facilities 'BB' (two notches higher than S&P's 'B+' corporate credit rating on the company) with a recovery rating of '1', indicating S&P's expectations of very high (90% to 100%) recovery for lenders in the event of a payment default. Moody's Investors Service has corrected a press release on Cincinnati Bell Inc.'s rating. Moody's substituted "B2" for "B1" in the fifth paragraph Downgrades, fifth line "Senior Unsecured Regular Bond/Debenture, Downgraded to B2, LGD4, 61% from Ba3, LGD4, 53%". CINCINNATI BELL: Inks New $970 Million Senior Credit Facilities --------------------------------------------------------------- Cincinnati Bell Inc. entered into new senior credit facilities, comprised of a $210 million secured revolving credit facility maturing four years from the date and a $760 million secured term loan credit facility maturing at the earlier of: i) November 18, 2014, if the Company's 7% Senior Notes due 2015 have not been redeemed and repaid in full on or prior to such date or ii) seven years from June 11, 2010. The proceeds of the Company's new term loan credit facility will be used to repay all outstanding indebtedness under the Company's existing credit facility, dated as of August 31, 2005, to pay the purchase price in the Acquisition, to repay certain indebtedness of Cyrus One in connection with the Acquisition and to pay fees and expenses incurred in connection with the Refinancing and the Acquisition. The Company's new revolving credit facility will be used to provide ongoing working capital and for other general corporate purposes of the Company and its subsidiaries. Availability under the new revolving credit facility is subject to customary borrowing conditions. The new revolving credit facility contains a $70 million sublimit for standby letters of credit and a $25 million sublimit for swingline loans. The new term loan credit facility is subject to quarterly amortization of principal in an amount equal to 1% of the initial aggregate principal amount per year. Borrowings under the new senior credit facilities bear interest, at the Company's election, at a rate per annum equal to: i) LIBOR plus the applicable margin or ii) the base rate plus the applicable margin. As of June 11, 2010, the applicable margin for advances under the term facility is 5.00% for LIBOR rate advances and 4.00% for base rate advances. The applicable margin for advances under the revolving facility is based on certain financial ratios and the Company's credit ratings and ranges between 4.25% and 5.00% for LIBOR rate advances and 3.25% and 4.00% for base rate advances. Base rate is the greatest of the bank prime rate, the one-month LIBOR rate plus one percent or the federal funds rate plus one- half of one percent. The Company will pay commitment fees for the unused amount of commitments under the revolving credit facility and letter of credit fees on outstanding letters of credit at an annual rate ranging from 0.50% to 0.75% and 4.25% and 5.00%, respectively, based on certain financial ratios. The Company is required to use 100% of the net cash proceeds of sales of property and assets to prepay its new term loan credit facility, subject to customary reinvestment rights and an exception for the first $25 million of such proceeds in each fiscal year. The Company is subject to a similar requirement in the event of casualty or condemnation of property and assets. The Company is also required to use 100% of the net cash proceeds of issuances of debt securities to prepay the new term loan credit facility. The Company is also required to make mandatory prepayments of 50% of excess cash flow if its senior secured leverage ratio is greater than or equal to 1.5 to 1.0, starting with fiscal year 2011. Voluntary prepayments of the new senior credit facilities will be permitted at any time without prepayment penalty, except that the Company is required to pay a prepayment premium of 1% of the principal amount of term loans voluntarily prepaid within one year following June 11, 2010, if such prepayment is made using the proceeds of additional syndicated term loan indebtedness with an interest rate lower than the term loans being prepaid. All existing and future subsidiaries of the Company are required to guarantee borrowings under the new senior credit facilities. Debt outstanding under the new senior credit facilities is secured by perfected first priority pledges of and security interests in: 1) substantially all of the equity interests of the Company's U.S. subsidiaries and 66% of the equity interests in the first-tier foreign subsidiaries held by the Company and the guarantors under the new senior credit facilities and 2) certain personal property and intellectual property of the Company and its subsidiaries. The new senior credit facilities contain financial covenants that require the Company to maintain certain leverage, interest coverage and fixed charge coverage ratios. The new senior credit facilities also contain certain covenants which, among other things, and subject to certain exceptions, restrict the Company's ability to incur additional debt or liens, pay dividends, repurchase Company common stock, prepay other indebtedness, sell, transfer, lease, or dispose of assets and make investments in or merge with another company. If the Company were to violate any of the covenants under the new senior credit facilities and were unable to obtain a waiver, it would be considered a default. If the Company were in default under the new senior credit facilities, no additional borrowings under the new revolving credit facility would be available until the default was waived or cured. The new senior credit facilities provide for customary events of default, including a cross-event of default provision in respect of any other existing debt instrument having an aggregate principal amount that exceeds $35 million. A full-text copy of the Credit Agreement is available for free at http://ResearchArchives.com/t/s?64d6 About Cincinnati Bell Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio, provides telecommunications products and services to residential and business customers in Ohio, Kentucky and Indiana. CBB generated $1.3 Billion in revenues in 2009. * * * According to the Troubled Company Reporter on May 26, 2010, Standard & Poor's Ratings Services assigned its issue-level and recovery ratings to Cincinnati, Ohio-based Cincinnati Bell Inc.'s proposed $970 million proposed senior secured credit facilities, consisting of a $760 million term loan B due 2017 and a $210 million revolving credit facility due 2014. S&P rated the facilities 'BB' (two notches higher than S&P's 'B+' corporate credit rating on the company) with a recovery rating of '1', indicating S&P's expectations of very high (90% to 100%) recovery for lenders in the event of a payment default. Moody's Investors Service has corrected a press release on Cincinnati Bell Inc.'s rating. Moody's substituted "B2" for "B1" in the fifth paragraph Downgrades, fifth line "Senior Unsecured Regular Bond/Debenture, Downgraded to B2, LGD4, 61% from Ba3, LGD4, 53%". CITIGROUP INC: Citi Funding to Issue Petrobras-Linked Notes ----------------------------------------------------------- Citigroup Funding Inc. is seeking to issue Contingent Coupon Mandatorily Callable Notes Linked to the American Depositary Receipts of Petroleo Brasileiro S.A. -- Petrobras Due June 23, 2011, at $10 per Note. The Contingent Coupon Mandatorily Callable Notes Linked to the American Depositary Receipts of Petroleo Brasileiro S.A. -- Petrobras Due June 23, 2011, are callable equity-linked investments that offer a potential return linked to the Petrobras ADRs. The notes have a maturity of approximately one year. The return on the notes is linked to the closing price of the Petrobras ADRs on each quarterly valuation date and the final valuation date, provided that Citi may call the notes on any quarterly valuation date. The notes offer the possibility of one or more contingent quarterly coupon payments. Although there is no possibility to participate any increase in the price of the Petrobras ADRs during the term of the notes, there is full exposure to a decline in the price of the Petrobras ADRs if the value of the Petrobras ADRs dips below a predetermined percentage on the final valuation date. The notes are not principal protected. The notes are a series of unsecured senior debt securities issued by Citigroup Funding. Any payments due on the notes are fully and unconditionally guaranteed by Citigroup Inc., Citigroup Funding's parent company. All payments on the notes are subject to the credit risk of Citigroup Inc. A full-text copy of Citigroup Funding's offering summary is available at no charge at http://ResearchArchives.com/t/s?64d5 About Citigroup Based in New York, Citigroup Inc. (NYSE: C) -- is a global diversified financial services holding company whose businesses provide a broad range of financial services to consumer and corporate customers. Citigroup has roughly 200 million customer accounts and does business in more than 140 countries. Citigroup's businesses are aligned in three reporting segments: (i) Citicorp, which consists of Regional Consumer Banking (in North America, EMEA, Asia, and Latin America) and the Institutional Clients Group (Securities and Banking, including the Private Bank, and Transaction Services); (ii) Citi Holdings, which consists of Brokerage and Asset Management, Local Consumer Lending, and a Special Asset Pool; and (iii) Corporate/Other. As reported in the Troubled Company Reporter on November 25, 2008, the U.S. government entered into an agreement with Citigroup to provide a package of guarantees, liquidity access, and capital. The U.S. Treasury and the Federal Deposit Insurance Corporation agreed to provide protection against the possibility of unusually large losses on an asset pool of roughly $306 billion of loans and securities backed by residential and commercial real estate and other such assets, which will remain on Citigroup's balance sheet. As a fee for this arrangement, Citigroup issued preferred shares to the Treasury and FDIC. The Federal Reserve agreed to backstop residual risk in the asset pool through a non-recourse loan. Citigroup, the third-biggest U.S. bank, received $45 billion in bailout aid. Other bailed-out banks, including Bank of America Corp., Wells Fargo & Co., have pledged to repay TARP money. JPMorgan Chase & Co., Goldman Sachs Group Inc. and Morgan Stanley, repaid TARP funds in June. Citigroup is selling assets to repay the bailout funds. Citigroup is one of the banks that, according to results of the government's stress test, need more capital. COMMPARTNERS, LLC: Files for Chapter 11 to Enjoin AT&T ------------------------------------------------------ Steve Green at Las Vegas Sun reports that CommPartners Holding Co. together with its affiliates -- CommPartners Carrier Services Corp., CommPartners Network Services LLC and CommPartners LLC -- filed for bankruptcy under Chapter 11 in the U.S. Bankruptcy Court in Nevada to block AT&T from shutting off services for its network. Las Vegas-based, CommPartners Holding Co. provides voice over Internet protocol services, and other services, to businesses. The Company said it has $8.5 million in assets and $6.3 million in debts as of April 30, 2010. COMMPARTNERS, LLC: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Commpartners, LLC 8350 S. Durango Drive, Suite 200 Las Vegas, NV 89113 Bankruptcy Case No.: 10-20933 Chapter 11 Petition Date: June 13, 2010 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Linda B. Riegle Debtor's Counsel: Matthew C. Zirzow, Esq. Gordon & Silver, Ltd. 3960 Howard Hughes Parkway, 9TH FLR Las Vegas, NV 89169 Tel: (702) 796-5555 E-mail: bankruptcynotices@gordonsilver.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Greg Roeper, president. Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- CommPartners Carrier Services Corporation -- 06/13/10 CommPartners Holding Corporation -- 06/13/10 CommPartners Network Services, LLC -- 06/13/10 CORROZI-FOUNTAINVIEW: Can Honor Pre- and Post-petition Sale Pacts ----------------------------------------------------------------- The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware authorized Corrozi-Fountainview, LLC, to: -- honor it pre- and post-petition sales contracts with buyers; -- close on the sales of units in the ordinary course of business; and -- perform all obligations under its prepetition sales contracts. The net sale proceeds will be used to make distributions or establish reserves. Wilmington, Delaware-based, Corrozi-Fountainview, LLC, owns a single asset real estate. The Company filed for Chapter 11 on March 31, 2010 (Bankr. D. Del. Case No. 10-11090.) Joseph Grey at Cross & Simon LLC assists the Debtor in its restructuring effort. The Debtor did not file its list of largest unsecured creditors when it filed its petition. In its petition, the Debtor listed total assets and debts both ranging from $10,000,001 to $50,000,000. DANA HOLDING: Moody's Hikes Outlook to Positive; B3 Rating Stays ---------------------------------------------------------------- Moody's Investors Service revised the outlook of Dana Holding Corporation's to positive from stable. In a related action, Moody's affirmed all of Dana's ratings, including: the Corporate Family and Probability of Default Ratings at B3, the senior secured asset based revolving credit facility rating at Ba3, and the senior secured term loan rating at B1. The Speculative Grade Liquidity Rating also was affirmed at SGL-2. The positive outlook incorporates Moody's view that Dana's improved operating performance in first quarter of 2010 quarter is sustainable over the near-term, and moreover, that announced spending for additional restructuring actions should further improve the company's operating performance and credit metrics into 2011. Moody's expects these actions to include, among other items, further rationalization of manufacturing locations and associated headcount. Dana's expected near-term operating performance along with its recent debt paydown from the proceeds of the sale of the Structural Products business should provide ample financial covenant cushion to cover the potential implementation risks of planned restructuring actions. The company's financial flexibility also is aided by a strong cash position. Moody's anticipates that overall market conditions for Dana's products will improve as automotive production trends in North America (about 51% of Dana's 2009 revenues) and South America (about 15% of 2009 revenues) continue to recover, while China maintains its growth trend (Asia represents about 11% of 2009 revenues). However, the company's off-highway business and commercial vehicle segments are likely to still face challenging market conditions. These businesses largely represent the company's European market exposure (about 23% of Dana's 2009 total revenues are from Europe), where the economic recovery is expected to lag. In addition, financing availability for fleet operators in Europe may be negatively impacted by government debt restructurings of certain Eurocurrency countries. The affirmation of Dana's B3 Corporate Family Rating incorporates Moody's expectation that the company's ability to sustain its first quarter performance through 2010 will continue to result in EBIT/Interest and free cash flow generation consistent with the rating. These metrics incorporate the company's expectation of cash spending of approximately $100 million on restructuring actions to be taken in 2010, and the much higher year-end 2009 underfunded pension liability amount. Management also indicated that further restructuring actions may be required in 2011. Dana has also indicated that it is looking at an investment in China related to the commercial vehicle business. The Speculative Grade Liquidity Rating of SGL-2 continues to reflect good liquidity over the next twelve months. The company's cash balances of $1,026 million as of March 31, 2010 ($96 million restricted) benefited from the receipt of net cash proceeds from the sale of the Structured Product business in the first quarter, net of debt paydowns; the company's improved operating performance in the first quarter, and a modest seasonal working capital use. Moody's continues to expect that Dana will be challenged to generate positive free cash flow over the near term. While operating performance improvements are likely to be sustained over the near-term, the additional restructuring actions in 2010, potential dividend payments on its preferred stock, and the payment of about $75 million in settlement payments for tax liabilities related its emergence from Chapter 11 in January 2008 will pressure cash generation. External liquidity is provided by the $650 million asset based revolving credit with availability at March 31, 2009 of approximately $197 million, based on borrowing based limitations, and net of $149 million letters of credit. Dana also maintained an undrawn European receivables loan facility of Euro 170 million, maturing in July 2012, which had availability of $82 million, based on available assets. Access to these facilities is expected with significant covenant cushion, despite test level step downs. There is capacity to incur up to $400 million of additional debt in the foreign subsidiaries, subject to financial covenant limitations. Ratings affirmed: * Probability of Default Rating, at B3; * Corporate Family Rating, at B3; * $650 million senior secured asset based revolving credit facility, at Ba3 (LGD2, 24%); * $941 million (originally $1.4 billion) senior secured term loan, at B1 (LGD3, 30%); * Speculative Grade Liquidity rating at SGL-2. The last rating action for Dana Holding Corporation was on December 21, 2009, when the Corporate Family Rating was raised to B3. Dana, headquartered in Maumee, Ohio, is a world leader in the supply of axles, driveshafts, sealing, thermal management products, as well as genuine service parts. The customer base includes virtually every major vehicle in the global automotive, commercial vehicle, and off-highway markets. The company employs approximately 21,000 people in 26 countries. Revenues in 2009 were $5.2 billion. DAVID WEBB: Jeweler Group Acquires Assets for $11 Million --------------------------------------------------------- Mark Emanuel together with Soma Ghadamian and Robert Sadian, a group of jewelers, purchased the assets of David Webb Inc. for $11 million, enabling the Company to exit from Chapter 11 bankruptcy protection, according to National Jeweler. Under the agreement, $2.75 million of the sale proceeds were slated to go to the Company's secured claim and another $250,000 would go toward the rental charges incurred and owed at the time of the closing. The remainder of the cash proceeds would go into an account held in escrow by the New York City law firm Kaufmann Gildin Robbins and Oppenheim, report says. New York-based David Webb Inc. is a 61-year-old Madison Avenue- based jeweler owned by the Silberstein Family Partnership. The Company filed for Chapter 11 protection on June 23, 2009 (Bankr. S.D.N.Y. Case No. 09-13997). The Debtor selected Alter Goldman & Brescia LLP as its bankruptcy counsel. The Debtor posted assets between $10 million and $50 million, and debts between $1 million and $10 million. DAY CARE SERVICES: Files for Chapter 11 After Worker Probe ---------------------------------------------------------- Day Care Services at Tranquility Learning & Educational Academy LLC filed for bankruptcy under Chapter 11 and had its license revoked by the state for tax delinquencies, according to Georgia Pabst at the Journal Sentinel. The report relates that the Company owes $50,600 in taxes to the Internal Revenue Service; $30,000 in unemployment compensation payments, Department of Workforce Development; and $5,000, Department of Revenue. The filing came following an investigation of the Company's worker who was fired for not following proper procedures to verify parental income level. Day Care Services had 24 to 25 in each of the two Head Start classrooms and another 40 children in the Shares program. DELTA AIR: Eyes Renovation of Terminals at JFK Airport ------------------------------------------------------ Dow Jones Newswires' Doug Cameron reports that Delta Air Lines Inc. is close to announcing the renovation of its outdated terminals at New York's John F. Kennedy International Airport amid an intensifying competition for the city's business-travel market. Dow Jones says Delta has been in talks for months with the Port Authority Of New York & New Jersey about funding a move that is expected to include demolishing the landmark Pan Am Worldport terminal at JFK to make way for new facilities. According to Dow Jones, Delta President Ed Bastian said at an industry conference that an announcement is expected within 60 days involving the Port Authority and "several other players." About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- serves more than 160 million customers each year. Delta and the Delta Connection carriers offer service to 367 destinations in 66 countries on six continents. Delta employs more than 70,000 employees worldwide and operates a mainline fleet of nearly 800 aircraft. A founding member of the SkyTeam global alliance, Delta participates in the industry's trans-Atlantic joint venture with Air France KLM. Including its worldwide alliance partners, Delta offers customers more than 16,000 daily flights, with hubs in Amsterdam, Atlanta, Cincinnati, Detroit, Memphis, Minneapolis-St. Paul, New York-JFK, Paris-Charles de Gaulle, Salt Lake City and Tokyo-Narita. The airline's service includes the SkyMiles frequent flier program, the world's largest airline loyalty program; the BusinessElite service; and more than 50 Delta Sky Clubs in airports worldwide. Delta became the world's largest airline following merger with Northwest Airlines in 2008. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. At December 31, 2009, Delta had total assets of $43,539,000,000 against total current liabilities of $9,797,000,000 and total noncurrent liabilities of $33,497,000,000, resulting in stockholders' equity of $245,000,000. At end-2008, Delta had stockholders' equity of $874,000,000. The December 31, 2009 balance sheet showed strained liquidity: Delta had total current assets of $7,741,000,000 against total current liabilities of $9,797,000,000. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Negative/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. DEUCE INVESTMENTS: Sale of Fuller Tract Property Approved --------------------------------------------------------- The Hon. Randy D. Doub of the U.S. Bankruptcy Court for the Eastern District of North Carolina authorized Deuce Investments, Inc, to sell the Fuller Tract free and clear of all liens, encumbrances, rights, interests, and claims. The Fuller Tract is a real property consist of a 26.31 acres of undeveloped land on Cleveland Road located in Johnson County, North Carolina. Clayton, North Carolina-based Deuce Investments, Inc., filed for Chapter 11 bankruptcy protection on Feb. 12, 2010 (Bankr. E.D. N.C. Case No. 10-01083). Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., assists the Company in its restructuring effort. The Company has assets of $17,334,282, and total debts of $21,297,698. DEUCE INVESTMENTS: Wants Until June 18 to Propose Ch. 11 Plan ------------------------------------------------------------- Deuce Investments, Inc., asks the U.S. Bankruptcy Court for the Eastern District of North Carolina to extend until June 18, 2010, its exclusive right to formulate and file a Plan of Reorganization and Disclosure Statement. The Debtor filed its request for an extension before the exclusive period was set to expire on June 9, 2010. The Debtor explains that its counsel needs additional time to negotiate with creditors and research the validity of Crescent State Bank's lien. Clayton, North Carolina-based Deuce Investments, Inc., filed for Chapter 11 bankruptcy protection on Feb. 12, 2010 (Bankr. E.D. N.C. Case No. 10-01083). Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., assists the Company in its restructuring effort. The Company has assets of $17,334,282, and total debts of $21,297,698. DIAMOND DECISIONS: Files Schedules of Assets and Liabilities ------------------------------------------------------------ Diamond Decisions, Inc., 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 $0 B. Personal Property $1,235,599 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $18,597,733 E. Creditors Holding Unsecured Priority Claims $25,272 F. Creditors Holding Unsecured Non-priority Claims $1,537,085 ----------- ----------- TOTAL $1,235,599 $20,160,090 Sunnyside, Washington-based Cervantes Orchards and Vineyards LLC filed for Chapter 11 bankruptcy protection on February 12, 2010 (Bankr. E.D. Wash. Case No. 10-00787). Steven H. Sackmann, Esq., at Sackmann Law Office, 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. Los Angeles, California-based Diamond Decisions Inc. filed for Chapter 11 bankruptcy protection on February 12, 2010 (Bankr. C.D. Calif. Case No. 10-15109). Brent H. Blakely, Esq., who has an office in Hollywood, California, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. DENNY HECKER: Seeks Court Permission to Travel ---------------------------------------------- MaryJo Webster at St. Paul Pioneer Press in Minnesota reports that Denny Hecker's criminal defense attorneys filed motions on Thursday asking that two charges be either dismissed or revised and that he be allowed to travel to other parts of the state. Ms. Webster says the requests were part of a flurry of pretrial motions Mr. Hecker's lawyers filed to meet a Thursday deadline in advance of a June 23 hearing. Mr. Hecker, 57, is facing 25 federal counts of wire fraud, bankruptcy fraud, conspiracy and money laundering. He has pleaded not guilty. A trial is scheduled to begin in mid-October. About Denny Hecker Denny Hecker filed for Chapter 7 bankruptcy on June 4, 2009, before the U.S. Bankruptcy Court for the District of Minnesota. Mr. Hecker listed $18 million in assets and $767 million in debts owed to automakers, lenders, business partners and former employees. According to the Star Tribune in Minneapolis-St. Paul, the bankruptcy filing had been widely anticipated. Star Tribune noted Mr. Hecker has been forced to sell or close 25 of his 26 dealerships in recent months, and Chrysler Financial won a $477 million court judgment against him in April. The bankruptcy filing temporarily halted efforts by Chrysler and other creditors from collecting money they say they are owed. The Troubled Company Reporter on November 20 said Bankruptcy Judge Robert Kressel held Mr. Hecker in contempt of court for failing to turn over his financial records in a timely manner. William R. Skolnick, Esq., at Skolnick & Shiff, P.A., in Minneapolis, represents Mr. Hecker. DIAMONDHEAD CASINO: Posts $523,000 Net Loss in Q1 2010 ------------------------------------------------------ Diamondhead Casino Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $523,334 for the three months ended March 31, 2010, compared with a net loss of $247,952 for the same period a year ago. The Company's balance sheet as of March 31, 2010, showed $5,730,104 in assets, $1,591,330 of liabilities, and $4,138,774 of stockholders' equity. The Company has incurred losses over the past several years, has no operations, generates no revenues, and incurred a loss applicable to common stockholders of $548,734 for the three months ended March 31, 2010. The Company's auditors have expressed substantial doubt about the Company's ability to continue as a going concern in their audit report on the Company's consolidated financial statements for the year ended December 31, 2009. As of March 31, 2010, the Company does not have the financial resources to develop its proposed casino resort. There can be no assurance that the Company can successfully develop its Diamondhead, Mississippi property, and in the event that the Company is unsuccessful in raising sufficient cash or finding alternative means to meet its future obligations, it could have a significant adverse impact on the Company's ability to continue as a going concern and ultimately develop the property. A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64cb Largo, Fla.-based Diamondhead Casino Corporation is a Delaware corporation incorporated on November 15, 198.8 under the name "Europa Cruises Corporation." The Company became a publicly-held company in 1989. On or about November 22, 2002, the Company changed its name to "Diamondhead Casino Corporation." The Company's stock currently trades on the Over the Counter Bulletin Board under the symbol "DHCC." The Company currently has three subsidiaries with no current operations and three employees. As of December 31, 2009, the Company had four employees. The Company owns, through its wholly-owned subsidiary, Mississippi Gaming Corporation, an approximate 404.5 acre tract of unimproved land in Diamondhead, Mississippi. The property is located at 7051 Interstate 10. The property fronts Interstate 10 for approximately two miles and fronts the Bay of St. Louis for approximately two miles. There are no liens or debt on the property. The Company intends, in conjunction with unrelated third parties, to fully develop the site in phases beginning with a casino resort. The casino resort is expected to include a casino, a hotel and spa, pools, a sports and entertainment center, a conference center and a state-of-the-art recreational vehicle park. EDUCATION MANAGEMENT: Stock Repurchase Won't Move Moody's Rating ---------------------------------------------------------------- Moody's Investors Service said Education Management Corporation's (holding company that indirectly owns Education Management LLC) announcement that it has implemented a $50 million stock repurchase program does not affect the B1 corporate family rating, nor the existing ratings. The ratings outlook remains positive. The last rating action was on October 21, 2009, when Moody's affirmed the company's B1 corporate family rating and changed the ratings outlook to positive. Education Management, based in Pittsburgh, Pennsylvania, is one of the largest providers of private post-secondary education in North America, based on student enrollment and revenue. The company reported revenues of approximately $2.4 billion for the twelve months ended March 31, 2010. EMPIRE CENTER: Plan Outline Hearing Continued Until June 22 ----------------------------------------------------------- The Hon. Sarah S. Curley of the U.S. Bankruptcy Court for the District of Arizona has continued until June 22, 2010, at 10:00 a.m., the hearing on approval of the disclosure statement explaining Empire Center at Coldwater Springs, LLC's Chapter 11 Plan. The hearing will be held at the U.S. Bankruptcy Court, 230 North First Avenue, 7th Floor, Courtroom No. 701, Phoenix, Arizona. 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 will be implemented by the retention of its existing management. The implementation will also include the management and disbursement of the funds infused by the interest holders. Under the Plan, the Debtor proposes to pay the Priority Claims in full. It also proposes to give Secured Creditors with an interest in the real property of a commercial property located in Maricopa County, Arizona, the opportunity to realize a full return on the value of their Allowed Secured Claims. In addition, the Plan will result in the unsecured creditors -- under Class 3 -- receiving a substantial payout. The claims in Class 3 aggregating will share pro rata the sum of $50,000. The interest holders will arrange for the infusion of the $50,000 into the reserve account for the payment of Class 3. The Class 4 interest holders in the Debtor will retain their interests in consideration of the new value they contribute to the Plan funding. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/EmpireCenter_DS.pdf The Debtor is represented by: Arturo A. Thompson, Esq. E-mail: athompson@polsinelli.com John J. Hebert, Esq. E-mail: jhebert@polsinelli.com Polsinelli Shughart PC Security Title Plaza 3636 North Central Avenue, Suite 1200 Phoenix, AZ 85012 Tel: (602) 650-2000 Fax: (602) 264-7033 About Empire Center at Coldwater Springs Scottsdale, Arizona-based Empire Center at Coldwater Springs, LLC, filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. D. Ariz. Case No. 09-32728). The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities in its bankruptcy petition. EXTENDED STAY: Committee Wants to Sue Over 2007 Acquisition ----------------------------------------------------------- Bill Rochelle at Bloomberg News reports that the Official Committee of Unsecured Creditors for Extended Stay Inc. is seeking permission from the Bankruptcy Court to investigate and file a lawsuit over claims arising from the Company's acquisition in 2007. A hearing on the request is scheduled for June 17. According to Bloomberg, Extended Stay, however, sees no reason to allow the Creditors Committee to sue. Extended Stay says the proposed Chapter 11 plan will create a litigation trust funded with $5 million to bring any lawsuits that the examiner found to have sufficient merit. Extended Stay, Bloomberg relates, contends that the mezzanine lenders owed $3.3 billion, who helped finance the 2007 acquisition, have no right to profit from a lawsuit attempting to find defects in the transaction. The Company argues that creditors with some $9 million in claims are the only ones with the right to benefit from any perceived defects in the 2007 transaction. Affiliates of Blackstone Group LP also argue against allowing the Committee to sue. About Extended Stay Extended Stay is the largest owner and operator of mid-price extended stay hotels in the United States, holding one of the most geographically diverse portfolios in the lodging sector with properties located across 44 states (including 11 hotels located in New York) and two provinces in Canada. As a result of acquisitions and mergers, Extended Stay's portfolio has expanded to encompass over 680 properties, consisting of hotels directly owned or leased by Extended Stay or one of its affiliates. Extended Stay currently operates five hotel brands: (i) Crossland Economy Studios, (ii) Extended Stay America, (iii) Extended Stay Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe Studios. Extended Stay Inc. and its affiliates filed for Chapter 11 on June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764). Judge James M. Peck handles the case. Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, in New York, represents the Debtors. Lazard Freres & Co. LLC is the Debtors' financial advisors. Kurtzman Carson Consultants LLC is the claims agent. Extended Stay had assets of $7.1 billion and debts of $7.6 billion as of the end of 2008. Bankruptcy Creditors' Service, Inc., publishes Extended Stay Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Extended Stay Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). EXTENDED STAY: Won't Let Examiner Docs Go to Creditors Panel ------------------------------------------------------------ Eric Morath at Dow Jones Daily Bankruptcy Review reports that Extended Stay Inc. seeks to destroy about 20,000 documents dug up in a court-appointed examiner's investigation of the Company's 2007 buyout. According to Mr. Morath, Extended Stay is trying to prevent the documents from ending up in the hands of its unsecured creditors. Dow Jones says Ralph R. Mabey, who investigated the events around the Lightstone Group's leveraged buyout of Extended Stay, is looking to unload the documents he collected now that he has completed his work. Among his suggestions was to transfer responsibility for the repository to the unsecured creditors committee. According to Dow Jones, Extended Stay said the proposal would be a "direct violation of the confidentiality agreement" the Company entered into with examiner. Dow Jones also reports Extended Stay said had it known the information it was sharing with the examiner could end up in its creditors' hands, it would not have been so cooperative. Extended Stay, according to Dow Jones, also warned that failure to destroy the repository could make future companies in Chapter 11 think twice before providing information to court- appointed examiners. Dow Jones notes Mr. Mabey released the results of his investigation in April, finding that Extended Stay may have viable legal claims against Lightstone and certain other parties involved in the 2007 sale of the 680-hotel chain. As reported by the Troubled Company Reporter on June 11, 2010, Extended Stay filed with the U.S. Bankruptcy Court for the Southern District of New York a Fifth Amended Joint Chapter 11 Plan of Reorganization and Disclosure Statement for 74 of its debtor-affiliates on June 8, 2010. ESI further amended the Plan in light of the $3.925 billion offer for plan funding from a group of investors, which include Centerbridge Partners LP, Paulson & Co., and Blackstone Real Estate Associates VI L.P. The Centerbridge group was selected as the winning bidder at a May 27, 2010 auction, beating out another bidder led by Starwood Capital Group and TPG by less than $40 million. The Centerbridge winning bid provides for an all cash purchase of ESA Properties LLC and 73 other debtor affiliates of ESI. The Centerbridge group offered to pay about $3.925 billion in cash and to contribute certificates representing interests in a pre-bankruptcy $4.1 billion mortgage loan for the equity of ESI's debtor affiliates. The amount to be paid will be distributed to creditors in accordance with the Fifth Amended Plan. Among other changes to the offer initially proposed by the Centerbridge group is that the winning bid eliminates the rights offering, cash election and the debt or equity election. Moreover, the Debtors have agreed to increase the cap for reimbursement of expenses from $20 million to $35 million. The Fifth Amended Plan Under the Fifth Amended Plan, CP ESH Investors LLC, a newly formed entity owned by the Centerbridge-led group, will acquire 100% of the common interests in a new company or "NewCo" that will be formed as of the effective date of the Fifth Amended Plan in exchange for $3,615,755,444 in cash and a contribution of mortgage certificates held by CP ESH in the sum of $309,244,555. The Fifth Amended Plan provides that 100% of the equity interests in ESA Properties and other mortgage borrowers as well as the equity interests in other debtor affiliates will be cancelled and reissued to NewCo. The balance of the Debtors will be liquidated and dissolved as of the effective date. NewCo will be owned indirectly by the Centerbridge group through CP ESH or other entities. It will own and control the Debtors' portfolio of about 666 properties, which include 664 hotels, a headquarters building in Spartanburg, South Carolina, and a parcel of undeveloped land located in Minnesota. The holder of the "mortgage facility claim" will receive a cash distribution, the mortgage certificates and interests in a litigation trust that will be established on the effective date of the Fifth Amended Plan. Meanwhile, holders of "mezzanine facilities claims" and general unsecured claims may also receive interests in the litigation trust. As holders of the mortgage loan, Wells Fargo Bank N.A. or the special servicer, CWCapital Asset Management LLC, can exercise voting rights with respect to the "mortgage facility claim" and the "mortgage facility deficiency claim." In conjunction with the auction, CWCapital entered into a Plan Support Agreement pursuant to which it agreed to vote its claims in Classes 2 and 4A to accept the Fifth Amended Plan. Full-text copies of the Fifth Amended Plan and the Disclosure Statement are available for free at: http://bankrupt.com/misc/ESI_5thAmendedPlan.pdf http://bankrupt.com/misc/ESI_DS5thAmendedPlan.pdf About Extended Stay Extended Stay is the largest owner and operator of mid-price extended stay hotels in the United States, holding one of the most geographically diverse portfolios in the lodging sector with properties located across 44 states (including 11 hotels located in New York) and two provinces in Canada. As a result of acquisitions and mergers, Extended Stay's portfolio has expanded to encompass over 680 properties, consisting of hotels directly owned or leased by Extended Stay or one of its affiliates. Extended Stay currently operates five hotel brands: (i) Crossland Economy Studios, (ii) Extended Stay America, (iii) Extended Stay Deluxe, (iv) Homestead Studio Suites, and (v) StudioPLUS Deluxe Studios. Extended Stay Inc. and its affiliates filed for Chapter 11 on June 15, 2009 (Bankr. S.D.N.Y. Case No. 09-13764). Judge James M. Peck handles the case. Marcia L. Goldstein, Esq., at Weil Gotshal & Manges LLP, in New York, represents the Debtors. Lazard Freres & Co. LLC is the Debtors' financial advisors. Kurtzman Carson Consultants LLC is the claims agent. Extended Stay had assets of $7.1 billion and debts of $7.6 billion as of the end of 2008. Bankruptcy Creditors' Service, Inc., publishes Extended Stay Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Extended Stay Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). FEDERAL-MOGUL: Asbestos Trust Wants Extension for CNA Injunction ---------------------------------------------------------------- The Federal-Mogul U.S. Asbestos Personal Injury Trust asks the Court to extend to certain insurers, known as the CNA Companies, protections afforded to a protected party pursuant to the Debtors' Fourth Amended Joint Plan of Reorganization. The CNA Companies are: -- Columbia Casualty Company; -- Continental Casualty Company; -- Continental Insurance Company, for itself and as successor-in-interest to policies issued by Harbor Insurance Company; and -- Union America Reinsurance Company, also known as Underwriters Reinsurance Company. The Debtors' Plan was confirmed on November 8, 2007, and was declared effective on December 27, 2007. Pursuant to the Plan, the Trust was established and has assumed all liability for Asbestos Claims that previously would have been asserted against Federal-Mogul Products, Inc. The Trust received, among other things, certain of Federal-Mogul Products' rights to the proceeds of certain insurance policies, including the policies that are the subject of a certain settlement agreement, which policies were issued to Studebaker-Worthington, Inc., and McGraw- Edison Company, each an alleged former parent of Wagner Electric Corporation, a predecessor of Federal-Mogul Products, Inc. Cooper LLC also asserts rights to coverage under the Wagner Policies, including Wagner Policies for which the CNA Companies are allegedly responsible. Prior to entering into the Settlement Agreement, there were disputes among the Parties regarding their rights and obligations with respect to insurance coverage for Asbestos Claims under the CNA Policies. On September 19, 2006, Federal-Mogul Products initiated an action against certain insurance companies, including certain of the CNA Companies, in the Superior Court of New Jersey. Federal-Mogul Products sought declaratory relief, actual compensatory and consequential damages, plus interest, among other relief, and the CNA Company defendants denied that they owed any damages or relief as alleged and have defended against Federal-Mogul Products' claims. On July 28, 2008, the Trust was added as a plaintiff in the New Jersey Coverage Action. After months of negotiations, the Parties have reached an agreement to settle and resolve the Coverage Disputes as between them, to provide for mutual releases of certain claims under the CNA Policies, to provide for dismissals with prejudice of the New Jersey Coverage Action and related litigation, to limit the CNA Companies' future actions against the Parties with respect to the Coverage Proceedings, all as fully set forth in the Settlement Agreement. In exchange for the releases and other benefits conveyed to the CNA Companies under the Settlement Agreement, the CNA Companies agree to pay a substantial sum to the Trust. The Trust has concluded that the CNA Companies' payment of the Settlement Amount constitutes reasonable consideration for the releases and other benefits conveyed to the CNA Companies. Kathleen Campbell Davis, Esq., at Campbell & Levine, LLC, in Wilmington, Delaware -- kdavis@camlev.com -- asserts that under the Settlement Agreement, the Trust is required to file a request seeking extension of the Third Party Injunction to the CNA Companies. Under the Settlement Agreement, Ms. Davis avers, the Trust agrees to defend the application of the Third Party Injunction as to claims asserted against the CNA Companies that are subject to the Third Party Injunction. She adds that the Plan provides for extension of the Third Party Injunction as requested. About Federal-Mogul Federal-Mogul Corporation -- http://www.federalmogul.com/-- is a global supplier of powertrain and safety technologies, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. The company's leading technology and innovation, lean manufacturing expertise, as well as marketing and distribution deliver world-class products, brands and services with quality excellence at a competitive cost. Federal-Mogul is focused on its sustainable global profitable growth strategy, creating value and satisfaction for its customers, shareholders and employees. Federal-Mogul was founded in Detroit in 1899. The company is headquartered in Southfield, Michigan, and employs nearly 39,000 people in 36 countries. The Company filed for Chapter 11 protection on October 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan, Esq., and Kevin T. Lantry, Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl & Jones, P.C., represented the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represented the Official Committee of Unsecured Creditors. The Debtors' Fourth Amended Plan was confirmed by the Bankruptcy Court on November 8, 2007, and affirmed by the District Court on November 14, 2007. Federal-Mogul emerged from Chapter 11 on December 27, 2007. (Federal-Mogul Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the TCR on June 5, 2009, Standard & Poor's Ratings Services said it has lowered its corporate credit rating on Federal-Mogul Corp. to 'B+' from 'BB-'. S&P also lowered the ratings on the company's senior secured debt; the recovery ratings are unchanged. The outlook is negative. "The ratings reflect Federal-Mogul's weak business risk profile as a major participant in the highly competitive global auto industry, and its aggressive financial risk profile," S&P said. FEDERAL-MOGUL: Stockholders Elect Board of Directors ---------------------------------------------------- Federal-Mogul Corporation submitted to the U.S. Securities and Exchange Commission the results of the matters voted on at the annual meeting of the company's stockholders held on May 26, 2010. Robert L. Katz, Federal-Mogul's senior vice president, general counsel and secretary, revealed that nominees for election to the Board of Directors were elected until the 2011 annual meeting of stockholders or until their successors have been qualified. Name For Withheld ---- -------- -------- Carl C. Icahn 86,848,270 9,269,381 Jose Maria Alapont 87,811,164 8,306,487 George Feldenkreis 92,847,667 3,269,984 Vincent J. Intrieri 85,517,728 10,599,923 J. Michael Laisure 92,652,442 3,465,209 Keith A. Meister 85,557,687 10,559,964 Daniel A. Ninivaggi 86,929,029 9,188,622 David S. Schechter 85,557,559 10,560,092 Neil S. Subin 92,412,353 3,705,298 James H. Vandenberghe 92,383,463 3,734,188 The proposal to approve the Federal-Mogul Corporation 2010 Stock Incentive Plan was approved with 93,616,513 votes, while 2,028,062 votes were against the approval. About Federal-Mogul Federal-Mogul Corporation -- http://www.federalmogul.com/-- is a global supplier of powertrain and safety technologies, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. The company's leading technology and innovation, lean manufacturing expertise, as well as marketing and distribution deliver world-class products, brands and services with quality excellence at a competitive cost. Federal-Mogul is focused on its sustainable global profitable growth strategy, creating value and satisfaction for its customers, shareholders and employees. Federal-Mogul was founded in Detroit in 1899. The company is headquartered in Southfield, Michigan, and employs nearly 39,000 people in 36 countries. The Company filed for Chapter 11 protection on October 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan, Esq., and Kevin T. Lantry, Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl & Jones, P.C., represented the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represented the Official Committee of Unsecured Creditors. The Debtors' Fourth Amended Plan was confirmed by the Bankruptcy Court on November 8, 2007, and affirmed by the District Court on November 14, 2007. Federal-Mogul emerged from Chapter 11 on December 27, 2007. (Federal-Mogul Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the TCR on June 5, 2009, Standard & Poor's Ratings Services said it has lowered its corporate credit rating on Federal-Mogul Corp. to 'B+' from 'BB-'. S&P also lowered the ratings on the company's senior secured debt; the recovery ratings are unchanged. The outlook is negative. "The ratings reflect Federal-Mogul's weak business risk profile as a major participant in the highly competitive global auto industry, and its aggressive financial risk profile," S&P said. FEDERAL-MOGUL: Wants Dec. 27 Extension for Claims Objections ------------------------------------------------------------ Federal-Mogul Corporation and its Debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to extend until December 27, 2010, the period within which they may object to proofs of claim or interest and any administrative claims. The current Claims Objection Deadline and the Administrative Claims Objection Deadline will expire on June 27, 2010. The Debtors also ask that the relief requested be without prejudice to their right to seek further extensions of both deadlines. Pursuant to Section 8.17 of the Debtors' Fourth Amended Joint Plan of Reorganization, subject to certain enumerated exceptions, "unless otherwise ordered by the Bankruptcy Court, all objections to Claims against the U.S. Debtors shall be filed with the Bankruptcy Court on or before six months following the Effective Date." Section 11.14 of the Plan also provides that subject to certain enumerated exceptions, "[u]nless otherwise ordered by the Bankruptcy Court. . . the Confirmation Order shall operate to set a bar date for Administrative Claims against the U.S. Debtors, which bar date shall be the first Business Day that is at least 120 days after the Effective Date." The Plan became effective on December 27, 2007. James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware -- joneill@pszjlaw.com -- contends that extending both the Claims Objection Deadline and the Administrative Claims Objection Deadline is necessary. He notes that the Debtors have continued to make substantial progress in resolving all Claims against their estates. The Debtors stated in their last motion to extend the deadlines that nearly all of their prepetition claims and Administrative Claims either had been resolved or were the subject of active negotiations with the purported claim holders, Mr. O'Neill relates. He informs Judge Fitzgerald that the Debtors have also now made all three distributions under the Plan to the holders of Unsecured Claims against the U.S. Debtors, completing the overwhelming majority of distributions that remained to be made under the Plan. Since the last request for extensions, Mr. O'Neill says, the Debtors have also continued to make progress in resolving the handful of outstanding Claims, and as a result have now either objected to or resolved virtually all remaining Claims against their estates. Specifically, the Debtors have filed two additional omnibus claims objections against 30 unsecured Claims and against Claim Nos. 10950, 10951, and 10952 filed by Continental Insurance Company and Fidelity & Casualty Company of New York. The Court has sustained the Objection against the 30 Claims, while the Omnibus Objection to the claims of Continental and Fidelity remains pending, Mr. O'Neill tells Judge Fitzgerald. He adds, among other things, that the Debtors have also resolved outstanding objections to other Claims in their previously filed omnibus objections. As a result of the Debtors' efforts, there is a very small number of prepetition Claims that remain outstanding and unresolved against the estates, Mr. O'Neill asserts. The Debtors are hopeful that most, if not all, of those Claims will be consensually resolved during the extension period currently requested. In the absence of the relief sought, Mr. O'Neill argues, the Debtors will be required to prepare and file various objections to pending Claims and Administrative Claims, which would inevitably prove disruptive to ongoing efforts to reach consensual resolutions of those claims. The Court will convene a hearing on July 14, 2010, to consider the request. Objections are due June 28. Omnibus Hearing Dates Meanwhile, Judge Fitzgerald notifies the Debtors and parties-in- interest that all hearings scheduled for July 12, 2010, will now take place on July 14. As previously reported, Judge Fitzgerald set these hearing dates for the Debtors' bankruptcy cases: * January 25, 2010 at 09:00 a.m.; * February 22, 2010 at 09:00 a.m.; * March 22, 2010 at 09:00 a.m.; * April 12, 2010 at 09:00 a.m.; * May 3, 2010 at 09:00 a.m.; * June 7, 2010 at 09:00 a.m.; * July 12, 2010 at 09:00 a.m.; * August 9, 2010 at 09:00 a.m.; * September 13, 2010 at 09:00 a.m.; * October 18, 2010 at 09:00 a.m.; * November 15, 2010 at 09:00 a.m.; and * December 13, 2010 at 09:00 a.m. About Federal-Mogul Federal-Mogul Corporation -- http://www.federalmogul.com/-- is a global supplier of powertrain and safety technologies, serving the world's foremost original equipment manufacturers of automotive, light commercial, heavy-duty, agricultural, marine, rail, off-road and industrial vehicles, as well as the worldwide aftermarket. The company's leading technology and innovation, lean manufacturing expertise, as well as marketing and distribution deliver world-class products, brands and services with quality excellence at a competitive cost. Federal-Mogul is focused on its sustainable global profitable growth strategy, creating value and satisfaction for its customers, shareholders and employees. Federal-Mogul was founded in Detroit in 1899. The company is headquartered in Southfield, Michigan, and employs nearly 39,000 people in 36 countries. The Company filed for Chapter 11 protection on October 1, 2001 (Bankr. Del. Case No. 01-10582). Lawrence J. Nyhan Esq., James F. Conlan, Esq., and Kevin T. Lantry, Esq., at Sidley Austin Brown & Wood, and Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl & Jones, P.C., represented the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, they listed $10.15 billion in assets and $8.86 billion in liabilities. Federal-Mogul Corp.'s U.K. affiliate, Turner & Newall, is based at Dudley Hill, Bradford. Peter D. Wolfson, Esq., at Sonnenschein Nath & Rosenthal; and Charlene D. Davis, Esq., Ashley B. Stitzer, Esq., and Eric M. Sutty, Esq., at The Bayard Firm represented the Official Committee of Unsecured Creditors. The Debtors' Fourth Amended Plan was confirmed by the Bankruptcy Court on November 8, 2007, and affirmed by the District Court on November 14, 2007. Federal-Mogul emerged from Chapter 11 on December 27, 2007. (Federal-Mogul Bankruptcy News; Bankruptcy Creditors' Service Inc., http://bankrupt.com/newsstand/or 215/945-7000) * * * As reported by the TCR on June 5, 2009, Standard & Poor's Ratings Services said it has lowered its corporate credit rating on Federal-Mogul Corp. to 'B+' from 'BB-'. S&P also lowered the ratings on the company's senior secured debt; the recovery ratings are unchanged. The outlook is negative. "The ratings reflect Federal-Mogul's weak business risk profile as a major participant in the highly competitive global auto industry, and its aggressive financial risk profile," S&P said. FINE ARTS: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------- According to wlbt.com, Fine Arts Institute of Mississippi filed for Chapter 11 bankruptcy after officials shut down both the charity and bingo hall connected to it for violating charitable gaming rules earlier this year. Fine Arts and its executive director Bill Murphy have been sued by a woman who was wrongfully terminated. FLINTKOTE CO: Aviva Settles Asbestos Claims for $150 Million ------------------------------------------------------------ Aviva Insurance Co. of Canada has agreed to pay $150 million to Flintkote Co. to settle a dispute over insurance payouts for asbestos claims that pushed Flintkote into bankruptcy in 2004, Bankruptcy Law360 reports. According to Law360, the settlement agreement was filed Friday in the U.S. Bankruptcy Court for the District of Delaware. If approved, it would end litigation brought against Aviva by Flintkote in federal court. About Flinkote Company Headquartered in San Francisco, California, The Flintkote Company is engaged in the business of manufacturing, processing and distributing building materials. Flintkote Mines Limited is a subsidiary of Flintkote Company and is engaged in the mining of base-precious metals. The Flintkote Company filed for Chapter 11 protection on April 30, 2004 (Bankr. D. Del. Case No. 04-11300). Flintkote Mines Limited filed for Chapter 11 relief of August 25, 2004 (Bankr. D. Del. Case No. 04-12440). James E. O'Neill, Esq., Kathleen P. Makowswki, Esq., Laura Davis Jones, Esq., Sandra G.M, Selzer, Esq., and Scotta Edelen McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtors in their restructuring efforts. Kathleen Campbell Davis, Esq., and Mark T. Hurford, Esq., at Campbell & Levine, LLC, represent the official committee of unsecured creditors as counsel. When Flintkote Company filed for protection from its creditors, it listed more than $100 million each in assets and debts. When Flintkote Mines Limited filed for protection from its creditors, it listed assets of $1 million to $50 million, and debts of more than $100 million. FREDDIE MAC: Fights BofA From Probing Ties With Taylor Bean ----------------------------------------------------------- Freddie Mac is trying to fend off Bank of America Corp. from probing its business relationship with Taylor Bean & Whitaker Mortgage Corp. in an investigation Freddie says would ring up at least a $10 million, American Bankruptcy Institute reports. Based in McLean, Virginia, Freddie Mac (NYSE: FRE) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. The Company's participation in the secondary mortgage market includes providing its credit guarantee for residential mortgages originated by mortgage lenders and investing in mortgage loans and mortgage- related securities. The Company earns management and guarantee fees for providing its guarantee and performing management activities (such as ongoing trustee services, administration of pass-through amounts, paying agent services, tax reporting and other required services) with respect to issued PCs and Structured Securities. Freddie Mac is under conservatorship and is dependent upon the continued support of Treasury and FHFA to continue operating its business. The Company received $6.1 billion and $30.8 billion in June 2009 and March 2009, respectively, pursuant to draw requests that FHFA submitted to Treasury on the Company's behalf to address the deficits in the Company's net worth as of March 31, 2009, and December 31, 2008, respectively. As a result of funding of the draw requests, the aggregate liquidation preference on the senior preferred stock owned by Treasury increased from $14.8 billion as of December 31, 2008, to $51.7 billion on December 31, 2009. GARLOCK SEALING: Proposes to Hire Professionals in Ordinary Course ------------------------------------------------------------------ In the ordinary course of business, Garlock Sealing Technologies LLC and its units retain the services of various professionals, a list of which is available for free at: http://bankrupt.com/misc/Garlock_OCPList.pdf The OCPs provide services to the Debtors in areas, including: state and local regulatory issues, environmental concerns, tax issues, employee benefit matters, intellectual property issues, litigation, general corporate matters, real estate matters and labor and employee concerns. The Debtors note that the OCPs will not be involved in the administration of their Chapter 11 cases, but will provide services in connection with the ongoing management of the Debtors' operations and affairs. By this motion, the Debtors seek the Court's permission to continue to employ the OCPs subject to certain procedures set forth in the ordinary course of business. Specifically, the Debtors propose these procedures governing employment of the OCPs: (1) The Debtors will pay, without further application to the Court by any OCP, 100% of the monthly interim fees and disbursements to each of the OCP upon the submission to the Debtors of an invoice detailing the nature of the services rendered after the Petition Date, provided that the monthly interim fees and disbursements do not exceed $50,000 per month and $500,000 per year for each OCP. In the event the fees and disbursements of any OCP exceeds the Monthly Cap applicable to that firm, that OCP would be required to apply for approval by the Court of all that entity's fees and disbursements for that month in compliance with any Court-approved interim compensation procedures. If the fees and disbursements of any OCP exceeds the Annual Cap, that OCP will be required to seek Court approval of all that entity's fees and disbursements exceeding the Annual Cap, in compliance with any interim compensation procedure. (3) All OCPs will be excused from submitting separate applications for proposed retention unless otherwise provided. Recognizing the importance of providing information to the Court and the Bankruptcy Administrator, each OCP that is an attorney be required to file with the Court and serve upon the Bankruptcy Administrator, counsel to the Debtors, counsel to any official committees and counsel to Bank of America, N.A., a Declaration of Proposed Professional and Disclosure Statement within 30 days of an order granting the OCP Motion. (3) The Bankruptcy Administrator, the Committees and BofA will have 10 days after the receipt of each OCP's Declaration to object to the retention of each Professional. If any objection cannot be resolved within 10 days, the matter will be scheduled for hearing before the Court. If no timely objection is filed, the Debtors will be authorized to employ that OCP as a final matter. (4) To the extent the Debtors seek to employ additional OCPs, the Debtors will file a supplement with the Court and without any further hearing or notice to any other party. After the filing of a Supplement, each Additional OCP that is an attorney will comply with the Declaration procedures pursuant to Rule 2014 of the Federal Rules of Bankruptcy Procedure. Objections, if any, to retention of Additional OCPs will be governed by the proposed procedures. The Debtors further seek the Court's permission to continue to use the services of the employees who provide professional services, including in-house legal, accounting and tax staff to EnPro Industries, Inc. and Coltec Industries Agreements -- the Parent. In connection with their proposed employment of the Parent's Employees, the Debtors seek that those employees need not (i) comply with the fee limitations and procedures applicable to the OCPs or (ii) submit a Declaration of Proposed Professional and Disclosure Statement. The Debtors further propose that all services rendered by the Parent's employees not be subject to the monthly and aggregate fee limitations for OCP, but instead be governed by separate services agreements entered by Garlock Sealing Technologies LLC and Garrison Litigation Management Group Ltd., which the Debtors are authorized to perform on an interim basis. John R. Miller, Jr., Esq., at Rayburn Cooper & Durham, P.A., in Charlotte, North Carolina, stresses that while some of the OCPs may wish to continue to represent the Debtors on an ongoing basis, others may be unwilling to do so if they are unable to be paid on a regular basis or are required to comply with the fee application process under the Bankruptcy Code or as established by the Court. More importantly, if the expertise and background knowledge of any of those OCPs with respect to the particular areas and matters for which they were responsible before the Petition Date is lost, the Debtors' estates will incur additional and unnecessary expenses, as other professionals without that background and expertise will have to be retained, he asserts. About Garlock Sealing Headquartered in Palmyra, NY, Garlock Sealing Technologies LLC is an EnPro Industries, Inc. company (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, Garlock filed a voluntary Chapter 11 petition (Bankr. W. D. N.C. Case No. 10-31607) in Charlotte to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor listed $500,000,001 to $1,000,000,000 in assets and $100,000,001 to $500,000,000 in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. The filing covers only Garlock operations in Palmyra, New York and Houston, Texas. Garlock Rubber Technologies, Garlock Helicoflex, Pikotek, Technetics, Garlock Europe and Garlock operations in Canada, Mexico or Australia are not affected by the filing, nor is EnPro Industries or any other EnPro operating subsidiary. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in its Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for Asbestos matters. Bankruptcy Creditors' Service, Inc., publishes Garlock Sealing Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Garlock Sealing Technologies LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GARLOCK SEALING: Proposes to Pay Prepetition Shipping Obligations ----------------------------------------------------------------- Garlock Sealing Technologies LLC's business operations have developed a reputation for reliability and dependability among its customers, John R. Miller, Jr., Esq., at Rayburn Cooper & Durham, P.A., in Charlotte, North Carolina, relates. This reputation depends in part upon the timely delivery of orders and related items to their various facilities and to customers, he says. This supply system involves use of reputable common carriers, shippers and truckers. Garlock coordinates all shipping through AFS Logistics, LLC, which audits and coordinates payment of all Garlock shipping invoices and creates a detailed shipping profile that Garlock can use to identify opportunities for favorable changes to its shipping relationships with the Common Carriers. The Common Carriers also ship, transport and deliver goods and other finished products to Garlock. The Debtors anticipate that the Common Carriers may argue that they are entitled to possessory liens for transportation and storage, as applicable, of the goods in their possession on the Petition Date and may refuse to deliver or release those goods until their claims have been satisfied. Under the laws of some states, a carrier may have a lien on the goods in its possession that secures the charges or expenses incurred in connection with the transportation or storage of those goods, Mr. Miller states. The Debtors also expect that, as of the Petition Date, certain Common Carriers will have outstanding invoices for goods that were delivered to Garlock or its customers prepetition for which the Debtors are responsible. The Debtors estimate, that as of the Petition Date, the total outstanding amount owed to the Common Carriers is $100,000. "It is essential to the ability of the Debtors to continue operating as a going concern, and thus preserve the maximum value for the Debtors' assets, that Garlock maintain a reliable and efficient supply system," Mr. Miller asserts. He maintains that the total amount to be paid to the Common Carriers is minimal compared to the importance and necessity of delivery of the goods currently in transit and in possession of the Common Carriers. For this reason, the Debtors sought and obtained the Court's permission to make payments to the Common Carriers, and to continue the existing shipping practices with the Common Carriers. About Garlock Sealing Headquartered in Palmyra, NY, Garlock Sealing Technologies LLC is an EnPro Industries, Inc. company (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, Garlock filed a voluntary Chapter 11 petition (Bankr. W. D. N.C. Case No. 10-31607) in Charlotte to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor listed $500,000,001 to $1,000,000,000 in assets and $100,000,001 to $500,000,000 in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. The filing covers only Garlock operations in Palmyra, New York and Houston, Texas. Garlock Rubber Technologies, Garlock Helicoflex, Pikotek, Technetics, Garlock Europe and Garlock operations in Canada, Mexico or Australia are not affected by the filing, nor is EnPro Industries or any other EnPro operating subsidiary. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in its Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for Asbestos matters. Bankruptcy Creditors' Service, Inc., publishes Garlock Sealing Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Garlock Sealing Technologies LLC and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: New GM Forms Venture Capital Subsidiary ------------------------------------------------------- General Motors said it has established General Motors Ventures, LLC, a subsidiary designed to help the company identify and develop innovative technologies in the automotive/transportation sector. Leading the initiative will be Jon J. Lauckner, who is named GM Vice President and President General Motors Ventures, LLC, reporting to Stephen J. Girsky, GM vice chairman of Corporate Strategy and New Business Development. Lauckner's new position is effective July 1, 2010. He was GM vice president of Global Product Planning. "We are constantly looking for ways to deliver the best technology for our customers," said Stephen J. Girsky, vice chairman and vice president Corporate Strategy and New Business Development. "Our goal is to nurture these innovative technologies to help bring them to market, and to ensure our customers have access to the best technology available." General Motors Ventures, LLC, has been funded with an initial investment of $100 million, and is currently exploring equity investments in a number of auto-related technologies and business models. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 207,000 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 the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel, Vauxhall and Wuling. GM's largest national market is the United States, followed by China, Brazil, Germany, the United Kingdom, Canada, and Italy. 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 March 31, 2010, GM had $136.021 billion in total assets, total liabilities of $105.970 billion and preferred stock of $6.998 billion, and non-controlling interests of $814 million, resulting in total equity of $23.053 billion. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: New GM to Invest $386M in Brazil, $245M in Ontario ------------------------------------------------------------------ General Motors Co.'s subsidiary in Brazil intends to pour more investment to its assembly plant at Sao Caetano do Sul located at the Greater Sao Paolo Metropolitan Area, in Sao Paolo, Brazil, the Associated Press reported. GM did not give a statement as to the models it will be producing at the Sao Paolo facility, but talks have it that the investment is intended to back up GM's plans to produce two more models at its Sao Paolo plant. GM Brazil had marketed 595,000 vehicles last year, AP said. In other news, http://www.globeandmail.com/reported that General Motors Canada is also thrusting towards the production of new, fuel-efficient transmissions in its plant in St. Catherines, Ontario by 2012. This translates to a $245 million plan to manufacture six-speed transmissions to support GM's other plants in Oshawa and Ingersoll, Ontario, which are well on their way to increase vehicle production to address a big market demand for GM's Chevrolet Equinox and GMC Terrain Crossover Utility Vehicles, the report said. GM's additional investment and transmission production project is estimated to generate 400 jobs at its St. Catherines facility. The plant's operations consist of an engine factory and a parts - making fabrication facility, globeandmail.com related. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 207,000 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 the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel, Vauxhall and Wuling. GM's largest national market is the United States, followed by China, Brazil, Germany, the United Kingdom, Canada, and Italy. 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 March 31, 2010, GM had $136.021 billion in total assets, total liabilities of $105.970 billion and preferred stock of $6.998 billion, and non-controlling interests of $814 million, resulting in total equity of $23.053 billion. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). General Motors changed its name to Motors Liquidation Co. following the sale of its key assets to a company 60.8% owned by the U.S. Government. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: No New GM IPO Before 4th Quarter, US Treasury Says ------------------------------------------------------------------ General Motors Company will not be conducting an initial public offering until the fourth quarter of this year, David Lawder of Reuters reported. The United States Treasury, having a 61% interest in the automotive company after extending a $50 billion lifeline to rescue it out of bankruptcy, takes control of the stock sale but the Obama administration, which is holding on to its right to participate at the offering, says that the offering will largely depend on market conditions, Reuters related. "The initial public offering is expected to include the sale of shares by Treasury, other shareholders who wish to participate and GM," Reuters quoted the Treasury as saying. In a statement taken by Reuters, GM said that there was "a lot of anticipation and speculation" relative to an IPO. "As we have previously said, there are a number of factors that will influence the timing, including the state of the economy, capital market conditions, state of the auto business, GM's performance and others," GM said. According to Reuters, GM CEO Ed Whitacre has said that an IPO was a real possibility later this year or in 2011. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 207,000 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 the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Opel, Vauxhall and Wuling. GM's largest national market is the United States, followed by China, Brazil, Germany, the United Kingdom, Canada, and Italy. 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 March 31, 2010, GM had $136.021 billion in total assets, total liabilities of $105.970 billion and preferred stock of $6.998 billion, and non-controlling interests of $814 million, resulting in total equity of $23.053 billion. 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) GLOBAL POWER: Moody's Confirms Corporate Family Rating at 'B2' -------------------------------------------------------------- Moody's Investors Service confirmed the B2 Corporate Family Rating for Global Power Equipment Group, Inc. Moody's also downgraded the senior secured revolving credit facility to B2 and the senior secured term loan rating to Caa1 to reflect changes in the capital structure as per Moody's Loss Given Default Methodology. The rating outlook is stable. This concludes the review for downgrade initiated on December 23, 2009. The confirmation of the B2 CFR reflects Moody's expectations that Global Power will maintain adequate liquidity to support operations until conditions improve in its power generation end markets. Order backlog continues to decline in the product segment and Moody's expect any improvement in operating performance is likely to lag a recovery in order levels due to significant lead times associated with Global Power's natural gas turbine products. However, operational restructuring has reduced the company's cost structure and a credit agreement amendment loosened financial maintenance covenant levels. Global Power also maintains a sizeable cash balance, repaid $41.9 million of debt since the review was initiated on December 23, 2009, has no cash borrowings under its revolver, and has benefited from stronger than expected performance in its nuclear power services segment. Moody's believes that Global Power's size and exposure to the highly cyclical power generation business are not conducive to a highly leveraged profile and thus Global Power must maintain stronger credit metrics than its similarly rated peers. Low absolute debt levels, significant cash balances, modest fixed charges, and an established position as a provider of essential products and services to power generation markets support the rating. The stable rating outlook assumes Global Power will maintain adequate liquidity to support its operations during the cyclical trough in order activity and maintain strong debt protection metrics. Moody's could consider a negative action in the absence of improved order trends, if Moody's expected a significant deterioration in margins or liquidity, or if GPEG pursues significant incremental debt financing. Ratings impacted by the actions include: -- Corporate Family Rating Confirmed at B2 -- Probability of Default Rating Confirmed at B2 -- $60 million senior secured credit facility due 2014 downgraded to B2 (LGD 3; 46%) from Ba2 (LGD 2; 22%) -- $24 million senior secured term loan due 2014 downgraded to Caa1 (LGD 5; 89%) from B3 (LGD 4; 60%) -- Outlook Stable The last rating action was on December 23, 2009, when the ratings of Global Power were placed under review for possible downgrade. Global Power, headquartered in Tulsa, OK, is a comprehensive provider of power generation equipment and maintenance services for customers in the domestic and international energy, power infrastructure and service industries. Revenues were approximately $540 million in 2009. GORILLA COMPANIES: Creditors' Claim Gives Court Jurisdiction ------------------------------------------------------------ WestLaw reports that by filing a proof of claim against the estate for additional sums that he claimed were owing on a promissory note that a corporate Chapter 11 debtor had signed in connection with its purchase of an event-management business from the creditor, the creditor enabled the bankruptcy court to decide a cause of action that the debtor had previously brought to recover an overpayment that it had allegedly made on the purchase price due to the creditor's alleged fraudulent manipulation of the business' financial records and misrepresentation of the earnings of the business. The debtor's cause of action was in the nature of a compulsory counterclaim, whose nexus to the transaction supporting the creditor's proof of claim was not at all attenuated, given that both arose out of the same prepetition purchase transaction. In re Gorilla Companies LLC, --- B.R. ----, 2010 WL 1994412 (Bankr. D. Ariz.). Based in Tempe, Ariz., Gorilla Companies LLC provides event management services. Gorilla Companies sought Chapter 11 protection (Bankr. D. Ariz. Case No. 09-02898) on Feb. 20, 2009, and is represented by John R. Clemency, Esq., at Greenberg Traurig LLP in Phoenix. At the time of the filing, the Debtor estimated its assets at more than $1 million and its debts at less than $1 million. HARRISBURG, PA: Governor Rendell Suggests Leasing of Muni Assets ---------------------------------------------------------------- Michelle Kaske at The Bond Buyer reports that Pennsylvania Gov. Edward Rendell on June 9 urged the Harrisburg city council to lease municipal assets to meet debt obligations rather than filing for bankruptcy or seeking state oversight under Act 47. The Bond Buyer relates Gov. Rendell was mayor of Philadelphia from 1992 to 1999. Gov. Rendell helped the city emerge from a $250 million budget deficit and declining employment, in part by leasing airport parking garages to raise needed revenue. According to The Bond Buyer, Harrisburg Mayor Linda Thompson asked the governor to speak before the seven-member council to share his experiences in Philadelphia. The Bond Buyer notes that one option for Harrisburg is to lease city parking garages that currently bring in to the city's coffers roughly $4 million annually. The Bond Buyer notes that Harrisburg is unable to pay down $282 million of outstanding incinerator debt sold through the Harrisburg Authority and has turned to Assured Guaranty Municipal Corp., insurer of the bonds, to meet principal and interest payments. In addition, a $34.6 million short-term working capital loan will come due in December, and officials have no plan, as of yet, to repay or refinance that debt. HAWAII BIOTECH: To Auction Assets on July 19 -------------------------------------------- The Associated Press reports that Hawaii Biotech's assets will be sold at a court-supervised auction on July 19, 2010. Interested buyers are required to file their bid for the Company's assets by July 12. The Company said its operations are funded with a $12 million line of credit that is expected to be exhausted by end of July. Hawaii Biotech Inc. -- http://www.hibiotech.com/-- focuses on the research and development of vaccines for established and emerging infectious diseases. The Company filed for Chapter 11 protection on Dec. 11, 2009 (Bankr. D. Hawaii Case No. 09-02908). Jerrold K. Guben, Esq., at O'Connor Playdon & Guben, represents the Debtor in its restructuring effort. The petition says that assets and debts are between $1,000,001 and $10,000,000. HSAD 3949: Gets Interim Okay to Use Cash Collateral --------------------------------------------------- HSAD 3949 Lindell, Ltd., sought and obtained interim authorization from the U.S. Bankruptcy Court for the Northern District of Texas to use the cash collateral securing their obligation to their prepetition lenders. The Debtor is a party to a November 2005 loan agreement, as subsequently amended. The original senior secured lender on the senior loan was Key Bank, N.A. The Debtor was also a party to a mezzanine financing agreement evidenced by a separate loan agreement, term note and a profit participation and security agreement (the Mezzanine Loan) with Key Bank affiliate Key Real Estate Equity Capital, Inc. the Debtor was advised that the senior loan agreement and the Mezzanine Loan were subsequently sold, transferred or assigned to Gulfstream Capital Partners. The Debtor believes that the current amount outstanding on the senior loan is approximately $25,471,000, and the current amount outstanding at the Mezzanine Loan is approximately $6,500,000. In connection with the loans, the Debtor executed various notes, security agreements, pledge agreements, and deed(s) trust. Under these ancillary documents, Key Bank and/or Gulfstream asserts a security interest and lien upon the Debtor's property, improvements, furniture, fixtures, and equipment located on the property, accounts receivable, rents, and the general partner's interest in the Debtor. Frank J. Wright, Esq., at Wright Ginsberg Brusilow P.C., the attorney for the Debtor, explained that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/HSAD_3949_budget.pdf In exchange for using the cash collateral, the Debtors propose to grant Key Bank and/or Gulfstream valid, perfected, and enforceable replacement security interests in and liens and mortgages upon all categories of property of the Debtors and their estates. The Court has set a final hearing for July 1, 2010, at 9:15 a.m. on the Debtor's request to use cash collateral. HSAD 3949 Lindell, Ltd., is a Texas limited partnership with its principal place of business located in Dallas, Texas. The Company's general partner is HSAD 3949 Lindell GP, Inc., a Texas Corporation. The Company owns a four-story luxury apartment complex in St. Louis, Missouri. The Company filed for Chapter 11 bankruptcy protection on June 1, 2010 (Bankr. N.D. Tex. Case No. 10-33986). Frank Jennings Wright, Esq., at Wright Ginsberg Brusilow P.C., assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. HSAD 3949: Wants Filing of Schedules Extended Until June 25 ----------------------------------------------------------- HSAD 3949 Lindell, Ltd., has asked the U.S. Bankruptcy Court for the Northern District of Texas to extend the deadline for the filing of schedules of assets and liabilities, schedule of current income and expenditures, schedule of executor contracts and unexpired leases, and statement of financial affairs by an additional 10 days, or until June 25, 2010. The Debtor says that it has not had sufficient time to assemble the requisite financial data and other information required by the schedules. To prepare this information, the Debtor must thoroughly examine its books, records and documents. According to the Debtor, the collection of the information will require substantial HSAD 3949 Lindell, Ltd., is a Texas limited partnership with its principal place of business located in Dallas, Texas. The Company's general partner is HSAD 3949 Lindell GP, Inc., a Texas Corporation. The Company owns a four-story luxury apartment complex in St. Louis, Missouri. The Company filed for Chapter 11 bankruptcy protection on June 1, 2010 (Bankr. N.D. Tex. Case No. 10-33986). Frank Jennings Wright, Esq., at Wright Ginsberg Brusilow P.C., assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. ID INTERACTIVE: Files for Chapter 11 Bankruptcy Protection ---------------------------------------------------------- Paul Brinkmann at Business Journal of South Florida said I.D. Interactive together with three of its affiliates -- I.D. Interactive of Mexico, I.D. Interactive of Michigan and I.D. Interactive of Argentina -- filed for bankruptcy under Chapter 11, listing assets of $3.1 million and debts of $17.6 million. The Company said it owes $9.17 million to Affordable Leasing LLC and $1.58 million to Let It Ride Opportunity Fund, Mr. Brinkmann says. Based in Delray Beach, South Florida, I.D. Interactive specializes in digital services, web design and development, social media marketing and custom software. IMAX CORP: Gelfond, Wechsler Elected as Class 3 Directors --------------------------------------------------------- IMAX Corporation reported that Richard L. Gelfond and Bradley J. Wechsler were elected as Class III directors of the Company for a term expiring in 2013; and PricewaterhouseCoopers LLP was appointed auditor. About IMAX Corp. IMAX Corp. -- http://www.imax.com/-- together with its wholly owned subsidiaries, is an entertainment technology company specializing in motion picture technologies and large-format film presentations. Its principal business is the design and manufacture of large-format digital and film-based theater systems, sale or lease of such systems, and the conversion of two-dimensional (2D) and three-dimensional (3D) Hollywood feature films for exhibition on such systems worldwide. At September 30, 2009, the Company had $308,965,000 in total assets against $268,730,000 in total liabilities. As of June 30, 2009, the Company had $270,400,000 in total assets and $288,500,000 in total liabilities, resulting in $18,100,000 in stockholders' deficit. * * * As reported by the Troubled Company Reporter on November 23, 2009, Standard & Poor's Ratings Services raised its ratings on IMAX Corp. S&P raised its corporate credit rating on the company to 'B-' from 'CCC+'. The rating outlook is stable. JERSEY ISLAND OWNER: Section 341(a) Meeting Scheduled for July 19 ----------------------------------------------------------------- The U.S. Trustee for Region 4 will convene a meeting of Jersey Island Owner, LLC's creditors on July 19, 2010, at 9:00 a.m. The meeting will be held at 6305 Ivy Lane, Sixth Floor, Greenbelt, MD 20770. 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. Rockville, Maryland-based Jersey Island Owner, LLC, filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. D. Md. Case No. 10-22970). Bradford F. Englander, Esq., at Whiteford Taylor & Preston, L.L.P., assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. INDUSTRY WEST: Judge Denies Confirmation of Bankruptcy Plan ----------------------------------------------------------- American Bankruptcy Institute reports that bankruptcy Judge Alan Jaroslovsky last week sided with disgruntled first- and second- mortgage holders Central Pacific Bank (owed $16.5 million) and Todd JBRE LLC ($900,000), respectively, in rejecting the merits of Industry West Commerce Center LLC's bankruptcy plan. Santa Rosa, California-based Industry West Commerce Center, LLC, a California limited liability company, filed for Chapter 11 bankruptcy protection on January 14, 2010 (Bankr. N.D. Calif. Case No. 10-10088). John H. MacConaghy, Esq., at MacConaghy and Barnier, assists the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. JOSE RODRIGUEZ: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Jose Agustin Arce Rodriguez P.O. Box 134 Aguirre, PR 00704 Bankruptcy Case No.: 10-05186 Chapter 11 Petition Date: June 13, 2010 Court: U.S. Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Luis D. Flores Gonzalez, Esq. Luis D Flores Gonzalez Law Office 80 Calle Georgetti, Suite 202 San Juan, PR 00925-3624 Tel: (787) 758-3606 Fax: (787) 753-5317 E-mail: ldfglaw@coqui.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Debtor says that assets total $5,243,300 while debts total $4,408,200. A copy of the Debtor's list of 6 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb10-05186.pdf The petition was signed by the Debtor. KB HOME: Fitch Affirms Issuer Default Rating at 'BB-' ----------------------------------------------------- Fitch Ratings has affirmed KB Home's ratings: -- Issuer Default Rating at 'BB-'; -- Senior unsecured debt at 'BB-'. The Rating Outlook has been revised to Stable from Negative. The ratings affirmation and the Outlook revision to Stable from Negative reflect the company's healthy liquidity position, improved operating results and moderately stronger prospects for the housing sector this year. The ratings also reflect the successful execution of KBH's business model. The ratings take into account the company's primary focus on entry-level and to a lesser degree first-step trade-up housing (the deepest segments of the market), its introduction of the well received Open Series of home designs, its conservative building practices, its effective utilization of return on invested capital criteria as a key element of its operating model, its capital structure and the still challenging U.S. housing environment. KBH employs what it labels as the KBnxt operational business model. This strategy includes regular detailed product preference surveys, primarily acquisition of developed and entitled land in markets with high growth potential, generally commencement of construction of a home only after a purchase contract has been signed, establishment of an even flow production, pricing homes to compete with existing homes and utilizing design centers to customize homes to the preferences of home buyers. Also, KBH strives to be among the top five builders or in very large markets top 10 homebuilders in order to have access to the best land and subcontractors. In late 2008, KBH began a roll out of the 'Open Series' product designs which have been value engineered to reduce production costs and cycle times, enabling the company to more effectively compete on price with existing homes in the current market. Management estimates that over 50% of deliveries this year will be 'Open Series' product. The company maintains a 4.4-year supply of lots (based on last 12 months deliveries), 81% of which are owned and the balance controlled through options. (The options share of total lots controlled is down sharply over the past three years as the company has written off substantial numbers of options.) KBH's most recent credit metrics, although in certain cases improving, remain stressed. Debt to capitalization was 73.7% as of Feb. 28, 2010, up slightly from 69.4% a year ago. Net debt to capitalization was 48.8%, up from 48.3% as of Feb. 28, 2009. Debt to EBITDA, excluding real estate charges, was 18.6 times and was negative at the end of the 2009 first quarter. FFO adjusted leverage was 8.3x at the conclusion of the 2010 first quarter and 7.6x the year earlier. Interest coverage was slightly negative in the 2009 first quarter and 0.8x for the 2010 first quarter, while FFO interest coverage was 2.0x in the 2010 first quarter, up from 1.8x the prior year. The gross inventory turn has moderated year- over-year from 1.2x to 0.9x during the recently concluded 2010 first quarter. The sales value of backlog represented 30% of construction debt at the conclusion of the 2010 first quarter. The company generated $18.30 million of cash flow from operations during the first quarter of 2010, including a tax refund of $190.7 million as a result of the tax legislation enacted in November 2009. On an LTM basis cash flow from operations was $264.7 million. For all of fiscal 2010, Fitch expects KBH to be cash flow negative, excluding tax refunds, as the company starts to rebuild its land position. The company expects to spend roughly $600 million on land and development expenditures, as warranted, this year compared with approximately $375 million spent in 2009. As the housing cycle continues its jaw-toothed recovery, creditors should benefit from KBH's solid financial flexibility supported by unrestricted cash and equivalents of $1.2 billion as of Feb. 28, 2010. In addition, relatively liquid, homes, lots and improvements in production totaling $1.14 billion provides comfortable coverage for construction debt of $1.82 billion. $99.83 million of senior notes matures in August 2011, and then the next maturity ($249.39 million) is not until February 2014. As of Feb. 28, 2010, KB Home's unconsolidated joint ventures had total debt of $384.4 million, substantially all of which was secured. Of the total debt, none was recourse and $12 million had limited recourse to KB Home. At Feb. 28, 2010, the company's potential responsibility under its loan-to-value maintenance guarantees totaled approximately $3.8 million, if any liabilities were determined to be due thereunder. The company had provided a several guaranty to the lenders of one of its unconsolidated JVs. At Feb. 28, 2010, this JV had total outstanding debt of $372.4 million, and, if this guaranty were enforced, KB Home's maximum potential responsibility under the guaranty would have been approximately $182.7 million. Housing apparently bottomed during 2009, and a so far anemic recovery has begun. During the next 12-15 months off the bottom, the recovery may appear jaw-toothed as substantial foreclosures now in the pipeline present as distressed sales and as meaningful new foreclosures arise from Alt-A and option ARM resets. High unemployment rates and the tightening of certain Federal Housing Administration loan standards will be notable headwinds early in the upcycle. The continuation and expansion of the scope of the national housing credit may have boosted sales in spring of this year. And the Federal government's continuing efforts to modify foreclosures may finally show some success in 2010. Future ratings and Outlooks will be influenced by broad housing market trends as well as company specific activity, such as trends in land and development spending, general inventory levels, speculative inventory activity (including the impact of high cancellation rates on such activity), gross and net new order activity, debt levels and especially free cash flow trends and uses, and the company's cash position. KB KYLE LAND: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: KB Kyle Land, LLC 2139 Blue Knob Terrace Silver Spring, MD 20906 Bankruptcy Case No.: 10-23275 Chapter 11 Petition Date: June 13, 2010 Court: U.S. Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Richard L. Gilman, Esq. Gilman & Edwards, LLC 8201 Corporate Drive, Suite 1140 Landover, MD 20785 Tel: (301) 731-3303 Fax: (301) 731-3072 E-mail: rgilman@gilmanedwards.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of 4 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb10-23275.pdf The petition was signed by Victor M. Kazanjian, manager. KB WOODMORE: Case Summary & Largest Unsecured Creditor ------------------------------------------------------ Debtor: KB Woodmore Land, LLC 2139 Blue Knob Terrace Silver Spring, MD 20906 Bankruptcy Case No.: 10-23274 Chapter 11 Petition Date: June 13, 2010 Court: U.S. Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Richard L. Gilman, Esq. Gilman & Edwards, LLC 8201 Corporate Drive, Suite 1140 Landover, MD 20785 Tel: (301) 731-3303 Fax: (301) 731-3072 E-mail: rgilman@gilmanedwards.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Victor M. Kazanjian, manager. The list of unsecured creditors filed together with its petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Ben Dyer Associates, Inc -- $1,623 11721 Woodmore Road, Suite 200 Mitcehllville, MD 20721 LB-UBS COMMERCIAL: S&P Downgrades Ratings on 2002-C7 CMBS --------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on one class of commercial mortgage-backed securities from LB-UBS Commercial Mortgage Trust 2002-C7 and removed it from CreditWatch with negative implications. In addition, S&P affirmed its ratings on 19 other classes from the same transaction and removed seven of them from CreditWatch with negative implications. The rating actions follow S&P's analysis of the transaction using its U.S. conduit and fusion CMBS criteria. The downgrade of the class T certificate reflects credit support erosion that S&P anticipates will occur upon the eventual resolution of five specially serviced assets. In addition, S&P also considered the current and potential interest shortfalls, primarily due to appraisal subordinate entitlement reductions and special servicing fees, in arriving at S&P's current rating on class T. S&P's analysis included a review of the credit characteristics of all of the loans in the pool. Using servicer-provided financial information, Standard & Poor's calculated an adjusted debt service coverage of 1.88x and a loan-to-value ratio of 69.0%. S&P further stressed the loans' cash flows under S&P's 'AAA' scenario to yield a weighted average DSC of 1.45x and an LTV ratio of 88.7%. The implied defaults and loss severity under the 'AAA' scenario were 18.2% and 28.9%, respectively. All of the adjusted DSC and LTV calculations excluded five ($18.1 million, 2.5%) specially serviced assets and 20 ($179.4 million, 24.9%) defeased loans. S&P separately estimated losses for the five specially serviced assets, which S&P included in its 'AAA' scenario implied default and loss figures. The affirmations of the ratings on the principal and interest certificates reflect subordination levels that are consistent with the outstanding ratings. S&P affirmed its rating on the class X- CL interest-only certificates based on its current criteria. Credit Considerations As of the May 2010 remittance report, five assets ($18.1 million, 2.5%) were with the special servicer, LNR Partners Inc. The payment status of the specially serviced assets is: two ($8.8 million, 1.2%) are real estate owned by the trust, one ($3.8 million, 0.5%) is in foreclosure, one ($1.0 million, 0.1%) is 90-plus-days delinquent, and one ($4.5 million, 0.6%) is a matured balloon. Each of the specially serviced assets has an appraisal reduction amount in effect, with a combined total of $7.5 million. Uptown Square is the largest asset with the special servicer. It has a total exposure of $7.9 million (1.0%), which consists of $7.0 million of unpaid principal balance and $0.9 million of advancing and interest thereon. The asset is secured by a 72,277- sq.-ft. anchored retail center in Fayetteville, Ga. The loan was transferred to LNR on Nov. 14, 2008, due to imminent default, and became REO on Aug. 24, 2009. One anchor tenant has vacated the property and the remaining anchor tenant has indicated its intention to vacate at the conclusion of its lease term, which, in the absence of additional leasing, will bring occupancy to 16.6%. Standard & Poor's anticipates a significant loss upon the eventual resolution of this asset. The four remaining specially serviced loans ($11.2 million, 1.6%) have balances that individually represent less than $4.6 million, or 0.6% of the total pool balance. S&P estimated losses ranging from 10.0% to 76.0% for these assets. In arriving at S&P's current ratings, S&P also considered the transaction's significant near-term loan maturities. Excluding the 20 defeased loans and five specially serviced assets, approximately 58.1% of the loans, by balance, mature by December 2012. Three loans ($12.0 million, 1.0%) that were previously with the special servicer have been returned to the master servicer. According to the transaction documents, the special servicer is entitled to a workout fee equal to 1.0% of all future principal and interest payments on the corrected loans, provided the loans continue to perform and remain with the master servicer. Transaction Summary As of the May 2010 remittance report, the aggregate trust balance was $722.1 million, which represents 60.8% of the aggregate pooled trust balance at issuance. There are 85 assets in the pool, down from 115 at issuance. The master servicer for the transaction is Wells Fargo Commercial Mortgage Servicing (Wells Fargo). The master servicer provided financial information for 96.2% of the loans in the pool, and 94.7% of the servicer-provided information was full-year 2008, interim 2009, or full-year 2009 data. S&P calculated a weighted average DSC of 1.94x for the pool based on the reported figures. S&P's adjusted DSC and LTV were 1.88x and 69.0%, respectively, which exclude five specially serviced assets ($18.1 million, 2.5%) and 20 ($179.4 million, 24.9%) defeased loans. S&P separately estimated losses for the five specially serviced assets. To date, the trust has experienced principal losses totaling $76,127 relating to two assets. Twelve loans ($63.6 million, 8.8%), including the 10th-largest real estate exposure in the pool, are on the master servicer's watchlist. Eleven loans ($35.6 million, 4.9%) have a reported DSC of less than 1.10x, and eight of these loans ($21.3 million, 3.0%) have a reported DSC of less than 1.0x. Summary Of Top 10 Loans The top 10 real estate exposures have an aggregate outstanding balance of $355.4 million (49.2%). Using servicer-reported numbers, S&P calculated a weighted average DSC of 2.20x for the top 10 exposures. S&P's adjusted DSC and LTV for these loans were 2.18x and 60.9%, respectively. The 10th-largest real estate exposure appears on the master servicer's watchlist. The McFadden Industrial Center loan ($12.7 million, 1.8%), the 10th-largest exposure in the pool, is secured by a 179,055-sq.-ft. office complex in Santa Ana, Calif. The loan appears on the master servicer's watchlist due to deferred maintenance affecting the property. The borrower has indicated that repairs will be completed in the near future. The property had a reported DSC of 1.84x as of the nine months ended Sept. 30, 2009. The reported occupancy was 86.1% as of April 1, 2010. Standard & Poor's stressed the loans in the pool according to its conduit/fusion criteria. The resultant credit enhancement levels are consistent with the lowered and affirmed ratings. Rating Lowered And Removed From Creditwatch Negative LB-UBS Commercial Mortgage Trust 2002-C7 Commercial mortgage pass-through certificates Rating ------ Class To From Credit enhancement (%) ----- -- ---- ---------------------- T CCC- B-/Watch Neg 1.22 Ratings Affirmed And Removed From Creditwatch Negative LB-UBS Commercial Mortgage Trust 2002-C7 Commercial mortgage pass-through certificates Rating ------ Class To From Credit enhancement (%) ----- -- ---- ---------------------- K A A/Watch Neg 9.24 L BBB+ BBB+/Watch Neg 6.57 M BBB- BBB-/Watch Neg 5.54 N BB+ BB+/Watch Neg 4.72 P BB BB/Watch Neg 3.48 Q B+ B+/Watch Neg 2.87 S B B/Watch Neg 2.46 Ratings Affirmed LB-UBS Commercial Mortgage Trust 2002-C7 Commercial mortgage pass-through certificates Class Rating Credit enhancement (%) ----- ------ ---------------------- A-3 AAA 29.18 A-4 AAA 29.18 A-1B AAA 29.18 B AAA 26.30 C AAA 23.83 D AAA 21.37 E AAA 19.31 F AA+ 17.25 G AA 15.20 H AA- 12.53 J A+ 10.88 X-CL AAA N/A N/A -- Not applicable. LEHMAN BROTHERS: Court OKs Thomas Lee Deal Termination ------------------------------------------------------ Before the Petition Date, Lehman Brothers Inc. entered into an engagement letter with Thomas H. Lee Equity Fund VI, L.P., and THL Equity Advisors VI, LLC. The Fund and Advisor wish to terminate LBI's interests in the Agreement and take certain related actions. James W. Giddens, the trustee for LBI, has determined that it would be in the best interests of LBI and its estate that the Agreement be terminated by LBI subject to the payment to the LBI Trustee of $557,937 by the Fund. The LBI Trustee, the Fund and Advisor thus entered into a stipulation whereby the Fund agrees to pay in immediately available funds (i) $278,968 and $278,968 on April 28, 2010, to: Union Bank, N.A. ABA No. 122000496 A/C No. 37130196431 TRUSDG James W. Giddens, Trustee, LBI Funds Account Account No. 671186101 Upon receipt by the LBI Trustee of the Final Payment, the Agreement will be terminated without need for further action by any of the Parties, any further Bankruptcy Court approval and any further obligation or liability and pursuant to that termination. The LBI Trustee and the Fund and Advisor will be deemed to each have fully, finally and forever waived, settled, compromised, discharged and released each other from any and all Claims arising under the Agreement. Fund and Advisor also confirm that other than the Termination Fee, there are no fees, commissions, or other compensation owed to LBI pursuant to the Agreement. The Bankruptcy Court has approved the Stipulation. 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: Examiner Asks to be Discharged From Duties ----------------------------------------------------------- Anton Valukas, the examiner appointed to investigate into Lehman Brothers Holdings Inc.'s bankruptcy filing, asks the Court to discharge him from further duties. In a motion filed with the Court, the Examiner specifically seeks a ruling discharging him and the professionals he employed from any liability in connection with the investigation and to prohibit discovery from them except as provided in his proposed order approving the motion. Mr. Valukas' attorney, Robert Byman, Esq., at Jenner & Block LLP, in New York, asserts that bankruptcy examiners are "entitled to immunity from damage claims under the doctrine of judicial immunity." He also asserts that any information or documents obtained by a bankruptcy examiner during an investigation that are not filed with the courts are not judicial records pursuant to bankruptcy laws. In connection with his request, Mr. Valukas also proposes for a proper disposition of the documents obtained during the investigation. He also asks for court permission to respond to any inquiry or request for assistance even after his discharge as examiner. The Court will consider approval of request at the June 16, 2010 hearing. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Proposes to Hire Sothebys as Auction House ----------------------------------------------------------- Lehman Brothers Holdings Inc. and its units seek approval of the U.S. Bankruptcy Court for the Southern District of New York to employ Sotheby's Inc. as their auction house. The Debtors tapped the firm to conduct a public auction of about 50 works from their corporate art collection estimated to be worth less than $300,000, or to arrange a private sale in case the items are not sold at the auction. The auction is expected to be held sometime in September of this year. Under an agreement with Sotheby's, the Debtors will not pay the auction house for its services or reimburse its expenses. Sotheby's' commission will solely consist of the amount that it charges the buyer on each lot sold and retains for its account. This buyer's premium will be added to the hammer price and is payable by the purchaser as part of the total price. The buyer's premium will be assessed as follows: 25% of the hammer price up to $50,000; 20% of any amount in excess of $50,000 up to $1 million; and 12% of any amount in excess of $1 million. Sotheby's will shoulder all expenses from the sale of the items. For art that is sold at the auction, the Debtors will receive the sale proceeds after deducting the buyer's premium. In addition to receiving 100% of the hammer price, the Debtors will also receive a fee for consignment, which will be paid from the buyer's premium. Sotheby's has also agreed to pay an introductory commission to the Debtors' art consultant, Kelly Mathew Wright, from the buyer's premium. Mr. Wright will receive 2% of the hammer price of the property collected and received by Sotheby's up to $5 million and 1% of the hammer price in excess of $5 million. In a declaration, Richard Buckley, executive vice-president at Sotheby's, assures the Court that the firm does not hold or represent interest adverse to the Debtors. In a revised proposed order, the Debtors propose to employ Sotheby's as its auction house provided that notwithstanding anything contained in the agreement with Sotheby's to the contrary, LBHI will not indemnify the auction house to the extent any applicable claim, action, damages, loss, liability or expense arises from the auction house's bad faith, self-dealing, breach of fiduciary duty, negligence, willful misconduct, criminal conduct or the disclosure of confidential information. 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: UPRS Wants NYSC Ordered to Deposit $6MM -------------------------------------------------------- Unclaimed Property Recovery Service Inc. seeks a court order to compel the New York State Comptroller Office of Unclaimed Funds to turn over about $6 million to the Clerk of the U.S. Bankruptcy Court for the Southern District of New York. The $6 million represents unclaimed funds held by the Comptroller Office in the name of Lehman Brothers Inc. and other units of Lehman Brothers Holdings Inc. UPRS is tasked to recover the fund pursuant to an agreement with LBI, and, in turn, will receive payment for its services from the fund. The fund was supposed to be turned over to the Clerk of the Court a year ago. To date, the Comptroller Office has not yet reached a formal agreement for the release of the fund, according to UPRS' attorney, Paul Batista, Esq., at Paul Batista P.C., in New York. "This delay is not only detrimental to the Lehman estates but also severely prejudices UPRS since the payment to which it is entitled under the LBI-UPRS agreement can be made only after the Lehman unclaimed funds are paid and deposited with the Clerk," Mr. Batista says, referring to a deal that UPRS reached earlier with LBI for the payment of its services. The LBI-UPRS deal is formalized in a four-page stipulation, which the Court approved on May 25, 2010. A copy of the stipulation is available without charge at: http://bankrupt.com/misc/LBHI_StipUPRSLBI.pdf The Court will consider approval of UPRS' request at the June 16, 2010 hearing. Deadline for filing objections is June 14, 2010. 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) LINCOLN NATIONAL: Fitch Corrects Press Release on Ratings --------------------------------------------------------- Fitch Ratings has amended its release issued earlier. It clarifies details provided in the ratings list regarding LNC's new debt issuance. Fitch assigned an expected rating of 'BBB' to Lincoln National Corporation's senior debt issuance of up to $750 million and places it on Rating Watch Positive. Fitch maintains its Rating Watch Positive on LNC's other long-term ratings. Fitch's expected rating follows LNC's announcement that it is conducting an equity and debt public offering as part of its plan to repurchase the $950 million of perpetual preferred stock issued in June 2009 under the U.S. Treasury's Capital Purchase Program. On June 3, 2010, Fitch had placed LNC's long-term holding company ratings on Rating Watch Positive. At that time, Fitch said it would resolve the Rating Watch Positive and consider a return to normal notching between holding company and insurance company ratings once LNC repays the outstanding CPP funding. Upon the execution of the CPP repayment, Fitch expects to upgrade LNC's long-term ratings and assign a Stable Rating Outlook: -- Issuer Default Rating to 'A-' from 'BBB+'; -- Senior debt to 'BBB+' from 'BBB'; -- Junior subordinated debt to 'BBB-' from 'BB+'. The repayment is expected to occur within the next several weeks. Overall, Fitch views the replacement of CPP funds with more permanent capital market financing as marginally positive in that it demonstrates an overall improved financial position and increased access to capital markets. Although having the CPP capital on hand provided LNC an additional capital cushion for near-term uncertainties, ultimately repayment should favorably reduce the potential negative impact to LNC's business position, franchise value and management team that are concerns for companies that operate long-term under federal government support and related restrictions. LNC's Rating Watch Positive status primarily reflects Fitch's view that LNC has taken important steps to enhance financial flexibility and reduce liquidity concerns at the holding company. Concerns about LNC's liquidity and financial flexibility were a major factor behind Fitch's expanded holding company notching in April 2009 and arguably LNC's $950 million participation in CPP. Lincoln National Corp., headquartered in Radnor, PA, markets a broad range of insurance and asset accumulation products and financial advisory services primarily to the affluent market segment. The company's consolidated assets were $181.6 billion, and common equity was $12.4 billion at March 31, 2010. Fitch assigns these expected rating to LNC's new debt issuance and places it on Rating Watch Positive: -- Up to $750 million senior notes 'BBB'. Fitch's current long-term ratings for LNC and its subsidiary Lincoln National Capital VI are on Rating Watch Positive: -- Long-term IDR 'BBB+'; -- 6.2% senior notes due Dec. 15, 2011 'BBB'; -- 5.65% senior notes due Aug. 27, 2012 'BBB'; -- 4.75% senior notes due Jan. 27, 2014 'BBB'; -- 4.75% senior notes due Feb. 15, 2014 'BBB'; -- 7% senior notes due March 15, 2018 'BBB'; -- 8.75% senior notes due July 1, 2019 'BBB'; -- 6.25% senior notes due Feb. 15, 2020 'BBB'; -- 6.15% senior notes due April 7, 2036 'BBB'; -- 6.3% senior notes due Oct. 9, 2037 'BBB'; -- 6.75% junior subordinated debentures due April 20, 2066 'BB+'; -- 7% junior subordinated debentures due May 17, 2066 'BB+'; -- 6.05% junior subordinated debentures due April 20, 2067 'BB+'; -- Cumulative Perpetual Preferred Stock (CPP) 'BB+'. Lincoln National Capital VI -- Trust preferred securities 'BB+'. Fitch's current short-term ratings for LNC are: Lincoln National Corporation -- Short-term IDR 'F2'; -- CP 'F2'. Fitch's current ratings for LNC's insurance subsidiaries are with a Stable Rating Outlook: Lincoln National Life Insurance Company Lincoln Life & Annuity Company of New York First Penn-Pacific Life Insurance Company -- Insurer Financial Strength 'A+'. M-FOODS HOLDINGS: Moody's Downgrades Corp. Family Rating to 'B2' ---------------------------------------------------------------- Moody's lowered the CFR and probability of default ratings of M- Foods Holdings, Inc., parent of Michael Foods, Inc., to B2 from B1 and assigned a B1 rating to the company's prospective senior secured bank facilities, and a Caa1 to its prospective new $430 million in senior unsecured notes. Ratings on the existing facilities will remain on review for downgrade until the deal closes at which time they will be withdrawn. The action concludes the review initiated on May 24, 2010, following the announcement of the sale of the company to and leveraged recap by Goldman Sachs Capital Partners VI Fund L.P. The transaction, which values the company at $1.75 billion, will be financed with $865 million in new bank facilities (comprised of $75 million revolver and $790 million Term Loan B), $430 million in new Senior Unsecured notes and $492 million in equity of which $392 million will be cash and $100 million will be a rollover of equity from former owner Thomas H. Lee Partners. The new capital structure results in an increase in pro-forma leverage of about 2.4 turns to approximately 5.9 times, using Moody's analytic adjustments said Linda Montag, Moody's SVP. Moody's expects leverage reduction to be steady but somewhat slow, given the difficult economic environment and more limited free cash flow following the releveraging, not returning to levels more appropriate for a B1 rating for 2 to 3 years. The B2 CFR and stable outlook reflect the re-leveraging of the company by Goldman Sachs to fund the purchase and associated expenses. The company's ratings consider the company's high financial leverage, sensitivity to grain and egg commodity prices, its customer and supply concentrations, the impact of the difficult economic environment on volumes, which have been declining, and the company's exposure to the challenges facing the food service industry in this difficult environment as well as the potential for debt funded acquisition activity to expand the current business platform. Yet the ratings also take into account Michael Foods' leading market position as a producer of egg products, number one position in refrigerated potato products, the benefits of its new production facility, product diversity, a growing emphasis on value-added products with more stable margins, and the company's track record of delivering relatively consistent cash flow generation. These ratings were lowered: M-Foods Holdings, Inc.: * CFR rating to B2 fromB1 * Probability of default rating to B2 from B1 These ratings will be assigned subject to completion of the financing: M-Foods Holdings, Inc: * Senior Secured Guaranteed Bank facilities at B1; LGD 3; 35% * $430 million Senior Unsecured 8 year note at Caa1; LGD 5; 87% These ratings remain on review until completion of the transaction and will be withdrawn upon completion of the financing Michael Foods, Inc.: * Guaranteed Senior Secured Revolving Credit Facility at Ba3: LGD 3; 34% * Guaranteed Senior Secured Term Loan at Ba3; LGD 3; 34% * Guaranteed Senior Secured Term Loan A at Ba3; LGD 3; 34% * Guaranteed Senior Secured Term Loan B at Ba3; LGD 3; 34% * Guaranteed Senior Subordinated Notes at B3; LGD 4; 50% M-Foods Holdings, Inc. * Senior Discount Notes at B3; LGD 6; 92% The last rating action for this issuer was on May 24, 2010, when the ratings were placed on review for possible downgrade. Headquartered in Minnetonka, Minnesota, Michael Foods, Inc., is a producer and distributor of egg products, cheese and other refrigerated grocery products and potato products. Annual sales exceed $1.5 billion. MAHMOUD BAGHDADY: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Mahmoud Baghdady aka Mike Baghdady 65 Oriental Boulevard Brooklyn, NY 11235 Bankruptcy Case No.: 10-45547 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Jerome Feller Debtor's Counsel: Todd S. Cushner, Esq. 155 White Plains Road, Suite 203 Tarrytown, NY 10591 Tel: (914) 524-9400 Fax: (914) 524-5014 E-mail: cushnerlaw@aol.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Debtor says that assets total $1,000,000 while debts total $2,200,000. A copy of the Debtor's list of 4 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nyeb10-45547.pdf The petition was signed by the Debtor. MERUELO MADDUX: Files Second Amended Joint Chapter 11 Plan ---------------------------------------------------------- BankruptcyData.com reports that Meruelo Maddux Properties filed a Second Amended Joint Chapter 11 Plan of Reorganization and related Disclosure Statement with the U.S. Bankruptcy Court. According to the Disclosure Statement, "The Plan provides for the payment in full of all Claims over time with interest. The Secured Claims will be paid interest only over the term of the Plan and the principal balance will be paid either through the sale of the property securing the claim or the refinance of the secured debt. The Plan calls for the cancellation of existing equity in MMPI. MMPLP will be merged into MMPI and MMPLP's equity interests will also be cancelled. Payments under the Plan will be funded from the Debtors' operations, an infusion of capital at the Effective Date and the sale and refinance of the certain of the Debtors' assets." A hearing to approve the Disclosure Statement has been scheduled for June 21, 2010. About Meruelo Maddux Meruelo Maddux and its affiliates filed for Chapter 11 protection on March 26, 2009 (Bankr. C. D. Calif. Lead Case No. 09-13356). Aaron De Leest, Esq., John J. Bingham, Jr., Esq., and John N. Tedford, Esq., at Danning Gill Diamond & Kollitz, represent the Debtors in their restructuring efforts. Asa S. Hami, Esq., Tamar Kouyoumjian, Esq., and Victor A. Sahn, Esq., at SulmeyerKupetz, A Prof Corp, represent the official committee of unsecured creditors as counsel. The Debtors' financial condition as of December 31, 2008, showed $681,769,000 in assets and $342,022,000 of debts. MIDDLEBROOK PHARMACEUTICALS: to Auction All Assets on July 22 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized MiddleBrook Pharmaceuticals, Inc., to sell substantially all of its assets in an auction led by Victory Pharma, Inc. As reported in the Troubled Company Reporter on May 17, 2010, the Debtor entered into an asset purchase agreement with Victory Pharma for the sale of substantially all of its assets, and assumption of trade sales and certain other liabilities, of the Company for approximately $17.1 million. The Debtors scheduled a July 22 auction for the assets. The auction will be conducted at the offices of Alson & Bird LLP, 90 park Avenue, New York City. Competing bids are due July 15. The Court will consider the sale of the assets to Novak or the winning bidder at a hearing on July 28, at 2:00 p.m. The hearing will be he;d at 824 Market Street, 6th Floor, Courtroom No. 4, Wilmington, Delaware. In the event of any competing bids for the assets, resulting in Novak not being the successful Buyer, it will receive a breakup fee and expense reimbursement of $427,500 to be paid at the time of the closing of the sale with the third party buyer. About MiddleBrook Pharmaceuticals Westlake, Texas-based Middlebrook Pharmaceuticals, Inc., aka Advancis Pharmaceuticals Corporation, is a pharmaceutical company focused on commercializing anti-infective products that fulfill unmet medical needs. MiddleBrook's proprietary delivery technology, PULSYS, enables the pulsatile delivery, or delivery in rapid bursts, of certain drugs. MiddleBrook currently markets MOXATAG, the first and only FDA-approved once-daily amoxicillin, and KEFLEX, the immediate-release brand of cephalexin. The Company filed for Chapter 11 bankruptcy protection on April 30, 2010 (Bankr. D. Del. Case No. 10-11485). Joel A. Waite, Esq., at Young, Conaway, Stargatt & Taylor, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. MOHAMMAD BARAT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Mohammad A. Barat dba Warren County Villager Motor Inn, Inc. Stromboli Pizzeria, Inc. Tayabba Barat 99 Canada Street Lake George, NY 12845 Bankruptcy Case No.: 10-12204 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Northern District of New York (Albany) Judge: Robert E. Littlefield Jr. Debtor's Counsel: Richard H. Weiskopf, Esq. O'Connell & Aronowitz 54 State Street, 9th Floor Albany, NY 12207 Tel: (518) 462-5601 Fax: (518) 462-2670 E-mail: rweiskopf@oalaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Debtors say that assets total $2,048,750 while debts total $2,598,508. A copy of the Joint Debtors' list of 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nynb10-12204.pdf The petition was signed by the Joint Debtors. MOVIE GALLERY: Seeks to Sell 1.2-Mil. DVD and Blu-Ray Copies ------------------------------------------------------------ Movie Gallery, Inc., has sought authority from the bankruptcy court to sell over 1.2 million DVD and Blu-Ray copies of movies from its distribution center in Nashville, Tennessee to VPD IV, Inc., netDockets Blog reports. According to the report, under the proposed agreement, VPD would pay slightly more than US$5 million for the inventory, subject to adjustment. The report relates the motion said that Movie Gallery undertook a competitive process in selecting VPD as the prospective purchaser and solicited bids or received indications of interest from other potential purchasers, including Great American and Gordon Brothers (another firm that has been involved in going-out-of-business sales at some Movie Gallery stores). As a result, the report discloses, Movie Gallery asserts that it should not be required to actively seek out additional competing bids, although its proposed agreement with VPD does allow it to consider competing bids if any are received. The agreement also requires that the sale to VPD close no later than June 30, 2010, the report adds. Separately, the report notes, Movie Gallery is in the process of winding down and liquidating its retail locations pursuant to an agreement with Great American WF, LLC. About Movie Gallery Based in Wilsonville, Ore., Movie Gallery, Inc., is the second largest North American video and game rental company, operating stores in the U.S. and Canada under the Movie Gallery, Hollywood Video and Game Crazy brands. Movie Gallery first filed for Chapter 11 on Oct. 16, 2007 (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853). Kirkland & Ellis LLP and Kutak Rock LLP represented the Debtors. The Company emerged from bankruptcy on May 20, 2008, with private-investment firms Sopris Capital Advisors LLC and Aspen Advisors LLC as its principal owners. William Kaye was appointed plan administrator and litigation trustee. Movie Gallery returned to Chapter 11 protection on February 3, 2009 (Bankr. E.D. Va. Case No. 10-30696). Attorneys at Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represent the Debtors in their second restructuring effort. Kurtzman Carson Consultants serves as claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes Movie Gallery Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings undertaken by Movie Gallery Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). NEC HOLDINGS: Has Interim Borrowing Approval -------------------------------------------- Bill Rochelle at Bloomberg News reports that National Envelope Corp. was given interim permission by the bankruptcy judge on June 11 to borrow $10 million from a $139 million postpetition secured loan arranged by General Electric Capital Corp., as agent for the lenders. The final financing hearing will take place on July 13. The Company's lawyer, according to Bloomberg, said there should be a contract for the sale of the business signed within a few weeks. The loan agreement requires having a sale agreement by July 2 and approval of sale procedures by July 16. About National Envelope Corporation Uniondale, New York-based National Envelope Corporation -- http://www.nationalenvelope.com/-- is the largest manufacturer of envelopes in the world with 14 manufacturing facilities and 2 distribution centers and approximately 3,500 employees in the U.S. and Canada. The company is an environmental leader in the paper and envelope converting industries with certifications from the Forest Stewardship Council (FSC), Rainforest Alliance, Sustainable Forestry Initiative (SFI), Programme for the Endorsement of Forest Certification (PEFC), Chlorine Free Products Association, and Green Seal. NEC Holdings Corp., together with affiliates, including National Envelope Inc., fied for Chapter 11 on June 10, 2010 (Bankr. D. Del. Lead Case No. 10-11890). Kara Hammond Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel. David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel. The Garden City Group is the claims and notice agent. NEC Holdings' petition says assets and debts range from $100,000,001 to $500,000,000. NEC HOLDINGS: Gets Court Okay to Hire Garden City as Claims Agent ----------------------------------------------------------------- NEC Holdings Corp., et al., sought and obtained authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to employ The Garden City Group, Inc., as notice, claims and balloting agent. GCG will, among other things: a. serve required notices and other pleadings; b. within three business days after the service of a particular notice, prepare for filing with the Clerk's Office a certificate or affidavit of service that includes (i) an alphabetical list of persons on whom the notice was served, along with their addresses and (ii) the date and manner of service; c. assist the Debtors in the collection of information and preparation of schedules; and d. maintain a copy of the Debtors' schedules listing the Debtors' known creditors and the amounts owed thereto. GCG will be paid based on the hourly rates of its personnel: Administrative & Data Entry $45-$55 Mailroom and Claims Control $55 Customer Service Representatives $57 Project Administrators $70-$85 Quality Assurance Staff $80-$125 Project Supervisors $95-$110 Systems & Technology Staff $100-$$200 Graphic Support for Web site $125 Project Managers $125-$175 Directors, Sr. Consultants and Assistant VP $200-$295 Vice President and above $295 Emily Gottlieb, Senior Director of Chicago Operations at GCG, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. About National Envelope Corporation Uniondale, New York-based National Envelope Corporation -- http://www.nationalenvelope.com/-- is the largest manufacturer of envelopes in the world with 14 manufacturing facilities and 2 distribution centers and approximately 3,500 employees in the U.S. and Canada. The company is an environmental leader in the paper and envelope converting industries with certifications from the Forest Stewardship Council (FSC), Rainforest Alliance, Sustainable Forestry Initiative (SFI), Programme for the Endorsement of Forest Certification (PEFC), Chlorine Free Products Association, and Green Seal. NEC Holdings Corp., together with affiliates, including National Envelope Inc., fied for Chapter 11 on June 10, 2010 (Bankr. D. Del. Lead Case No. 10-11890). Kara Hammond Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel. David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel. The Garden City Group is the claims and notice agent. NEC Holdings' petition says assets and debts range from $100,000,001 to $500,000,000. NEC HOLDINGS: Section 341(a) Meeting Scheduled for July 12 ---------------------------------------------------------- Roberta A. Deangelis, the Acting U.S. Trustee for Region 3, will convene a meeting of NEC Holdings Corp.'s creditors on July 12, 2010, at 3:00 p.m. The meeting will be held at J. Caleb Boggs Federal Building, 2nd Floor, Room 2112, Wilmington, Delaware 19801. 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. About National Envelope Corporation Uniondale, New York-based National Envelope Corporation -- http://www.nationalenvelope.com/-- is the largest manufacturer of envelopes in the world with 14 manufacturing facilities and 2 distribution centers and approximately 3,500 employees in the U.S. and Canada. The company is an environmental leader in the paper and envelope converting industries with certifications from the Forest Stewardship Council (FSC), Rainforest Alliance, Sustainable Forestry Initiative (SFI), Programme for the Endorsement of Forest Certification (PEFC), Chlorine Free Products Association, and Green Seal. NEC Holdings Corp., together with affiliates, including National Envelope Inc., fied for Chapter 11 on June 10, 2010 (Bankr. D. Del. Lead Case No. 10-11890). Kara Hammond Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel. David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel. The Garden City Group is the claims and notice agent. NEC Holdings' petition says assets and debts range from $100,000,001 to $500,000,000. NEC HOLDINGS: Taps Latham & Watkins as Bankruptcy Counsel --------------------------------------------------------- NEC Holdings Corp., et al., have sought permission from the U.S. Bankruptcy Court for the District of Delaware to employ Latham & Watkins LLP as bankruptcy counsel, nunc pro tunc to the Petition Date. L&W will, among other things: a. attend meetings and negotiate with representatives of creditors, interest holders and other parties-in-interest; b. take necessary action to protect and preserve the Debtors' estates, including prosecuting actions in the Debtors' behalf, defending any action commenced against the Debtors and representing the Debtors' interests in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the estates; c. prepare motions, applications, answers, orders, reports, and papers necessary to the administration of the Debtors' estates; and d. take necessary action to obtain approval of a disclosure statement and confirmation of a plan. L&W will be paid based on the hourly rates of its personnel: Partners $750-$1,090 Counsel $695-$1,065 Associates $370-$740 Paraprofessionals $95-$430 Josef S. Athanas, a partner at L&W, assures the Court that the firm is "disinterested" as that term is defined in Section 101(14) of the Bankruptcy Code. About National Envelope Corporation Uniondale, New York-based National Envelope Corporation -- http://www.nationalenvelope.com/-- is the largest manufacturer of envelopes in the world with 14 manufacturing facilities and 2 distribution centers and approximately 3,500 employees in the U.S. and Canada. The company is an environmental leader in the paper and envelope converting industries with certifications from the Forest Stewardship Council (FSC), Rainforest Alliance, Sustainable Forestry Initiative (SFI), Programme for the Endorsement of Forest Certification (PEFC), Chlorine Free Products Association, and Green Seal. NEC Holdings Corp., together with affiliates, including National Envelope Inc., fied for Chapter 11 on June 10, 2010 (Bankr. D. Del. Lead Case No. 10-11890). Kara Hammond Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel. David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel. The Garden City Group is the claims and notice agent. NEC Holdings' petition says assets and debts range from $100,000,001 to $500,000,000. NEC HOLDINGS: Organizational Meeting to Form Panel on June 22 ------------------------------------------------------------- Roberta A. DeAngelis, Acting United States Trustee for Region 3, will hold an organizational meeting on June 22, 2010, at 10:00 a.m. in the bankruptcy case of NEC Holdings Corp. The meeting will be held at The DoubleTree Hotel, 700 King Street, Wilmington, DE 19801. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About National Envelope Corporation Uniondale, New York-based National Envelope Corporation -- http://www.nationalenvelope.com/-- is the largest manufacturer of envelopes in the world with 14 manufacturing facilities and 2 distribution centers and approximately 3,500 employees in the U.S. and Canada. The company is an environmental leader in the paper and envelope converting industries with certifications from the Forest Stewardship Council (FSC), Rainforest Alliance, Sustainable Forestry Initiative (SFI), Programme for the Endorsement of Forest Certification (PEFC), Chlorine Free Products Association, and Green Seal. NEC Holdings Corp., together with affiliates, including National Envelope Inc., fied for Chapter 11 on June 10, 2010 (Bankr. D. Del. Lead Case No. 10-11890). Kara Hammond Coyle, Esq., at Young Conaway Stargatt & Taylor LLP, serves as bankruptcy counsel. David S. Heller, Esq., at Josef S. Athanas, Esq., and Stephen R. Tetro II, Esq., at Latham & Watkins LLP, serve as co-counsel. The Garden City Group is the claims and notice agent. NEC Holdings' petition says assets and debts range from $100,000,001 to $500,000,000. NEWARK GROUP: To Present Prepack Plan for Confirmation on July 30 ----------------------------------------------------------------- The Newark Group, Inc. will seek approval of its prepackaged plan of reorganization at the confirmation hearing scheduled for July 30. The Company hopes to exit Chapter 11 shortly thereafter. The Company's two impaired creditor classes voted in favor of the plan by greater than 90%. Likewise, the Company's two impaired equity interests also voted in favor of the plan by greater than 90%. Thus, the Company entered Chapter 11 with a fully supported prepackaged plan. "We are pleased to have the support of our note holders and lenders as we move forward to strengthen our balance sheet and position the Company for profitability," said Robert Mullen, President and Chief Executive Officer of The Newark Group. "As we navigate this process, we will continue to focus on customers, servicing them better than anyone else and developing product solutions to address their most difficult issues," continued Mullen. The terms of the Plan are: * $175 million in 9.75% unsecured subordinated notes will be converted into 96.5% of the new equity. Holders of these notes are expected to recover 75.4%. * Trade suppliers and unsecured creditors owed $57 million are unimpaired (will be paid in full). * Pursuant to a settlement, Frederick G. von Zuben will receive partial payment for his unsecured note claim. * Holders of 84% of the existing stock will receive 1.5% of the stock of the reorganized company plus warrants to acquire an additional 15% of the new stock. The new stock provided to existing shareholders is worth $2.4 million * The Company's employee stock ownership plan trust, which currently owns 16% of the equity will receive 2% of the new common stock. The ESOP will have stock worth $3.1 million. Copies of the Plan and the Disclosure Statement is available for free at: http://bankrupt.com/misc/NewarkGroup_DS.pdf http://bankrupt.com/misc/NewarkGroup_Plan.pdf First Day Motions Approved The Court heard and approved 11 first day motions. All 11 were approved substantially as submitted. Most importantly, the Court approved the DIP financing order allowing the Company to access its DIP loans. The Court also approved the Company's motion to pay all prepetition vendors in full in the ordinary course. Subsequently, the Company closed on its two DIP loans, a $50 million revolver and a $110 million term loan led by ORIX Finance. Both loans have now funded. About the Newark Group With headquarters in Cranford, New Jersey, The Newark Group, Inc. is an integrated global producer of 100% recycled paperboard and paperboard products with significant manufacturing and marketing operations in North America and Europe. The Newark Group is primarily a manufacturer of industrial converting grades of paperboard, core-board, and coated and uncoated folding carton board, and is among the largest producers of these grades in North America. Two other affiliates -- Jackson Drive Corp. and NP Cogen, Inc -- also filed for Chapter 11. Kenneth A. Rosen, Esq., Paul Kizel, Esq., Jeffrey D. Prol, Esq., and Suzanne Iazzetta, Esq., at Lowenstein Sandler PC, serve as counsel to the Debtors. Kurtzman Carson Consultants serves as balloting, claims and noticing agent. Jefferies & Company serves as investment banker. Alixpartners, LLP, serves as restructuring financial advisors. NEWARK GROUP: Moody's Cuts Probability of Default Rating to 'D' --------------------------------------------------------------- Moody's Investors Service lowered the Probability of Default Rating of The Newark Group Inc. to D from Ca/LD. The downgrade follows TNG's commencement of proceedings under Chapter 11 of the U.S. Bankruptcy Code on June 9, 2010. The Ca Corporate Family Rating, the Caa2 rating on the senior secured credit-linked facility, the C rating on the senior subordinated notes, the negative ratings outlook and the SGL-4 liquidity rating remain unchanged. TNG has received acceptance of its prepackaged Plan of Reorganization by the requisite number of creditors in each impaired creditor class. The plan would eliminate approximately $200 million of unsecured debt. The Caa2 rating on the senior secured credit-linked facility and the C rating on the senior subordinated notes reflect Moody's expected recovery rates on these instruments in connection with the reorganization. Moody's downgraded this rating: * Probability of Default Rating, to D from Ca/LD Moody's affirmed these ratings (and revised the LGD point estimates as noted): * Corporate Family Rating, Ca * $90 million senior secured credit-linked facility due 2012, Caa2 (to LGD2 / 20% from LGD2 / 22%) * $175 million senior subordinated notes due 2014, C (to LGD5 / 73% from LGD5 / 75%) * Speculative Grade Liquidity Rating, SGL-4 Subsequent to the actions, all of TNG's ratings will be withdrawn because the company has entered bankruptcy. Moody's last rating action on TNG occurred on April 30, 2009, when the CFR was downgraded to Ca and the PDR was downgraded to Ca/LD, both from Caa3. The Newark Group Inc., headquartered in Cranford, NJ, is an integrated producer of 100% recycled paperboard and paperboard products in North America and Europe. NORTHBROOK DEV'T: Section 341(a) Meeting Scheduled for July 19 -------------------------------------------------------------- The U.S. Trustee for Region 4 will convene a meeting of Northbrook Development Parcel Owner, LP's creditors on July 19, 2010, at 10:00 a.m. The meeting will be held at 6305 Ivy Lane, Sixth Floor, Greenbelt, MD 20770. 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. Rockville, Maryland-based Northbrook Development Parcel Owner, LP, filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. D. Md. Case No. 10-22983). Bradford F. Englander, Esq., at Whiteford Taylor & Preston, L.L.P., 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, Jersey Island Owner, LL, filed separate Chapter 11 petition on June 9, 2010 (Case No. 10-22970). OLD TIME POTTERY: Wins Confirmation of Full Payment Plan -------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Old Time Pottery Inc. has won confirmation of a reorganization plan where the secured lender is paid off in cash, and unsecured creditors will be paid in full by the end of the year. Stockholders retain ownership. Bloomberg relates that SunTrust Bank, the secured lender owed $15 million at the outset of bankruptcy, will have the remainder of its claim paid with a new $20 million revolving credit from FirstMerit Bank NA from Cincinnati. SunTrust's loan was paid down in part with proceeds from inventory in the stores that closed. Unsecured creditors, who were listed as having $23 million in claims, will receive payment of 75% of their approved claims when the plan is implemented. The remaining 25%, plus interest on the deferred portion, will be paid by Dec. 25. Old Time Pottery is a home decor retailer. It filed for Chapter 11 with 37 stores. Eight were closed. The Company filed for Chapter 11 on Aug. 21, 2009 (Bankr. M.D. Tenn. Case No. 09-09548). G. Rhea Bucy, Esq., Linda W. Knight, Esq., and Thomas H. Forrester, Esq. at Gullett, Sanford, Robinson, Martin represent the Debtor in its restructuring efforts. In its petition, the Debtor listed $50,000,001 to $100,000,000 in assets and $10,000,001 to $50,000,000 in debts. ORLEANS HOMEBUILDERS: Amends DIP Agreement With Well Fargo ---------------------------------------------------------- Greenwood Financial Inc., Orleans Homebuilders Inc. and certain subsidiaries of Orleans Homebuilders Inc., and Wells Fargo Bank, National Association, as administrative agent for lenders, entered into the First Amendment to Debtor-in-Possession Loan Agreement dated June 7, 2010. The summary of the material terms of the Amendment: * The revolving sublimit was increased to $25 million from $20 million. * The collateral value ratio financial covenant was eliminated. * The amount of cash and cash equivalents that Borrowers generally may hold was increased from $5 million to $7.5 million. * The amount by which aggregate actual disbursements made by the Borrowers on the items in the Budget other than Permitted Vendor Payments may exceed the Budget on a weekly basis was increased to 25% from 15%, generally subject to a cap which was increased from $2 million to $3 million. * The negative covenant restricting the Borrowers' ability to start new construction on homes was modified to allow the Borrowers to begin such new construction with the approval of the Majority of Revolving Lenders, subject to certain conditions. Prior to the Amendment, beginning new construction was prohibited by the DIP Loan Agreement. * The deadlines by which the Borrowers must take certain actions in connection with the Borrowers' Chapter 11 Cases were extended as follows: -- File their joint disclosure statement and joint plan of reorganization with the Bankruptcy Court no later than July 13, 2010; obtain Bankruptcy Court approval of the joint disclosure statement no later than August 30, 2010; and obtain confirmation of their plan of reorganization no later than September 28, 2010; or -- File their motion under Bankruptcy Code Section 363(b) to sell substantially all of their assets and approve bidding procedures no later than August 12, 2010; obtain Bankruptcy Court approval of bidding procedures no later than September 1, 2010; conduct an auction of all or substantially all of their assets no later than October 5, 2010; obtain Bankruptcy Court approval of such sale to the successful bidder no later than October 6, 2010; and close the sale and receipt by the lenders of the sale proceeds no later than October 18, 2010. In addition, the Amendment contains other provisions, including provisions amending the procedures pursuant to which the Agent may "credit bid" the indebtedness outstanding under the DIP Loan Agreement, and adding provisions requiring Borrowers to reimburse any single lender designated by Majority Revolving Lenders for all reasonable out of pocket expenses incurred by such single lender and its affiliates and to pay certain other expenses of such lender and its affiliates, in each case relating to the DIP Loan Agreement. A full-text copy of the amended DIP loan agreement is available for free at http://ResearchArchives.com/t/s?64d9 About Orleans Homebuilders Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker & Lancaster, Masterpiece Homes, Realen Homes and Orleans -- develops, builds and markets high-quality single-family homes, townhouses and condominiums. From its headquarters in suburban Philadelphia, the Company serves a broad customer base including first-time, move-up, luxury, empty-nester and active adult homebuyers. The Company currently operates in these 11 distinct markets: Southeastern Pennsylvania; Central and Southern New Jersey; Orange County, New York; Charlotte, Raleigh and Greensboro, North Carolina; Richmond and Tidewater, Virginia; Chicago, Illinois; and Orlando, Florida. The Company's Charlotte, North Carolina operations also include adjacent counties in South Carolina. Orleans Homebuilders employs approximately 300 people. The Company filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. D. Del. Case No. 10-10684). Cahill Gordon & Reindell LLP is the Debtor's bankruptcy and restructuring counsel. Curtis S. Miller, Esq., and Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, are the Debtor's Delaware and restructuring counsel. Blank Rome LLP is the Debtor's special corporate counsel. Garden City Group Inc. is the Debtor's claims and notice agent. The Company estimated assets and debts at $100,000,001 to $500,000,000. P & J RESOURCES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: P & J Resources, Inc. P.O. Box 707 Salyersville, KY 41465 Bankruptcy Case No.: 10-70470 Chapter 11 Petition Date: June 11, 2010 Court: United States Bankruptcy Court Eastern District of Kentucky (Pikeville) Debtor's Counsel: Dean A. Langdon, Esq. DelCotto Law Group PLLC 200 N Upper Street Lexington, KY 40507 Tel: (859) 231-5800 E-mail: dlangdon@dlgfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company says that assets total $2,069,004 while debts total $1,747,545. A copy of the Company's list of 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/kyeb10-70470.pdf The petition was signed by Pamela J. Williams, president. PATRICK HARDWARE: Has Two Weeks to Submit Reorganization Plan ------------------------------------------------------------- Brian Kelly at Watertown Daily News reports that a federal judge gave two weeks to Patrick Hackett Hardware Co. to file a Chapter 11 plan of reorganization or explain as to why the case should not be converted to Chapter 7 liquidation. The judge required the company to be present on June 22 to hear the company's explanation. A person familiar with the matter said the company has completed its plan . . . and has been circulated to committees representing both secured and unsecured creditors, Mr. Kelly relates. About Patrick Hackett Hackett's Stores, Inc., is the parent company of Patrick Hackett Hardware Company and HIIO, Inc. Patrick Hackett Hardware Company has a wide variety of merchandise and business lines, including a full service hardware, consumer electronics, equipment rental, brand name clothing, footwear, sporting goods and gourmet foods. HIIO, Inc., represents a concept platform for a new specialty retailer focused on fashion clothing and outerwear, footwear and selected gift items. There are currently no HIIO-branded stores opened to date. Hackett's Stores, Inc. (Pink Sheets:HCKI) is a holding of Seaway Valley Capital Corporation (Pink Sheets:SEVA). Based in New York, Patrick Hackett Hardware Company -- http://www.hackettsonline.com/-- began in 1830 as a hardware store in upstate New York. Hacketts now operates full-service department stores and a specialty store, selling a full line of clothes, consumer electronics, cell phones, shoes, housewares, hardware and others. Patrick Hackett filed for Chapter 11 on November 10, 2009 (Bankr. N.D. N.Y Case No. 09-63135). The Debtor disclosed less than $10,000,000 in total asset Hackett's Stores, Inc., whose shares trade currently on the Pink Sheets, is not nor has ever been in bankruptcy or bankruptcy protection." PHOENIX FOOTWEAR: Resolves Listing Deficiency With NYSE Amex ------------------------------------------------------------ Phoenix Footwear Group Inc. received written notice from the NYSE Amex indicating that the Company has resolved the continued listing deficiency and regained compliance with the continued listing standards of NYSE Amex. This conclusion was based upon a review of the Company's Form 10-K for the year ended January 2, 2010 and Form 10-Q for the quarter ended April 3, 2010. 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). The brands are primarily sold through department stores, leading specialty and independent retail stores, mail order catalogues and internet retailers and are carried by approximately 650 customers in more than 900 retail locations throughout the U.S. Phoenix Footwear has been engaged in the manufacture or importation and sale of quality footwear since 1882. * * * According to the Troubled Company Reporter on May 17, 2010, Phoenix Footwear Group, Inc., warned in a regulatory filing with the Securities and Exchange Commission that it does not expect it will be in compliance with a covenant under an agreement with First Community Financial as of the end of May 2010. First Community Financial is a division of Pacific Western Bank. POINT BLANK: Bonuses Approved Following Amendments -------------------------------------------------- Bill Rochelle at Bloomberg News reports that Point Blank Solutions Inc. won approval of a bonus program last week after making changes to resolve objections from the U.S. Trustee and the Official Committee of Unsecured Creditors. According to the report, the U.S. Trustee argued that the program would have given prohibited retention bonuses because employees and executives would earn payments solely by selling the assets before March 2011. To resolve the objection, Point Blank changed the program by establishing minimum prices that must be realized before bonuses are earned. The minimum sale prices to justify bonuses weren't disclosed publicly so as not to chill bidding. The program will cost a maximum of $381,000, from which $294,000 would go to the 10 executives. About Point Blank Solutions Point Blank Solutions, Inc. -- http://www.pointblanksolutionsinc.com/-- designs and produces body armor systems for the U.S. Military, Government and law enforcement agencies, as well as select international markets. The Company is recognized as the largest producer of soft body armor in the U.S. The Company maintains facilities in Pompano Beach, FL and Jacksboro, TN. Point Blank Solutions filed for Chapter 11 on April 14, 2010 (Bankr. D. Del. Case No. 10-11255). PPT DEVELOPMENT: Financial Problems Prompt Bankruptcy Filing ------------------------------------------------------------ Jacob Dirr at Business Journal of Austin reports that PPT Development LP filed for bankruptcy under Chapter 11, listing both assets and debts of between $1 million and $10 million. The filing came after its lender decided not to renew its loan. The company owes $1 million to Overland Partner of San Antonio. PPT Development is a property developer. PRIDE INTERNATIONAL: Moody's Affirms 'Ba1' Corporate Family Rating ------------------------------------------------------------------ Moody's Investors Service affirmed Pride International, Inc.'s Ba1 Corporate Family Rating and the Ba1 ratings on its senior notes outstanding. Moody's lowered the company's Speculative Grade Liquidity Rating to SGL-3 from SGL-1. The rating outlook continues to be positive. "The lower SGL rating reflects Moody's expectation that Pride will require additional debt capital over the next twelve months to complete its three drillships under construction," commented Pete Speer, Moody's Vice President. "This will significantly increase the company's leverage but Moody's expect Pride's metrics to improve to investment grade ranges as the new rigs commence operations." The deterioration in dayrates and utilization in jackup and midwater rigs over the past year has reduced Pride's earnings and cash flows. The company has also increased its planned capital spending on the new rigs for additional equipment requested by customers and for spare equipment. The additional equipment will be reimbursed through higher dayrates, but those cash inflows will be spread across the term of the contracts. These factors have combined to require at least $500 million of debt funding to complete the three remaining drillships over the course of 2010 and 2011. This will increase Pride's Debt/EBITDA to around 3.5x by the end of this year. The positive outlook reflects Moody's expectation that the commencement of earnings from Pride's three contracted drillships will generate sufficient earnings to improve the company's leverage metrics to ranges consistent with a Baa3 rating. Pride's ratings could be upgraded once the first drillship begins generating full revenues under its existing contract and Moody's outlook for the company's earnings and cash flows indicates that Pride can achieve and sustain Debt/EBITDA below 3x. An important consideration for establishing that earnings outlook will be more clarity on the regulatory changes emanating from the Deepwater Horizon disaster and its effects on the US Gulf of Mexico and other global drilling markets. The outlook could be returned to stable if there are substantial delays in the new drillships commencing operations under their contracts with BP plc due to matters arising in the rig acceptance testing or other issues related to regulatory changes connected to the Deepwater Horizon disaster and consequent oil spill. Such delays, regulatory changes in other global offshore markets or weaker than anticipated earnings on the existing fleet could result in additional funding shortfalls to complete the drillship construction and pressure the outlook. Pride's SGL-3 rating reflects Moody's expectation of adequate liquidity over the next twelve months. As of March 31, 2010, the company had $347 million of cash and a $320 million revolving credit facility that is fully available and matures in December 2011. The company should maintain good headroom under its covenants and all but two of its rigs are unencumbered. Pride will have significant negative free cash flow over the remainder of 2010 and 2011 to fund the estimated $1 billion of capital expenditures necessary to complete the three drillships and therefore Moody's expect the company to access the debt markets to meet this funding need while maintaining substantial availability on its revolver for liquidity needs. The last rating action was on May 28, 2009, when Pride's Ba1 CFR was affirmed with a positive outlook and a Ba1 rating was assigned to its $500 million senior notes offering. Pride International, Inc., is a global offshore drilling contractor headquartered in Houston, Texas. PTC ALLIANCE: Seeks OK of Closing Deal With United Steelworkers --------------------------------------------------------------- PTC Alliance Corp. and its affiliates sought bankruptcy court approval of a closing agreement between Alliance Tubular Products Company and the United Steel, Paper and Forestry, Rubber Manufacturing, Energy, Allied Industrial and Service Workers International Union, through its local 8984, with respect to Alliance Tubular's facility in Jane Lew, West Virginia, netDockets Blog reports. The facility, which was previously idled, produced steel and tubular products. However, the report notes, the debtors decided in March 2010 to permanently close the facility and decided to sell substantially all of their assets. That sale was approved by the bankruptcy court in late April but has not yet closed, the report relates. According to the report, the closing agreement reflects the agreed-upon terms of the consensual closing of the Jane Lew facility between Alliance Tubular and the USW, which represents the hourly employees at the facility, who are all covered by a 2007 collective bargaining agreement. Under the terms of the proposed closing agreement, the report says, the collective bargaining agreement will be terminated and covered employees will receive letters of reference from the debtors. In addition, netDockets Blog notes, covered employees who have at least ten years of seniority (based on recall rights) will be entitled to receive severance pay equal to between three and five weeks' pay (based on the employee's most recent pay rate). The debtors estimate that 22 employees will be entitled to receive severance pay which will total approximately US$57,000 for all eligible employees, the report adds. The motion provides for a hearing date of July 19, 2010 and an objection deadline of 4:00 p.m., Eastern Time, on July 12, 2010. About PTC Alliance Headquartered in Wexford, Pennsylvania, PTC Alliance Corp. makes welded and cold drawn mechanical steel tubing and tubular shapes, chrome-plated bar products and precision components. The Company and its affiliates filed for Chapter 11 protection on October 1, 2009 (Bankr. D. Del. Lead Case No. 09-13395). The Debtors selected Reed Smith LLP as their counsel. PTC Alliance listed assets between $50 million and $100 million, and debts between $100 million and $500 million in its petition. PTC confirmed a prepackaged Chapter 11 plan in May 2006 that paid unsecured creditors in full while existing first-lien debt was converted to second-lien term notes, according to Bloomberg. The subordinated debt became third-lien notes that paid interest with more notes. Preferred shareholders received new common equity. QUANTUM CORPORATION: March 31 Balance Sheet Upside-Down by $91MM ---------------------------------------------------------------- Quantum Corporation filed its annual report on Form 10-K for the period ended March 31, 2010, showing $504.1 million in total assets, $242.6 million in total current liabilities, and $352.7 million in total long-term liabilities, for a total stockholders' deficit of $91.2 million. The Company reported net income of $16.6 million on $681.4 million of total revenue for the year ended March 31, 2010, compared with a net loss of $358.2 million on $808.9 million of total revenue for the same period a year earlier. A full-text copy of the Company's Form 10-K is available for free at http://ResearchArchives.com/t/s?64db About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. * * * According to the Troubled Company Reporter on March 5, 2010, Standard & Poor's Ratings Services said it revised its outlook on San Jose, California-based storage solutions company Quantum Corp. to positive from negative. S&P also affirmed all its ratings on Quantum, including its 'B-' corporate credit rating. QUANTUM LEAP: Case Summary & 3 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Quantum Leap Investments, LLC 111 South Calvert Street, Suite 2700 Baltimore, MD 21202 Bankruptcy Case No.: 10-23152 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court District of Maryland (Baltimore) Judge: Robert A. Gordon Debtor's Counsel: David W. Cohen, Esq. Law Office of David W. Cohen 1 N. Charles Street, Suite 350 Baltimore, MD 21201 Tel: (410) 837-6340 E-mail: dwcohen79@jhu.edu Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 According to the schedules, the Company says that assets total $1,207,700 while debts total $516,762. A copy of the Company's list of 3 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb10-23152.pdf The petition was signed by Gary Rahman, member. ROBERT BERG: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: Robert H. Berg Barbara A. Berg 22656 Mastick Road Fairview Park, OH 44126 Bankruptcy Case No.: 10-15709 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Northern District of Ohio (Cleveland) Judge: Randolph Baxter Debtor's Counsel: Susan M. Gray, Esq. Susan M. Gray Attys & Counselors at Law 22255 Center Ridge Road #210 Rocky River, OH 44116 Tel: (440) 331-3949 Fax: (440) 331-8160 E-mail: ecf@smgraylaw.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Joint Debtors' list of 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb10-15709.pdf The petition was signed by the Joint Debtors. SHALAN ENTERPRISES: Can Access Secured Creditors' Cash Collateral ----------------------------------------------------------------- The Hon. Samuel L. Bufford of the U.S. Bankruptcy Court for the Central District of California authorized Shalan Enterprises, LLC, to access to cash collateral of secured creditors. The Debtor owes GMAC Mortgage, First Bank, Perry and Rita Klein, Wells Fargo Bank, Bank of America, First Horizon and Citimortgage a combined secured debt of $7,250,095. The Debtor would use the cash collateral to fund its Chapter 11 case, pay suppliers and other parties. As reported in the Troubled Company Reporter on December 7, 2009, in exchange for using the cash collateral, the Debtors propose to grant the secured creditors replacement liens in postpetition rents, issues and profits of the rents, issues, profits and putative cash collateral associated with the Debtor's 34 income producing residential real properties throughout California and Arizona, to the extent of any diminution in valued of the Secured Creditors' interest in prepetition cash collateral associated with the properties. The Debtor will continue to make $297.69 monthly adequate protection payments to each of Perry and Rita Klein. About Shalan Enterprises Marina Del Rey, California-based Shalan Enterprises, LLC, a Nevada limited liability company, was formed in 1999 for the purpose of owning, operating and leasing and/or selling properties. The Company filed for Chapter 11 bankruptcy protection on November 25, 2009 (Bankr. C.D. Calif. Case No. 09-43263). The Company has assets of $12,540,000, and total debts of $7,426,313. SPECIALTY HOSPITALS: UMC Foreclosure Sale Set for July 9 -------------------------------------------------------- Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports that the District of Columbia last week advertised the United Medical Center's July 9 sale, at which a would-be buyer putting down a $1 million deposit would be able to vie for the hospital and the land on which it sits. A buyer must show that it has sufficient resources to ensure that the hospital continues operating without interruption. The Troubled Company Reporter on May 7, 2010, reported that Specialty Hospitals of America defaulted on loan and grant agreements it inked to acquire the former Greater Southeast Community Hospital, renamed United Medical Center, in Washington D.C. The District took control of UMC and sought the appointment of a receiver for the hospital. The TCR, citing a The Washington Business Journal report, said Specialty failed to make a $2 million-plus annual payment in lieu of taxes and to maintain performance measures. According to the Washington Business Journal report, Specialty in 2007 obtained from the District a $30 million grant for physical upgrades and equipment, a $29 million loan to pay off the hospital's creditors and another $20 million loan for working capital. The city recently invested another $5.9 million as the hospital's financial condition worsened. According to Ms. Palank, the Washington Post's D.C. Wire blog said the foreclosure auction won't happen if the District can strike a deal with owner Specialty Hospitals of America, regarding United Medical Center's fate. Ms. Palank says a bankruptcy filing would also serve to halt the sale. United Medical Center -- http://www.united-medicalcenter.com/-- is a 184-bed hospital that offers community based services for residents residing east of the Anacostia River, and specifically to residents of Wards 7 & 8 and the adjacent Maryland zip codes. Specialty Hospitals of America took ownership of and began managing UMC on Nov. 7, 2007. Dow Jones' Daily Bankruptcy Review says Specialty, through parent Specialty Hospitals of America LLC, bought United from the District of Columbia for $31.5 million. SPECIALTY PRODUCTS: Can Tap $5 Million From Wachovia Facility ------------------------------------------------------------- Specialty Products Holding Corp. and Bondex International Inc. won interim authority from the U.S. Bankruptcy Court for the District of Delaware to immediately tap up to $5 million from a $40 million postpetition secured financing facility arranged by Wachovia Capital Finance Corporation (New England), in its capacity as agent. The Debtors will grant the DIP Lenders first priority security interests in the Debtors' assets. The DIP liens are subject to a carveout for statutory fees payable to the United States Trustee pursuant to 28 U.S.C. Section 1930(a)(6); fees payable to the Clerk of the Court; and fees of up to $2.5 million payable to professionals retained in the Debtors' bankruptcy cases. According to the Debtors' motion, Blackstone Advisory Partners LP, their financial advisors, contacted seven financing sources, including banks and hedge funds, to gauge their interest in providing financing. Five proposals were received. The DIP Loan matures in three years. The Debtors said they do not have sufficient available sources of working capital, including cash collateral, to fund the administrative expenses of the Chapter 11 cases in the ordinary course of business without the Wachovia financing. A final hearing on the Debtors' request will be held on June 28, 2010, at 10:00 a.m. in Wilmington. The DIP Agent is represented in the Debtors' cases by: William P. Bowden, Esq. ASHBY & GEDDES 222 Delaware Avenue Wilmington, DE 19899 Fax: (302) 654-2067 -- and -- Andrew M. Kramer, Esq. OTTERBOURG, STEINDLER, HOUSTON & ROSEN P.C. 230 Park Avenue, New York, NY 10169-0075 Fax: (212) 682-6104 About Specialty Products Holdings Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM, Inc., is a wholly owned subsidiary of RPM International Inc. The Company is the holding company parent of Bondex International, Inc., and the direct or indirect parent of certain additional domestic and foreign subsidiaries. The company is a leading manufacturer, distributor and seller of various specialty chemical product lines, including exterior insulating finishing systems, powder coatings, fluorescent colorants and pigments, cleaning and protection products, fuel additives, wood treatments and coatings and sealants, in both the industrial and consumer markets. The Company filed for Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. D. Del. Case No. 10-11780). Daniel J. DeFranceschi, Esq., and Zachary I. Shapiro, Esq., at Richards Layton & Finger, assist the Company in its restructuring effort. Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, is the Company's co-counsel. Logan and Company is the Company's claims and notice agent. The Company estimated its assets and debts at $100,000,001 to $500,000,000. The Company's affiliate, Bondex International, Inc., filed a separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779), estimating its assets and debts at $100,000,001 to $500,000,000. SPECIALTY PRODUCTS: Committee Consists of Asbestos Claimants ------------------------------------------------------------ Bill Rochelle at Bloomberg News reports that Specialty Products Holding Corp. and Bondex International Inc. have an official creditors' committee composed of 11 asbestos claimants. Each is represented by a different law firm. To recall, Specialty Products and Bondex filed for Chapter 11 to deal with 10,000 asbestos claims. About Specialty Products Cleveland, Ohio-based Specialty Products Holdings Corp., aka RPM, Inc., is a wholly owned subsidiary of RPM International Inc. The Company is the holding company parent of Bondex International, Inc., and the direct or indirect parent of certain additional domestic and foreign subsidiaries. The Company claims to be a leading manufacturer, distributor and seller of various specialty chemical product lines, including exterior insulating finishing systems, powder coatings, fluorescent colorants and pigments, cleaning and protection products, fuel additives, wood treatments and coatings and sealants, in both the industrial and consumer markets. The Company filed for Chapter 11 bankruptcy protection on May 31, 2010 (Bankr. D. Del. Case No. 10-11780). Gregory M. Gordon, Esq., Dan B. Prieto, Esq., and Robert J. Jud, Esq., at Jones Day, serve as bankruptcy counsel. Daniel J. DeFranceschi, Esq., and Zachary I. Shapiro, Esq., at Richards Layton & Finger, serve as co-counsel. Logan and Company is the Company's claims and notice agent. The Company estimated its assets and debts at $100,000,001 to $500,000,000. The Company's affiliate, Bondex International, Inc., filed a separate Chapter 11 petition on May 31, 2010 (Case No. 10-11779), estimating its assets and debts at $100,000,001 to $500,000,000. SPIRIT FLIGHTS: Cancels Flights Through June 17 ----------------------------------------------- Spirit Airlines Inc. has cancelled flights through June 17, 2010. In a statement posted on its Web site, Spirit Airlines said it is continuing to work with its pilot union to reach a fair and equitable agreement that ensures the long-term stability of the Company, and allows the Company to continue offering ultra low fares. The pilot union declared a strike as of June 12. The Associated Press reports that negotiators for the pilots' union and the airline were expected to meet Tuesday, although it is not clear what the chances are that they will make a deal. The AP notes that Spirit carries roughly 16,000 passengers a day, and many of them have been stranded by the flight cancellations. According to the Troubled Company Reporter on June 14, 2010, The Wall Street Journal's Susan Carey reported that the airline's 450 pilots legally walked off the job early Saturday morning over a dispute about pay and benefits, the first strike at a U.S. passenger airline in nearly five years. The Journal said the job action came after more than three years of negotiations between the Air Line Pilots Association and Spirit management, and followed the expiration of a federally mandated 30-day "cooling off" period. The Journal said the union's negotiating group has rejected this proposal by Spirit: -- more than 30% in pay increases totaling $70 million over five years, "net of productivity gains;" -- $3,000 contract-signing bonuses; and -- more time off between trips. According to Ms. Carey, Capt. Sean Creed, chairman of the ALPA group at Spirit, said his pilots won't return to their cockpits until they receive an offer that lifts their wages and benefits to the level of discounters such as JetBlue Airways Corp. and AirTran Holdings Inc.'s AirTran Airways. Ms. Carey also reported the pilot chief said in an interview that the 30% pay raise Spirit advertised in its five-year contract offer would extend over an eight-and-a-half year period, including the latest negotiations cycle. A 10-year captain at JetBlue earns $158 an hour and a 10-year first officer $114. That compares with $123 an hour for a 10-year Spirit pilot and $71 for a Spirit first officer, he said, according to Ms. Carey. The report also notes Capt. Creed said his union is telling other airlines whose pilots are represented by the same union that if their employers put on extra flights for Spirit, "that would be struck work." But if the airlines sell seats to Spirit to help stranded travelers, it won't be regarded as a problem for the union. He said he doesn't know how long the strike will last. Ms. Carey also reported that Spirit Chief Executive Ben Baldanza on Sunday said the company extended the cancellation through Tuesday. Spirit is offering customers of the flights that were scrubbed a full refund and $100 vouchers good for future trips. Spirit Airlines Inc. -- http://www.spiritair.com/-- is a low-cost carrier for the U.S., Central and South America, and the Caribbean. STITCHING POST: Liquidates Assets Under Chapter 7 Liquidation ------------------------------------------------------------- Ben Sutherly, staff writer at Dayton Daily News, reports that Stitching Post Inc. filed for bankruptcy under Chapter 7 liquidation. Stitching Posts Inc. has two store locations: 101 E. Alex-Bell Road in Centerville and a store in Columbus. The Company listed assets of less than $50,000, and debts of between $100,000 and $500,000. The Company noted that there will be no funds available for unsecured creditors after any exempt property is excluded and administrative expenses are paid. SW BOSTON: Cash Collateral Hearing Scheduled for August 18 ---------------------------------------------------------- The Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts has continued until August 18, 2010, at 11:00 a.m., the hearing on SW Boston Hotel Venture LLC, et al.'s use of cash collateral securing their obligation to their prepetition lenders. The hearing will be held at the 12th Floor, Courtroom 1, J.W. McCormack Post Office & Court House, 5 Post Office Square, Boston, Massachusetts. Objections, if any, are due on August 13, 2010, at 4:30 p.m. The Debtors would use the cash collateral to fund their Chapter 11 case, pay suppliers and other parties. In exchange for using the cash collateral, the Debtors will grant the prepetition lenders replacement liens on the same types of post-petition property of the estates against which the lienholders hold liens as of the petition date. Boston, Massachusetts-based SW Boston Hotel Venture LLC is the developer of the W Hotel. The Company filed for Chapter 11 bankruptcy protection on April 28, 2010 (Bankr. D. Mass. Case No. 10-14535). Harold B. Murphy, Esq., and Natalie B. Sawyer, Esq., at Hanify & King, P.C., assist the Company in its restructuring effort as bankruptcy counsel. Edwards Angell Palmer & Dodge LLP is the Company's special counsel. The Company estimated its assets and debts at $100,000,001 to $500,000,000. SWOOZIE'S INC: Gart Capital Buys Store Leases, Name --------------------------------------------------- Bill Rochelle at Bloomberg News reports that former specialty retailer Swoozie's Inc. won approval from the bankruptcy judge in Atlanta to sell the name, intellectual property, customer lists, and leases for 30 stores to an affiliate of Gart Capital Partners. The price was $100,000. There were no competing bids, the judge said in the approval order. As reported by the TCR in April, Hilco Merchant Resources LLC won an auction to conduct going-out-of-business sales for Swoozie's Inc. Under agreements approved by the bankruptcy court in Atlanta, Hilco will pay a guaranteed $7.43 million. After recovering the guarantee plus 5% from the going-out-of business sales, Hilco and Swoozie's will split the excess 50-50. About Swoozie's Inc. Swoozie's Inc. was a luxury gift and paper retail chain, operating in 15 states with 43 locations. It was founded in 2001 in Atlanta, Georgia, by Kelly Plank Dworkin and the late David Dworkin. Swoozie's filed for Chapter 11 bankruptcy on March 2, 2010 (Bankr. N.D. Ga. Case. No. 10-66316). Judge C. Ray Mullins presides over the case. Dennis Connolly, Esq., and Wendy R. Reiss, at Alston & Bird, LLP, in Atlanta, Georgia, serves as bankruptcy counsel. Lee Diercks at Clear Thinking Group LLC serves as the Debtor's financial advisor. In its petition, the Debtor listed estimated assets of $1,000,001 to $10,000,000, and estimated debts of $10,000,001 to $50,000,000. SYNTHEMED INC: Posts $389,000 Net Loss in Q1 2010 ------------------------------------------------- SyntheMed, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $389,000 on $131,000 of revenue for the three months ended March 31, 2010, compared with a net loss of $987,000 on $70,000 of revenue for the same period a year ago. The Company's balance sheet as of March 31, 2010, showed $1,095,000 in assets, $466,000 of liabilities, and $629,000 of stockholders' equity. As reported in the Troubled Company Reporter on March 25, 2010, Eisner LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company has experienced recurring net losses, limited revenues and cash outflows from operating activities and does not have sufficient cash or working capital to meet anticipated requirements through 2010. The balance of cash and cash equivalents as of March 31, 2010, together with anticipated revenue from operations, is not sufficient to meet the Company's anticipated cash requirements through 2010, based on management's present plan of operation. A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64cc Iselin, N.J.-based SyntheMed, Inc., is a biomaterials company engaged in the development and commercialization of innovative and cost-effective medical devices for therapeutic applications. The Company's products and product candidates, all of which are based on its proprietary, bioresorbable polymer technology, are primarily surgical implants designed to prevent or reduce the formation of adhesions (scar tissue) following a broad range of surgical procedures. The Company's lead product, REPEL-CV(R) Bioresorbable Adhesion Barrier, is a bioresorbable film designed to be placed over the surface of the heart at the conclusion of cardiac surgery to reduce the formation of post-operative adhesions. TAYLOR-WHARTON: Completes Sale of Cylinder Operation to Norris -------------------------------------------------------------- Taylor-Wharton International LLC said it has completed the sale the assets of its Huntsville, Alabama cylinder operations and certain of the assets of its Harrisburg, Pennsylvania cylinder operations, to Norris Cylinder Company under Section 363 of the U.S. Bankruptcy Code, according to pr-usa.net. The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the District of Delaware authorized the sale to Norris Cylinder on June 9, 2010. The proceeds of the sale will be distributed to the Company's creditors under the terms of Taylor-Wharton's Plan of Reorganization. Judge Shannon confirmed the Plan on May 26, 2010. The Company expects to emerge from Chapter 11 restructuring by June 15. The Plan will become effective on the same day the Company emerges from Chapter 11. About Taylor-Wharton Taylor-Wharton International, LLC, is the world's leading technology, service and manufacturing network for gas applications involving pressure vessels and precision valves. Taylor-Wharton International operates three complementary businesses from 16 manufacturing, sales, warehouse and service facilities in six countries on four continents, and markets its products in over 80 countries worldwide. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Del. Case No. 09-14089). The Company listed $10,000,001 to $50,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. These affiliates of the Company also filed separate Chapter 11 petitions: Alpha One, Inc.; American Welding & Tank, LLC; Beta Two, Inc.; Delta Four, Inc.; Epsilon Five, Inc.; Gamma Three, Inc.; Sherwood Valve, LLC; Taylor-Wharton Intermediate Holdings LLC; Taylor-Wharton International LLC; TW Cryogenics LLC; TW Cylinders LLC; TW Express LLC; and TWI-Holding LLC. TEXAS RANGERS: Lenders Find Greenberg-Ryan's Latest Offer Low ------------------------------------------------------------- According to an article posted at The Wall Street Journal's Heard on The Field section, the Texas Rangers' lenders said in a court filing on June 11 that an offer from a group led by team president Nolan Ryan and attorney Chuck Greenberg to buy the team is worth as much as $57 million less than an offer the group made in April. The article notes that figure includes about $11.5 million that the Greenberg-Ryan group wants the lenders to pay to cover losses for this season, which they wouldn't have had to pay had the sale closed before the season began. According to the article, the lenders also say the original Greenberg-Ryan bid was worth as much as $20 million less than an offer from Houston businessman Jim Crane. Sale & Restructuring Plan The Debtors filed for Chapter 11 to implement a planned sale of substantially all of its assets to Rangers Baseball Express LLC, whose principals include the current President of the Texas Rangers, Nolan Ryan, and Chuck Greenberg, a sports lawyer and minor league club owner. The sale will include the Texas Rangers franchise and substantially all contractual rights related the operation of the Texas Rangers. The aggregate consideration paid and obligations assumed by the Purchaser at the Closing will equal more than $500 million. The sale is expected to close mid-summer. The deal is subject to approval of the Office of the Commissioner of Baseball and 75% of the Major League Baseball clubs. The Debtor also has filed a prepackaged plan, which sets forth the distribution that each class of the Debtor's creditors and equity holders is to receive on the Effective Date under the Prepackaged Plan. All TRBP's creditors will be paid in full under the Prepackaged Plan or have their claims assumed by the Purchaser under the Asset Purchase Agreement. Specifically, each holder of an (i) Allowed Priority Non-Tax Claim, (ii) Allowed First Lien Holder Claim, (iii) Allowed Second Lien Holder Claim, (iv) Allowed MLB Prepetition Claim, (v) Allowed Secured Tax Claim, (vi) Allowed Other Secured Claim, (vii) Allowed Assumed General Unsecured Claim, (viii) Allowed Non-Assumed General Unsecured Claim, (ix) Allowed Emerald Diamond Claim, (x) Allowed Overdraft Protection Agreement Claim, (xi) Allowed Intercompany Claim, and (xii) Allowed TRBP Equity Interest is unimpaired and will be paid in full. TRBP believes that because the Prepackaged Plan satisfies in full all claims against TRBP, is supported by TRBP's equity holders, and will lead to the least disruption to the Texas Rangers' business of playing baseball, the Prepackaged Plan is in the best interests of the Texas Rangers franchise and all parties in interest. A full-text copy of the Texas Ranger's Plan is available at no charge at http://bankrupt.com/misc/TEXASRANGERS_ds.pdf A full-text copy of the disclosure statement is available at no charge at http://bankrupt.com/misc/TEXASRANGERS_plan.pdf About Texas Rangers Texas Rangers Baseball Partners owns and operates the Texas Rangers Major League Baseball Club, a professional baseball club in the Dallas/Fort Worth Metroplex. TRBP is a Texas general partnership, in which subsidiaries of HSG Sports Group LLC own a 100% stake. Controlled by Thomas O. Hicks, HSG also indirectly wholly-owns Dallas Stars, L.P., which owns and operates the Dallas Stars National Hockey League franchise. The Texas Rangers have had five owners since the club moved to Arlington in 1972. Mr. Hicks became the fifth owner in the history of the Texas Rangers on June 16, 1998. In its petition, Texas Rangers Baseball Partners said it had both assets and debt of less than $500 million. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtor. Forshey & Prostok LLP serves as conflicts counsel. Parella Weinberg Partners LP serves as financial advisor. Lenders to the Texas Rangers sought to force the baseball team's equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D. Tex. Case No. 10-43624 and 10-43625). The lenders, a group that includes investment funds Monarch Alternative Capital and Kingsland Capital Management, filed an involuntary bankruptcy petition on May 28 against the two companies. The two companies were not included in the May 24 Chapter 11 filing of TRBP. TEXAS RANGERS: Court Asks Lawyers to Review Coyotes Case -------------------------------------------------------- Eric Morath at Dow Jones Daily Bankruptcy Review reports that Judge D. Michael Lynn -- during a hearing held Tuesday in Fort Worth, Texas -- asked both attorneys for the Texas Rangers and Major League Baseball about how rulings made in the National Hockey League's Phoenix Coyotes case affected their view of the baseball team's efforts to sell itself in bankruptcy. Dow Jones notes that in the Coyotes case, the NHL succeeded in blocking a sale of the Phoenix franchise to a Canadian billionaire who would have relocated the hockey team to Hamilton, Ontario. With the Rangers, MLB supports efforts to sell the club to a group of investors that include Hall of Fame pitcher Nolan Ryan, the team's president. But the right of a league to consent to the sale of one of its members is still an issue. The Rangers said they chose Mr. Ryan's group over a competing offer because gaining league approval for that deal would have been an "uphill battle." Dow Jones relates that Rangers attorney Martin A. Sosland, Esq., at Weil, Gotshal & Manges LLP said he didn't think needing the consent of a third party to approve a bankruptcy sale was unique to sports. He pointed to utilities in Chapter 11 that need approval from regulators before they can complete bankruptcy sales. Sale & Restructuring Plan The Debtors filed for Chapter 11 to implement a planned sale of substantially all of its assets to Rangers Baseball Express LLC, whose principals include the current President of the Texas Rangers, Nolan Ryan, and Chuck Greenberg, a sports lawyer and minor league club owner. The sale will include the Texas Rangers franchise and substantially all contractual rights related the operation of the Texas Rangers. The aggregate consideration paid and obligations assumed by the Purchaser at the Closing will equal more than $500 million. The sale is expected to close mid-summer. The deal is subject to approval of the Office of the Commissioner of Baseball and 75% of the Major League Baseball clubs. The Debtor also has filed a prepackaged plan, which sets forth the distribution that each class of the Debtor's creditors and equity holders is to receive on the Effective Date under the Prepackaged Plan. All TRBP's creditors will be paid in full under the Prepackaged Plan or have their claims assumed by the Purchaser under the Asset Purchase Agreement. Specifically, each holder of an (i) Allowed Priority Non-Tax Claim, (ii) Allowed First Lien Holder Claim, (iii) Allowed Second Lien Holder Claim, (iv) Allowed MLB Prepetition Claim, (v) Allowed Secured Tax Claim, (vi) Allowed Other Secured Claim, (vii) Allowed Assumed General Unsecured Claim, (viii) Allowed Non-Assumed General Unsecured Claim, (ix) Allowed Emerald Diamond Claim, (x) Allowed Overdraft Protection Agreement Claim, (xi) Allowed Intercompany Claim, and (xii) Allowed TRBP Equity Interest is unimpaired and will be paid in full. TRBP believes that because the Prepackaged Plan satisfies in full all claims against TRBP, is supported by TRBP's equity holders, and will lead to the least disruption to the Texas Rangers' business of playing baseball, the Prepackaged Plan is in the best interests of the Texas Rangers franchise and all parties in interest. A full-text copy of the Texas Ranger's Plan is available at no charge at http://bankrupt.com/misc/TEXASRANGERS_ds.pdf A full-text copy of the disclosure statement is available at no charge at http://bankrupt.com/misc/TEXASRANGERS_plan.pdf About Texas Rangers Texas Rangers Baseball Partners owns and operates the Texas Rangers Major League Baseball Club, a professional baseball club in the Dallas/Fort Worth Metroplex. TRBP is a Texas general partnership, in which subsidiaries of HSG Sports Group LLC own a 100% stake. Controlled by Thomas O. Hicks, HSG also indirectly wholly-owns Dallas Stars, L.P., which owns and operates the Dallas Stars National Hockey League franchise. The Texas Rangers have had five owners since the club moved to Arlington in 1972. Mr. Hicks became the fifth owner in the history of the Texas Rangers on June 16, 1998. In its petition, Texas Rangers Baseball Partners said it had both assets and debt of less than $500 million. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtor. Forshey & Prostok LLP serves as conflicts counsel. Parella Weinberg Partners LP serves as financial advisor. Lenders to the Texas Rangers sought to force the baseball team's equity owners -- Rangers Equity Holdings, L.P. and Rangers Equity Holdings GP, LLC -- into bankruptcy court protection (Bankr. N.D. Tex. Case No. 10-43624 and 10-43625). The lenders, a group that includes investment funds Monarch Alternative Capital and Kingsland Capital Management, filed an involuntary bankruptcy petition on May 28 against the two companies. The two companies were not included in the May 24 Chapter 11 filing of TRBP. TI ACQUISITION: 503(b)(9) Claim Not New Value in Preference Action ------------------------------------------------------------------ WestLaw reports that a creditor that had a fully-funded, administrative expense claim for the value of goods that it had supplied to a Chapter 11 debtor within 20 days of the petition date could not utilize that value in order to assert a "subsequent new value" defense and to reduce its exposure on the debtor's preference-avoidance claims. The value of goods that the creditor supplied within 20 days of the petition date did not enhance the estate, as required to support a "subsequent new value" defense to the debtor-in-possession's preference claims, if the creditor had a fully-funded administrative expense claim for the value of these goods. A bankruptcy judge in Georgia noted that the result might be different if the claim was not fully funded and the estate was administratively insolvent. In re TI Acquisition, LLC, --- B.R. - ---, 2010 WL 1993848 (Bankr. N.D. Ga.) (Diehl, J.). Dalton, Georgia-based TI Acquisition, LLC, did business as Thomas Industries, Monticello Floors, Mattel, Superior Yarn Technology, Mattel Carpet & Rug, Thomas Industries, and Templeton Carpet Mills. It manufactured carpets and textiles. It filed its chapter 11 petition on July 27, 2008 (Bankr. N.D. Ga. Case No. 08-42370). Richard T. Klingler, Esq., at Kennedy, Koontz & Farinash, represents the Debtor in its restructuring efforts. An official committee of unsecured creditors has been appointed in the case. Michael E. Baum, Esq., and Brendan G. Best, Esq., at Schafer and Weiner, Pllc, in Bloomfield Hills, Michigan, represent the panel, and Christopher Tierney at Hays Financial Consulting provides the committee with financial advice. When the Debtor filed for bankruptcy, it listed assets of $10 million to $50 million and debts of $50 million to $100 million. The Debtor listed $3,213,604 in unsecured debt owed to Honeywell Nylon, LLC, and $1,326,415 owed to Southern Polymer, Inc. The Debtor partly blamed its financial demise on Propex Inc.'s Chapter 11 bankruptcy filing in January 2008. Propex was one of the Debtor's largest customers. TRICO MARINE: Loan Agreement Requires Chapter 11 by Sept. 8 ----------------------------------------------------------- Trico Marine Services Inc. said in a regulatory filing on June 14 that it signed a revised loan agreement on June 11 requiring the company to file under Chapter 11 no later than Sept. 8. The agreement with affiliates Tennenbaum Capital Partners LLC provides for converting the existing $25 million revolving credit commitment into a $25 million term loan commitment. Nordea Bank Finland plc, New York Branch, as collateral agent, Obsidian Agency Services, Inc., as administrative agent, also signed the agreemenet. The loan requires that Trico "diligently" pursue negotiations on a prepackaged Chapter 11 reorganization. In addition, there must be a forbearance agreement governing the 8.125% convertible notes. Non-filing of a Chapter 11 petition by September 8 would be an event of default. The facility's maturity date is December 31, 2011. The term loan will bear interest at the one-month LIBOR rate (subject to a 2.50% floor) plus a margin of 11.5%. The facility is secured by first preferred ship mortgages on certain vessels, equity and deposit accounts. A copy of the agreement is available for free at: http://researcharchives.com/t/s?64da Trico won't be making the $8 million interest payment on the convertible notes. The grace period expires June 17. As reported by yesterday's TCR, Trico said that it and Evercore Partners are in discussions with various potential lenders and some of the Company's existing debtholders regarding obtaining additional financing in connection with a possible proceeding under Chapter 11 of the United States bankruptcy code. A copy of the agreement is available for free at: http://researcharchives.com/t/s?64da About Trico Marine Woodlands, Texas-based Trico Marine Services is a provider of support vessels for the offshore oil and natural-gas industry. At March 31, 2010, the Company had total assets of $1,013,628,000 against total liabilities of $985,940,000. TYRONE HOSPITAL: To Emerge From Chapter 11 Bankruptcy ----------------------------------------------------- According to warecentralpa.com, Tyrone Hospital said it is emerging from Chapter 11 bankruptcy because a federal bankruptcy court has approved its plan of reorganization. Tyrone Hospital filed for Chapter 11 on Sept. 29, 2006 (Bankr. W.D. Pa. Case No. 06-70759). A copy of the petition is on http://bankrupt.com/misc/pawb06-70759.pdf UAL CORP: Stockholders Elect 13 to Board of Directors ----------------------------------------------------- Stockholders of UAL Corporation elected thirteen director nominees to the board: * Richard J. Almeida * Mary K. Bush * W. James Farrell * Jane C. Garvey * Walter Isaacson * Robert D. Krebs * Robert S. Miller * James J. O'Connor * Glenn F. Tilton * David J. Vitale * John H. Walker In addition, the United Airlines Pilots Master Executive Council of the Air Line Pilots Association, International, the holder of the Company's one share of Class Pilot MEC Junior Preferred Stock, elected Wendy J. Morse as the ALPA director, and the International Association of Machinists and Aerospace Workers, the holder of the Company's one share of Class IAM Junior Preferred Stock, elected Stephen R. Canale as the IAM director. The stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accountant, and approved the amendment of the company's restated certificate of incorporation to extend the 5% ownership limit. 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. VALENCE TECHNOLOGY: Recurring Losses Cue Going Concern Doubt ------------------------------------------------------------ Valence Technology, Inc., filed on June 14, 2010, its annual report on Form 10-K for the fiscal year ended March 31, 2010. PMB Helin Donovan, LLP, in Austin, Texas, 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, negative cash flows from operations and net stockholders' capital deficiency. The Company reported a net loss of $23,016,000 on $16,080,000 of revenue for the year ended March 31, 2010, compared with a net loss of $21,226,000 on $26,157,000 of revenue for the year ended March 31, 2009. For the fiscal year ended March 31, 2010, total revenue decreased from the comparable period last year primarily due to decreased demand of large-format battery sales of the U-Charge(R) products to existing customers and decreased demand for custom batteries designed for Segway. Operating loss was $17,810,000 million for the fiscal year 2010, compared to a loss of $16,720,000 for fiscal year 2009. "We believe that our technology roadmap is paving the way for our future success," said Robert L. Kanode, president and chief executive officer of Valence Technology. "This roadmap includes our cathode materials, cylindrical and prismatic cells, system packaging, interactive logic and intellectual property, which when combined are driving and should sustain our future revenue growth. Our target markets continue to develop, and we see a bright future as a supplier of phosphate based dynamic energy storage solutions." "We expect the large-format battery market to grow in fiscal year 2011 due to increasing demand for environmentally friendly alternative energy solutions driven largely by the sustained high cost of fossil fuels. We also anticipate that fiscal year 2011 revenues will exceed fiscal year 2010 revenues due to continued improvements in overall demand," added Mr. Kanode. The Company's balance sheet as of March 31, 2010, showed $21,032,000 in assets, $91,537,000 of liabilities, and $8,610,000 of redeemable convertible preferred stock, for a stockholders' deficit of $79,115,000 A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?64cd A full-text copy of the press release is available for free at: http://researcharchives.com/t/s?64ce Valence Technology, Inc. (NASDAQ: VLNC) -- http://www.valence.com/ -- develops, manufactures and sells lithium phosphate energy storage solutions. The Company has redefined lithium battery technology and performance by marketing the industry's first safe, reliable and rechargeable lithium phosphate battery. Headquartered in Austin, Texas, Valence has facilities in Nevada, China and Northern Ireland. VERINT SYSTEMS: Moody's Assigns 'B1' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service assigned a B1 corporate family rating to first time issuer Verint Systems, Inc. Moody's also assigned B1 ratings to Verint's senior secured debt facilities. The ratings outlook is stable. Verint's B1 rating reflects the company's moderately high leverage (approximately 3.7x on a Moody's adjusted basis pro forma for recent restatements but before Moody's preferred stock adjustments -- see Moody's Credit Opinion to be published shortly on Moody's Web site for more details) balanced by the company's strong market positions in the workforce optimization software industry, and video and communications security systems industries. The strong positions are bolstered by Verint's expertise in software that analyzes unstructured data (i.e. conversations and video) and development of analytic software tools for specific industries. The ratings also reflect the expectation the company will continue to moderately use debt for future acquisitions but will keep leverage below 4.5x. The company likely has the majority of its accounting restatement activity behind it although it will continue to incur some costs during fiscal 2011 (ending January 31, 2011). The company's profitability and cash flow have been impacted significantly in the past three years as a result of the costs incurred in the restatement process and profitability and cash flow should improve in fiscal 2012 as the process winds down. The company has adequate near term liquidity based on the company's strong cash positions but tempered by potential tightness meeting financial covenant stepdowns in January 2011. The company continues to have material weakness in their internal accounting controls but are expected to remedy those by fiscal year end, nonetheless, the ratings are weakly positioned in the B1 category until these issues are resolved and expenses of the restatements behind them. The company has developed leading niche positions in these industries through a combination of internally developed products and acquisitions. The company faces numerous competitors in its markets, particularly the very fragmented video and communications security systems markets and continued acquisitions will likely be important to maintaining or improving the company's relative positions. While the company will likely use a combination of debt and equity to finance future acquisitions Moody's do not expect leverage to approach the greater than 6x leverage levels from prior periods when the company had severely restricted access to the public debt and equity markets. These ratings were assigned: * Corporate family rating, B1 * Probability of default, B2 * $15 million Senior Secured Revolving Credit facility due 2013, B1, LGD3 (32%) * Senior Secured Term Loan ($605 million outstanding) due 2014, B1, LGD3 (32%) * Speculative grade liquidity rating, SGL-3 * Ratings Outlook, Stable Verint Systems, headquartered in Melville, NY, is a leading provider of analytic software and related products for the workforce optimization and communications and security intelligence markets. Verint had revenues of $704 million for the fiscal year ended January 31, 2010. WASHINGTON MUTUAL: Plan Enforces Subordination Clauses in Bonds --------------------------------------------------------------- Bill Rochelle at Bloomberg News reports that although Washington Mutual Inc. hasn't resolved all objections to the disclosure statement up for approval on June 17, the holders of $2.3 billion in bonds say they understand the plan is being changed to enforce subordination agreements. After the disclosure statement is approved, creditors can begin voting on the reorganization plan. The Plan would implement a global settlement some creditors and shareholders oppose. The Plan implements and incorporates the terms of a revised global settlement agreement reached among WMI, the Federal Deposit Insurance Corporation and JPMorgan Chase Bank, N.A. According to Bloomberg, the judge also will decide at the June 17 hearing whether to appoint an examiner. Shareholders want an examiner to evaluate the merits of the proposed settlement. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. The Company operates in four segments: the Retail Banking Group, which operates a retail bank network of 2,257 stores in California, Florida, Texas, New York, Washington, Illinois, Oregon, New Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and Connecticut; the Card Services Group, which operates a nationwide credit card lending business; the Commercial Group, which conducts a multi-family and commercial real estate lending business in selected markets, and the Home Loans Group, which engages in nationwide single-family residential real estate lending, servicing and capital markets activities. Washington Mutual Bank was taken over September 25 by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns 100% of the equity in WMI Investment. Weil Gotshal & Manges represents the Debtors as counsel. When WaMu filed for protection from its creditors, it listed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment listed assets of $500,000,000 to $1,000,000,000 with zero debts. Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP, served as legal counsel to WMI with responsibility for the litigation. Brian Rosen, Esq., at Weil, Gotshal & Manges LLP served as legal counsel to WMI with responsibility for the Chapter 11 case. Bankruptcy Creditors' Service Inc. publishes Washington Mutual Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Washington Mutual Inc. (http://bankrupt.com/newsstand/or 215/945-7000). WEST WINDS: Case Summary & 6 Largest Unsecured Creditors -------------------------------------------------------- Debtor: West Winds Enterprises, LLC 1940 Derita Road Concord, NC 28075 Bankruptcy Case No.: 10-10686 Chapter 11 Petition Date: June 11, 2010 Court: U.S. Bankruptcy Court Western District of North Carolina (Asheville) Judge: George R. Hodges Debtor's Counsel: Glenn C. Thompson, Esq. Hamilton Moon Stephens Steele & Martin 201 S. College Street, Suite 2020 Charlotte, NC 28244-2020 Tel: (704) 227-1067 Fax: (704) 344-1483 E-mail: gthompson@lawhms.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of 6 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ncwb10-10686.pdf The petition was signed by A. Wayne Motley Sr., manager. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- West Winds II Enterprises, LLC -- 06/11/10 WORLDSPACE INC: Liberty Satellite Drops $116 Million Claim ---------------------------------------------------------- Bill Rochelle at Bloomberg News reports that WorldSpace Inc. has an approved settlement in which Liberty Satellite Radio LLC waives most of its $116 million secured claim. WorldSpace was prepared to contend that Liberty breached a previous agreement to purchase WorldSpace's two satellites. In return for a release of all claims, Liberty waived its right to receive all but $250,000 from the sale proceeds from Yazmi USA LLC, the buyer of the satellites. In addition, Liberty will receive $370,000 cash it lent to WorldSpace that was never spent. As reported by the TCR on June 7, 2010, WorldSpace won approval from the Bankruptcy Court to sell its two satellites to Chief Executive Officer Noah Samara. Mr. Samara's Yazmi USA LLC will be buying the assets for $5.5 million, plus payment of specified expenses. Absent the sale, WorldSpace was authorized in March to bring the satellites out of orbit. Destroying the satellites appeared necessary after Liberty Satellite Radio LLC terminated talks that had led to an agreement in principle after six months of talks. About WorldSpace Inc. WorldSpace, Inc. (WRSPQ.PK) -- http://www.1worldspace.com/-- provides satellite-based radio and data broadcasting services to paying subscribers in 10 countries throughout Europe, India, the Middle East, and Africa. 1worldspace(TM) satellites cover two- thirds of the earth and enable the Company to offer a wide range of services for enterprises and governments globally, including distance learning, alert delivery, data delivery, and disaster readiness and response systems. 1worldspace(TM) is a pioneer of satellite-based digital radio services. The Debtors and their affiliates operate two geostationary satellites, AfriStar and Asia Star, which are in orbit over Africa and Asia. The Debtor and two of its affiliates filed for Chapter 11 bankruptcy protection on October 17, 2008 (Bankr. D. Del., Case No. 08-12412 - 08-12414). James E. O'Neill, Esq., Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors as counsel. Kurtzman Carson Consultants serves as claims and notice agent. Neil Raymond Lapinski, Esq., and Rafael Xavier Zahralddin-Aravena, Esq., at Elliot Greenleaf, represent the Official Committee of Unsecured Creditors. When the Debtors filed for bankruptcy, they listed total assets of $307,382,000 and total debts of $2,122,904,000. ZAYAT STABLES: Wins Approval of Disclosure Statement ---------------------------------------------------- Bill Rochelle at Bloomberg News reports that Zayat Stables LLC has received approval of the disclosure statement explaining its reorganization plan. As a result, creditors can vote on the reorganization plan in advance of a July 15 confirmation hearing. According to Bloomberg, the Plan calls for paying creditors in full over time, allowing Ahmed Zayat to retain ownership. The Plan also provides for these terms: * Fifth Third Bank, which is owed about $34.5 million, will have interest brought current when the plan becomes effective, at the contract rate of 1% below prime. Thereafter, interest will be paid at the London Interbank Borrowed Rate plus 3%. The Cincinnati-based bank will receive a $5 million payment of principal on at the end of December. At the end of 2011 through 2013, Zayat will pay down principal by the greater of $3 million or 40 percent of proceeds from the sale of horses. The remaining principal and interest will come due Dec. 31, 2014. * Unsecured creditors, with $1.2 million in claims, are to be paid in full without interest over two years. * A $2.45 million loan from a Zayat family member used to finance the Chapter 11 case will be forgiven. Bloomberg notes that the disclosure statement was approved over the objection of secured lender Fifth Third Bank. Zayat sued the bank for what it called "predatory lending." The bank says it holds personal guarantees given by Ahmed Zayat for as much as $38.7 million. Zayat said he personally invested $40 million in the business. About Zayat Stables Headquartered in Hackensack, New Jersey, Zayat Stables owns of 203 thoroughbred horses. The horses, which are collateral for the bank loan, are worth $37 million, according an appraisal mentioned in a court paper. Ahmed Zayat said in a court filing that he personally invested $40 million in the business. The Company filed for Chapter 11 bankruptcy protection on February 3, 2010 (Bankr. D. N.J. Case No. 10-13130). The Company listed $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. * American Capital Leads Firms on Brink of Chapter 11 ----------------------------------------------------- American Capital, Ltd., leads large companies that have publicly disclosed that they are preparing a Chapter 11 filing. Other companies like Ambac Financial Group have warned about a potential bankruptcy. American Capital, Ltd., extended until June 22 the deadline for (i) tendering to its private offers to exchange its outstanding unsecured public and private notes for cash payments and new secured notes, and (ii) voting on a standby plan of reorganization. Holders of all of the $1.4 billion on the existing credit agreement previously voted in favor should Chapter 11 be required. A total of 70% of the holders of unsecured private notes aggregating $406 million in claims have voted in favor of the plan. Bloomberg notes that with acceptances from 70% of the $406 million in private notes, the class would be accepting if American Capital implements the restructuring, now that the required two-thirds affirmative vote has been achieved. Bethesda, Maryland-based American Capital is a publicly traded private equity firm and global asset manager. The Company's balance sheet as of March 31, 2010, showed $6.757 billion in assets, $4.231 billion in liabilities, and $2.526 billion of shareholders' equity. Ambac Financial Group Inc. warned in a regulatory filing that a bankruptcy is among its alternatives given that the holding company won't be receiving dividends from the operating companies that insure bonds. New York based Ambac warned it might default on debt payments this year, even before liquidity runs out. It says liquidity is sufficient through the second quarter of 2011. The financial guarantees and financial services provider says it "may consider, among other things, raising additional capital to the extent possible, a negotiated restructuring of its outstanding debt through a prepackaged bankruptcy proceeding or a bankruptcy without agreement concerning a plan of reorganization with major creditor groups." The Company's balance sheet as of Dec. 31, 2009, showed $18.886 billion in assets and $20.520 billion in debts, resulting in a stockholders' deficit of $1.634 billion. Trico Marine Services, Inc., said it will avail itself of a 30-day grace period with respect to the approximately $8 million interest payment due on May 15, 2010 on its 8.125% secured convertible debentures due 2013. The Company and its financial advisor, Evercore Partners, are in discussions with some of the Company's existing debtholders regarding a waiver or forbearance. In addition, Trico Marine is in discussions with various potential lenders and some of the Company's existing debtholders regarding obtaining additional financing in connection with a possible proceeding under Chapter 11. Trico Marine on June 14 signed a revised $25 million loan agreement on June 11 requiring the company to file under Chapter 11 no later than Sept. 8. The loan requires that Trico "diligently" pursue negotiations on a prepackaged Chapter 11 reorganization. The support vessels provider for the offshore oil and natural-gas industry had assets of $1.01 billion and total liabilities of $985.9 million on March 31. According to reports, Blockbuster Inc. is being offered financing for a Chapter 11 reorganization by holders of senior secured notes. The secured noteholders would receive stock of the reorganized company in exchange for debt. According to The Dallas Morning News, Blockbuster CEO confirmed Monday that he is looking at a number of options for the company, including arranging short- term financing should the Company file for bankruptcy. The CEO though said that "all stakeholders in an out-of-court settlement." Blockbuster has warned since last year in regulatory filings that bankruptcy is a possibility. The movie rental store chain's balance sheet as of April 4, 2010, showed $1.319 billion in assets and $1.693 billion of liabilities. Real estate information publisher Network Communications, Inc., missed the June 1 interest payment on its 10.75% senior unsecured notes due 2013. As a result, the senior secured lenders accelerated all amounts outstanding on the revolver and term loan, which in turn triggered an event of default under the 2013 notes. The Lawrenceville, Georgia-based company is currently in negotiations with stakeholders to restructure its balance sheet and expects to fund its business with cash on hand and cash from operations. The Company has engaged Kirkland & Ellis LLP as legal advisor and Houlihan Lokey as financial advisor to assist the Company with its restructuring. Assets were on the books for $362 million on Dec. 6, with total liabilities of $330 million. Nord Resources Corp appointed FTI Consulting to advise on refinancing structures and strategic alternatives. Nord is a copper mining company whose primary asset is the Johnson Camp Mine, located approximately 65 miles east of Tucson, Arizona. Nord has missed payments on a copper hedge agreement and a credit facility with Nedbank Capital Limited. Nedbank Ltd has declined to extend the forbearance agreement with respect to the scheduled principal and interest payment of $2.2 million that was due on March 31, 2010 under the company's $25 million secured term-loan credit facility with Nedbank. At Sept. 30, 2008, the company's balance sheet showed total assets of $37,116,627, total liabilities of $33,012,744. Liberty Star Uranium & Metals Corp. disclosed that on June 1, 2010, it was notified by secured lenders that the notes issued in 2007 to 2009 -- totaling $3,500,000 -- are past due and in default. Tucson, Arizona-based Liberty Star said it is engaged in discussions with certain capital partners to provide new capital sufficient to meet the demand of Secured Lenders. These new capital sources, if closed, would allow Liberty Star to restructure its balance sheet while continuing normal business operations. Assets where at $1.22 million and debts totaled $2.6 million as of January 31, 2009. Medical Staffing Network Holdings, Inc. has a forbearance agreement with General Electric Capital Corporation that expires June 30. GECC agreed to forbear from exercising default with respect to the first lien debt of the healthcare staffing company. Medical Staffing says it continues to have discussions with its lenders about a possible restructuring of the Company's debt and capital structure. "As part of any such agreed-upon restructuring, or if the Company's lenders are not willing to reach an acceptable agreement in that regard, the Company may determine to seek relief under Chapter 11 of the U.S. Bankruptcy Code." The Company's balance sheet as of March 28, 2010, showed $87.7 million in assets and $140.8 million of debts. Canadian worm manure supplier Forterra Environmental Corp. said that due to its inability to meet its debt obligations, including to its trade creditors, it can no longer be deemed to be a "going concern". The Canadian Revenue Agency has seized the company's bank account as the result of the company's failure to make required tax source deductions and remittances. At June 2, 2010, Forterra has cash and equivalents of approximately $25,000 and current accounts payable and accrued liabilities of approximately $1.3 million. (in millions) Company Assets Trigger Event ------- ------ ------------- Ambac Fin'l $20,520MM Issued Bankruptcy Warning American Capital $6,757MM Soliciting Votes for Standby Plan Blockbuster Inc. $1,319MM In Ch. 11 Talks with Lenders Trico Marine $1,010MM In Talks for Ch. 11 Financing Network Comms. $362MM Missed June 1 Interest Payment Medical Staffing $88MM Forbearance Ends June 30 Nord Resources $37MM Defaulted on Secured Notes Liberty Star $1MM Defaulted on Secured Notes Forterra Environmental -- "No Longer Going Concern" BP PLC Various analysts have said that BP PLC will likely end up in bankruptcy due to damages resulting from its oil spill in the Gulf of Mexico. UK-based BP Plc is one of the world's largest energy companies. The Houston Chronicle reported that BP Plc on Thursday dismissed talk that it might seek Chapter 11 bankruptcy protection in the face of falling stock prices and threats from government officials to force the oil giant to pay more in costs related to the massive Gulf of Mexico oil spill. A spokesman denied the Company has taken advice on Chapter 11 proceedings. BP says it has significant capacity and flexibility. * Markit Data Shows Credit Crunch Looms --------------------------------------- Katherine Greene at Dow Jones Newswires reports that credit investors may be staring down the barrel of another credit crunch, new data suggest. Dow Jones reports that data from Markit indicate that total returns for leveraged loans and high-yield bonds are dropping together, a phenomenon last seen in 2008 as credit markets slid into a freefall. "As people become more risk-averse they regard high-yield bonds and leveraged loans in the same way, as too risky," said Otis Casey, loan analyst at Markit, according to Dow Jones. Dow Jones relates Markit measures the correlation of markets on a scale from -1, where markets are moving exactly opposite, to +1, moving exactly together. According to the report, high yield bonds and leveraged loans are moving at a rate of +0.76, a level Mr. Casey calls "extreme." Normal market correlation sits between 0 and +0.4, he said. * Rhode Island Lawmakers Approve Bill on Distressed Cities ---------------------------------------------------------- American Bankruptcy Institute reports that Rhode Island will have responsibility for decisions relating to any of its towns or cities facing insolvency under a bill approved by the legislature, ending efforts by the city of Central Falls to restructure under receivership. * Upcoming Meetings, Conferences and Seminars --------------------------------------------- June 17-20, 2010 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ July 7-10, 2010 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Ocean Edge Resort, Brewster, Massachusetts Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2010 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Conference The Ritz-Carlton Amelia Island, Amelia, Fla. Contact: http://www.abiworld.org/ Aug. 3, 2010 AMERICAN BANKRUPTCY INSTITUTE Atlanta Consumer Bankruptcy Skills Training Georgia State Bar Building, Atlanta, Ga. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 5-7, 2010 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 11-14, 2010 AMERICAN BANKRUPTCY INSTITUTE Hawai.i Bankruptcy Workshop The Fairmont Orchid, Big Island, Hawaii Contact: 1-703-739-0800; http://www.abiworld.org/ Sept. 14, 2010 AMERICAN BANKRUPTCY INSTITUTE ABI/NYIC Golf and Tennis Fundraiser Maplewood Golf Club, Maplewood, N.J. Contact: 1-703-739-0800; http://www.abiworld.org/ Sept. 20, 2010 (tentative) AMERICAN BANKRUPTCY INSTITUTE Complex Financial Restructuring Program Fordham Law School, New York, N.Y. Contact: 1-703-739-0800; http://www.abiworld.org/ Sept. 23-25, 2010 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Four Seasons Las Vegas, Las Vegas, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 1, 2010 (tentative) AMERICAN BANKRUPTCY INSTITUTE ABI/UMKC Midwestern Bankruptcy Institute Kansas City Marriott Downtown, Kansas City, Kan. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 6-8, 2010 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention JW Marriott Grande Lakes, Orlando, Florida Contact: http://www.turnaround.org/ Oct. 11, 2010 AMERICAN BANKRUPTCY INSTITUTE Chicago Consumer Bankruptcy Conference Standard Club, Chicago, Ill. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 15, 2010 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Hilton New Orleans Riverside, New Orleans, La. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 29, 2010 (tentative) AMERICAN BANKRUPTCY INSTITUTE International Insolvency Symposium The Savoy, London, England Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. __, 2010 AMERICAN BANKRUPTCY INSTITUTE Delaware Views from the Bench and Bankruptcy Bar Hotel du Pont, Wilmington, Del. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 11, 2010 AMERICAN BANKRUPTCY INSTITUTE Detroit Consumer Bankruptcy Conference Hyatt Regency Dearborn, Dearborn, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 29, 2010 RENAISSANCE AMERICAN MANAGEMENT, INC. & BEARD GROUP, INC. 17th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York City Contact: 1-903-595-3800; http://www.renaissanceamerican.com/ Dec. 9-11, 2010 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Camelback Inn, a JW Marriott Resort & Spa, Scottsdale, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 2-4, 2010 AMERICAN BANKRUPTCY INSTITUTE 22nd Annual Winter Leadership Conference Camelback Inn, Scottsdale, Arizona Contact: 1-703-739-0800; http://www.abiworld.org/ Jan. 20-21, 2011 AMERICAN BANKRUPTCY INSTITUTE Rocky Mountain Bankruptcy Conference Westin Tabor Center, Denver, Colo. Contact: 1-703-739-0800; http://www.abiworld.org/ January 26-28, 2011 TURNAROUND MANAGEMENT ASSOCIATION TMA Distressed Investing Conference Aria Las Vegas Contact: http://www.turnaround.org/ Mar. 31-Apr. 3, 2011 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ June 9-12, 2011 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort and Spa, Traverse City, Mich. Contact: http://www.abiworld.org/ July 21-24, 2011 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 4-6, 2011 (tentative) AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 14, 2011 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Tampa Convention Center, Tampa, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 25-27, 2011 TURNAROUND MANAGEMENT ASSOCIATION Hilton San Diego Bayfront, San Diego, CA Contact: http://www.turnaround.org/ Dec. 1-3, 2011 AMERICAN BANKRUPTCY INSTITUTE 23rd Annual Winter Leadership Conference La Quinta Resort & Spa, La Quinta, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ Apr. 19-22, 2012 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2012 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 2-4, 2012 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ Nov. 29 - Dec. 2, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. Last Updated: June 6, 2010 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2010. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***