/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/100618.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, June 18, 2010, Vol. 14, No. 167 Headlines 131 ARLINGTON: Gets Court's Interim Nod to Use Cash Collateral 1904 INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors 3 G PROPERTIES: Case Summary & 9 Largest Unsecured Creditors 35TH SUNRISE: Voluntary Chapter 11 Case Summary ACCELR8 TECHNOLOGY: Posts $361,000 Net Loss for Q3 Ended April 30 AIRTRAN HOLDINGS: Shows 3-Year Forecasts at BofA Conference ALFRED VILLALOBOS: People of State Wants Custodian Maintained AMBAC FINANCIAL: Entered a Series of Debt for Equity Exchanges AMBAC FINANCIAL: Looking at Ways to Avoid Bankruptcy AMERICAN CAPITAL: Puts Brakes on $1.5-Bil. Stock Offering AMERICAN GREETINGS: S&P Affirms 'BB+' Corporate Credit Rating AMR CORPORATION: Gives Investors Details on Eagle Eye ANTHONY RUSSO: Case Summary & 19 Largest Unsecured Creditors AUTOBACS STRAUSS: Has Voting Exclusivity Extended to July 26 AVENTINE RENEWABLE: Inks LOI to Acquire Illinois Ethanol Facility BARCALOUNGER CORP: Sale Includes American of Martinsville Assets BIOJECT MEDICAL: Shareholders Approve Amended Incentive Plan BLACK CROW: District Court Won't Stay $1.5MM Financing Order BOSTON CEI: Voluntary Chapter 11 Case Summary BOURBONNEUX LLC: Voluntary Chapter 11 Case Summary BOWEN BANBURY: Bankr. Ct. Abstains from Hearing State Law Claims BP PLC: Rep. Conyers Has Bill That Would Cut Bankruptcy Options BRAMPTON PLANTATION: Amends List of Largest Unsecured Creditors BRAMPTON PLANTATION: Creditor BB&T Wants Case Dismissed BRAMPTON PLANTATION: U.S. Trustee Unable to Form Creditors Panel BRAMPTON PLANTATION: Files Schedules of Assets and Liabilities BRIDGE ASSOCIATES: Case Summary & Largest Unsecured Creditor BRUCE CHATMAN: Case Summary & 9 Largest Unsecured Creditors BUTCHER BOY: Owner Issues Apology for Stink CANAL CAPITAL: Swings to $48,900 Net Loss as Revenues Down CANWEST GLOBAL: CMI Proposes to Conduct Creditors'' Meeting CANWEST GLOBAL: CMI's CCAA Stay Period Extended to September 8 CANWEST GLOBAL: CMI Seeks Approval of FTI, Stikeman Fees CANWEST GLOBAL: Wins Nod to Complete Transition Agreement CATHOLIC CHURCH: Creditors Wants Diocese in Civil Contempt CENTRAL CROSSING: Lender Contributed Capital to Maintain Interest CENTRAL CROSSINGS: Webster Bank Wants Chapter 11 Case Dismissed CHRYSLER LLC: Lawmaker Wants Ban on Hiring of Lobbyist CHURCH & DWIGHT: S&P Raises Corporate Credit Rating From 'BB+' CIENA CAPITAL: Has Deal with Lender, Creditors Panel CIRCUIT CITY: Proposes to Abandon Illinois Property CIRCUIT CITY: Reaches Settlement With LG Electronics CIRCUIT CITY: Seeks Nod to Pay Administrative Claims CITIGROUP INC: Halts Foreclosures in Oil Spill-Hit Areas CITY CAPITAL: Spector & Assoc. Raises Going Concern Doubt CLINICAL DATA: Deloitte & Touche Raises Going Concern Doubt COASTLINE TERMINALS: Voluntary Chapter 11 Case Summary COLUMBIA CREST: Case Summary & 6 Largest Unsecured Creditors COMPETITIVE TECHNOLOGIES: Posts $739,500 Net Loss in Fiscal Q3 CONTINENTAL AIRLINES: Stockholders Elect All Director Nominees COOPER-STANDARD: Capital World Investors Reports 15.2% Stake CORUS BANKSHARES: Case Summary & 20 Largest Unsecured Creditors DAYTON OAKS: Section 341(a) Meeting Scheduled for July 14 DAYTON OAKS: Taps Mehlman Greenblatt as Bankruptcy Counsel DELPHI CORP: Delphi Automotive Appoints Kevin Clark as CFO DELPHI CORP: Wants Plan Injunction Enforced on L. Ochoa DELPHI CORP: Pension Plan Termination Evidence Moot, Says PBGC DON PERRY: Files for Chapter 11 Bankruptcy Protection DOUBLE EXPOSURE: Show Highlights Extravagance DREIER LLP: Judge Seeks More Information on Trustee's Deals EAST WEST RESORT: Files Omnibus Claims Objections EIGEN INC: Files Schedules of Assets and Liabilities EPICEPT CORPORATION: Inks Amended Employment Deal With J. Talley ERICKSON RETIREMENT: Amends Motion for Tax Liability Determination ERICKSON RETIREMENT: Plan Injunction Modified for Sherman ERICKSON RETIREMENT: RPH Asks for Payment of Rejection Damages EXTENDED STAY: Creditors Seek to Terminate Reorganization Plan F. ROBERT FRITZKY: Case Summary & 20 Largest Unsecured Creditors FAIRFIELD SENTRY: Chapter 15 Case Summary FERNANDO CHONG: Case Summary & 9 Largest Unsecured Creditors FLYING J: Asks Court to Voluntarily Dismiss Units' Ch. 11 Cases FORD MOTOR: State Street Holds 11.7 of Shares FPF OAK: Case Summary & 10 Largest Unsecured Creditors FREMONT GENERAL: Bankruptcy Court Amends May 25 Confirmation Order FX LUXURY: Vegas Judge Ends Plan Exclusivity GALI SPIRO: Case Summary & 17 Largest Unsecured Creditors GENERAL MOTORS: Lawmaker Wants Ban on Hiring of Lobbyist GENERAL MOTORS: To Forego Traditional Summer Shutdowns of 9 Plants GENTA INC: Stockholders Elect Warrel, 3 Others as Directors GILBERTO MACHIN: Case Summary & 20 Largest Unsecured Creditors GLENN SMITH: Voluntary Chapter 11 Case Summary GRAPHIC PACKAGING: Moody's Gives Stable Outlook; Keeps 'B1' Rating HERON LAKE: Posts $1.5 Million Net Loss in Q2 Ended April 30 HOWE FARM: Case Summary & 5 Largest Unsecured Creditors INTERNATIONAL BANKING: Administrator Files $720MM Claim vs. Ahab INTERTAPE POLYMER: Seven Directors Elected by Shareholders IRVINE SENSORS: Seeks to Implement Reverse Stock Split JAF ENTERPRISE: Case Summary & 4 Largest Unsecured Creditors JOE SHIREY: Case Summary & 9 Largest Unsecured Creditors JOSE FRANCO: Case Summary & 18 Largest Unsecured Creditors KIRK TRUCKING: Case Summary & 6 Largest Unsecured Creditors LEHMAN BROTHERS: OK'd to Bid $255M on Office Tower Investment LEHMAN BROTHERS: Unit Administrators Seek Creditor Compromise LEVITT & SONS: Wells Fargo Recoups $65MM From Sale of 7 Projects LIBBEY INC: Amends Prospectus on $150 Million IPO LINCOLNSHIRE CAMPUS: Voluntary Chapter 11 Case Summary LIONS GATE: Shareholders Reject Icahn Group's Offer LODGENET INTERACTIVE: Federated Investors Holds 7.73% of Shares LOEHMANN'S INC: Hires Three Financial Advisers MAC AMUSEMENT: Case Summary & 15 Largest Unsecured Creditors MARFRIG ALIMENTOS: Fitch Puts 'B+' Issuer Rating on Negative Watch MIKEY B'S: Case Summary & 20 Largest Unsecured Creditors MISSION REAL: Court Denies Sale of Property to Wilshire Bundy MURPHY MCDANIEL: Carriage Fee Hike Prompts Bankruptcy Filing NEC HOLDINGS: DIP Financing & Cash Collateral Use Get Interim OK NEOMAGIC CORP: Posts $400,000 Net Loss in Q1 Ended May 2 NEWARK GROUP: Court Extends Filing of Schedules Until Aug. 24 NEWARK GROUP: Gets OK to Hire Kurtzman Carson as Claims Agent NEWARK GROUP: Seeks to Hire Jefferies, Alix as Advisors NEWARK GROUP: Taps Lowenstein Sandler as Bankruptcy Counsel NEWPAGE CORP: CEO Curley, 2 Execs. Resign from Posts NMP INVESTORS: Section 341(a) Meeting Scheduled for July 6 NON-INVASIVE MONITORING: Posts $364,000 Loss in Q3 Ended April 30 NORTH BAY: Plan Provides Payment of Claims from Collected Rents NOVADEL PHARMA: Registers 7,583,335 Shares for Resale OSCIENT PHARMACEUTICALS: Plan Confirmation Hearing Set for June 29 PALM INC: Capital World Investors Holds 5.3% of Shares PALM INC: FMR, Fidelity Hold 8.264% of Shares PENN TRAFFIC: Files Committee-Backed Liquidating Plan PETTUS PROPERTIES: Gets Nod to Hire Mitchell as Bankr. Counsel PETTUS PROPERTIES: Section 341(a) Meeting Scheduled for July 14 PRES-LAHAINA SQUARE: Case Summary & 20 Largest Unsecured Creditors PRETTY PRODUCTS: Case Summary & 20 Largest Unsecured Creditors QUESTEX MEDIA: Seeks Dismissal of Chapter 11 Case QUIKSILVER INC: Moody's Reviews 'B3' Corporate Family Rating RCLC INC: Forbearance Agreement Extended Until July 16 REAL MEX: Solicits Consents for 2013 Notes Indenture Amendment REHOBOTH CHURCH: Case Summary & 3 Largest Unsecured Creditors ROTHSTEIN ROSENFELDT: Co-Partner Absent From Deposition RUBICON US: Noteholders File Amended Plan of Reorganization RUFFIN ROAD: Case Summary & 4 Largest Unsecured Creditors SAINT VINCENTS: Proposes to Assign Lease to NY City Health SAINT VINCENTS: Wins Approval of O'Toole Lease Agreements SAINT VINCENTS: Wins Nod for Cain as Investment Bankers SAINT VINCENTS: Wins Nod for Shattuck as Brokers on Revised Terms SCOTT SIMMONS: Case Summary & 9 Largest Unsecured Creditors SECURITY AUSTIN: Voluntary Chapter 11 Case Summary SELF STORAGE: Section 341(a) Meeting Scheduled for July 12 SEQUENOM INC: BlackRock Inc. Pares Stake to 4.99% SHOPPES OF LAKESIDE: Case Summary & 20 Largest Unsecured Creditors SINCLAIR BROADCAST: BofA Pares Stake to Below 5% SIX FLAGS: Paul Hastings Seeks Nearly $18M for Services SLKE ENTERTAINMENT: Case Summary & 9 Largest Unsecured Creditors SMURFIT-STONE: More Than 145 Claims Change Hands in May SMURFIT-STONE: Wins Approval of Village of Hodge Settlement SMURFIT-STONE: Wins OK to Reimburse Auto Rentals' Legal Expenses SOUTH BAY: Deadline to Remove Actions Extended to Oct. 18 SOUTH BAY: Lease Decision Period Extended Until Oct. 16 SOUTH BAY: Gets Nod to Employ Firms in Ordinary Course SPECIALTY PRODUCTS: RPM, Asbestos Claimants Face August Trial SPIRIT FINANCE: Moody's Affirms 'Caa1' Corporate Family Rating SPOT MOBILE: Expects to Report $576,000 Net Loss for Apr 30 Qtr. STEPHEN CASTLEMAN: Case Summary & 18 Largest Unsecured Creditors STEVEN BALL: Case Summary & 20 Largest Unsecured Creditors STEVEN COTSIRILOS: Case Summary & 18 Largest Unsecured Creditors TAYLOR BEAN: Ex-Owner Charged With $1.9 Billion Fraud TEJAL INVESTMENT: Voluntary Chapter 11 Case Summary TELX GROUP: Moody's Assigns 'B1' Rating on Senior Facilities TYRONE HOSPITAL: Wins Confirmation of Reorganization Plan UAL CORP: Continental Pilots Want Equity in Combined Company UAL CORP: Files Amended Investor Update UAL CORP: Senate Is Skeptical on Merger, Raises Antitrust Issues US CONCRETE: Shareholders' Bid for Official Panel Challenged VISICON SHAREHOLDERS: Section 341(a) Meeting Scheduled for July 21 VISION SOLUTIONS: S&P Assigns Corporate Credit Rating at 'B+' VISTEON CORP: Files 4th Amended Plan And Disclosure Statement VISTEON CORP: To Increase Officer Salaries Effective July 1 VLJ ALOHA: Case Summary & 20 Largest Unsecured Creditors W.R. GRACE: Travelers Casualty Withdraws Plan Objections W.R. GRACE: Proposes to Contribute $37.2MM for Pension Plan W.R. GRACE: Asks Nod for Walpole Superfund Site Consent Decree W.R. GRACE: Seeks Approval for EastHampton Site Consent Order WAREHOUSE INC: Files for Bankruptcy With $4.8 Million Debts WARREN 8: Organizational Meeting to Form Panel on June 24 WEATHER FINANCE: Moody's Downgrades Corp. Family Rating to 'Caa3' WEBDIGS INC: Posts $392,600 Net Loss in Q2 Ended April 30 WEBNOTIONS INC: NJ Court Converts Case to Chapter 7 Liquidation WINN-DIXIE: To Distribute 6.8 Million Shares of Common Stock ZAYAT STABLES: Fifth Third May Pursue Owner on Debt Guarantee * Venable LLP's Cross Sees REIT Bankruptcies Over Next Year * Wick Phillips Gould & Martin Opens Tarrant County Location * BOOK REVIEW: The Executive Guide to Corporate Bankruptcy ********* 131 ARLINGTON: Gets Court's Interim Nod to Use Cash Collateral -------------------------------------------------------------- The 131 Arlington Street Trust, a Massachusetts business trust, sought and obtained interim authorization from the Hon. Joan N. Feeney of the U.S. Bankruptcy Court for the District of Massachusetts to use cash collateral until June 29, 2010. The Debtor is an affiliate of SW Boston Hotel Venture, LLC. In December 2008, the Debtor pledged certain of its assets as collateral for a loan from The Prudential Insurance Company of America to SW Boston. To fund the construction of SW Boston's W Boston Hotel and Residences project, SW Boston borrowed funds from Prudential and the City of Boston. As a condition to the financing of the Project, Prudential required that the Debtor guaranty, among other things, SW Boston's obligations to Prudential, and the City required that the Debtor guaranty, among other things, SW Boston's obligations to the City. The Guaranties granted to Prudential and the City are non-recourse guaranties secured by a mortgage on the Debtor's real property. D. Ethan Jeffery, Esq., at Hanify & King, P.C., the attorney for the Debtor, explains 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/131_ARLINGTON_budget.pdf In exchange for using the cash collateral, the Debtors will grant the prepetition lenders replacement liens. The Court has set a final hearing for June 29, 2010, at 1:30 p.m. on the Debtor's request to use cash collateral. Boston, Massachusetts-based 131 Arlington Street Trust, A Massachusetts Business Trust, filed for Chapter 11 bankruptcy protection on June 4, 2010 (Bankr. D. Mass. Case No. 10-16177). Harold B. Murphy, Esq., at Hanify & King, P.C., assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. 1904 INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: 1904 Industrial, Ltd. dba Colleyville Technology and Business Center P.O. Box 742346 Dallas, TX 75374-2346 Bankruptcy Case No.: 10-34162 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Northern District of Texas (Dallas) Judge: Harlin DeWayne Hale Debtor's Counsel: Joyce W. Lindauer, Esq. Joyce W. Lindauer, Attorney at Law 8140 Walnut Hill Lane, Suite 301 Dallas, TX 75231 Tel: (972) 503-4033 Fax: (972) 503-4034 E-mail: courts@joycelindauer.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 $2,792,460 while debts total $2,248,579. 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/txnb10-34162.pdf The petition was signed by J. John Altman, authorized manager/general partner. 3 G PROPERTIES: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: 3 G Properties, LLC dba Granville Park Partners, LLC fka Granville Park Partners, LLC* (*Debtor is successor by merger.) dba Lake Glad Road Commercial, LLC fka Lake Glad Road Commercial, LLC* (*Debtor is successor by merger.) dba Lake Glad Road Partners, LLC fka Lake Glad Road Partners, LLC* (*Debtor is successor by merger.) 818 South White Street Wake Forest, NC 27587 Bankruptcy Case No.: 10-04763 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: J. Rich Leonard Debtor's Counsel: Gregory B. Crampton, Esq. E-mail: gcrampton@nichollscrampton.com Kevin L. Sink, Esq. E-mail: ksink@nichollscrampton.com Nicholls & Crampton, P.A. P.O. Box 18237 Raleigh, NC 27619 Tel: (919) 781-1311 Fax: (919) 782-0465 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by James M. Adams, Sr., member/manager. Debtor's List of 9 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Granville County Tax Department 2009 Property $7,553 P.O. Box 219 Taxes Oxford, NC 27565 Granville County Tax Department 2009 Property $7,348 P.O. Box 219 Taxes Oxford, NC 27565 Morris Manning & Martin, LLP Attorneys Fees $4,102 1000 Park Forty Plaza, Suite 350 Durham, NC 27713 Vance County Tax Office 2009 Property $2,770 Taxes Granville County Tax Department 2009 Property $2,331 Taxes Summit Consulting Engineers, PLLC -- $300 North Carolina Sec. of State 2009 Annual $200 Corporations Division Report Granville County Chamber of -- $65 Commerce Mainline Contracting, Inc. -- -- 35TH SUNRISE: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: 35th Sunrise Corporation 1201 Sunrise Highway Copiague, NY 11726 Bankruptcy Case No.: 10-74540 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Eastern District of New York (Central Islip) Judge: Robert E. Grossman Debtor's Counsel: Richard L. Stern, Esq. Macco & Stern, LLP 135 Pinelawn Road, Suite 120 South Melville, NY 11747 Tel: (631) 549-7900 Fax: (631) 549-7845 E-mail: rstern@maccosternlaw.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 $2,327,150 while debts total $1,243,740. The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by Tariq Mahmud, president. ACCELR8 TECHNOLOGY: Posts $361,000 Net Loss for Q3 Ended April 30 ----------------------------------------------------------------- Accelr8 Technology Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $361,144 on $19,873 of revenue for the three months ended April 30, 2010, compared with a net loss of $208,927 on $278,527 of revenue for the same period a year ago. The Company's balance sheet as of April 30, 2010, showed $4,505,739 in assets, $1,411,971 of liabilities, and $3,093,768 of stockholders' equity. The Company has incurred significant operating losses. As of April 30, 2010, the Company has limited financial resources and have not been able to generate positive cash flow from operations. At April 30, 2010, as compared to July 31, 2009, cash and cash equivalents decreased by $695,958 from $862,076 to $166,118, or approximately 80.7% and the Company's working capital decreased $659,233 or 84.9% from $785,114 to $125,881. "These factors raise substantial doubt about our ability to continue as a going concern." A full-text copy of the Quarterly Report is available for free at: http://researcharchives.com/t/s?6500 Based in Denver, Colo., Accelr8 Technology Corporation (Amex: AXK) -- http://www.accelr8.com/-- develops and commercializes an integrated system to identify bacteria and their mechanisms of antibiotic resistance in critically ill patients. The Company develops materials and instrumentation for applications in medical diagnostics, basic research, drug discovery, and bio-detection in the United States. AIRTRAN HOLDINGS: Shows 3-Year Forecasts at BofA Conference ----------------------------------------------------------- AirTran Holdings Inc. conducted a presentation at the Bank of America - Merrill Lynch 2010 Global Transportation Conference. AirTran projected aircraft deliveries showed 0 deliveries for the remainder of 2010, 6 for 2011 and another 6 in 2012. Aircraft fuel hedge is expected to be 70% in the third quarter of 2010, and 57% in the fourth quarter, and down to 43% in 2011. A full-text copy of the Company's regulatory filing is available for free at http://ResearchArchives.com/t/s?64fe About AirTran Holdings Headquartered in Orlando Florida, AirTran Holdings Inc. (NYSE: AAI) -- http://www.airtran.com/-- through its wholly owned subsidiary, AirTran Airways, Inc., operates scheduled airline service throughout the United States and to selected international locations. As of February 1, 2010, the Company operated 86 Boeing B717-200 aircraft and 52 Boeing B737-700 aircraft offering approximately 700 scheduled flights per day to 63 locations in the United States, including San Juan, Puerto Rico, and to Orangestad, Aruba, Cancun, Mexico, and Nassau, The Bahamas. At March 31, 2010, the Company had total assets of $2,285,822,000 against total current liabilities of $754,073,000, long-term capital lease obligations of $15,017,000, long-term debt of $906,479,000, other liabilities of $110,013,000, deferred income taxes of $4,206,000, and derivative financial instruments of $9,349,000, resulting in $486,685,000 in stockholders' equity. * * * In December 2009, Moody's Investors Service raised its ratings of AirTran Holdings' corporate family and probability of default ratings each to Caa1 from Caa2. The 'Caa1' corporate family rating considers the still high leverage and AirTran's exposure to cyclical risks in the airline industry. The airline's carries a corporate credit rating of CCC+/Stable/-- from Standard & Poor's. ALFRED VILLALOBOS: People of State Wants Custodian Maintained ------------------------------------------------------------- The People of the State of California as sought authorization from the U.S. Bankruptcy Court for the District of Nevada to maintain David J. Pasternak as custodian for Alfred J.R. Villalobos, or in the alternative, appoint a Chapter 11 trustee. On May 5, 2010, upon the People's application, the Superior Court of the State of California, Los Angeles County, signed a temporary restraining order, order appointing receiver and order to show cause re preliminary injunction. In the Order, the Court appointed David J. Pasternak as receiver over property owned by or in the possession of defendants Alfred R. Villalobos and Arvco Capital Research, LLC., including, 16 parcels of real property, funds maintained in 21 deposit accounts at certain financial institutions and in safe deposit boxes, artwork, and vehicles in the possession of or owned by Mr. Villalobos. The Court ordered Mr. Pasternak to "care for, preserve, operate, and maintain the real properties, artwork, and vehicles." The Order also required Mr. Villalobos to turn over possession of the real properties, artwork, vehicles, and all accounts and funds and enjoined Mr. Villalobos and his co-defendant Federico R. Buenrostro Jr. from committing or permitting any waste on any of the real and personal property and the funds and accounts. On May 28, 2010, the Superior Court granted the People's application for a preliminary injunction and confirmed the receivership. The People says that without the continuation of the custodian, the debtors will not use the property for the benefit of creditors and will continue to mismanage the property in the same manner as they did before the entry of the Superior Court Order appointing the receiver. In granting the temporary restraining order and preliminary injunction, the Superior Court considered unrefuted evidence that showed that Mr. Villalobos had not preserved or maintained his substantial assets, but, instead, had squandered his assets to such an extent that whatever was left could dissipate quickly. The People accused the Debtor of mismanagement of cash and personal and real property. The People is represented by Irene K. Tamura. 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. AMBAC FINANCIAL: Entered a Series of Debt for Equity Exchanges -------------------------------------------------------------- Ambac Financial Group, Inc., has entered into a series of debt for equity exchanges with certain holders of Ambac's 9a...oe% debentures, due August 2011. Under the terms of the exchange agreements, the Company issued, or will issue, 5,036,068 shares of Ambac's common stock in exchange for $8.5 million in aggregate principal amount of debt to the bondholders. Following the issuance of the shares there will be 293,420,336 common shares outstanding. About Ambac Financail Headquartered in New York, Ambac Financial Group, Inc., through its subsidiaries, provided financial guarantees and financial services to clients in both the public and private sectors around the world. The Company's balance sheet as of December 31, 2009, showed $18.886 billion in assets and $20.520 billion in debts, resulting in a stockholders' deficit of $1.634 billion. KPMG LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the significant deterioration of the guaranteed portfolio coupled with the inability to write new financial guarantees has adversely impacted the business, results of operations and financial condition of the Company's operating subsidiary. KPMG also noted that of the Company's limited liquidity. AMBAC FINANCIAL: Looking at Ways to Avoid Bankruptcy ---------------------------------------------------- Reuters reports that Ambac Financial CEO David Wallis said at the annual stockholder meeting in New York that the Company was looking at ways to improve its liquidity, such as trying to get cash from a dividend from its operating unit, Ambac Assurance, according to Peter Poillon, a spokesman for Ambac. Reuters said June 14 that shares of bond insurer Ambac Financial Group Inc (ABK.N) rose sharply to 81% on Monday after its chief executive told shareholders about steps the Company was taking to try to avoid bankruptcy. Mr. Wallis, according to Reuters, said that bankruptcy remains a possibility. Bondholders of some of the Company's $1.24 billion senior debt have created an ad hoc committee and will try to push the company into a prepackaged bankruptcy, according to person familiar with the matter. About Ambac Financial Headquartered in New York, Ambac Financial Group, Inc., through its subsidiaries, provided financial guarantees and financial services to clients in both the public and private sectors around the world. The Company's balance sheet as of December 31, 2009, showed $18.886 billion in assets and $20.520 billion in debts, resulting in a stockholders' deficit of $1.634 billion. KPMG LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the significant deterioration of the guaranteed portfolio coupled with the inability to write new financial guarantees has adversely impacted the business, results of operations and financial condition of the Company's operating subsidiary. KPMG also noted that of the Company's limited liquidity. AMERICAN CAPITAL: Puts Brakes on $1.5-Bil. Stock Offering --------------------------------------------------------- American Capital Ltd. filed with the Securities and Exchange Commission an Amendment No. 1 to Form N-2, which relates to its offering, from time to time, up to $1,500,000,000 aggregate initial offering price of common stock, $0.01 par value per share, preferred stock, $0.01 par value per share and one or more classes or series of debt securities in one or more offerings. The Amendment delays the effective date of the offering. The Securities may be offered separately or together, in amounts, at prices and on terms to be disclosed in one or more supplements to this prospectus. The preferred stock and debt securities may also be convertible or exchangeable into shares of common stock. A full-text copy of Amendment No. 1 is available at no charge at http://ResearchArchives.com/t/s?6504 Unsecured Debt Default and Restructuring Efforts Since December 31, 2008, American Capital has been in breach of financial covenants under its primary unsecured debt arrangements totaling $2.4 billion as of December 31, 2009. American Capital has had active discussions with the creditors to negotiate a comprehensive restructuring of the unsecured debt. In November 2009, American Capital reached an agreement in principle with a steering committee of the lenders under its unsecured revolving credit facility with respect to the material terms of a proposed restructuring of the Credit Facility. Representatives of the holders of our private unsecured notes and public unsecured notes and their advisors participated with the bank steering committee in various parts of the negotiations. American Capital subsequently entered into a lock up agreement with all of the lenders under the Credit Facility to further its efforts to restructure all of its primary unsecured debt arrangements based on the proposed Restructuring. The proposed Restructuring contemplates that there will be a voluntary amendment and restatement of the Credit Facility and an exchange of the unsecured private notes and unsecured public notes for a cash principal payment and new securities. In the event that fewer than 100% of the lenders under our Credit Facility, fewer than 100% of the holders of the private unsecured notes (other than the $75 million aggregate principal amount of floating rate notes due 2020) or holders of less than 85% of the principal amount of the public unsecured notes agree to enter the Exchange Transaction, the Company may implement the proposed Restructuring by means of a prepackaged reorganization under the Bankruptcy Code through a voluntary reorganization case under Chapter 11. American Capital launched an offer to effect the Exchange Transaction as well as a solicitation of votes for the Plan on May 3, 2010. The offer has been extended to June 22, 2010. Key terms of the proposed Restructuring include (i) an aggregate $960 million principal payment at closing, (ii) maturity date of December 31, 2013, (iii) an interest rate on the floating rate restructured debt of the greater of 2.00% or LIBOR, plus an additional 6.50%, which is subject to reduction to 5.50% when the outstanding obligations are less than $1.0 billion, and an interest rate on the fixed rate restructured debt denominated in dollars, Euros and Sterling of 2.46%, 2.25% and 2.58%, respectively, plus the Applicable Percentage, (iv) scheduled mandatory amortization payments as well as penalty amortization payments on certain of the restructured debt, which if not satisfied would result in an increase in the interest rate, and (v) the payment of fees equal to 2.00% of the aggregate principal balance of the restructured debt at closing, and on certain of the restructured debt an additional 1.00% at both December 31, 2011 and 2012. The lock up agreement requires all of the lenders to agree to the proposed Restructuring assuming specified conditions are met. However, the lock up agreement may be terminated if various stages of the proposed Restructuring are not completed by certain dates. Currently, the lock up agreement may be terminated upon the occurrence of various events, including (i) upon the Exchange Transaction and the effective date of the Plan or a written agreement to terminate the lock up agreement, (ii) if the Exchange Transaction is not consummated in accordance with the proposed Restructuring and American Capital has not commenced a Restructuring Case by June 30, 2010 or (iii) if American Capital commences a Restructuring Case and (1) any material order is entered that is inconsistent with the lock up agreement or the proposed Restructuring, which is objected to by a majority of the lenders, (2) an order finding that the solicitation complying with applicable law and confirming the Plan has not been entered on or before July 31, 2010 (unless the administrative agent under the Credit Facility agrees to an extension of not later than August 15, 2010) or (3) the Plan is not consummated by August 15, 2010, or the Restructuring Case is dismissed or converted to a case under Chapter 7 or a trustee or examiner will have been appointed in the Restructuring Case. In addition, the lock up agreement may be terminated upon a breach of material obligations by the other party. American Capital also entered into a lock up agreement on June 9, 2010, with certain holders of its public unsecured notes, who have represented that they own beneficially 43% of such class of notes. The holders agreed generally, among other things, to support the proposed Restructuring and Plan and, upon American Capital's request, to help American Capital to reduce the percentage of the principal amount of the public unsecured notes required to be tendered as a condition to the Exchange Transaction from 85% to such percent specified by American Capital, but not less than 51%. The lock up agreement may be terminated upon the occurrence of various events, including (i) upon the consummation of the Exchange Transaction and the effective date of the Plan or a written agreement to terminate the lock up agreement, or (ii) if the Exchange Transaction is not completed by July 19, 2010 or if American Capital has not commenced a Restructuring Case by July 20, 2010. In addition, the lock up agreement may be terminated upon a breach of material obligations by the other party. As of December 31, 2009, American Capital's capital resources under management totaled $12.7 billion, including $6.0 billion of capital resources under management in its alternative asset funds. American Capital's third-party alternative asset management business is conducted through its wholly-owned portfolio company, American Capital, LLC. In general, wholly-owned subsidiaries of American Capital, LLC enter into management agreements with each of its managed alternative asset funds. About American Capital Based in Bethesda, Maryland, American Capital, Ltd. (Nasdaq: ACAS) -- http://www.AmericanCapital.com/-- is a publicly traded private equity firm and global asset manager. American Capital, both directly and through its asset management business, originates, underwrites and manages investments in middle market private equity, leveraged finance, real estate and structured products. Founded in 1986, American Capital currently has $13.9 billion in capital resources under management and eight offices in the U.S., Europe and Asia. 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. AMERICAN GREETINGS: S&P Affirms 'BB+' Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'BB+' corporate credit rating on Cleveland, Ohio-based American Greetings Corp. and assigned its 'BBB' secured debt rating to the company's new $350 million secured revolving credit facility. In addition, S&P is revising its unsecured debt rating to 'BB+' from 'BB'. "The new facility replaces the prior $450 million secured credit facility, and the company has repaid all borrowings under the term portion of the old facility," said Standard & Poor's credit analyst Linda Phelps. In addition, Standard & Poor's assigned a '1' recovery rating, which indicates its expectation for very high (90% to 100%) recovery for lenders in the event of a payment default. S&P also revised its recovery rating for American Greetings' unsecured debt to '4' from '5', which indicates its expectation for average (30% to 50%) recovery. The ratings on American Greetings reflect the company's improved credit metrics, strong market position, and broad product offerings within the greeting card industry. The company's participation in the low-growth greeting card sector partially offset these strengths. In addition, Standard & Poor's believes that the company may still face some near-term integration risk following its 2009 acquisition of Recycled Paper Greetings (RPG) and 2009 purchase of the Papyrus brand from Schurman Fine Papers. American Greetings is the second-largest manufacturer and distributor of greeting cards and other social expression products. Standard & Poor's believes that the industry's slow growth and mature characteristics will continue to constrain growth in the company's core greeting card business. The company now focuses on its core wholesale greeting card business following the divestiture of its retail operations in April 2009. Although American Greetings will continue to work to expand its AG interactive segment, this segment represents a modest portion of its overall sales (roughly 5% of fiscal 2010 sales). The rating outlook is stable. Standard & Poor's expects the company's credit metrics and operating performance to remain relatively unchanged, particularly because of its current focus on the core greeting card business. S&P is unlikely to raise the rating in the near term given the mature nature of the greeting card industry. S&P could lower the rating if leverage increases to well over 3.0x, possibly due to greater-than-expected volatility in EBITDA or if the company adopts more aggressive financial policies. AMR CORPORATION: Gives Investors Details on Eagle Eye ----------------------------------------------------- AMR Corporation filed with the Securities and Exchange Commission its Eagle Eye communication to investors. The document includes (a) actual unit cost, fuel price, capacity and traffic information for April and May and (b) forecasts of unit cost, revenue performance, fuel prices and fuel hedging, capacity and traffic estimates, liquidity expectations, other income/expense estimates and share count. A full-text copy of the document is available for free at http://ResearchArchives.com/t/s?64fd To recall AMR, on June 10, named Daniel P. Garton President and Chief Executive Officer of American Eagle, one of the world's largest regional airlines. AMR also reiterated its intent to evaluate the possible divestiture of American Eagle. About AMR Corporation Headquartered in Forth Worth, Texas, AMR Corporation (NYSE: AMR) operates with its principal subsidiary, American Airlines Inc. -- http://www.aa.com/-- a worldwide scheduled passenger airline. At the end of 2006, American provided scheduled jet service to about 150 destinations throughout North America, the Caribbean, Latin America, including Brazil, Europe and Asia. American is also a scheduled airfreight carrier, providing freight and mail services to shippers throughout its system. Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two regional airlines, American Eagle Airlines Inc. and Executive Airlines Inc., and does business as "American Eagle." American Beacon Advisors Inc., a wholly owned subsidiary of AMR, is responsible for the investment and oversight of assets of AMR's U.S. employee benefit plans, as well as AMR's short-term investments. At March 31, 2010, the Company had total assets of $25.525 billion against total current liabilities of $8.241 billion, long-term debt, less current maturities of $9.861 billion, obligations under capital leases, less current obligations of $559 million, pension and postretirement benefits of $7.531 billion, and other liabilities, deferred gains and deferred credits of $3.225 billion, resulting in stockholder's deficit of $3.892 billion. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings. It has 'Caa1' corporate family and probability of default ratings from Moody's. It has 'B-' corporate credit rating, on watch negative, from Standard & Poor's. ANTHONY RUSSO: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Anthony V. Russo 6338 Show Horse Way Rancho Cucamonga, CA 91739 Bankruptcy Case No.: 10-28448 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Robert B. Rosenstein, Esq. Rosenstein & Hitzeman 28600 Mercedes St Ste 100 Temecula, CA 92590 Tel: (951) 296-3888 Fax: (951) 296-3889 E-mail: robert@rosenhitz.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-28448.pdf The petition was signed by Anthony V. Russo. AUTOBACS STRAUSS: Has Voting Exclusivity Extended to July 26 ------------------------------------------------------------ Bill Rochelle at Bloomberg News reports that Autobacs Strauss Inc. sought and obtained an extension until July 26 of the exclusive right to solicit acceptances for its proposed reorganization plan. Autobacs previously scheduled a June 21 confirmation hearing for its plan. However, the Company said it needs to change the plan that promised to pay 65% to unsecured creditors with claims aggregating $18.7 million. If the group doesn't recover at least 45%, creditors would have ended up owning all the new stock. If the 45% threshold is met, Chief Executive Officer Glenn Langsberg was to have an option to buy all the stock for $300,000. About Autobacs Strauss Headquartered in South River, New Jersey, Autobacs Strauss Inc. -- http://www.straussauto.com/-- sells after-market automotive parts and accessories, and operate automotive service centers located in New York, New Jersey, Philadelphia, Bethlehem and Pennsylvania. The Company operates 86 retail store locations and has about 1,450 employees. The Company filed for Chapter 11 protection on February 4, 2009 (Bankr. D. Del. Case No. 09-10358). Edward J. Kosmowski, Esq., at Young Conaway Stargatt & Taylor, LLP, represents the Debtor in its restructuring efforts. As of January 3, 2009, the Debtor had total assets of $75,000,000 and total debts of $72,000,000. The Chapter 11 case is Strauss's third. The preceding Chapter 11 case ended with the confirmation of a Chapter 11 plan in April 2007. The Company was then named R&S Parts & Service Inc. AVENTINE RENEWABLE: Inks LOI to Acquire Illinois Ethanol Facility ----------------------------------------------------------------- In a regulatory filing Tuesday, Aventine Renewable Energy Holdings, Inc., discloses that on June 10, 2010, it entered into a non-binding letter of intent with New CIE Energy Opco, LLC, d/b/a Riverland Biofuels, as seller, and affiliates of certain holders of the Company's debt and equity securities, as guarantors, to acquire an ethanol production facility situated in Canton, Illinois. As required by the LOI, the Company has made a non- refundable deposit of $5,000,000. The Deposit may be returned to the Company only in certain circumstances, including (i) a filing by which the Seller or the assets of the Seller are placed under the jurisdiction of the U.S. Bankruptcy Court and such proceeding is not dismissed within 30 days of filing. A full-text copy of the regulatory filing is available for free at http://researcharchives.com/t/s?64f0 About Aventine Renewable Pekin, Illinois-based Aventine Renewable Energy Holdings, Inc. (Pink Sheets: AVRN) -- http://www.aventinerei.com/-- is a producer and marketer of ethanol to many leading energy companies in the United States. In addition to ethanol, Aventine also produces distillers grains, corn gluten meal, corn gluten feed, corn germ and brewers' yeast. Morgan Stanley Capital Partners IV bought Aventine in May 2003 from Williams Cos. Aventine had a public offering in May 2006. The Morgan Stanley group retained 28% of the stock at year's end. The Company and its affiliates filed for Chapter 11 on April 7, 2009 (Bankr. D. Del. Lead Case No. 09-11214). Joel A. Waite, Esq., and Ryan M. Bartley, Esq., at Young, Conaway, Stargatt & Taylor, serves as bankruptcy counsel to the Debtors. Davis Polk & Wardwell is special tax counsel and Houlihan, Lokey, Howard & Zukin, Inc., is the financial advisor. Garden City Group, Inc., has been engaged as claims agent. Scott D. Cousins, Esq., and Donald J. Detweiler, Esq., at Greenberg Traurig, LLP, serve as counsel to the official committee of unsecured creditors. When it filed for bankruptcy protection from its creditors, Aventine Renewable listed between $100 million and $500 million each in assets and debts. The Court confirmed on February 24, 2010, the Company's plan of reorganization. The Company emerged from Chapter 11 on March 15, 2010. BARCALOUNGER CORP: Sale Includes American of Martinsville Assets ---------------------------------------------------------------- Barcalounger Corp. has put both its assets and its sister company American of Martinsville, Inc.'s on auction block. Barcalounger is engaged in the design and manufacture of recliners; AOM is engaged in the design and contract manufacture of case goods and upholstered furniture for the hospitality and healthcare markets. A stalking horse bid for all of the assets of both Companies excluding accounts receivable in the amount of $1.5 million has been established by the Bankruptcy Court. This offer will be subject to both Bankruptcy Court approval and any higher and better offers that might be received during the solicitation and auction process for all or any portion of either Company's assets in the aggregate. Eligible bids are required to be submitted on or before 4:00 p.m. (Prevailing Eastern Time) on August 11, 2010, with an auction to be conducted on August 16, 2010, at 10:00 a.m. (Prevailing Eastern Time) in Wilmington, Delaware, if multiple Eligible Bids are received. The winning bid will be submitted for Bankruptcy Court approval on August 18, 2010, at 11:00 a.m. (Prevailing Eastern Time). A copy of the bidding procedures is available for free at: http://ResearchArchives.com/t/s?6505 For more information, contact the undersigned Financial Advisor to the Official Committee of Unsecured Creditors: Ted Gavin, CTP Principal NHB Advisors, Inc. 919 N. Market Street, Suite 1410 Wilmington, DE 19801 Tel: (302) 655-8997 x151 (office) Mobile: (484) 432-3430 E-mail: ted.gavin@nhbteam.com Peter S. Hartheimer Managing Director NHB Advisors, Inc. 405 Lexington Avenue 26th Floor New York, NY 10174 Mobile: (845) 323-1267 E-mail: peter.hartheimer@nhbteam.com Michael Savage, CTP, CIRA Managing Director NHB Advisors, Inc. 8 Fanueil Hall Marketplace Boston, MA 02109 Mobile: (617) 973-7158 Tel: (617) 973-5105 E-mail: michael.savage@nhbteam.com Barcalounger Corp. is a furniture maker from Martinsville, Virginia. Barcalounger filed for Chapter 11 bankruptcy protection on May 19, 2010 (Bankr. D. Del. Case No. 10-11637). Christopher A. Ward, Esq., at Polsinelli Shughart PC, assists the Company in its restructuring effort. The Company listed $1,000,001 to $10,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. Barcalounger was founded in 1940. American of Martinsville, based in Martinsville, VA, was founded in 1906 and has become the largest manufacturer of furnishings for the hospitality and healthcare market, with over 770,000 square feet of leased manufacturing space for the production of case goods and upholstered furniture. The Company's Hospitality segment provides furniture for new and renovated hotel guest rooms for customers such as Host, Marriott, Westin, Hilton and Hyatt. The Company's Healthcare segment is primarily focused on the manufacture of upholstered seating for assisted living facilities for customers such as Emeritus, Brookdale and Five Star, among others. The Companies experienced significantly lower than anticipated operating profits for the past two years, due primarily to the economic downturn and the attendant drop in furniture sales in general. Partially as a result, Barcalounger was unable to maintain adequate liquidity to continue as a going concern under present ownership. BIOJECT MEDICAL: Shareholders Approve Amended Incentive Plan ------------------------------------------------------------ Bioject Medical Technologies Inc.'s shareholders approved amendments to the 2002 Restated Stock Incentive Plan to: i) reserve an additional 1,500,000 shares for the 2002 Restated Stock Incentive Plan, thereby increasing the total number of shares reserved for issuance under the 2002 Restated Stock Incentive Plan to 5,400,000 shares, and ii) extend the expiration date of the Plan from June 30, 2010 to June 9, 2020. Under the 2002 Restated Stock Incentive Plan, the Board of Directors made these option grants to named executive officers: * Ralph Makar * Christine M. Farrell * Richard R. Stout, M.D. Each option will vest 1/4 annually on the first four anniversaries of the date of grant. Pursuant to Ralph Makar's Employment Agreement dated October 1, 2007, Mr. Makar is eligible to receive a target of 200,000 restricted stock units for each of the 2008 and 2009 calendar years based upon his achievement in each period of certain milestones. The employment agreement provides that such restricted stock units will vest 1/3 annually on the first three anniversaries of the date of grant. On June 10, 2010, the Board of Directors awarded Mr. Makar 400,000 restricted stock units pursuant to his employment agreement with respect to performance in calendar years 2008 and 2009. Of the 400,000 restricted stock units awards, 1/2 were vested as of the grant date and an additional 1/4 will vest annually on the first two anniversaries of the grant date. Accelerated vesting was in lieu of any cash bonus. About Bioject Medical Bioject Medical Technologies Inc. (OTCBB: BJCT) -- http://www.bioject.com/-- based in Portland, Oregon, is an innovative developer and manufacturer of needle-free injection therapy systems. The Company is focused on developing mutually beneficial agreements with leading pharmaceutical, biotechnology, and veterinary companies. * * * According to the Troubled Company Reporter on April 8, 2010, Moss Adams LLP, in Portland, Oregon, in its March 30, 2010 report, said Bioject Medical Technologies Inc. has suffered recurring losses, has had significant recurring negative cash flows from operations, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BLACK CROW: District Court Won't Stay $1.5MM Financing Order ------------------------------------------------------------ To recall, Black Crow Media Group LLC won bankruptcy court approval on May 28 for a $1.5 million loan, over objection from prepetition secured lender General Electric Capital Corp., which is owed $38.9 million. GECC then appealed the order approving the new financing, but the bankruptcy judge denying a stay pending appeal. According to Bloomberg's Bill Rochelle, GECC went to the U.S. District Court, also seeking a stay. The district judge on June 14 likewise denied a stay pending appeal. Without a stay, Black Crow can draw down the loan despite the appeal that nevertheless may go ahead. GECC believes the bankruptcy judge improperly made its existing loan subordinate to the lien securing the new $1.5 million loan. About Black Crow Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak, Valdosta, Huntsville, Alabama, and Jackson, Tennessee. The Company filed for Chapter 11 bankruptcy protection on January 11, 2010 (Bankr. M.D. Fla. Case No. 10-00172). The Company's affiliates -- Black Crow Media, LLC, et al. -- also filed separate Chapter 11 petitions. Mariane L. Dorris, Esq., and R Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, assist the Company in its restructuring effort. The Company listed $10,000,001 to $50,000,000 in assets and $50,000,001 to $100,000,000 in liabilities. BOSTON CEI: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Boston CEI, LLC aka CEI Boston, LLC 15 Shire Drive Norfolk, MA 02056 Bankruptcy Case No.: 10-16502 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Joan N. Feeney Debtor's Counsel: John M. McAuliffe, Esq. McAuliffe & Associates, P.C. 430 Lexington Street Newton, MA 02466 Tel: (617) 558-6889 E-mail: mcauliffeassociates@hotmail.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 Peter Banks, managing member. BOURBONNEUX LLC: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Bourbonneux, LLC 873 E 3rd St Durango, CO 81301-5756 Bankruptcy Case No.: 10-24911 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: A. Bruce Campbell Debtor's Counsel: Philipp C. Theune, Esq. 1763 Franklin St. Denver, CO 80218-1124 Tel: (303) 832-1150 Fax: (303) 845-6934 E-mail: ptheune@ptr-law.com Scheduled Assets: $3,901,050 Scheduled Debts: $2,380,754 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Rebecca Bleger, manager. BOWEN BANBURY: Bankr. Ct. Abstains from Hearing State Law Claims ---------------------------------------------------------------- WestLaw reports that a bankruptcy court would exercise its discretion to permissively abstain from hearing state law claims and counterclaims asserted by a nondischargeability complainant and an individual Chapter 11 debtor, to allow these state law liability issues to be resolved in a pending state court lawsuit by a court which had jurisdiction to do so. The bankruptcy court would retain jurisdiction to decide the dischargeability of any debts owed by the debtor to complainant, after the parties' claims and counterclaims had been litigated and determined by the state court. In re Banbury, --- B.R. ----, 2010 WL 2132708 (Bankr. D. Colo.). Bowen W. Banbury sought Chapter 11 protection (Bankr. D. Colo. Case No. 09-31477) on Oct. 12, 2009. The Debtor is represented by Peter W. Ito, Esq., at Gordon & Rees LLP in Denver. At the time of the filing, the Mr. Banbury estimated his assets and debts at less than $10 million. BP PLC: Rep. Conyers Has Bill That Would Cut Bankruptcy Options --------------------------------------------------------------- Bloomberg News reports that Rep. John Conyers Jr., chairman of the House Judiciary Committee, introduced a bill on June 10 that would take away some of BP Plc's bankruptcy options, should it choose reorganization to resolve liabilities for the oil spill in the Gulf of Mexico. According to the report, if passed in both houses of Congress and signed by the president, the bill would prevent any BP company liable for the spill from selling any property unless the buyer agrees to be liable for damages "arising from the incident" that aren't paid by London-based BP. If BP were to need bankruptcy protection, the proposed law would force it to do so in the U.S., according to Lynn LoPucki, a professor of law from the University of California at Los Angeles. If enacted, the legislation would also prevent BP from taking a page out of the General Motors playbook where assets were sold to a new company free from all claims, in the process cutting off creditors from seeking payment from "new" GM. The bill would also prevent BP from using Chapter 15 of U.S. bankruptcy law, which governs cross-border insolvencies. If the bill passes, BP companies seeking bankruptcy protection in the U.S. could only utilize Chapter 7 for liquidation or Chapter 11 for reorganization. Bloomberg notes that blocking access to Chapter 15 would take away an attractive option that could put a court in London in control of bankruptcies even in the U.S. Passing the bill would assure that U.S. bankruptcy courts would be the primary authority in the bankruptcy of any BP company, at least with respect to assets within the reach of U.S. federal courts. According to Bloomberg, absent the change in law proposed by Conyers in H.R. 5503, BP and its subsidiaries could file for administration in U.K. courts, aiming to force U.S. creditors to prove their claims to the satisfaction of the U.K. court by filing under Chapter 15 in the U.S. The Conyers bill would foreclose the Chapter 15 option. Even before enactment, the bill might scare away anyone thinking about buying assets from BP. Gregory L. White, Robert Thomson and Rebecca Blumenstein at The Wall Street Journal report that Russian President Dmitry Medvedev said the Gulf of Mexico oil spill could threaten the survival of BP PLC. On the eve of his first state visit to the U.S. next week, the Journal says Mr. Medvedev questioned whether the Gulf oil spill might lead to the "annihilation" or breakup of BP, as the company faces billions of dollars in losses from the disaster. According to the Journal, he stopped short of saying Russia would re-evaluate BP's lucrative partnership in Russia, which represents almost a quarter of its oil production, but predicted the spill will prompt a fundamental rethinking of oil exploration around the world. The Wall Street Journal's Guy Chazan reports that investors' initial enthusiasm about BP PLC's deal with the White House gave way to doubts Thursday that it would remove the uncertainty hanging over the company's future. Mr. Chazan says BP's shares rose 7% in London, but there was still dismay that the agreement on a $20 billion fund didn't cap BP's liabilities for the Gulf of Mexico oil spill and fears remained that the company could face litigation risks for years to come. BP's American depository shares fell 0.4%in New York trading as BP CEO Tony Hayward was grilled by a congressional committee on the company's actions before and after its undersea well went out of control April 20. The session suggested that anger at the oil company remained high among U.S. lawmakers. 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%. BRAMPTON PLANTATION: Amends List of Largest Unsecured Creditors --------------------------------------------------------------- Brampton Plantation, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Georgia an amended list of its largest unsecured creditors, disclosing: A full-text copy of the amended list is available for free at http://bankrupt.com/misc/gasb10-40963_amended.pdf Headquartered in Upper Marlboro, Maryland, Brampton Plantation, LLC, filed for Chapter 11 on May 3, 2010 (Bankr. S.D. Ga. Case No. 10-40963). C. James McCallar, Jr., Esq. at McCallar Law Firm assists the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. BRAMPTON PLANTATION: Creditor BB&T Wants Case Dismissed ------------------------------------------------------- Creditor Branch Banking and Trust Company asks the U.S. Bankruptcy Court for the Southern District of Georgia to dismiss the Chapter 11 of Brampton Plantation, LLC, as it was filed in "bad faith". As of the petition date, the Debtor was indebted to BB&T in the principal amount of $23,966,217 in respect of amounts owed under a revolving note, plus the contingent amount of $853,988 in respect of undrawn and unexpired letters of credit issued by BB&T at the request of the Debtor, plus accrued interest, costs, other charges, and legal fees and expenses for which the Debtor is liable to BB&T under the loan documents and applicable law. BB&T explains that on the eve of a foreclosure sale by BB&T, the Debtor filed for bankruptcy for the purpose of hindering, delaying and frustrating BB&Ts legitimate efforts to realize upon its collateral. Headquartered in Upper Marlboro, Maryland, Brampton Plantation, LLC, filed for Chapter 11 on May 3, 2010, (Bankr. S.D. Ga. Case No. 10-40963). C. James McCallar, Jr., Esq. at McCallar Law Firm assists the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. BRAMPTON PLANTATION: U.S. Trustee Unable to Form Creditors Panel ---------------------------------------------------------------- Donald F. Walton, the U.S. Trustee for Region 21, notified the U.S. Bankruptcy Court for the Southern District of Georgia that he was unable to appoint an Official Committee of Unsecured Creditors in the Chapter 11 case of Brampton Plantation, LLC. The U.S. Trustee explained that there were insufficient indications of willingness from the unsecured creditors to serve in the committee. Headquartered in Upper Marlboro, Maryland, Brampton Plantation, LLC, filed for Chapter 11 on May 3, 2010 (Bankr. S.D. Ga. Case No. 10-40963). C. James McCallar, Jr., Esq. at McCallar Law Firm assists the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. BRAMPTON PLANTATION: Files Schedules of Assets and Liabilities -------------------------------------------------------------- Brampton Plantation, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Georgia its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $35,525,000 B. Personal Property $875,725 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $27,218,603 E. Creditors Holding Unsecured Priority Claims $587,840 F. Creditors Holding Unsecured Non-priority Claims $9,222,897 ----------- ----------- TOTAL $36,400,725 $37,029,340 Headquartered in Upper Marlboro, Maryland, Brampton Plantation, LLC, filed for Chapter 11 on May 3, 2010 (Bankr. S.D. Ga. Case No. 10-40963). C. James McCallar, Jr., Esq. at McCallar Law Firm assists the Debtor in its restructuring effort. In its petition, the Debtor listed assets and debts both ranging from $10,000,001 to $50,000,000. BRIDGE ASSOCIATES: Case Summary & Largest Unsecured Creditor ------------------------------------------------------------ Debtor: Bridge Associates of Tannersville, LLC P.O. Box 177 Woodmere, NY 11598 Bankruptcy Case No.: 10-74541 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Eastern District of New York (Central Islip) Judge: Robert E. Grossman Debtor's Counsel: Roy J. Lester, Esq. 600 Old Country Road, Suite 229 Garden City, NY 11530 Tel: (516) 357-9191 Fax: (516) 357-9281 E-mail: rlester@rlesterlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 According to the schedules, the Company says that assets total $1,005,000 while debts total $310,158. The petition was signed by Alan Luckner, managing member. The list of unsecured creditors filed together with the petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Sam Goosay Business Loan $10,000 RR6, Box 6420 Saylorsburg, PA 18353 Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Bridge Associates Of Pocono Township, LP 10-74195 06/01/10 Bridge Associates of Brodheadsville, LLC 10-74215 06/02/10 BRUCE CHATMAN: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Bruce Chatman 12 Battersea Lane Fort Washington, MD 20744 Bankruptcy Case No.: 10-23382 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court District of Maryland (Greenbelt) Judge: Paul Mannes Debtor's Counsel: Charles L. Wardell, Esq. 1425 K Street, NW, Suite 350 Washington, DC 20005 Tel: (202) 587-2774 Fax: (800) 863-0748 E-mail: waresq@aol.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Debtor's list of 9 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb10-23382.pdf The petition was signed by the Debtor. BUTCHER BOY: Owner Issues Apology for Stink ------------------------------------------- Kristina Doss at Dow Jones Daily Bankruptcy Review reports that Clint Jolly issued an apology to local residents in Sparks, Nevada, regarding a "pretty funky" smell oozing out of a freezer full of rotting meat located right outside his food store. According to Dow Jones, Mr. Jolly posted a statement and YouTube video on his Web site Monday, explaining that the freezer was used to store game meats that his store -- known as Butcher Boy -- would process for hunters. But since handing the reigns of the store to a bankruptcy official, the power has been shut off to the outside freezer and the meat stored in there has since spoiled "to the point that the Environmental Health Services Department is talking about having a HazMat team come in and clean it up." Dow Jones, citing court documents, says Butcher Boy filed for Chapter 11 protection on July 25, 2008, hoping to reorganize its debts and "keep the business moving forward." But after the company's financial situation failed to improve, the court last year dismissed the bankruptcy case, Dow Jones reports. Dow Jones reports that Mr. Jolly said that their "only choice was to turn over everything we owned to the bank" and the trustee in the Chapter 11 case. The locks to the property were changed, and Jolly and his father haven't had any access for the past five to six months, Mr. Jolly said, according to the report. Based in Sparks, Nevada, Butcher Boy Meat, Deli & Catering, Inc. -- http://www.butcherboy.us/-- opened in 1974. Butcher Boy provided groceries and deli and catering services. Since its founding in 1974, the store became a popular place for local families in search of fine foods such as prime rib and ham. It filed for bankruptcy protection on July 25, 2008 (Bankr. D. Nev. Case No. 08-51266). The Debtor was represented by Stephen R. Harris, Esq., at Belding Harris & Petroni, Ltd., in Reno. The Debtor disclosed estimated assets between $1 million and $10 million and estimated debts between $1 million and $10 million. As reported by the Troubled Company Reporter on November 30, 2009, a federal bankruptcy court rejected Butcher Boy Meat & Deli's Chapter 11 plan of reorganization. CANAL CAPITAL: Swings to $48,900 Net Loss as Revenues Down ---------------------------------------------------------- Canal Capital Corporation filed its quarterly report on Form 10-Q, reporting a $48,911 net loss for the three months ended April 30, 2010, compared with $107,723 net income during the same period a year ago. Real estate revenues totaled $70,863 for the quarter ended April 30, 2010, compared with $367,439 during the same period last year. The Company's balance sheet at April 30, 2010, showed $3,388,038 in total assets, total liabilities of $3,015,286, for a total stockholders' equity of $372,752. A full-text copy of the Company's Form 10-Q is available for free at http://ResearchArchives.com/t/s?64fa About Canal Capital Canal Capital Corporation is engaged in two distinct businesses -- real estate and stockyard operations. Canal's real estate properties are located in Sioux City, Iowa, South St. Paul, Minnesota, St. Joseph, Missouri, Omaha, Nebraska and Sioux Falls, South Dakota. The properties consist, for the most part, of an Exchange Building (commercial office space), land and structures leased to third parties as well as vacant land available for development or resale. Canal also operates two central public stockyards located in St. Joseph, Missouri and Sioux Falls, South Dakota. * * * According to the Troubled Company Reporter on Feb. 4, 2010, Canal Capital Corporation said there is substantial doubt about its ability to continue as a going concern. The Company has suffered recurring losses from operations and is obligated to continue making substantial annual contributions to its defined benefit pension plan. Canal said its cash flow position has been under significant strain for the past several years. Canal continues to closely monitor and reduce where possible its operating expenses and plans to continue its program to develop or sell the property it holds for development or resale as well as to reduce the level of its art inventories to enhance current cash flows. CANWEST GLOBAL: CMI Proposes to Conduct Creditors'' Meeting ---------------------------------------------------------- Canwest Global Communications Corp. and the other applicants and partnerships -- the CMI Entities -- seek permission from the Ontario Superior Court of Justice to hold a meeting of their creditors. The purpose of the meeting is to consider and vote on a resolution approving a plan of compromise or arrangement, which is based on a deal between Canwest Global and Shaw Communications Inc. Shaw Communications earlier agreed to acquire 100% of the over- the-air and specialty television businesses of Canwest Global for about C$2 billion. These include all of the equity interests in CW Investments Co., the Canwest subsidiary that owns the specialty television channels. Prior to the creditors meeting, the CMI Entities will implement a process for the conduct of the meeting, which include classification of creditors, voting in person or by proxy, the call for a vote on the resolution to approve the plan, the required majority and the effect of the vote, among other things. The implementation of the process is subject to the Canadian Court's approval. In connection with the creditors meeting, the CMI Entities also ask the Canadian Court to accept the filing of the plan of compromise or arrangement with the creditors, and to approve the documents that were executed in connection with the Canwest-Shaw deal. Canwest Global is expected to get a sanction order on the plan from the Canadian Court by no later than August 27, 2010. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- an international media company, is Canada's largest media company. In addition to owning the Global Television Network, Canwest is Canada's largest publisher of English language daily newspapers and owns, operates and holds substantial interests in conventional television, out-of-home advertising, specialty cable channels, web sites and radio stations and networks in Canada, New Zealand, Australia, Turkey, Indonesia, Singapore, the United Kingdom and the United States. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CANWEST GLOBAL: CMI's CCAA Stay Period Extended to September 8 -------------------------------------------------------------- Canwest Global Communications Corp. and the other applicants and partnerships -- the CMI Entities -- sought and obtained from Honorable Madam Justice Sarah E. Pepall of the Ontario Superior Court of Justice an order extending the stay provided under the Companies' Creditors Arrangement Act to September 8, 2010. Lyndon Barnes, Esq., at Osler Hoskin & Harcourp LLP, in Toronto, Ontario, said the extension will allow the CMI Entities to continue to work towards the implementation of a plan of arrangement or compromise based on a recapitalization transaction with the ad hoc committee of noteholders and Shaw Communications Inc., and to deal with the remaining claims of creditors. In its initial order issued last year, the Canadian Court provided a 30-day stay period which it has extended on several occasions, most recently to June 15, 2010. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- an international media company, is Canada's largest media company. In addition to owning the Global Television Network, Canwest is Canada's largest publisher of English language daily newspapers and owns, operates and holds substantial interests in conventional television, out-of-home advertising, specialty cable channels, web sites and radio stations and networks in Canada, New Zealand, Australia, Turkey, Indonesia, Singapore, the United Kingdom and the United States. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CANWEST GLOBAL: CMI Seeks Approval of FTI, Stikeman Fees -------------------------------------------------------- Canwest Global Communications Corp. and the other applicants and partnerships -- the CMI Entities -- sought and obtained an order from the Ontario Superior Court of Justice approving the proposed fees and reimbursement of expenses of FTI Consulting Canada Inc. and Stikeman Elliott LLP. FTI has proposed payment of $2,539,909 for its fees, $32,840 for expenses, and $131,539 for goods and services tax for the period January 1 to May 23, 2010. Meanwhile, Stikeman has requested payment of $1,287,961 for its fees, $83,579 for its expenses and $68,563 for goods and services tax for the period January 1 to May 14, 2010. FTI is the firm appointed by the Canadian Court to monitor the CMI Entities' assets while Stikeman serves as the firm's legal counsel. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- an international media company, is Canada's largest media company. In addition to owning the Global Television Network, Canwest is Canada's largest publisher of English language daily newspapers and owns, operates and holds substantial interests in conventional television, out-of-home advertising, specialty cable channels, web sites and radio stations and networks in Canada, New Zealand, Australia, Turkey, Indonesia, Singapore, the United Kingdom and the United States. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CANWEST GLOBAL: Wins Nod to Complete Transition Agreement --------------------------------------------------------- Canwest Global Communications Corp. and the other applicants and partnerships -- the CMI Entities -- sought and obtained court approval of a deal that would authorize them to take additional steps in furtherance of their Transition and Services Agreement dated October 26, 2009. Canwest Global hammered out the deal with Canwest Media Inc., Canwest Television Limited Partnership, The National Post Company, Canwest Limited Partnership, Canwest Publishing Inc./Publications Canwest Inc. and National Post Inc., to address these issues: (1) the assignment of contracts from the CMI Entities to Canwest Publishing; (2) the realignment of intellectual property including trademarks and domain names; (3) the realignment of certain computer hardware owned by CTLP and used by Canwest Limited Partnership; (4) the joint ownership of certain proprietary software; (5) the extension of some shared services arrangements set out in the new Shared Services Agreement; (6) the termination of some pension arid benefit plan participation arrangements as a result of the transfer or realignment of some misaligned pension and benefit plan participants into pension and benefit plans sponsored by their employer; (7) the obligations of CMI with respect to the transfer of certain real estate held by CMI as nominee for Canwest Publishing and entry into formal subleases with respect to shared premises; (8) entry into new inter-company agreements; and (9) the assumption of case management responsibility by the National Post for the conduct of litigation matters insured by policies of insurance maintained for the benefit of The National Post Company and its employees in which they are the defendants. The deal is formalized in a 37-page agreement known as the Omnibus Transition and Services Agreement, a copy of which is available for free at: http://bankrupt.com/misc/Canwest_OTRAgreement.pdf Canwest Publishing Inc./Publications Canwest Inc., Canwest Books Inc., Canwest (Canada) Inc., and Canwest Limited Partnership/Canwest Societe en Commandite -- the LP Entities -- also filed with the Ontario Superior Court of Justice a similar motion in their own proceedings under the Companies' Creditors Arrangement Act. The Canadian Court has not yet issued a ruling on the motion. Lyndon Barnes, Esq., at Osler Hoskin & Harcourp LLP, in Toronto, Ontario, said the steps being addressed in the Omnibus Transition and Reorganization Agreement aim for the final separation of Canwest Global's and Canwest Limited's business so that each can function as an autonomous business enterprise. In its monitor reports, FTI Consulting Canada Inc., the firm appointed to monitor the assets of the CMI Entities and the LP Entities expressed support for the approval of the Omnibus Transition and Services Agreement. About Canwest Global Canwest Global Communications Corp. (TSX: CGS and CGS.A) -- http://www.canwest.com/-- an international media company, is Canada's largest media company. In addition to owning the Global Television Network, Canwest is Canada's largest publisher of English language daily newspapers and owns, operates and holds substantial interests in conventional television, out-of-home advertising, specialty cable channels, web sites and radio stations and networks in Canada, New Zealand, Australia, Turkey, Indonesia, Singapore, the United Kingdom and the United States. On October 6, 2009, Canwest Global, Canwest Media Inc., Canwest Television Limited Partnership (including Global Television, MovieTime, DejaView and Fox Sports World), The National Post Company and certain subsidiaries voluntarily entered into, and successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) commencing proceedings under the Companies' Creditors Arrangement Act. The CMI Entities' commencement of these proceedings was undertaken in furtherance of a proposed recapitalization transaction that is supported by over 70% of holders of the 8% senior subordinated notes issued by CMI. On the same day, FTI Consulting Canada Inc., the Court-appointed Monitor in the CCAA proceedings, sought protection in the United States Bankruptcy Court under Chapter 15 of the United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 09-15994) for certain of the entities involved in Canwest's television business that filed for protection under the CCAA, including Canwest, Canwest Media Inc. and Canwest Global Broadcasting Inc./Radiodiffusion Canwest Global Inc. Judge Stuart M. Bernstein presides over the Chapter 15 cases. Evan D. Flaschen, Esq., at Bracewell & Giuliani LLP, in Hartford, Connecticut, serves as Chapter 15 Petitioner's counsel. The Chapter 15 Debtors disclosed estimated assets of $500 million to $1 billion and estimated debts of $50 million to $100 million. In a regulatory filing with the U.S. Securities and Exchange Commission, Canwest Media disclosed C$4,847,020,000 in total assets and C$5,826,522,000 in total liabilities at May 31, 2009. Bankruptcy Creditors' Service, Inc., publishes Canwest Bankruptcy News. The newsletter tracks the CCAA proceedings and Chapter 15 proceedings undertaken by Canwest Global Communications Corp. and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). CATHOLIC CHURCH: Creditors Wants Diocese in Civil Contempt ---------------------------------------------------------- Creditors of the Catholic Diocese of Wilmington Inc. have asked a bankruptcy judge to hold the diocese in civil contempt for violating the automatic stay in its Chapter 11 proceedings by effectively asking the Delaware Supreme Court to rule that 148 sex abuse claims against it are time-barred, according to Bankruptcy Law360. Law360 says the official committee of unsecured creditors, which consists mostly of alleged sex abuse victims, filed a motion Tuesday in the U.S. Bankruptcy Court for the District of Delaware. About the Diocese of Wilmington The Diocese of Wilmington covers Delaware and the Eastern Shore of Maryland and serves about 230,000 Catholics. The Delaware diocese is the seventh Roman Catholic diocese to file for Chapter 11 protection to deal with lawsuits for sexual abuse. Previous filings were by the dioceses in Spokane, Washington; Portland, Oregon; Tucson, Arizona; Davenport, Iowa, Fairbanks, Alaska; and San Diego, California. The bankruptcy filing automatically stayed eight consecutive abuse trials scheduled in Delaware scheduled to begin October 19. There are 131 cases filed against the Diocese, with 30 scheduled for trial. The Diocese filed for Chapter 11 on Oct. 18, 2009 (Bankr. D. Del. Case No. 09-13560). Attorneys at Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Diocese. The Ramaekers Group, LLC is the financial advisor. The petition says assets range $50,000,001 to $100,000,000 while debts are between $100,000,001 to $500,000,000. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). CENTRAL CROSSING: Lender Contributed Capital to Maintain Interest ----------------------------------------------------------------- The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the District of New Jersey will consider at a hearing on July 20, 2010, at 11:00 a.m., the confirmation of Central Crossing Business Park Building II, LLC's Plan of Reorganization. The hearing will be held at Courtroom 3D, Martin Luther King Federal Building, 50 Walnut Street, 3rd Floor, Newark, New Jersey. Objections, if any, are due 10 days prior to the hearing date. According to the Disclosure Statement, the source of funds to achieve consummation of and carry out the Plan will be the cash from the assets and cash on hand and the funding. The amount of indebtedness owed by the Debtor to Harry and Wendy Kantor under a postpetition note, mortgage and security agreement and assignment, will be contributed by the lender as a capital contribution to the Debtor for Harry Kantor to maintain ownership of all interests in the Debtor as of the effective date. Holders of unsecured claims (but excluding the unsecured claims of insiders or affiliates of the Debtor who agreed not to participate in any distributions under the Plan) will receive a pro rata distribution of cash in the amount of $28,000. This is expected to result in a dividend of approximately 93% to holders of allowed unsecured claims. Webster Bank's allowed secured claim will be paid in full over time. The source of cash to pay Webster will come from the Debtor's operation of the real property. Holders of interests will receive no cash distribution on account of the interests in the Debtor, but rather will retain their interests in the Debtor in exchange for the capital contribution. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/CENTRALCROSSINGS_DS.pdf The Debtor is represented by: Kenneth A. Rosen, Esq. Bruce Buechler, Esq. Nicole Stefanelli, Esq. Lowenstein Sandaler PC 65 Livingston Avenue Roseland, New Jersey 07068 Tel: (973) 597-2500 Fax: (973) 597-2400 About Central Crossings Business Park Building II Jersey City, New Jersey-based Central Crossings Business Park Building II, LLC, owns and operates a portion of an industrial business park located at 300 Bordentown-Hedding Road in Bordentown, New Jersey. The Company filed for Chapter 11 bankruptcy protection on February 18, 2010 (Bankr. D. N.J. Case No. 10-14578). Kenneth Rosen, Esq., at Lowenstein Sandler, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. CENTRAL CROSSINGS: Webster Bank Wants Chapter 11 Case Dismissed --------------------------------------------------------------- The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the District of New Jersey will consider at a hearing on May 4, 2010, at 10:00 a.m., secured creditor Webster Bank, N.A.'s motion to dismiss the Chapter 11 case of Crossings Business Park Building II, LLC, or, alternatively, for relief from the automatic stay. The hearing will be held at the U.S. Bankruptcy Court, Martin Luther King, Jr. Federal Building, 50 Walnut Street, Third Floor, Newark, New Jersey. Objections, if any are due 7 days prior to the hearing date. Jersey City, New Jersey-based Central Crossings Business Park Building II, LLC, owns and operates a portion of an industrial business park located at 300 Bordentown-Hedding Road in Bordentown, New Jersey. The Company filed for Chapter 11 bankruptcy protection on February 18, 2010 (Bankr. D. N.J. Case No. 10-14578). Kenneth Rosen, Esq., at Lowenstein Sandler, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. CHRYSLER LLC: Lawmaker Wants Ban on Hiring of Lobbyist ------------------------------------------------------ Eric Morath at Dow Jones Daily Bankruptcy Review reports that U.S. Rep. Darrell Issa is seeking to ban the car companies the U.S. government ushered through bankruptcy last year from lobbying lawmakers. The California Republican was set to introduce a proposal Thursday that would ban General Motors, Chrysler and other companies in which the government holds an ownership stake from hiring lobbying firms. "These companies need to be judicious about how taxpayers' dollars are spent," Issa spokesman Kurt Bardella said Wednesday, according to Dow Jones. "The need to hire someone to lobby a fellow stakeholder is hard to justify." Dow Jones notes Mr. Issa is seeking to use similar standards for the auto makers as apply to government-backed mortgage lenders Fannie Mae and Freddie Mac. 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. Judge Arthur J. Gonzalez signed a written order on April 23, 2010, confirming the modified Second Amended Joint Plan of Liquidation filed by Old Carco LLC, formerly known as Chrysler LLC, and its 24 debtor subsidiaries. CHURCH & DWIGHT: S&P Raises Corporate Credit Rating From 'BB+' -------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Princeton, New Jersey-based Church & Dwight Co. to 'BBB-' from 'BB+'. The outlook is stable. The company's issue-level ratings on its secured bank debt and subordinated notes remain 'BBB' and 'BB+', respectively. S&P withdrew the '1' recovery rating on the secured bank debt and the '3' recovery rating on the subordinated notes, based on S&P's criteria. "The upgrade is based on the company's continued positive operating momentum, strong credit measures, and good cash flow generation," said Standard & Poor's credit analyst Susan Ding. The company has continued to grow its brands and expand its revenues and EBITDA base for the past several years, despite a weak economy and highly competitive retail environment. Church & Dwight has also successfully integrated past acquisitions and subsequently grown its acquired brands, expanding into new product categories and also growing internationally. While S&P believes the company will continue its growth strategy via acquisitions, S&P expects debt leverage to be managed within the 2.0 to 3.0 x range. The ratings on Princeton, N.J.-based Church & Dwight Co. Inc. incorporate the company's diversified product portfolio and its established consumer brands, including Arm & Hammer, Trojan, OxiClean, First Response, Nair and Orajel; its stable operating performance; good free cash flow generation; and improving credit measures. Its participation in the highly competitive personal care segment of the consumer products industry, its lack of significant international geographic diversity, and its somewhat aggressive acquisition strategy offset the positive factors. Although the company's leading brands (such as Arm & Hammer) are growing, it competes against much larger companies, including Procter & Gamble Co. (AA-/Stable/A-1+) and Colgate-Palmolive Co. (AA-/Stable/A-1+), with much greater resources to promote and market products. With about $2.6 billion of sales, the company is relatively small compared with Procter & Gamble Co. with about $80 billion of sales and Colgate-Palmolive Co. with about $16 billion of sales. Church & Dwight's operations also are less geographically diverse than those of many of its competitors, as about 80% of its sales are in the U.S., compared with less than 30% for Colgate-Palmolive. Nevertheless, Church & Dwight has expanded its product portfolio and diversified its Arm & Hammer brand into new product categories, including liquid detergents, cat litter, and other household cleaning products. Church & Dwight continues to demonstrate improvement in its operating performance and credit measures, despite the weak economy and a difficult retail environment. S&P expects the company will continue to manage leverage at or less than 2x to 3.0x range as part of its growth strategy, even if margins declined 150 basis points and revenues were flat for fiscal 2010. Given the current challenging economic environment and S&P's expectation that the company will likely continue making acquisitions, it is unlikely S&P would raise the rating over the next 12-18 months. S&P would consider lowering the ratings if the company materially changes its financial policy and leverage increases above the mid-3x area, and if the company encounters operating pressures and margins deteriorate meaningfully. CIENA CAPITAL: Has Deal with Lender, Creditors Panel ---------------------------------------------------- Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports that Ciena Capital LLC is seeking bankruptcy-court approval of a compromise that protects the majority of its lender's $327 million secured claim but promises unsecured creditors a payout of nearly $16 million. In exchange for the payout, the official committee representing Ciena's unsecured creditors has agreed to drop a lawsuit challenging the liens securing the claims of Ciena's lender, Ares Capital Corp. The unsecured creditors and the U.S. Small Business Administration, which backed the loans that Ciena originated and serviced, filed the lawsuit last year. The lawsuit aimed to wipe out the liens securing the $325 million in principal Ciena owed under its pre-bankruptcy loan at the time of its Chapter 11 filing. Ares Capital took the debt into its hands upon its merger with previous debtholder Allied Capital Corp. Under the settlement, Ares would allow Ciena to use its collateral to pay all of its high-ranking creditors in full. The deal would set aside another $15.6 million of Ares's capital for the unsecured creditors of Ciena and its affiliates. Ares would then reduce the amount of its $327 million claim, which covers principal and interest, by the amount of payments it makes to Ciena's creditors. The remaining amount would retain its secured status. If Ciena's collateral weren't sufficient to cover the creditor payments, Ares would make other funds available. Ares and the committee also agreed to vote in favor of and otherwise support Ciena's Chapter 11 plan. Absent the deal, Ares' claim would be reduced to unsecured status. The report notes that unsecured creditors would run the risk of receiving nothing, because Ciena believes the value of its assets is "significantly below" the value of the lender's claim. "The amounts at issue and lack of certainty of a clear, positive outcome with respect to the claims asserted in the committee challenges make the inconvenience and delay attendant to the litigation of the committee challenges an unwarranted and costly distraction from the debtors' efforts at a successful reorganization," Ciena said Wednesday in court papers, according to the report. Dow Jones says the settlement follows another key compromise Ciena struck as it works to exit Chapter 11 protection. The court last week approved a deal under which Ciena will pay $26.3 million so that the SBA and a hedge fund will drop claims against Ciena tied to a fraudulent loan scheme that one of its former executives ran. The U.S. Bankruptcy Court in Manhattan will consider approving the settlement at a June 30 hearing. About Ciena Capital Headquartered in New York City, Ciena Capital LLC -- http://www.cienacapital.com/-- offers commercial real estate finance services including loans and long term investment property financing. The Company and 11 affiliates files for Chapter 11 protection on Sept. 30, 2008 (Bankr. S.D. N.Y. Lead Case No. 08- 13783). Peter S. Partee, Esq., and Andrew Kamensky, Esq., at Hunton & Williams LLP, represent the Debtors as counsel. Mark T. Power, Esq., and Jeffrey Zawadzki, Esq., at Hahn & Hessen LLP, represent the Official Committee of Unsecured Creditors as counsel. When the Debtors filed for protection from their creditors, they listed both assets and debts between $100 million and $500 million. * * * As reported in the Troubled Company Reporter on April 5, 2010, Bankruptcy Law360 reports that Ciena Capital LLC has filed a Chapter 11 reorganization plan that would hand ownership of the company over to its lenders and resolve numerous claims among it, its secured lenders and unsecured creditors, and the federal government. CIRCUIT CITY: Proposes to Abandon Illinois Property --------------------------------------------------- Pursuant to Section 554 of the Bankruptcy Code, Circuit City Stores Inc. and its units seek the court's permission to abandon real property located in Marion, Illinois, and any improvements to, or personal property on it. The Property was an adjacent parcel to a former distribution center. The Debtors have no operations on, and have no other productive use for, the Property. However, the Debtors may be obligated to incur various costs related to the Property, according to Douglas M. Foley, Esq., at McGuireWoods LLP, in Richmond, Virginia. By abandoning the Property at this time, the Debtors will avoid potentially incurring unnecessary administrative charges for a parcel of land that provides no tangible benefit to the Debtors' estates. Moreover, since at or about the time the going-out-of- business sales were commenced, the Debtors, along with their real estate advisor, DJM Realty, LLC, have been marketing the Property. There have been no offers for the Property and DJM does not believe any offers will be forthcoming, Mr. Foley tells the Court. Because the Property provides no value to the Debtors' estates and because there remains no viable possibility other than abandonment of the Property, the Debtors move to abandon the Property. The Debtors believe that abandonment is in the best interests of their estates, creditors, and other parties-in- interest. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has opted to liquidate its 721 stores. It has obtained the Bankruptcy Court's approval to pursue going-out-of- business sales, and sell its store leases. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court- approved auction. Bankruptcy Creditors' Service, Inc., publishes Circuit City Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Circuit City Stores Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). CIRCUIT CITY: Reaches Settlement With LG Electronics ---------------------------------------------------- Circuit City Stores Inc. and LG Electronics USA, Inc., have entered into a settlement agreement, which provides, among other things, that (i) the LG 503(b)(9) Claim will be valued at $5,397,977; (ii) the general unsecured, non-priority portion of Claim No. 1261 will be valued at $14,959,173; (iii) Claim No. 13233 will be valued at $20,878,941; and (iv) Claim No. 8357 will be disallowed in its entirety. The Unpaid Obligations will be valued at $8,130,558 -- the Receivables. In full satisfaction and settlement of the Receivables, it will be netted against (i) the 503(b)(9) Claim, reducing the claim to $0; and (ii) Claim No. 13233, reducing and allowing the claim in the face amount of $18,146,360, as a general unsecured, non-priority claim. Claim No. 1261 will remain and be allowed in the face amount of $14,959,173, as a general, unsecured, non-priority claim. The unsecured claim of Zenith Electronics Corporation, Claim No. 8354, will be valued at and allowed in the face amount of $74,129, as a general unsecured, non-priority claim, which will remain separate and distinct from the Allowed General Unsecured Claims for distribution and all other purposes. LG is the successor-in-interest to the Zenith Unsecured Claim. The LG Agreements will be deemed terminated and rejected as of the effective date of the LG Settlement. All omnibus objections to the LG Claims will be deemed resolved. The Adversary Proceeding and Complaint will be dismissed with prejudice. The parties will also cause the Appeal to be dismissed with prejudice. A full-text copy of the LG Settlement is available at no charge at http://bankrupt.com/misc/CC_SettleStipLG061410.pdf About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has opted to liquidate its 721 stores. It has obtained the Bankruptcy Court's approval to pursue going-out-of- business sales, and sell its store leases. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court- approved auction. Bankruptcy Creditors' Service, Inc., publishes Circuit City Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Circuit City Stores Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). CIRCUIT CITY: Seeks Nod to Pay Administrative Claims ---------------------------------------------------- The status hearing on the confirmation of Circuit City Stores Inc.'s First Amended Joint Plan of Liquidation has been continued to June 16, 2010, at 2:00 p.m. In light of this development, the Debtors, as part of an agreement with the Official Committee of Unsecured Creditors, seek entry of an order authorizing and directing them, prior to confirmation of their Plan, to: (i) pay, as soon as practicable, any administrative claim arising under Section 503(b) of the Bankruptcy Code that has been previously ordered or deemed allowed in the bankruptcy cases, including but not limited to administrative claims that have been allowed pursuant to prior Court order that provide for payment of those claims on the effective date of a plan; and (ii) pay any subsequently allowed administrative claims as soon as practicable after those claims are allowed. To recall, the Debtors and the Creditors' Committee filed their First Amended Joint Plan of Liquidation on September 24, 2009. The Disclosure Statement to the Joint Plan was approved on September 24, 2009. On June 1, 2010, the Creditors' Committee filed its proposed Plan of Liquidation. The Joint Plan and the Committee Plan both provide for the liquidation of the Debtors' remaining assets and distributions to creditors through a liquidating trust. No confirmation hearing has been held with respect to the Joint Plan or the Committee Plan, and neither Plan has been confirmed. The Debtors also ask that the order approving their request provide that, to the extent required, any prior order of the Court or settlement agreement will be deemed modified to permit payment as requested in their current motion. As a result of their liquidation and collection efforts, the Debtors are holding approximately $450,000,000 in cash. Currently, approximately 1,600 administrative claims remain against the Debtors' estates, totaling roughly $285,000,000. Of that amount, 25 administrative claims have been allowed, aggregating approximately $25,000,000, according to Douglas M. Foley, Esq., at McGuireWoods LLP, in Richmond, Virginia. The Debtors, in the exercise of their business judgment, seek to pay allowed administrative claims before any plan confirmation because (i) they have adequate cash to pay the face amount of all remaining administrative claims; (ii) they have reached an agreement with the Creditors' Committee to pay any allowed administrative claims regardless of whether the creditor and the Debtors have previously agreed to some other treatment; and (iii) early payment of administrative claims will not disturb the orderly and equal distribution of the Debtors' assets to creditors. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for reorganization relief under Chapter 11 of the Bankruptcy Code on November 10 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has opted to liquidate its 721 stores. It has obtained the Bankruptcy Court's approval to pursue going-out-of- business sales, and sell its store leases. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court- approved auction. Bankruptcy Creditors' Service, Inc., publishes Circuit City Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Circuit City Stores Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). CITIGROUP INC: Halts Foreclosures in Oil Spill-Hit Areas -------------------------------------------------------- Dow Jones Newswires' Matthias Rieker reports that Citigroup Inc. is halting certain foreclosures in the areas affected by the oil spill in the Gulf of Mexico. Citi announced a three-month suspension of foreclosure sales and notifications, as well as evictions on possessed properties for qualifying borrowers in the Gulf region with first mortgages held by CitiMortgage. The suspension is effective from June 17 through September 17. Citi expects about 1,000 borrowers to participate initially, but that number might climb. Dow Jones adds that, for now, only mortgages within about 25 miles of affected coastal areas that the bank holds on its balance sheet qualify, rather than all mortgages that CitiMortgage services. Many loans Citi services were sold to investors. According to Dow Jones, Sanjiv Das, chief executive of CitiMortgage, said he gave the owners of such mortgages heads-up about the suspension program, but has not yet approached them about expanding it to include mortgages Citi does not own. 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. CITY CAPITAL: Spector & Assoc. Raises Going Concern Doubt --------------------------------------------------------- Spector & Associates LLP expressed substantial doubt against City Capital Corporation's ability as a going concern. The firm reported that the Company has recurring losses, substantial accumulated deficit and negative cash flows from operations. The company's balance sheet at Dec. 31, 2009, showed $2,997,088 in total assets and $9,820,316 in total liabilities, for a total stockholders' deficit of $6,674,519. The company reported a net loss of $6,681,612 on $2,790,736 of total revenues for the year ended Dec. 31, 2009, compared with a net loss of $2,602,457 on $233,003 of total revenues during the same period a year ago. A full-text copy of the Company's Form 10-K is available for free at http://ResearchArchives.com/t/s?64fc About City Capital Franklin, Tenn.-based City Capital is a professional management and diversified holding company engaged in leveraging investments, holdings and other assets to build value for investors and shareholders. CLINICAL DATA: Deloitte & Touche Raises Going Concern Doubt ----------------------------------------------------------- Clinical Data, Inc., filed on June 14, 2010, its annual report on Form 10-K for the year ended March 31, 2010. Deloitte & Touche LLP, in Boston, Massachusetts, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of Company's accumulated deficit, recurring losses and cash used in operations and the expectation that the Company will continue to incur operating losses in the future. The Company reported a net loss of $88.5 million on $13.1 million of revenue for the year ended March 31, 2010, compared with a net loss of $132.4 million on $10.4 million of revenue for the year ended March 31, 2009. The Company's balance sheet as of March 31, 2010, showed $99.0 million in assets, $95.1 million of liabilities, and $3.9 million of stockholders' equity. A full-text copy of the annual report is available for free at: http://researcharchives.com/t/s?64f7 Headquartered in Newton, Massachusetts, Clinical Data, Inc. (NASDAQ: CLDA) -- http://www.clda.com/-- is focused on the development and commercialization of novel therapeutics, with two lead compounds in the areas of central nervous system and cardiovascular disorders. COASTLINE TERMINALS: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Coastline Terminals of Conn. Parent, Inc, 100 Waterfront Street New Haven, CT 06512 Bankruptcy Case No.: 10-31801 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court District of Connecticut (New Haven) Judge: Lorraine Murphy Weil Debtor's Counsel: Carl T. Gulliver, Esq. Coan Lewendon Gulliver & Miltenberger LL 495 Orange Street New Haven, CT 06511 Tel: (203) 624-4756 Fax: (203) 865-3673 E-mail: cgulliver@coanlewendon.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by David T. Shuda, Jr., company's president. The Debtor did not file its list of largest unsecured creditors when it filed its petition. COLUMBIA CREST: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Columbia Crest Mobile Home Park, LLC P.O. Box 389 Clackamas, OR 97015 Bankruptcy Case No.: 10-35592 Chapter 11 Petition Date: June 15, 2010 Court: U.S. Bankruptcy Court District of Oregon Judge: Randall L. Dunn Debtor's Counsel: Bradley O. Baker, Esq. 15545 Village Park Court Lake Oswego, OR 97034 Tel: (503) 697-0557 E-mail: bradleyo10@msn.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 $2,192,200 while debts total $1,593,646. 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/orb10-35592.pdf The petition was signed by Susan Daniell, managing member. COMPETITIVE TECHNOLOGIES: Posts $739,500 Net Loss in Fiscal Q3 -------------------------------------------------------------- Competitive Technologies, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $739,465 on $530,977 of revenue for the three months ended April 30, 2010, compared with a net loss of $757,096 on $167,177 of revenue for the three months ended April 30, 2009. The Company's balance sheet as of April 30, 2010, showed $2.2 million in assets, $1.5 million of debts, $70,506 of deferred rent, and $656,246 of stockholders' equity. As reported in the Troubled Company Reporter on November 2, 2009, MHM Mahoney Cohen CPAs, in New York, N.Y., expressed substantial doubt about Competitive Technologies, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the year July 31, 2009. The auditors pointed to the Company's operating losses since fiscal year 2006. At current reduced spending levels, the Company may not have sufficient cash flow to fund operating expenses beyond the third quarter of fiscal 2011. A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64f3 Fairfield, Conn.-based Competitive Technologies, Inc. -- http://www.competitivetech.net-- provides distribution, patent and technology transfer, sales and licensing services. The Company earns revenue in two ways, from licensing its clients' and its own technologies to the Company's customer licensees, and in a business model that allows the Company to share in the profits of distribution of finished products. CONTINENTAL AIRLINES: Stockholders Elect All Director Nominees -------------------------------------------------------------- Continental Airlines Inc.'s stockholders elected all nine director nominees to serve as members of the Company's board of directors until the Company's 2011 Annual Meeting of Stockholders: * Kirbyjon H. Caldwell * Carolyn Corvi * Henry L. Meyer III * Oscar Munoz * Laurence E. Simmons * Jeffery A. Smisek * Karen Hastie Williams * Ronald B. Woodard * Charles A. Yamarone About Continental Airlines Houston, Texas-based Continental Airlines (NYSE: CAL) -- http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express and Continental Connection, has more than 2,700 daily departures throughout the Americas, Europe and Asia, serving 132 domestic and 137 international destinations. Continental is a member of Star Alliance, which overall offers more than 21,050 daily flights to 1,167 airports in 181 countries through its 27 member airlines. With more than 40,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with its regional partners, carries approximately 63 million passengers per year. At December 31, 2009, Continental had total assets of $12.781 billion against total current liabilities of $4.389 billion; long-term debt and capital leases of $5.291 billion; deferred income taxes of $203 million; accrued pension liability of $1.248 billion; accrued retiree medical benefits of $216 million; and other liabilities of $844 million. At December 31, 2009, the Company had accumulated deficit of $442 million, accumulated other comprehensive loss of $1.185 billion and stockholders' equity of $590 million. The December 31 balance sheet showed strained liquidity: Continental had total current assets of $4.373 billion against total current liabilities of $4.389 billion. * * * As reported by the Troubled Company Reporter on May 5, 2010, Fitch Ratings has affirmed the Issuer Default Rating for Continental Airlines, Inc., at 'B-' and the senior unsecured rating at 'CC/RR6' following the announcement of the planned merger between CAL and UAL Corp. The Rating Outlook for CAL is Stable. The TCR on May 5, 2010, also said Standard & Poor's Ratings Services placed its 'B' corporate credit rating on Continental Airlines, and S&P's ratings on its secured and unsecured debt, on CreditWatch with negative implications. S&P also placed its ratings on Continental's enhanced equipment trust certificates on CreditWatch with developing implications. Although S&P's recovery ratings on selected Continental unsecured debt are unaffected by the rating action, S&P will review them as well. COOPER-STANDARD: Capital World Investors Reports 15.2% Stake ------------------------------------------------------------ Capital World Investors said in a regulatory filing it is deemed as of May 31, 2010, to be the beneficial owner of 2,770,879 shares or 15.2% of the 18,265,338 shares of Cooper-Standard Holdings Inc. Common Stock believed to be outstanding as a result of CRMC acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. About Cooper-Standard Cooper-Standard Automotive Inc. -- http://www.cooperstandard.com/ -- headquartered in Novi, Michigan, is a leading global automotive supplier specializing in the manufacture and marketing of systems and components for the automotive industry. Products include body sealing systems, fluid handling systems and NVH control systems. The Company is one of the leading suppliers of chassis products in North America, with about 14% of market share. The Company's main custoemrs include Ford Motor Company, General Motors, Chrysler, Audi, Volkswagen, BMW, Fiat and Honda, among other automakers. Cooper-Standard Automotive employs approximately 16,000 people globally with more than 70 facilities throughout the world. Cooper-Standard is a privately held portfolio company of The Cypress Group and Goldman Sachs Capital Partners Funds. Cooper-Standard Holdings Inc., together with affiliates, filed for Chapter 11 on August 4, 2009 (Bankr. D. Del. Case No. 09-12743). Attorneys at Fried, Frank, Harris, Shriver & Jacobson LLP and Richards, Layton & Finger, P.A., will serve as bankruptcy counsel to the Debtors. Lazard Freres & Co. is serving as investment banker while Alvarez & Marsal is financial advisor. Kurtzman Carson Consultants LLC is notice, claims and solicitation agent. In its bankruptcy petition, the Company said that assets on a consolidated basis total $1,733,017,000 while debts total $1,785,039,000 as of March 31, 2009. The Company's Canadian subsidiary, Cooper-Standard Automotive Canada Limited, also sought relief under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Toronto, Ontario, Canada. Cooper-Standard and its debtor-subsidiaries emerged from bankruptcy -- and the Debtors' Second Amended Joint Chapter 11 Plan of Reorganization became effective -- on May 27, 2010. The bankruptcy judge signed a Plan confirmation order on May 12. Under the Plan, the Debtors will pay the Holders of Prepetition Credit Facility Claims and Subsidiary Debtor General Unsecured Claims in full, in Cash, on the Effective Date. The Plan also provides that Holders of Senior Note Claims will be paid in full, in Cash, on the Effective Date, with the exception of the Supporting Senior Note Claims, who have agreed to receive their pro rata share of 4,563,095 shares of New Common Stock in exchange for their Senior Note Claims. In addition, Holders of Senior Subordinated Note Claims, who are impaired and made up the only voting class under the Plan, will receive (i) a direct distribution of 1,742,222 shares of New Common Stock, (ii) New Capital Warrants to purchase an additional 725,926 shares of New Common Stock, and (iii) Rights to purchase 8,623,491 of additional shares of New Common Stock pursuant to the Rights Offering. Holders of Holdings General Unsecured Claims and Old Holdings Equity Interests will not receive a distribution under the Plan and all existing common stock in Holdings will be cancelled. The Debtors will continue to hold all equity interests in their subsidiaries that they held prior to the filing of Chapter 11. On the Effective Date, the Debtors will fund the recoveries to their stakeholders under the Plan with a combination of cash-on- hand and their exit financing. In connection with the Plan, the Debtors have raised $355 million of equity through an equity rights offering and direct equity purchases by certain of the Debtors' existing unsecured noteholders, who have agreed to backstop the Rights Offering pursuant to the terms of that certain Commitment Agreement, dated as of March 19, 2010, by and between the Debtors and the Backstop Parties. The Debtors have also raised proceed from the issuance of $450 million aggregate principal amount of 8-1/2% Senior Notes due 2018 as part of their exit financing through the issuance of new notes. CORUS BANKSHARES: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Corus Bankshares, Inc. 10 S. Riverside Plaza, Suite 1800 Chicago, IL 60606 Bankruptcy Case No.: 10-26881 Chapter 11 Petition Date: June 15, 2010 About the Business: Corus Bankshares, Inc., is a bank holding company. Its lone operating unit, Corus Bank, N.A., closed September 11, 2009, by regulators and the Federal Deposit Insurance Corporation was named receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with MB Financial Bank, National Association, Chicago, Illinois, to assume all of the deposits of Corus Bank. Court: U.S. Bankruptcy Court Northern District of Illinois (Chicago) Judge: Pamela S. Hollis Debtor's Counsel: David R. Seligman, Esq. Kirkland & Ellis LLP 300 North LaSalle Street Chicago, IL 60601 Tel: (312) 862-2000 Ext. 2463 Fax: (312) 862-2200 E-mail: dseligman@kirkland.com Debtor's Restructuring Advisor: Kinetic Advisors Debtor's Auditors & Accountants: Plante & Moran Debtor's Claims Agent: BMC Group Inc. Assets: $314,145,828 as of June 15, 2010 Debts: $532,938,418 as of June 15, 2010 The petition was signed by Randy P. Curtis, chief executive officer. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ U.S. Bank National Association, Subordinated $53,562,559 Corporate Trust Division - 3rd Flr Debentures 1 Federal Street Boston, MA 02110 Wilmington Trust Company Subordinated $52,957,407 Corporate Capital Markets Debentures 1100 North Market Street Wilmington, DE 19890-1615 U.S. Bank National Association, Subordinated $48,290,811 Corporate Trust Division - 3rd Flr Debentures 1 Federal Street Boston, MA 02110 The Bank of New York, Subordinated $32,155,742 101 Barclay Street - Debentures 8W/Corporate Finance New York, NY 10286 U.S. Bank National Association Subordinated $29,550,941 Corporate Trust Division - 3rd Flr Debentures 1 Federal Street Boston, MA 02110 The Bank of New York, Subordinated $26,588,050 101 Barclay Street - Debentures 8W/Corporate Finance New York, NY 10286 The Bank of New York Subordinated $26,278,050 601 Travis Street, 16th Floor Debentures Houston, TX 77057 The Bank of New York Subordinated $26,194,798 601 Travis Street, 16th Floor Debentures Houston, TX 77057 Wells Fargo Delaware Trust Co. Subordinated $26,149,393 919 Market Street, Suite 1600 Debentures Wilmington, DE 19801 Wilmington Trust Company Subordinated $26,111,775 Corporate Capital Markets Debentures 1100 North Market Street Wilmington, DE 19890-1615 LaSalle Bank Subordinated $26,088,753 540 W. Madison Street, Suite 1800 Debentures Chicago, IL 60661 The Bank of New York, Subordinated $21,502,304 101 Barclay Street - Debentures 8W/Corporate Finance New York, NY 10286 Wilmington Trust Company Subordinated $21,136,930 Corporate Capital Markets Debentures 1100 North Market Street Wilmington, DE 19890-1615 Regus Management Group, LLC Contract -- Flora Boemi Contract -- Harry L. Shapiro Contract -- Joel T. Harris Contract -- Marvin Strunk Contract -- Joseph Glickman Contract -- Bloomberg Trade -- DAYTON OAKS: Section 341(a) Meeting Scheduled for July 14 --------------------------------------------------------- The U.S. Trustee for Region 4 will convene a meeting of Dayton Oaks, LLC's creditors on July 14, 2010, at 10:00 a.m. The meeting will be held at 101 W. Lombard Street, Garmatz Courthouse, 2nd Fl., #2650, Baltimore, MD 21201. 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. Clarksville, Maryland-based Dayton Oaks, LLC, filed for Chapter 11 bankruptcy protection on June 7, 2010 (Bankr. D. Md. Case No. 10- 22702). Gary R. Greenblatt, Esq., at Mehlman, Greenblatt & Hare, LLC, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. DAYTON OAKS: Taps Mehlman Greenblatt as Bankruptcy Counsel ---------------------------------------------------------- Dayton Oaks, LLC, has asked for authorization from the U.S. Bankruptcy Court for the District of Maryland to employ Mehlman, Greenblatt & Hare, LLC, as bankruptcy counsel. Mehlman Greenblatt will, among other things, provide these services: (a) consultation with and advice to Debtor as to its powers and duties in the management of its property; (b) response, as necessary, under the circumstances of this case, to any effort of creditors to appoint a trustee in lieu of the Debtor or to rescind the automatic stay of Section 362 of the U.S. Bankruptcy Code as to its property; (c) assistance to the Debtor in the preparation of those documents required by the Bankruptcy Code, including the schedules and statement of financial affairs; and (d) representation of the Debtor in the formulation and negotiation of a plan of reorganization, including the drafting and filing of the plan of reorganization and any amended or modified plans of reorganization as may be required, and including attendance at and management of the confirmation hearing. The Debtor wants to employ Mehlman Greenblatt under a general retainer of $25,000, to be held in escrow because of the extensive legal services anticipated. Gary R. Greenblatt, a member at Mehlman Greenblatt, assures the Court that the firm is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code. Clarksville, Maryland-based Dayton Oaks, LLC, filed for Chapter 11 bankruptcy protection on June 7, 2010 (Bankr. D. Md. Case No. 10- 22702). The Company estimated its assets and debts at $10,000,001 to $50,000,000. DELPHI CORP: Delphi Automotive Appoints Kevin Clark as CFO ---------------------------------------------------------- Delphi Automotive LLP named Kevin Clark as the company's chief financial officer, effective July 12, 2010, according to a public statement dated June 15, 2010. "Kevin brings outstanding expertise to Delphi," said Rodney O'Neal, CEO and president. "He has a broad range of experience in senior financial management positions with global public companies both in and outside of the automotive industry, and brings extensive experience in the equity and debt capital markets. We welcome him to our leadership team and look forward to his contributions to Delphi." Mr. Clark, 48, was most recently a founding partner of Liberty Lane Partners, LLC, a private-equity investment firm focused on building and improving middle-market companies. Prior to Liberty Lane, Clark served as the chief financial officer of Fisher Scientific International Inc., a manufacturer, distributor and service provider to the global healthcare market. Mr. Clark served as Fisher-Scientific's CFO from the company's initial public offering in 2001 through the completion of its merger with Thermo Electron Corporation in 2006. Prior to becoming CFO, Mr. Clark served as Fisher-Scientific's corporate controller and treasurer. Earlier in his career, Mr. Clark held several treasury management positions at Federal Mogul Corporation. He began his career in the financial organization of Chrysler Corporation. Mr. Clark is a graduate of Michigan State University, where he earned a bachelor's degree in financial administration in 1984 and an MBA in Finance in 1986. Keith Stipp, who has served as acting CFO, remains treasurer of the company. About Delphi Automotive Delphi is a leading global supplier of electronics and other technology for automotive, commercial vehicle and other market segments. Delphi Automotive LLP was created in October 2009 when a group of private investors purchased certain assets from the former Delphi Corporation. Operating major technical centers, manufacturing sites and customer support facilities in 30 countries, Delphi delivers real-world innovations that make products smarter and safer as well as more powerful and efficient. More information regarding the company may be found at www.delphi.com About Delphi Corp. Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ) -- http://www.delphi.com/-- was a global supplier of mobile electronics and transportation systems, including powertrain, safety, steering, thermal, and controls & security systems, electrical/electronic architecture, and in-car entertainment technologies. Delphi had approximately 146,600 employees and operates 150 wholly owned manufacturing sites in 34 countries with sales of $18.1 billion in 2008. The Company filed for Chapter 11 protection on October 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represent the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court confirmed Delphi's plan on January 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On October 6, 2009, Delphi Corp.'s Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will remain responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) DELPHI CORP: Wants Plan Injunction Enforced on L. Ochoa ------------------------------------------------------- DPH Holdings Corp. asks the U.S. Bankruptcy Court for the Southern District of New York to enforce an injunction provision under the Modified First Amended Joint Plan of Reorganization and its related July 30, 2009 confirmation order against Leigh Ochoa. Ms. Ochoa commenced an action against the Reorganized Debtors on November 6, 2009, in the U.S. District Court for the Eastern District of Michigan, Northern Division. She alleged in her complaint that Delphi Corp. improperly terminated her to interfere with her alleged entitlement to long term disability benefits. Ms. Ochoa also asserted damages resulting from the termination of her employment with Delphi, which occurred on August 24, 2009. The Modified Plan and the July 30 Confirmation Order contain a permanent injunction against, among others, the commencement or continuation of any action to recover against any claim against the Reorganized Debtors that arose before the October 6, 2009 Effective Date of the Modified Plan. Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois -- ron.meisler@skadden.com -- asserts that because Ms. Ochoa's claims are based on alleged actions made before the Effective Date of the Modified Plan, the injunction in the July 30 Confirmation Order and the Modified Plan stays her cause of action against the Debtors. By proceeding with the Michigan Action without having filed a motion with the Bankruptcy Court to lift the Plan Injunction, Ms. Ochoa seeks to litigate claims in the District Court that have been discharged, violating the July 30 Confirmation Order and the Modified Plan, he stresses. Mr. Meisler also points out that pursuant to the discharge under the Modified Plan, Ms. Ochoa may only receive a distribution on a claim against the Reorganized Debtors. However, Ms. Ochoa failed to timely file an administrative expense claim on or before the November 5, 2009 Final Administrative Expense Bar Date and thus is barred from asserting any claim that arose on or before the Effective Date against the Reorganized Debtors, he asserts. Mr. Meisler emphasizes that the Reorganized Debtors have already been forced to incur fees and costs in defending the Michigan Action and in bringing the Enforcement Motion. The Reorganized Debtors would suffer direct financial harm because the deductible for the relevant insurance policy Delphi carried at the time is $5,000,000, and any resulting judgment under that amount would result in a claim payable by the Reorganized Debtors, he points out. For those reasons, the Reorganized Debtors should be able to rely on the Modified Plan and the July 30 Confirmation Order and not be compelled to litigate disallowed and discharged claims in the Michigan Action, especially where Ms. Ochoa has not sought relief in the Bankruptcy Court from the Plan Injunction, he stresses. Accordingly, the Reorganized Debtors further ask the Bankruptcy Court to direct Ms. Ochoa to take any action necessary to dismiss the Michigan Action. Judge Drain will consider the Enforcement Motion on June 30, 2010. Objections are due June 23. About Delphi Corp. Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ) -- http://www.delphi.com/-- was a global supplier of mobile electronics and transportation systems, including powertrain, safety, steering, thermal, and controls & security systems, electrical/electronic architecture, and in-car entertainment technologies. Delphi had approximately 146,600 employees and operates 150 wholly owned manufacturing sites in 34 countries with sales of $18.1 billion in 2008. The Company filed for Chapter 11 protection on October 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represent the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court confirmed Delphi's plan on January 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On October 6, 2009, Delphi Corp.'s Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will remain responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) DELPHI CORP: Pension Plan Termination Evidence Moot, Says PBGC -------------------------------------------------------------- The Pension Benefit Guaranty Corporation asserted that Delphi Corp. salaried retirees' report showing that the salaried pension plan need not be terminated is irrelevant because it's based on stale information, Larry Ringler of Tribune Chronicle reports. The PBGC's assertion is in response to the evidence revealed by the Delphi Salaried Retirees Association on June 1, 2010, proving that the termination of the Delphi Salaried Pension Plan in 2009 was unjustified. The DSRA previously submitted as evidence an Adjusted Funding Target Attainment Percentage Certification that showed that the Delphi Salaried Pension Plan liability at October 1, 2008, was nearly $3.5 billion, with assets valued at almost $3 billion. The PBGC said in a filing with the U.S. District Court for the Eastern District of Michigan that any debate over the plan's funding status is a red herring because Delphi's liquidation in 2009 meant there was no company to maintain the Delphi Salaried Pension Plan, Mr. Ringler states. The PBGC stressed that on that date Delphi "fully intended to reorganize in bankruptcy and emerge" as an ongoing business capable of funding the Delphi Salaried Pension Plan, giving the agency no reason to consider taking over the plan, Mr. Ringler notes. But the Delphi Salaried Pension Plan by April 2009 was underfunded by $2.7 billion, the article relates. Delphi was forced by April 21, 2009, to acknowledge it would have to liquidate and end its funding of its pension plans, Mr. Ringler points out. At that point, "termination and trusteeship by the PBGC was the only remaining outcome for the Delphi Salaried Pension Plan," the PBGC said in its filing, Mr. Ringler notes. A PBGC official also disclosed that when the pension insurer terminated Delphi's pension plans, the Delphi Salaried Pension Plan was 48.4% underfunded, with $2.5 billion in assets and $5.2 billion in liabilities, Mr. Ringler says. Termination of the Delphi Salaried Pension Plan eventually led to 30% to 70% cuts in monthly pension payments for many younger retirees, based on the PBGC's calculations of how many years a fund can last if it's no longer getting fresh cash infusions from a sponsoring company, according to the article. Noting that the adjusted funding certification was not included in the PBGC's legal case for termination, the agency said the certification wasn't created until June 30, 2009, about two months after the agency terminated the Delphi Salaried Pension Plan, Mr. Ringler adds. Salaried Retirees Hold Meetings on Pension Matters The DSRA will conduct 90-minute meetings designed for current Delphi salaried employees and former Delphi salaried employees who have not yet elected to receive their Delphi pension from the PBGC, according to a public notice dated June 14, 2010. According to the DSRA, the meetings will be presented around the U.S. in locations with significant populations of current and former Delphi salaried employees. The meetings will cover on topics, including the DSRA legal action against the PBGC, salaried pension impact from the plans transferred to the PBGC, and benefits of the DSRA Voluntary Employee Beneficiary Association. The DSRA also disclosed that: * Active salaried employees who qualified for a Delphi retirement before the PBGC termination of the Salaried Pension Plan can significantly benefit from the DSRA Legal Action. * Active salaried employees hired before January 1, 1988 who did not achieve retirement eligibility before the Salaried Pension Plan termination have some potential for pension improvement. * Active salaried employees hired after January 1, 1988, have limited opportunity for improvement in their pension. The DSRA' volunteers will host the meetings at these dates and places: June 21, 2010 -- Warren, Ohio June 22, 2010 -- Rochester, New York June 22, 2010 -- Dayton, Ohio June 23, 2010 -- Kokomo, Indiana June 23, 2010 -- Warren, Ohio June 24, 2010 -- Troy, Michigan June 24, 2010 -- Sandusky, Ohio June 28, 2010 -- Lockport, New York June 28, 2010 -- Warren, Ohio June 29, 2010 -- Troy, Michigan June 30, 2010 -- Warren, Ohio July 15, 2010 -- Anderson, Indiana July 14, 2010 -- Kokomo, Indiana July 1, 2010 -- Troy, Michigan July 15, 2010 -- Saginaw, Michigan July 20, 2010 -- Saginaw, Michigan July 22, 2010 -- Wyoming, Michigan July 15, 2010 -- El Paso, Texas About Delphi Corp. Based in Troy, Michigan, Delphi Corporation (PINKSHEETS: DPHIQ) -- http://www.delphi.com/-- was a global supplier of mobile electronics and transportation systems, including powertrain, safety, steering, thermal, and controls & security systems, electrical/electronic architecture, and in-car entertainment technologies. Delphi had approximately 146,600 employees and operates 150 wholly owned manufacturing sites in 34 countries with sales of $18.1 billion in 2008. The Company filed for Chapter 11 protection on October 8, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-44481). John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represent the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represent the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000 in total assets and US$23,742,000,000 in total debts. The Court confirmed Delphi's plan on January 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide US$2,550,000,000 in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On October 6, 2009, Delphi Corp.'s Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings will remain responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Bankruptcy Creditors' Service, Inc., publishes Delphi Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Delphi Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) DON PERRY: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------- David Bracken, staff writer of News Observer, reports that Don Perry together with his son, Ryan, filed for bankruptcy under Chapter 11, saying lenders have been foreclosing on Mr. Perry's Perry Builder lots and houses over the past year. DOUBLE EXPOSURE: Show Highlights Extravagance --------------------------------------------- The premiere of "Double Exposure" didn't show celebrity photographers Markus Klinko and Indrani making trips to bankruptcy court, but it did display the extravagance that may have contributed to the Chapter 11 filings of the show's stars, Dow Jones Daily Bankruptcy Beat's Jacqueline Palank writes. According to Ms. Palank, "Bankruptcy Beat caught the first episode of the reality show, which aired Tuesday evening on Bravo. We'd been waiting for the show since January, when it was announced that Klinko and his ex-girlfriend Indrani (full name: Indrani Pal- Chaudhuri) were being tailed by cameras as they flitted from one glamorous photo shoot to the next. Klinko and Indrani have been on our radar since they got caught up in bankruptcy filings last year." As reported by the Troubled Company Reporter on May 11, 2010, Jacqueline Palank at Dow Jones' Daily Bankruptcy Review said Markus Klinko Photography Inc. and Double Exposure Studios LLC have won bankruptcy court approval of a deal with creditor All Points Capital Corp. that ends disputes over unpaid bills. Ms. Palank reported that All Points had filed nearly $494,000 in claims against Markus Klinko and Indrani in their personal bankruptcies as well as the bankruptcies of their photography firms. Dow Jones says the settlement reduces All Points' claim to $122,000, none of which Klinko and Indrani are actually paying themselves. According to the report, Mr. Klinko's mother Hedwig will cover $102,000, while the remaining $20,000 will be covered by their fashion stylist pal -- and reality show castmate -- GK Reid. Indrani had paid $22,000 toward All Points' claims last year; that money will now be made available to her creditors and those of her photography studio, Double Exposure. According to Dow Jones, the photographers heralded the deal as resolving "a substantial hurdle" to their reorganization. About Double Exposure Julia Pal-Chaudhuri is a New York-based celebrity photographer who owns Double Exposure Studio. She and Markus Klinko were formerly a romantic couple and remain business partners. The two have photographed A-listers like Will Smith and Beyonce and shot work for major clients including Nike and Vogue. Julia Pal-Chaudhuri's Double Exposure Studio LLC filed for Chapter 11 bankruptcy protection in August 2009 before the U.S. Bankruptcy Court for the Southern District of New York, blaming it on recession. Double Exposure listed less than $50,000 in assets and $100,000 to $500,000 in debts, which include unpaid taxes, Photo District News reported. About Markus Klinko Markus Klinko is a celebrity photographer. He and fellow photographer Julia Pal-Chaudhuri were formerly a romantic couple and remain business partners. They have photographed A-listers like Will Smith and Beyonce and shot work for major clients including Nike and Vogue. Markus Klinko filed for Chapter 11 bankruptcy protection in August 2009 in the U.S. Bankruptcy Court for the Southern District of New York. Mr. Klinko, according to Photo District News, said that his photography business has $1 million to $10 million in liabilities and less than $50,000 in assets. DREIER LLP: Judge Seeks More Information on Trustee's Deals ----------------------------------------------------------- A judge has requested more information before he signs off on a trustees' master settlement agreement in the bankruptcies of disgraced attorney Marc S. Dreier and his defunct law firm as well as a $9 million settlement with Verition Fund Management LLC and affiliates, Bankruptcy Law360 reports. About Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On December 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier has been charged by the U.S. government for conspiracy, securities fraud and wire fraud before the U.S. District Court for the Southern District of New York (Manhattan) (Case No. 09-cr-00085-JSR). Dreier LLP sought chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, has been retained as counsel. The Debtor listed assets between $100 million and $500 million, and debts between $10 million and $50 million in its filing. Wachovia Bank National Association, Sheila M. Gowan as trustee for Dreier LLP's Chapter 11 Estate, and Steven J. Reisman as post- confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). EAST WEST RESORT: Files Omnibus Claims Objections ------------------------------------------------- East West Resort Development and its affiliates filed their first four omnibus claims objections, netDockets Blog reports. The report relates that the four objections collectively object to 228 of the 424 proofs of claim filed against the Debtors. According to the report, a total of 181 proofs of claim which collectively assert over $148 million are sought to be disallowed. The report relates that an additional 22 claims are sought to be reduced from a total of $5.1 million to approximately $431,000 and 10 claims are sought to be reclassified from secured or priority claims to general unsecured claims (four of those claims are also sought to be reduced by approximately $40,000). The remaining 15 proofs of claim are only sought to be modified to change the debtor against which the claims are asserted, the report notes. About East West Resort Avon, Colorado-based East West Resort Development V, L.P., L.L.L.P., is a limited partnership between Crescent Resort Development, Inc., and long-standing developer East West Partners, Inc., that was formed to develop residential and commercial real estate projects on and around the Northstar at Tahoe Resort in Lake Tahoe, California. East West Resort filed for Chapter 11 bankruptcy protection on February 16, 2010 (Bankr. D. Del. Case No. 10-10452), estimating its assets and debts at $100,000,001 to $500,000,000. The Company's affiliates -- Tahoe Club Company, LLC Tahoe Club Company, LLC; Tahoe Mountain Resorts, LLC; NMP Holdings, LLC; Grays Station, LLC; Old Greenwood, LLC; Old Greenwood Realty, Inc.; Northstar Village Townhomes, LLC; Northstar Big Horn, LLC; Northstar Trailside Townhomes, LLC; Northstar Iron Horse, LLC; and Northstar Mountain Properties, LLC -- filed separate Chapter 11 petitions. Paul, Hastings, Janofsky & Walker LLP serves as bankruptcy counsel. The Debtors' financial advisor is Houlihan Lokey Howard & Zukin Capital, Inc. The Debtors' claims agent is Epiq Bankruptcy Solutions. EIGEN INC: Files Schedules of Assets and Liabilities ---------------------------------------------------- Eigen, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $10,065,957 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $20,188,547 E. Creditors Holding Unsecured Priority Claims $140,505 F. Creditors Holding Unsecured Non-priority Claims $2,003,273 ----------- ----------- TOTAL $10,065,957 $24,476,571* * Corrected: $22,332,325 Grass Valley, California-based Eigen, Inc., a.k.a. Eigen, LLC, develops tools for healthcare professionals. The Company filed for Chapter 11 bankruptcy protection on March 30, 2010 (Bankr. D. Del. Case No. 10-11061). Christopher A. Ward, Esq., at Polsinelli Shughart PC, assists the Company in its restructuring effort. In its petition, the Company estimated its assets and debts at $10,000,001 to $50 million. EPICEPT CORPORATION: Inks Amended Employment Deal With J. Talley ---------------------------------------------------------------- EpiCept Corporation entered in to an Amended and Restated Employment Agreement with John V. Talley, Jr., EpiCept's president and chief executive officer. The Agreement expires on December 31, 2011; provided, however, that the term of the Agreement will thereafter be automatically extended for unlimited additional one-year periods unless, at least three months prior to the then-scheduled date of expiration, either EpiCept or Mr. Talley gives notice that the company or Mr. Talley is electing not to so extend the term of the Agreement. Upon the occurrence of a change in control, the term shall automatically be extended for one additional year from the date of the change in control. The Agreement provides for an annual base salary of $435,000, which shall be reviewed no less frequently than annually for increase in the discretion of the Board of Directors or its compensation committee. Mr. Talley shall also be eligible for an annual incentive award, with a target incentive opportunity equal to 55% of his base salary. In the event of termination of Mr. Talley's employment under the Agreement: -- Termination Without Cause. If Mr. Talley is terminated without cause, he is entitled to receive payments equal to: * a lump-sum payment equal to one and one-half (1.5) times his base salary provided, however, that in the case of a termination resulting from the expiration of the Agreement pursuant to a notice of non-extension from EpiCept, the amount shall equal one and one-quarter (1.25) times his base salary; * each stock option that was granted prior to the effective date and is outstanding as of the termination date shall (A) become fully vested as of the termination date, (B) become exercisable as of the termination date with respect to fifty percent (50%) of any securities and other property subject to it for which it is not then exercisable, (C) become exercisable with respect to the remainder of any such securities and other property ratably and monthly over the two years immediately following the termination date, and (D) remain exercisable, for all securities and other property for which it is or becomes exercisable, through at least the later of the ninetieth (90th) day following the date upon which such stock option becomes fully exercisable and the first anniversary of the termination date, but in no event beyond its maximum stated term; * each stock option that is granted on or after the effective date and is outstanding as of the termination date shall be fully vested and exercisable, as of the termination date, to the extent that it is then scheduled to become vested or exercisable within eighteen months following the termination date, and shall remain exercisable through the first anniversary of the termination date; * each time-vested equity award that is outstanding as of the termination date shall vest, and become non-forfeitable, as of the termination date to the extent that it is then scheduled to become vested within eighteen months following termination date; * each performance-vesting equity award that is outstanding as of the termination date shall become vested, and non- forfeitable, to the extent that the applicable performance vesting criteria are achieved within eighteen months following the termination date; and * continued participation, for 18 months immediately following the termination date, in all employee welfare benefit plans, programs and arrangements, on terms and conditions that are no less favorable to him than those applied immediately prior to the termination date, and with COBRA benefits commencing thereafter; provided, however, that in the case of a termination due to expiration of the term pursuant to notice of non-extension from the company, the continuation period shall be 12 months rather than 18 months. -- Termination in Connection With a Change in Control. If Mr. Talley is terminated within six months prior to, or within one year and a day following, a change in control, he is entitled to: * a lump sum payment equal to two times the sum of (x) his base salary and (y) the greater of (I) his target for the year in which the termination occurs and (II) the annual incentive award awarded to him for the most recently completed calendar year; * have each outstanding stock option become fully vested and exercisable as of the termination date and remain exercisable through the first anniversary of the termination date, but in no event beyond its maximum stated term; * have each other equity-based award become fully vested, and non-forfeitable, as of the termination date; and * continued participation, for 24 months immediately following the termination date, in all employee welfare benefit plans, programs and arrangements, in which he was participating immediately prior to the Termination Date, on terms and conditions that are no less favorable to him than those applied immediately prior to the termination date, and with COBRA benefits commencing thereafter. A full-text copy of the Employment Agreement is available for free at http://ResearchArchives.com/t/s?64f8 About EpiCept Tarrytown, N.Y.-based EpiCept Corporation is a specialty pharmaceutical company focused on the clinical development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), which when used concomitantly with low-dose interleukin-2 is intended as remission maintenance therapy in the treatment of acute myeloid leukemia, or AML, for adult patients who are in their first complete remission. Following EpiCept's 2009 results, Deloitte & Touche LLP in Parsippany, New Jersey, expressed substantial doubt against Epicept's ability as a going concern. The firm noted that the Company has recurring losses from operations and stockholders' deficit. ERICKSON RETIREMENT: Amends Motion for Tax Liability Determination ------------------------------------------------------------------ Erickson Retirement Communities LLC and its debtor affiliates filed with the U.S. Bankruptcy Court for the Northern District of Texas an amended motion seeking determination of tax liability. According to Vincent P. Slusher, Esq., at DLA Piper LLP, in Dallas, Texas, the Amended Tax Liability Motion seeks relief on the same grounds as the Debtors' Original Motion filed on April 2, 2010, save for the inclusion of amended Exhibits "A" and "B." The Amended Exhibit A is a list of local tax authorities or "LTAs" that filed ad valorem tax claims on a number of the Reorganized Debtors' assets, consisting of both personal and real property of the Reorganized Debtors. The Amended Exhibit B contains a list of claims relating to properties (i) that the Debtors plan on taking title to, and (ii) that have tax balances presently due and forthcoming. Full-text copies of the amended summaries of the Claims against the Owned and Pending Properties -- the Taxed Properties -- are available for free at: http://bankrupt.com/misc/ERC_AmOwnedPropClaims.pdf http://bankrupt.com/misc/ERC_AmPendingPropClaims.pdf The Reorganized Debtors maintain that the LTAs' valuations and the related taxes far exceed the fair market values of the Owned and Pending Properties. By the Amended Tax Motion, the Reorganized Debtors ask Judge Jernigan to: (a) determine the fair market values of "Taxed Properties" based on the $365 million sale price and allocation of the Debtors' assets sold to Redwood-ERC Senior Living Holdings LLC; and (b) adjust their tax liabilities with respect to those properties. Under the Amended Tax Motion, the Reorganized Debtors removed certain LTAs from the scope of the Amended Tax Motion. This change is without prejudice to the Reorganized Debtors' right to seek relief, at a later date, as to the claims of those LTAs that have been removed, Mr. Slusher tells the Court. Moreover, Johnson County, Kansas; Douglas County and the County of Loudoun, Virginia have filed applications seeking payment of administrative expense claims, Mr. Slusher notes. Mr. Slusher discloses that the Reorganized Debtors and certain LTAs are working towards a resolution of the Debtors' objections raised and the relief sought in the Original Tax Motion and the related Tax Applications regarding to the valuations of the Debtors' properties and the applicable taxes. The Debtors believe that some or all of the issues raised in the Amended Tax Motion and Tax Applications may be resolved without adjudication by the Court. At the Reorganized Debtors' behest, the Court continues the hearing on the Amended Tax Motion and the Tax Applications from June 3, 2010 to June 29, 2010. Objections to the Amended Tax Motion and Tax Applications are due no later than June 18. In a related development, Johnson County, Kansas, joins in the request of the Douglas County Treasurer to bifurcate the claim objection hearing. Douglas County previously asked Judge Jernigan to bifurcate the hearing on the Tax Motion into separate hearings on: (1) the legal issues raised in the Tax Determination Motion, namely: whether the Bankruptcy Court has jurisdiction under Section 505(a)(2)(A) of the Bankruptcy Code to adjudicate the portions of Douglas County's claims that were adjudicated in a state administrative tribunal prepetition; whether the Bankruptcy Court should exercise its discretion under Section 505(a)(1) to adjudicate the balance of Douglas County's Claims; and whether the price that Redwood paid for the Debtors' assets is dispositive of their value for ad valorem property tax purposes under Colorado ad valorem property tax statutory and case law; and (2) the valuation of the Debtors' Colorado properties under Colorado ad valorem property tax law. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas confirmed Erickson's Plan of Reorganization on April 16, 2010. The confirmed Chapter 11 Plan is premised on the $365 million sale of substantially all of the Erickson Retirement assets to Redwood Capital Investments LLC and its affiliates. The Plan became effective effective on April 30, 2010. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERICKSON RETIREMENT: Plan Injunction Modified for Sherman --------------------------------------------------------- Before the Petition Date, Erickson Construction, LLC, acted as an original contractor to Lincolnshire Campus, LLC, to provide general contracting services in connection with the construction and improvement for and upon premises owned by Lincolnshire known as Renaissance Gardens at Sedgebrook, located at 20 Riverside Road, in Lincolnshire, Illinois. Sherman Mechanical, Inc., Service Drywall & Decorating, Inc., and Superior Truss & Panel, Inc., each entered into an agreement with Erickson Construction or one of its subcontractors, whereby the suppliers agreed to provide labor and materials in connection with the construction work at the Riverside Road Premises. Sherman Mechanical, et al., assert that they are owed sums for the labor and materials they furnished at the Riverside Road Premises. In order to protect their rights, the Lincolnshire Lien Claimants recorded mechanic's liens and now wish to foreclose on those mechanic's liens. To enforce their lien rights, the Lincolnshire Lien Claimants filed a lawsuit in the Circuit Court of the Nineteenth Judicial Circuit, Lake County, Illinois. As previously reported, the Reorganized Debtors and non-debtor affiliates Lincolnshire Campus, and Naperville Campus entered into a stipulation modifying the injunction under the Fourth Amended Joint Plan of Reorganization solely to permit certain parties to pursue their liens on the properties of the Two Campuses. Against this backdrop, the Lincolnshire Lien Claimants and the Reorganized Debtors entered into another stipulation whereby: (1) The Plan Injunction is modified solely to permit the Lincolnshire Lien Claimants to enforce their State Court Mechanic's lien rights and remedies, if any, against the Riverside Premises in the Illinois Action. Under the Illinois Action, the Lincolnshire Lien Claimants will be entitled to (1) include Erickson Construction as a party- defendant, (2) initiate and obtain discovery from Erickson Construction, and (3) do everything reasonably necessary to establish their lien claims against the Premises and obtain a judgment foreclosing their liens, including obtaining the necessary factual findings and legal determinations on the Lincolnshire Lien Claimants' claims against Erickson Construction; and (2) The Lincolnshire Lien Claimants will not seek any recovery from Erickson Construction in the Illinois Action and will not seek entry of any in personam judgment against Erickson Construction in the Illinois Action. U.S. Bank National Association, as indenture trustee for $137,145,000 Illinois Finance Authority Revenue Bonds Series 2007A and Series 2007B, reserves its rights in the U.S. Bankruptcy Court for the Northern District of Texas or any other court or forum with respect to the substantive claims asserted in the Parties' Stipulation, including without limitation the validity and priority of liens, if any, the Lincolnshire Lien Claimants may seek to establish. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas confirmed Erickson's Plan of Reorganization on April 16, 2010. The confirmed Chapter 11 Plan is premised on the $365 million sale of substantially all of the Erickson Retirement assets to Redwood Capital Investments LLC and its affiliates. The Plan became effective effective on April 30, 2010. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) ERICKSON RETIREMENT: RPH Asks for Payment of Rejection Damages -------------------------------------------------------------- RPH Industrial, LLC, entered into a lease with Erickson Retirement Communities LLC on a property located at 991 Corporate Boulevard, in Linthicum, Maryland 21090. The Lease terminates on June 30, 2010. RPH Industrial notes that the Reorganized Debtor rejected the Maryland Lease. However, the Debtor has not paid any rent since the Petition Date, RPH complains. RPH says it is owed two months of rent at $57,882 and six months of rent at $59,327, totaling $429,280. Pursuant to the Fourth Amended Joint Plan of Reorganization, parties may file proofs of claims resulting from the rejection of executory contracts and unexpired leases on May 30, 2010, or 30 days after the occurrence of the Plan Effective Date. RPH thus seeks the Reorganized Debtors' payment of its rejection damage claim for $429,280. About Erickson Retirement The Baltimore, Maryland-based Erickson Retirement Communities LLC owns 20 continuing care retirement communities in 11 states. Among Erickson's 20 communities, eight are completed, 11 are open although in construction, and one is in development. They have 23,000 residents in total. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). DLA Piper LLP (US) serves as counsel to the Debtors. BMC Group Inc. serves as claims and notice agent. Houlihan, Lokey, Howard & Zoukin, Inc., is also serving as investment and financial consultant. Alvarez & Marsal is serving as restructuring adviser. As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Liabilities include $195.8 million on the revolving credit, $347.5 million on construction credit, $64 million in accounts payable, $47.8 million in subordinate debt, and $475 million in purchase option deposits. Judge Stacey G.C. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas confirmed Erickson's Plan of Reorganization on April 16, 2010. The confirmed Chapter 11 Plan is premised on the $365 million sale of substantially all of the Erickson Retirement assets to Redwood Capital Investments LLC and its affiliates. The Plan became effective effective on April 30, 2010. Bankruptcy Creditors' Service, Inc., publishes Erickson Retirement Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Erickson Retirement Communities LLC and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) EXTENDED STAY: Creditors Seek to Terminate Reorganization Plan -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Extended Stay, Inc., joined by Starwood Capital Group Global, L.P., filed a motion asking the bankruptcy court to terminate Extended Stay Inc.'s exclusive period to propose and solicit support for a Chapter 11 plan. The Creditors Committee and Starwood say they can propose a competing plan of reorganization which is superior to Extended Stay's proposed Fifth Amended Plan of Reorganization, netDockets Blog reports. According to the report, the Committee/Starwood plan would offer "substantially greater distributions to creditors, including distributions comprised of equity and warrants to creditors currently out of the money under the Debtors' proposed plan, resulting in hundreds of millions of dollars in additional value for the Debtors' estates and their creditors" according to the Committee. The report relates that the motion attaches a term sheet for the potential alternative plan of reorganization and the Committee highlights five elements of the term sheet which it argues render the Committee/Starwood plan "far more compelling than the Debtors' plan": 1. "Reinstatement of the mortgage debt (the "Mortgage Debt") in the principal amount of $4.1 billion (the additional value provided to otherwise disenfranchised creditors at levels L and M of the Mortgage Debt is estimated at $175 million), including amortization payments; 2. A guaranteed 5% of the reorganized entities' equity to the Mezzanine Creditors on the effective date of the Committee/Starwood Plan; 3. A Rights offering to enable the Mezzanine Creditors to purchase up to 20% of the reorganized equity, fully back- stopped by Starwood in the amount of $140 million (the Mezzanine Creditors are currently completely out of the money under the Debtors' plan); 4. Warrants to the Mezzanine Creditors for 20% of the equity in the reorganized entities after the new capital is repaid with a 20% internal rate of return; and 5. Establishment of a litigation trust (the "Litigation Trust"), which will include all viable, non-operations related third party claims and be funded initially by a $15 million loan from the reorganized entities to be repaid solely from the net litigation proceeds." 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). F. ROBERT FRITZKY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: F. Robert Fritzky dba MedMatrx LLC 1100 Moraga Way Suite 105 Moraga, ca 94556 Bankruptcy Case No.: 10-46809 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: Edward D. Jellen Debtor's Counsel: Matthew J. Shier, Esq. Pinnacle Law Group 425 California St. #1800 San Francisco, CA 94104 Tel: (415) 394-5700 E-mail: mshier@pinnaclelawgroup.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-46809.pdf The petition was signed by F. Robert Fritzky. FAIRFIELD SENTRY: Chapter 15 Case Summary ----------------------------------------- Chapter 15 Petitioner: Kenneth Krys Christopher Stride Chapter 15 Debtor: Fairfield Sentry Limited c/o Codan Trustees (B.V.I.) Ltd. Romasco Place Wickhams Cay 1 Road Town, P.O. Box 3140 Tortola VG1110 British Virgin Islands Chapter 15 Case No.: 10-13164 Type of Business: The Debtor is an investment firm which incurred losses due to funds entrusted with Bernard Madoff who admittedly devised the "Ponzi scheme." Chapter 15 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Arthur J. Gonzalez Debtor's Counsel: David Molton, Esq. Brown Rudnick LLP 7 Times Square Times Square Tower New York, NY 10036 Tel: (212) 209-4800 Fax: (212) 209-4801 E-mail: dmolton@brownrudnick.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,001 to $500,000 The Debtor did not file its list of largest unsecured creditors when it filed its petition. Debtor-affiliates filing separate Chapter 15 petition: Entity Case No. Petition Date ------ -------- ------------- Fairfield Sigma Limited 10-13167 6/14/10 Assets: $50,000,001 to $100,000,000 Debts: $0 to $50,000 Fairfield Lambda Limited 10-13168 6/14/10 Assets: $0 to $50,000 Debts: $0 to $50,000 FERNANDO CHONG: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Fernando W. Chong Sikhan Chong 1729 10th street Manhattan Beach, CA 90266 Bankruptcy Case No.: 10-34379 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Ernest M. Robles Debtor's Counsel: Anthony Egbase, Esq. Law Offices of Aanthony O Egbase & Assoc 350 S Figueroa St Ste 189 Los Angeles, CA 90071 Tel: (213) 620-7070 E-mail: info@anthonyegbaselaw.com Scheduled Assets: $1,960,620 Scheduled Debts: $3,359,384 A list of the Company's 9 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-34379.pdf The petition was signed by Fernando W. Chong and Sikhan Chong. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Irvine Brothers, Inc. 10-12014 02/18/10 dba Ws China Bistro FLYING J: Asks Court to Voluntarily Dismiss Units' Ch. 11 Cases --------------------------------------------------------------- Flying J Inc. asked the U.S. Bankruptcy Court for the District of Delaware to voluntarily dismiss the chapter 11 cases of two affiliates -- Longhorn Pipeline Inc. and Longhorn Pipeline Holdings LLC -- effective as of June 16, 2010, when the plan of reorganization proposed for the other jointly-administered debtors becomes effective, netDockets Blog reports. According to the report, the Debtors previously sold the Longhorn Pipeline, a 700-mile common-carrier pipeline running from the Gulf Coast near Houston to El Paso, Texas, and related assets to Magellan Midstream Partners, L.P. The report relates that as a result of that sale, and the distribution of the proceeds of the sale, neither Longhorn Pipeline Inc. nor Longhorn Pipeline Holdings LLC have any remaining assets or creditors (a third Longhorn entity which is not the subject of the motion, Longhorn Partners Pipeline, L.P., does have creditors whose claims are addressed by the proposed plan of reorganization). About Flying J Inc. Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/-- is among the 20 largest private companies in America, with 2007 sales exceeding $16 billion. The fully integrated oil company employs approximately 14,700 people in the U.S. and Canada through its interstate operations, transportation, refining and supply, exploration and production, as well as its financial services and communications, divisions. Flying J and six of its affiliates filed for bankruptcy on December 22, 2008 (Bankr. D. Del. Lead Case No. 08-13384). Flying J sought Chapter 11 protections after a precipitous drop in oil prices and disruption in the credit markets brought to bear significant short-term pressure on the company's liquidity position. Blackstone Advisory Services L.P. is the Debtors' investment banker and financial advisor. Epiq Bankruptcy Solutions LLC is the Debtors' notice, claims and balloting agent. In its formal schedules submitted to the Bankruptcy Court, Flying J listed assets of $1,433,724,226 and debts of $640,958,656. An official committee of unsecured creditors has been appointed in the case. Pachulski Stang Ziehl & Jones LLP has been tapped as counsel for the creditors' panel. FORD MOTOR: State Street Holds 11.7 of Shares --------------------------------------------- State Street Corporation disclosed in a regulatory filing that as of May 31, 2010, it may be deemed to hold 389,651,357 shares -- or roughly 11.7% -- of Ford Motor Co. common stock. As of January 31, 2010, State Street may be deemed to hold 386,380,598 - - or roughly 11.6% -- Ford shares. State Street Bank and Trust Company, as of May 31, 2010, held 277,694,850 Ford shares as trustee for the Ford Defined Contribution Plans Master Trust. State Street Bank also held 60,768,271 Ford shares in various capacities as of May 31, 2010. About Ford Motor Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles across six continents. With about 176,000 employees and about 80 plants worldwide, the company's automotive brands include Ford, Lincoln, Mercury and, until its sale, Volvo. The company provides financial services through Ford Motor Credit Company. The Company's balance sheet at March 31, 2010, showed $191.9 billion in total assets and $197.4 billion total liabilities, for a stockholders' deficit of $5.4 billion. On May 18, 2010, Moody's Investors Service upgraded the ratings of Ford Motor Company and Ford Motor Credit Company. Ratings raised include Ford's Corporate Family Rating and Probability of Default Rating to B1 from B2, secured credit facility to Ba1 from Ba2, senior unsecured debt to B2 from B3, and trust preferred to B3 from Caa1. The rating outlook for Ford and Ford Credit is stable. FPF OAK: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------ Debtor: FPF Oak Trails, L.P. 429 Santa Monica Blvd. Suite 625 Santa Monica, CA 90401 Bankruptcy Case No.: 10-34386 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Vincent P. Zurzolo Debtor's Counsel: Stephen R. Wade, Esq. The Law Offices of Stephen R. Wade 400 N Mountain Ave Ste 214B Upland, CA 91786 Tel: (909) 985-6500 Fax: (909) 985-2865 E-mail: dp@srwadelaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 10 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-34386.pdf The petition was signed by Stephanos J. Collias, company's president. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Franklin Pacific Finance, LLLP 10-30727 05/24/10 FREMONT GENERAL: Bankruptcy Court Amends May 25 Confirmation Order ------------------------------------------------------------------ In a regulatory filing Tuesday, Fremont General Corp., now known as Signature Group Holdings, LLC, disclosed that on June 9, 2010, the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, entered an order amending its May 25, 2010 order confirming Signature Group Holdings, LLC's Chapter 11 Fourth Amended Plan of Reorganization of Fremont General Corporation, dated May 11, 2010. Both the May 25 Order and the Amended Order allow non-material technical modifications to the Signature Plan without further approval or order, and the final confirmed plan is Signature Group Holdings, LLC's Chapter 11 Fourth Amended Plan of Reorganization, Joined by James McIntyre as Co-Plan Proponent, dated June 8, 2010. The summary of the June 8, 2010 Plan and the Amended Order highlighting certain provisions of the June 8, 2010 Plan and the Amended Order does not differ in any material respect from the summary of the May 25 Order and the May 11 Plan. A full-text copy of the June 8, 2010 Plan is available at no charge at http://researcharchives.com/t/s?64f1 A full-text copy of the Amended Order is available at no charge at http://researcharchives.com/t/s?64f2 About Fremont General Based in Santa Monica, California, Fremont General Corp. (OTC: FMNTQ) -- http://www.fremontgeneral.com/-- was a financial services holding company with $8.8 billion in total assets at September 30, 2007. Fremont General ceased being a financial services holding company on July 25, 2008, when its wholly owned bank subsidiary, Fremont Reorganizing Corporation (f/k/a Fremont Investment & Loan) completed the sale of its assets, including all of its 22 branches, and 100% of its $5.2 billion of deposits to CapitalSource Bank. Fremont General filed for Chapter 11 protection on June 18, 2008, (Bankr. C.D. Calif. Case No. 08-13421). Robert W. Jones, Esq., and J. Maxwell Tucker, Esq., at Patton Boggs LLP, Theodore Stolman, Esq., Scott H. Yun, Esq., and Whitman L. Holt, Esq., at Stutman Treister & Glatt, represent the Debtor as counsel. Kurtzman Carson Consultants LLC is the Debtor's noticing agent and claims processor. Lee R. Bogdanoff, Esq., Jonathan S. Shenson, Esq., and Brian M. Metcalf, at Klee, Tuchin, Bogdanoff & Stern LLP, represent the Official Committee of Unsecured Creditors as counsel. Fremont's formal schedules showed $330,036,435 in total assets and $326,560,878 in total debts. FX LUXURY: Vegas Judge Ends Plan Exclusivity -------------------------------------------- Bill Rochelle at Bloomberg News reports that a bankruptcy judge in Las Vegas, Nevada, granted a motion by second-lien lenders and terminated the exclusive right of FX Luxury Las Vegas I LLC to propose a reorganization plan, according to an e-mail from Lenard M. Parkins, one the lawyers from Haynes & Boone LLP in New York representing the junior lenders. The second-lien lenders said in court papers that they intend to propose a plan of their own promising to treat the senior lenders "consistent with bankruptcy law" while providing "some return to non-insider equity holders of the debtor." FX filed a prepackaged reorganization plan along with its Chapter 11 petition on April 21. FX responded to the loss of its exclusivity rights by withdrawing the plan on June 14. Under the withdrawn Plan, the assets would be transferred to the first-lien lenders if there wasn't a cash bid of at least $256 million. Second lien lenders, owed $195 million on principal, and unsecured creditors won't get anything under the Plan. About FX Luxury New York-based FX Luxury Las Vegas I, LLC, fka Metroflag BP, LLC, owns approximately 17.72 contiguous acres of real property located at the southeast corner of Las Vegas Boulevard and Harmon Avenue in Las Vegas, Nevada, which secures mortgage loans in the aggregate principal amount of $454 million as of April 21, 2010. FX Luxury is the remaining Las Vegas subsidiary of FX Real Estate and Entertainment Inc. The Company filed for Chapter 11 bankruptcy protection on April 21, 2010 (Bankr. D. Nev. Case No. 10-17015). Deanna L. Forbush, Esq., at Fox Rothschild, LLP, assists the Company in its restructuring effort as the Company's bankruptcy counsel. Greenberg Traurig, LLP, is the Company's special counsel. Sierra Consulting Group, LLC, is the Company's financial advisor. The Company disclosed $139,636,791 in assets and $492,568,036 in debts at the time of the filing. As reported in the Troubled Company Reporter on May 11, 2010, the Debtor proposed a liquidating Chapter 11 plan that will return nothing to unsecured creditors. As reported in the TCR on June 7, 2010, the Debtor proposed to sell substantially all of its assets, but the Honorable Bruce A. Markell rejected the Debtor's proposed sale procedures. The Debtor's second-lien creditors asked Judge Markell to appoint a Chapter 11 trustee and terminate the Debtor's exclusive periods. GALI SPIRO: Case Summary & 17 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Gali Spiro 31 Harborview Avenue Winthrop, MA 02152 Bankruptcy Case No.: 10-16417 Chapter 11 Petition Date: June 14, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Joan N. Feeney Debtor's Counsel: John F. Sommerstein, Esq. Law Offices of John F. Sommerstein 98 North Washington Street, Suite 104 Boston, MA 02114 Tel: (617) 523-7474 E-mail: jfsommer@conversent.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Debtor's list of 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab10-16417.pdf The petition was signed by the Debtor. GENERAL MOTORS: Lawmaker Wants Ban on Hiring of Lobbyist -------------------------------------------------------- Eric Morath at Dow Jones Daily Bankruptcy Review reports that U.S. Rep. Darrell Issa is seeking to ban the car companies the U.S. government ushered through bankruptcy last year from lobbying lawmakers. The California Republican was set to introduce a proposal Thursday that would ban General Motors, Chrysler and other companies in which the government holds an ownership stake from hiring lobbying firms. "These companies need to be judicious about how taxpayers' dollars are spent," Issa spokesman Kurt Bardella said Wednesday, according to Dow Jones. "The need to hire someone to lobby a fellow stakeholder is hard to justify." Dow Jones notes Mr. Issa is seeking to use similar standards for the auto makers as apply to government-backed mortgage lenders Fannie Mae and Freddie Mac. 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 US$136.021 billion in total assets, total liabilities of US$105.970 billion and preferred stock of US$6.998 billion, and non-controlling interests of US$814 million, resulting in total equity of US$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: To Forego Traditional Summer Shutdowns of 9 Plants ------------------------------------------------------------------ General Motors said most of its U.S. plants will forego traditional summer shutdowns to help meet buyer demand for popular Chevrolet, Buick, GMC, and Cadillac cars, crossovers, and trucks. Nine of the 11 assembly plants will continue to operate during the traditional shut-down period from June 28 to July 9. Most of GM's U.S. stamping and powertrain plants will also work to support assembly operations. The decision is expected to generate up to 56,000 additional vehicles. "This move will help buyers waiting for high-demand products such as the Buick LaCrosse, Chevrolet Traverse, and GMC Acadia," said Mark Reuss, president of GM North America. "Our manufacturing teams are taking creative approaches to increase production and reduce the wait times for our dealers and customers." Historically, the summer shut-down was used by the automakers to complete the annual model changeover. Over the last 20 years, the two-week shut-down evolved, allowing the domestic auto industry to support maintenance operations and enabling employees to use their vacation weeks without interrupting overall productivity. New language in the UAW-GM national agreement allows the company to "flex" when down weeks will be taken. In some circumstances, it will be possible to designate those weeks as mandatory vacation time. In other circumstances, when no downtime is possible due to market demand, the plants can hire temporary employees to provide vacation coverage. The temporary employees receive training in safety and quality to ensure they are capable of supporting production at a high level. "We've added shifts to plants, run significant overtime, and optimized line speeds to get more products to our customers," said Diana Tremblay, GM vice president of Manufacturing and Labor. "Our UAW-GM workforce has contributed to our ability to make these changes while continuing to meet our business targets." 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 US$136.021 billion in total assets, total liabilities of US$105.970 billion and preferred stock of US$6.998 billion, and non-controlling interests of US$814 million, resulting in total equity of US$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) GENTA INC: Stockholders Elect Warrel, 3 Others as Directors ----------------------------------------------------------- Shareholders of Genta Incorporated elected Raymond P. Warrel, Jr., M.D., Christopher P. Parios, Daniel D. Von Hoff, M.D., and Douglas G. Watson, as directors; approved the amended and restatement of the company's 2009 stock incentive plan; and ratified the appointment of Amper Politziner & Mattia LLP as independent registered public accounting firm. About Genta Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB) -- http://www.genta.com/-- is a biopharmaceutical company with a diversified product portfolio that is focused on delivering innovative products for the treatment of patients with cancer. At December 31, 2009, the Company had total assets of $12.229 million against total current liabilities of $10.501 billion and total long-term liabilities of $4.590 million, resulting in stockholders' deficit of $2.862 million. GILBERTO MACHIN: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Gilberto Aponte Machin aka Dr Gilberto Aponte Machin P.O. BOX 11601 San Juan, PR 00922 Bankruptcy Case No.: 10-05193 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Enrique S. Lamoutte Inclan Debtor's Counsel: Victor Gratacos Diaz, Esq. P.O. Box 7571 Caguas, PR 00726 Tel: (787) 746-4772 E-mail: vgratacd@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 $2,716,900 while debts total $1,788,612. A copy of the Debtor's list of 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb10-05193.pdf The petition was signed by the Debtor. GLENN SMITH: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Glenn J. Smith 1005 Electric Avenue Seal Beach, CA 90740 Bankruptcy Case No.: 10-18050 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Robert N. Kwan Debtor's Counsel: Marc C. Forsythe, Esq. 18101 Von Karman Avenue Ste 510 Irvine, CA 92612 Tel: (949) 798-2460 Fax: (949) 955-9437 E-mail: kmurphy@goeforlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Glenn J. Smith. GRAPHIC PACKAGING: Moody's Gives Stable Outlook; Keeps 'B1' Rating ------------------------------------------------------------------ Moody's Investors Service revised Graphic Packaging International, Inc.'s (Graphic Packaging) outlook to stable from negative and upgraded the company's speculative grade liquidity rating to SGL-2 from SGL-3. Moody's also affirmed the B1 corporate family rating and the company's other existing debt ratings -- refer to the list below. The outlook change to stable reflects improved margins and reduced debt levels. Weak demand levels within the paperboard sector are still impacting operating results and may affect pricing, but Moody's believes the company will be able to sustain margin improvements over the rating horizon. Graphic Packaging operates in the more stable food and beverage end markets, thus the company's integrated network, executed synergies and cost reduction plans will allow it to reduce financial leverage over the next twelve to eighteen months in support of the B1 corporate family rating. The B1 corporate family rating captures Graphic Packaging's leading position in folding consumer cartons, coated unbleached kraft paperboard, coated recycled boxboard, and multi-wall bag. In addition to extensive customer relationships, the ratings are supported by continued focus on cost improvements, margin stability and good liquidity. Nonetheless, the ratings reflect Graphic Packaging's high leverage, weak demand trends in the paperboard sector, and exposure to potentially high input costs. The company's highly-leveraged capital structure increases refinancing risk within the credit profile over the intermediate term. Moody's could upgrade the ratings and/or outlook if it is evident that the company sustains EBITDA margins in the mid-teens, RCF-Capex/Debt above 5%, and Debt/EBITDA below 4.5x on an adjusted basis. The ratings may be downgraded should the company face significant price and volume deterioration, persistent negative free cash flow, or a material deterioration in liquidity arrangements. The ratings could also be downgraded if its leverage ratio exceeds 6.0x on an adjusted basis. The upgrade of the company's SGL rating to SGL-2 from SGL-3 indicates a solid liquidity position over the next twelve to fifteen months. Graphic Packaging maintains a $400 million senior secured revolving credit facility that is committed until 2013. At March 31, 2010, aggregate outstanding amounts were $0 million, with availability of approximately $363 million after considering outstanding letters of credit. The company currently has approximately $105 million of cash on the balance sheet with no near term debt maturities. Moody's expects the company to maintain covenant compliance over the near term. Graphic Packaging's senior secured leverage ratio covenant applies to both term loans and revolver. At March 31, 2010, the actual total leverage ratio was 2.89x versus a required ratio of 4.75x. Ratings Upgraded: Issuer: Graphic Packaging International, Inc. -- Speculative Grade Liquidity Rating, SGL-2 from SGL-3 Outlook to stable from negative Ratings Affirmed: Issuer: Graphic Packaging International, Inc. -- Corporate family rating, B1 -- Senior secured bank facilities, Ba3 (LGD3, 38%) -- Senior unsecured notes, B3 (LGD5, 82%) -- Subordinated notes, B3 (LGD6, 93%) Moody's last rating action was on June 1, 2009, when Moody's assigned a B3 rating to Graphic Packaging's $245 million senior notes due 2017. Graphic Packaging International, Inc., located in Marietta, Georgia, is a provider of paperboard packaging solutions. HERON LAKE: Posts $1.5 Million Net Loss in Q2 Ended April 30 ------------------------------------------------------------ Heron Lake BioEnergy, LLC, filed its quarterly report on Form 10-Q, reporting a net loss of $1.5 million on $25.5 million of revenue for the three months ended April 30, 2010, compared with a net loss of $2.8 million on $21.5 million of revenue for the same period ended April 30, 2009. The Company's balance sheet as of April 30, showed $112.0 million in assets, $71.6 million of liabilities, and $40.4 million of members' equity. The Company incurred a loss of approximately $1.5 million and generated cash of approximately $700,000 from operating activities during the three months ended April 30, 2010. For the six months ended April 30, 2010, the Company had net income of approximately $1.1 million and used cash of approximately $762,000 for operating activities. At April 30, 2010, at January 31, 2010, and October 31, 2009, the Company was out of compliance with covenants of its master loan agreement with AgStar Financial Services, PCA. In addition, the Company anticipates that one or more of the covenants will not be met as of October 31, 2010, and April 30, 2011, unless amended. The Company previously reclassified the long-term debt related to this agreement to current liabilities because the Company was not in compliance with the minimum working capital requirement. That reclassification remains as of April 30, 2010, because of the actual and anticipated covenant defaults. If AgStar exercises its right to accelerate the maturity of the debt outstanding under the master loan agreement or the line of credit, the Company will not have adequate available cash to repay the amounts currently outstanding at April 30, 2010. Further, while an event of default exists, the Company is not permitted to borrow additional funds under its line of credit or revolving term note without AgStar's consent. "These factors raise substantial doubt about the Company's ability to continue as a going concern." A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64f5 Heron Lake, Minn.-based Heron Lake BioEnergy, LLC was formed for the purpose of constructing and operating a dry mill corn-based ethanol plant near Heron Lake, Minnesota. The plant has a stated capacity to produce 50 million gallons of denatured fuel grade ethanol and 160,000 tons of dried distillers' grains per year. Production of ethanol and distillers' grains at the plant began in September 2007. HOWE FARM: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Howe Farm Partners, LLC 17818 Statesville Road Cornelius, NC 28031 Bankruptcy Case No.: 10-31697 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Western District of North Carolina (Charlotte) Judge: J. Craig Whitley Debtor's Counsel: John Wesley Moore, Esq. Law Offices of J. Wesley Moore 1100 Metropolitan Avenue, Suite 206 Charlotte, NC 28204 Tel: (704) 898-4938 Fax: (704) 973-9698 E-mail: wes.moore@jwesleymoorelaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 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/ncwb10-31697.pdf The petition was signed by Phil M. Gandy, Jr., manager. INTERNATIONAL BANKING: Administrator Files $720MM Claim vs. Ahab ---------------------------------------------------------------- Oliver Klaus at Zawya Dow Jones Newswires reports that Trowers & Hamlins, the law firm appointed as administrator of The International Banking Corp., said Thursday it filed a $720 million foreign exchange claim against Ahmad Hamad Algosaibi & Brothers, or Ahab, with Saudi Arabia's central bank. The firm said in an e- mailed statement that it filed the claim Wednesday "at the Saudi Arabian Monetary Agency, or Sama, committee in the Kingdom of Saudi Arabia, following referral of the claim by the council of ministers." According to Dow Jones, citing the statement, the claim filed by the law firm forms part of a wider asset realization program being implemented on behalf of the Central Bank of Bahrain and in the interests of Bahrain-based TIBC's creditors. The law firm is working with restructuring firm Zolfo Cooper. TIBC is owned by Ahab, the privately-held Saudi family business that began to face scrutiny by creditors and authorities in May 2009 after it failed to meet some of its debt obligations. TIBC was subsequently placed in administration by the Central Bank of Bahrain, which in turn appointed Trowers & Hamlins as external administrator in August. Ahab is involved in a feud with Saad Group, another financially troubled Saudi family business owned by Maan Al Sanea, which also defaulted on some of its debts in 2009. The groups are locked in a bitter financial dispute that's fought in various jurisdictions including in the U.S. As reported by the Troubled Company Reporter on December 18, 2009, The International Banking Corp., a commercial lender from Bahrain, filed a petition for protection from creditors in the U.S. under Chapter 15 (Bankr. S.D.N.Y. Case No. 09-17318). TIBC is in administration proceedings at home. The bank says in the petition that assets and debt are both more than $1 billion. INTERTAPE POLYMER: Seven Directors Elected by Shareholders ---------------------------------------------------------- A the annual meeting of shareholders of Intertape Polymer Group Inc. held on June 8, the seven nominees proposed by management for directors were elected: * Eric E. Baker * Melbourne F. Yull * Robert Beil * George J. Bunze * Torsten A. Schermer * Jorge N. Quintas * Robert J. Foster Raymond Chabot Grant Thornton LLP were also appointed as auditors. About Intertape Polymer Group Intertape Polymer Group Inc. (TSX:ITP) (NYSE:ITP) develops and manufactures specialized polyolefin plastic and paper based packaging products and complementary packaging systems for industrial and retail use. Headquartered in Montreal, Quebec and Sarasota/Bradenton, Florida, the Company employs approximately 2,100 employees with operations in 17 locations, including 13 manufacturing facilities in North America and one in Europe. * * * As reported by the Troubled Company Reporter on April 6, 2009, Standard & Poor's Ratings Services lowered its ratings, including its corporate credit rating, to 'CCC+' from 'B' on Intertape Polymer Group Inc. and related entities. At the same time, S&P removed the ratings from CreditWatch with negative implications,s where S&P placed them on March 23, 2009. The outlook is negative. IRVINE SENSORS: Seeks to Implement Reverse Stock Split ------------------------------------------------------ The 2010 Annual Meeting of Stockholders of Irvine Sensors Corporation will be held on July 28, 2010, at 1:00 p.m., Pacific Time at the Ayres Hotel, 325 South Bristol Street, Costa Mesa, California, for these purposes: 1. To elect the six directors; 2. To approve granting the Board of Directors the authority to exercise its discretion to amend the Company's Certificate of Incorporation to effect a reverse stock split of the Company's outstanding shares of Common Stock, if necessary to regain compliance with the Nasdaq Capital Market's minimum bid requirement, at any of the following exchange ratios at any time within one year after stockholder approval is obtained, and once approved by the stockholders, the timing of the amendment, if at all, and the specific reverse split ratio to be effected will be determined in the sole discretion of the Board: A. A one-for-two reverse stock split; B. A one-for-three reverse stock split; C. A one-for-four reverse stock split; D. A one-for-five reverse stock split; E. A one-for-six reverse stock split; F. A one-for-seven reverse stock split; G. A one-for-eight reverse stock split; H. A one-for-nine reverse stock split; or I. A one-for-ten reverse stock split; 3. To approve the issuance of up to $50,000,0000 worth of shares of Common Stock or securities convertible into or exercisable for Common Stock, not to exceed 25,000,000 shares, in one or more related private placement transactions occurring on or prior to the date six months after the Annual Meeting, which shares would be issued at a maximum discount to the then fair market value of the Common Stock on the date of issuance of 35%; 4. To approve the issuance of up to 10,000 additional shares of the Company's Series C Convertible Preferred Stock, initially convertible into up to 1,000,000 shares of the Common Stock, to Longview Fund, L.P.; 5. To ratify the appointment of Squar, Milner, Peterson, Miranda & Williamson, LLP as the independent auditors of the Company for the fiscal year ending October 3, 2010; and 6. To transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof. Only stockholders of record at the close of business on June 15, 2010, are entitled to notice of and to vote at the Annual Meeting. A full-text copy of the Company's proxy statement is available at no charge at http://ResearchArchives.com/t/s?6502 About Irvine Sensors Irvine Sensors Corporation -- http://www.irvine-sensors.com/-- headquartered in Costa Mesa, California, is a vision systems company engaged in the development and sale of miniaturized infrared and electro-optical cameras, image processors and stacked chip assemblies and sale of higher level systems incorporating such products and research and development related to high density electronics, miniaturized sensors, optical interconnection technology, high speed network security, image processing and low- power analog and mixed-signal integrated circuits for diverse systems applications. At March 28, 2010, the Company had total assets of $6,184,700 against total liabilities of $13,111,400, and non-controlling interest of $324,400, resulting in stockholders' deficit of $6,926,700. Optex Systems, Inc., a Texas corporation and a wholly owned subsidiary of Irvine Sensors, on September 21, 2009, filed a voluntary petition for relief under Chapter 7 of the United States Bankruptcy Code in the United States Bankruptcy Court in California. JAF ENTERPRISE: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: JAF Enterprise, Inc., a New Jersey Corporation 360 Valley Avenue Hammonton, NJ 08037 Bankruptcy Case No.: 10-28213 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court District of New Jersey (Trenton) Judge: Michael B. Kaplan Debtor's Counsel: Barry W. Frost, Esq. Teich Groh 691 State Highway 33 Trenton, NJ 08619-4407 Tel: (609) 890-1500 E-mail: bfrost@teichgroh.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company says that assets total $305,000 while debts total $2,221,500 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/njb10-28213.pdf The petition was signed by Frederick J. Todd, president. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- 1091 River Avenue, LLC 09-41242 11/19/09 JOE SHIREY: Case Summary & 9 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Joe Wayne Shirey 17575 Hammock Lane Fort Pierce, FL 34987 Bankruptcy Case No.: 10-26818 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Erik P. Kimball Debtor's Counsel: David L. Merrill, Esq. 7777 Glades Rd # 400 Boca Raton, FL 33434 Tel: (561) 477-7800 E-mail: dlmerrill@sbwlawfirm.com Scheduled Assets: $255,778 Scheduled Debts: $2,518,811 A list of the Company's 9 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flsb10-26818.pdf The petition was signed by Joe Wayne Shirey. JOSE FRANCO: Case Summary & 18 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: Jose Manuel Colon Franco aka Cheo Colon Franco fdba Garaje Colon Hijo Ramona Arroyo Ramos aka Monin Arroyo Lake View Estate 4000 Avenue Suite #49 Caguas, PR 00725 Bankruptcy Case No.: 10-05189 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Brian K. Tester Debtor's Counsel: Victor Gratacos Diaz, Esq. P.O. BOX 7571 Caguas, PR 00726 Tel: (787) 746-4772 E-mail: vgratacd@coqui.net Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 According to the schedules, the Debtors say that assets total $11,610,970 while debts total $12,467,127. The petition was signed by the Joint Debtors. Debtor's List of 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Banco Popular -- $7,000,000 P.O. Box 71375 San Juan, PR 00936-2708 BC Properties, Inc. -- $1,525,000 PMB307, P.O. Box 7886 Guaynabo, PR 00970-7886 Felix Cruz -- $300,000 Apartado 5159 Caguas, PR 00726 Eurobank -- $300,000 P.O. Box 191009 San Juan, PR 00919-1009 A&J Collection Agency Commercial Line $27,900 Crim -- $20,000 Crim -- $15,392 Eurobank -- $12,000 Crim -- $7,680 Popular Auto -- $3,000 Carico International Inc -- $2,022 Sears Card -- $1,700 Crim -- $1,494 Crim -- $1,059 Crim -- $803 Crim -- $113 Crim -- $67 Crim -- $62 KIRK TRUCKING: Case Summary & 6 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Kirk Trucking Company, Inc P.O. Box 357 Kermit, WV 25674 Bankruptcy Case No.: 10-20601 Chapter 11 Petition Date: June 15, 2010 Court: U.S. Bankruptcy Court Southern District of West Virginia (Charleston) Judge: Ronald G. Pearson Debtor's Counsel: William W. Pepper, Esq. Pepper and Nason 8 Hale Street Charleston, WV 25301 Tel: (304) 346-0361 Fax: (304) 346-1054 E-mail: tinas@peppernason.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 $5,042,627 while debts total $5,928,288. 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/wvsb10-20601.pdf The petition was signed by Carl Kirk, president. LEHMAN BROTHERS: OK'd to Bid $255M on Office Tower Investment ------------------------------------------------------------- Bankruptcy Law360 reports that a judge has allowed Lehman Brothers Holdings Inc. to offer a bid on $255 million worth of defaulted debt interest in a Manhattan office tower in order to help protect the former investment bank's $437 million existing stake in the building. Judge James M. Peck approved the request Wednesday in the U.S. Bankruptcy Court for the Southern District of New York, cautioning Lehman that it would be entering into an auction, Law360 says. 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: Unit Administrators Seek Creditor Compromise ------------------------------------------------------------- American Bankruptcy Institute reports that Lehman Brothers International (Europe) Ltd.'s administrators attempted to kickstart long-running bankruptcy proceedings by proposing swifter payouts to unsecured creditors if claims are lowered. 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) LEVITT & SONS: Wells Fargo Recoups $65MM From Sale of 7 Projects ---------------------------------------------------------------- Maura Webber Sadovi at The Wall Street Journal reports that the sales of seven stalled Levitt & Sons LLC housing developments in Georgia, Florida, and South Carolina have recouped roughly $65 million of some $122 million in soured loans on the projects held by Wells Fargo & Co., according to Chris Carson, Esq., an attorney for the bank. The Journal reports that Mr. Carson said Wells Fargo realized $65 million in net proceeds on the sales of the properties, including some sales of individual homes, after deducting the costs for operations including constructing some homes and amenities. According to the Journal, Thomas Kirschbraun, a managing director with Jones Lang LaSalle in Chicago, which was hired to market and sell five of the Levitt properties, notes that far-flung locations on the edges of metropolitan areas are faring the worst and those in established urban or suburban locations with some homes ready for sale are fetching better prices. After Levitt's bankruptcy filing, Wells Fargo agreed to fund a $3 million revolving line of credit to help finish building such amenities as clubhouses and sell some completed homes, said Soneet Kapila, the court-appointed chief administrator of the Levitt properties tied to the bank, according to the Journal. About Levitt & Sons Headquartered in Fort Lauderdale, Florida, Levitt and Sons LLC -- http://www.levittandsons.com/-- is the homebuilding subsidiary of Levitt Corporation (NYSE:LEV). Levitt Corp. -- http://www.levittcorporation.com/-- together with its subsidiaries, operates as a homebuilding and real estate development company in the southeastern United States. The company operates in two divisions, homebuilding and land. The homebuilding division primarily develops single and multi-family homes for adults and families in Florida, Georgia, Tennessee, and South Carolina. The land division engages in the development of master-planned communities in Florida and South Carolina. Levitt and Sons LLC and 38 of its homebuilding affiliates filed for Chapter 11 protection on November 9, 2007 (Bankr. S.D. Fla. Lead Case No. 07-19845). Paul Singerman, Esq. and Jordi Guso, Esq., at Berger Singerman, P.A., represented the Debtors in their bankruptcy cases. The Debtors chose AP Services, LLC as their crisis managers, and Kurtzman Carson Consultants, LLC as their claims and noticing agent. Levitt Corp., the parent company, was not included in the bankruptcy filing. Judge Raymond B. Rays confirmed Levitt & Sons' liquidating Chapter 11 plan in February 2009. LIBBEY INC: Amends Prospectus on $150 Million IPO ------------------------------------------------- Libbey Inc. on June 11 filed with the Securities and Exchange Commission an Amendment No. 1 to Form S-3 Registration Statement under the Securities Act of 1933 in connection with its planned offering of securities, which may include: -- debt securities; -- common stock; -- preferred stock; -- warrants to purchase debt securities, common stock, preferred stock or depositary shares; -- rights to purchase common stock or preferred stock; -- securities purchase contracts; -- securities purchase units; and -- depositary shares. Libbey is again delaying the effective date of the registration statement. A full-text copy of Amendment No. 1 is available at no charge at http://ResearchArchives.com/t/s?6501 About Libbey Inc. Based in Toledo, Ohio, since 1888, Libbey, Inc., operates glass tableware manufacturing plants in the United States in Louisiana and Ohio, as well as in Mexico, China, Portugal and the Netherlands. Libbey supplies tabletop products to foodservice, retail, industrial and business-to-business customers in over 100 countries. The Company's balance sheet showed $776.9 million in total assets and $795.2 million in total liabilities, for a $18.2 million stockholders' deficit as of March 31, 2010. * * * According to the Troubled Company Reporter on Feb. 1, 2010, Standard & Poor's Ratings Services said that it affirmed its "B" corporate credit rating on Libbey Inc. The outlook is stable. In November, the TCR reported that Standard & Poor's lowered its corporate credit rating on Libbey Inc. to 'SD' (selective default) from 'B'. The issue-level ratings remained on CreditWatch, where S&P had placed them on June 11, 2009, following S&P's concerns about the difficult operating environment facing Libbey, increased leverage, and its ability to improve credit metrics. In January 2010, Libbey's wholly owned subsidiary Libbey Glass Inc. commenced a cash tender offer to purchase its outstanding $306.0 million aggregate principal amount of Floating Rate Senior Secured Notes due 2011. The Tender Offer is scheduled to expire February 22, 2010. Holders who validly tender (and do not validly withdraw) Notes and deliver their Consents at or prior to the Consent Date will receive total consideration of $1,027.50 per $1,000 principal amount of Notes, which includes $30 cash premium per $1,000 if tendered early. LINCOLNSHIRE CAMPUS: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Lincolnshire Campus, LLC 701 Maiden Choice Lane Baltimore, MD 21228 Bankruptcy Case No.: 10-34176 Chapter 11 Petition Date: June 15, 2010 About the Business: Lincolnshire Campus is an affiliate of Erickson Retirement Communities. Erickson owns 20 continuing care retirement communities in 11 states. Erickson, along with affiliates, filed for Chapter 11 on Oct. 19, 2009 (Bankr. N.D. Tex. Case No. 09-37010). As of September 30, 2009, on a book value basis, ERC had approximately $2.7 billion in assets, including $2.2 billion of property and equipment, and $3.0 billion in liabilities. Court: U.S. Bankruptcy Court Northern District of Texas (Dallas) Judge: Stacey G. Jernigan Debtor's Counsel: Vincent P. Slusher, Esq. DLA Piper LLP US 1717 Main Street, Suite 4600 Dallas, TX 75201 Tel: (214) 743-4572 Fax: (972) 813-6267 E-mail: vince.slusher@dlapiper.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Paul Rundell, chief of restructuring officer. Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Erickson Retirement Communities, LLC 09-37010 10/19/09 LIONS GATE: Shareholders Reject Icahn Group's Offer --------------------------------------------------- Lionsgate issued the following statement in response to the announcement by Carl Icahn and certain of his affiliated entities (the "Icahn Group") of its tender offer results: Once again, Lionsgate's shareholders have spoken in support of the Board and management's strategy to create value. Holders of over 68% of Lionsgate shares have rejected the Icahn Group's offer, with only 13.2% of the outstanding shares being tendered into the offer at its expiry. Four months have passed since the Icahn Group announced its intention to make a tender offer, and after repeated extensions, numerous changes to its tender offer and a barrage of unwarranted attacks on the Company, including personal attacks on the Board and management, the Icahn Group remains a minority shareholder. We at Lionsgate want to take this opportunity to thank our shareholders for their continued support. The vast majority of our shareholders have yet again demonstrated that they are serious about protecting the value of their investment in Lionsgate. With respect to the Company's credit facilities, Lionsgate is in advanced discussions with its lenders regarding finalization of a waiver or amendment that will prevent the potential event of default that could otherwise result from the Icahn Group's actions. Based on conversations to date, Lionsgate is highly confident that it will obtain that waiver or amendment shortly. Our fiscal 2010 results demonstrate that Lionsgate is a company poised to deliver exceptional value to our shareholders from the portfolio of assets we have been building. The strength of our library continues to grow, our home entertainment business remains strong, our TV business has one of the highest success rates in the industry from pilot to full series pickup, we have the beginnings of a tremendous channel platform, we've built a diversified portfolio of businesses and our feature films continue to be the main driver. The conclusion is simple and clear: our plan is working, our business is on track and we expect to continue to build our world class media platform. Conversely, Carl Icahn has no coherent strategy for the Company. His failures at Blockbuster and his former film distribution company, Stratosphere, show that he does not understand the media space. He is looking to seize control of Lionsgate with a financially inadequate, coercive and opportunistic bid. Do not transfer the value of your investment in Lionsgate's future to Carl Icahn. We remain confident that Carl Icahn will not obtain control of Lionsgate through its tender offer. Lionsgate urges shareholders to protect the value of their investment and continue to reject the Icahn Group's inadequate offer by NOT tendering their shares during the subsequent offering period, which expires on June 30, 2010 at 11:59 p.m. New York City time. Ultimately, Carl Icahn's inflammatory rhetoric cannot obscure two simple facts: the Icahn Group's U.S.$7.00 a share offer remains financially inadequate; and our shareholders continue to reject the offer and Carl Icahn's attempts to seize control of the Company. About Lions Gate British Columbia-domiciled and Santa Monica, California- headquartered Lions Gate is a leading, diversified independent producer and distributor of motion pictures, home entertainment, television programming and animation worldwide and holds a majority interest in the pioneering CinemaNow VOD business. The Lions Gate brand name is synonymous with original, cutting edge, quality entertainment in markets around the world. As reported by the Troubled Company Reporter on March 10, 2010, Standard & Poor's Ratings Services revised its rating outlook on Lions Gate to negative from stable. At the same time, S&P affirmed ratings on Lions Gate, including the 'B-' corporate credit rating. Lions Gate carries Moody's "B2" corporate family rating and probability of default rating. LODGENET INTERACTIVE: Federated Investors Holds 7.73% of Shares --------------------------------------------------------------- Federated Investors, Inc., and its affiliated entities disclosed holding 2,098,678 shares or roughly 7.73% of the common stock of LodgeNet Interactive Corporation as of May 31, 2010. About LodgeNet Interactive Sioux Falls, South Dakota-based LodgeNet Interactive Corporation (Nasdaq:LNET) -- http://www.lodgenet.com/-- provides media and connectivity solutions designed to meet the unique needs of hospitality, healthcare and other guest-based businesses. LodgeNet Interactive serves more than 1.9 million hotel rooms worldwide in addition to healthcare facilities throughout the United States. The Company's services include: Interactive Television Solutions, Broadband Internet Solutions, Content Solutions, Professional Solutions and Advertising Media Solutions. LodgeNet Interactive Corporation owns and operates businesses under the industry leading brands: LodgeNet, LodgeNetRX, and The Hotel Networks. The Company's balance sheet at March 31, 2010, revealed $485.0 million in total assets and $542.2 million in total liabilities, for a total stockholders' deficit of $57.2 million. * * * According to the Troubled Company Reporter on September 30, 2009, Moody's Investors Service upgraded LodgeNet Interactive Corporation's speculative grade liquidity rating to SGL-3 (indicating adequate liquidity) from SGL-4 (indicating poor liquidity) while revising the outlook for all ratings to stable from negative. Concurrently, Moody's also affirmed LodgeNet's B3 corporate family rating and Caa1 probability of default rating. LOEHMANN'S INC: Hires Three Financial Advisers ---------------------------------------------- Bill Rochelle at Bloomberg News reports that Loehmann's Inc. hired three financial advisory firms with experience in turnarounds and bankruptcy reorganizations. The firms are AlixPartners LLP, Perella Weinberg Partners and Clear Thinking Group LLC, according to people with knowledge of the situation. Reuters on April 6 reported that Loehmann's said it was fulfilling its financial obligations in response to new questions about its ability to keep its operations afloat. According to Reuters, Loehmann's denied a report in The New York Post that it missed a $6 million interest payment on its debt the previous week. But a source briefed on the situation said the store chain had delayed payments to CIT Group Inc. in order to make the interest payment. Reuters also reported that the NY Post, citing sources close to the situation, also said suppliers to the company were holding back shipments due to its deteriorating financial situation. A source told Reuters that CIT had suspended its factoring approvals for Loehmann's because the company had slowed payments to vendors and to CIT due to the interest payment. It was not immediately clear if CIT had reinstated its factoring approval, Reuters said. Loehmann's received a speculative-grade "CC" corporate credit rating from Standard & Poor's. The ratings agency said in March 2010, "we believe that current cash on hand and availability under the company's revolver may not be sufficient to cover operating needs over the near term." Loehmann's is a discount retailer with more than 60 stores. The Bronx, New York-based company is owned indirectly by Istithmar PJSC, an investment firm owned by the government of Dubai. Loehmann's emerged from a 14-month Chapter 11 reorganization with a confirmed plan in September 2000. At the time, it operated 44 stores in 17 states. MAC AMUSEMENT: Case Summary & 15 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Mac Amusement Co., Inc. dba Spectacular Midways 12531 S. Major Av. Palos Heights, IL 60463 Bankruptcy Case No.: 10-26946 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Eugene R. Wedoff Debtor's Counsel: David P. Lloyd, Esq. Grochocinski, Grochocinski & Lloyd 1900 Ravinia Place Orland Park, IL 60462 Tel: (708) 226-2700 Fax: (708) 226-9030 E-mail: dlloyd@ggl-law.com Scheduled Assets: $2,391,000 Scheduled Debts: $2,371,028 A list of the Company's 15 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb10-26946.pdf The petition was signed by Daniel M. Driskill, company's vice president. MARFRIG ALIMENTOS: Fitch Puts 'B+' Issuer Rating on Negative Watch ------------------------------------------------------------------ Fitch Ratings has placed these ratings of Marfrig Alimentos S.A. and Marfrig Overseas Ltd, a special-purpose vehicle wholly owned by Marfrig, on Rating Watch Negative: Marfrig Alimentos S.A -- Local currency Issuer Default Rating at 'B+'; -- Foreign currency IDR at 'B+'; -- National scale rating at 'BBB+(bra)'. Marfrig Overseas Ltd -- US$375 million senior unsecured notes due 2016 at 'B+/RR4'; -- US$500 million senior unsecured notes due 2020 at 'B+/RR4'. The Rating Watch Negative follows the announcement by Marfrig that it has reached an agreement to acquire Keystone Foods LLC (Keystone) for US$1 billion in cash and the assumption of US$250 million of net debt. This transaction strengthens Marfrig's competitive position in the value-added protein products market and its global distribution network but will likely increase leverage above levels consistent with the company's current ratings. Further, the transaction will increase customer concentration into a single customer, McDonald's, Keystone's key client. Keystone produces and distributes poultry, beef, fish and pork products to food service companies with operations in 13 countries. McDonald's represents 90% of Keystone's US$6.4 billion sales. Other customers include Campbell's, Subway, ConAgra, Yum Brands and Chipotle. Sixty percent of sales are related to distribution services and 40% to protein revenues. Marfrig intends to finance this transaction with the issuance of a private placement of a US$1.3 billion five-year mandatory convertible debenture. Equity credit may be assigned to the convertible debenture to the extent it is subordinate to the company's other indebtedness and the company has the ability to differ associated interest payments of CDI plus 1%. Final terms of the convertible remain unclear. Absent any equity credit Fitch expects Marfrig's net debt/EBITDA ratio to increase to 5.3 times from 4.4x as of March 31, 2010, which will likely result in a one notch downgrade. With a substantial equity credit, Marfrig's ratings would likely be affirmed with a Stable Outlook. Fitch will resolve the Rating Watch Negative when the terms of the financing are finalized. This transaction is expected to close in the second half of this year. Marfrig's Capital Structure is Highly Leveraged: As of March 2010, the company had US$3.37 billion total debt on its balance sheet, latest twelve months EBITDA of US$568 million and leverage of 5.9x. With cash on hand of US$868 million net leverage amounted to 4.4x. Pro forma the Keystone acquisition with no equity credit granted to the mandatory convertible issued to finance this transaction Fitch expects total debt to EBITDA to be 7.1x and net debt to EBITDA 5.3x. Fitch anticipates net leverage to improve by year end as Marfrig realizes synergies from prior acquisitions (including a portion of the US$100 million expected from Keystone), Seara's margins turn positive, capacity utilization increases as well as cattle cycle improvements and market share gains in Brazil. As of March 2010, short-term debt amounted to US$1.3 billion, which is mostly related to trade line of credit and is supported by its significant level of exports and in line with the industry. High Event Risk: The ratings continue to reflect the company's aggressive growth strategy based on acquisitions, which have totaled 38 in the last three years. This strategy, which has been financed with a mix of debt and equity, has lead to increasing working capital requirements and resulted in negative free cash flow generation over the past few years. Keystone operations have limited working capital needs and would improve the cash flow generation potential of the company. Marfrig's ratings are also constrained by the company's exposure to the volatility of commodity prices mitigated by the low cost production of proteins in Brazil. Rating Watch Negative: Fitch expects to resolve the Rating Watch Negative when all the terms of the Keystone acquisition financing are known. Equity credit to the mandatory convertible to be issued to finance this transaction will be consistent with Fitch's methodology. A downgrade could be triggered by the Keystone transaction being financed primarily with debt (i.e limited equity credit granted to the mandatory convertible), further leveraging transactions, changes in the capital structure and net debt to EBITDA levels above 4x on a consistent basis. A change to Stable Outlook could derive from financing the Keystone acquisition with substantial equity-like instruments (i.e. substantial equity credit granted to the mandatory convertible), net leverage levels consistently below 4x and further diversification of the company's revenues by protein, geography and customer concentration. Marfrig's is one of Brazil's largest producers and exporters of beef, poultry and pork and has a diversified production base with increasing focus on non-commodity products. The company's activities are evenly distributed between the domestic market and export sales with a more diversified business profile than most of its peers. MIKEY B'S: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Mikey B's, Inc. 989 Victoria Street New Bedford, MA 02745 Bankruptcy Case No.: 10-16444 Chapter 11 Petition Date: June 14, 2010 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: William C. Hillman Debtor's Counsel: Stephen E. Shamban, Esq. Stephen E. Shamban Law Offices, P.C. 222 Forbes Road, Suite 208 P.O. Box 850973 Braintree, MA 02185-0973 Tel: (781) 849-1136 E-mail: sshamban@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 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/mab10-16444.pdf The petition was signed by E. Michael Bobola, president. MISSION REAL: Court Denies Sale of Property to Wilshire Bundy ------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California disapproved the motion of Mission Real Associates, LLC, et al., and R. Todd Neilson, Chapter 11 Trustee for Ezri Namvar, to sell property in an auction led by Wilshire Bundy Investments, Inc. As reported in the Troubled Company Reporter on April 16, 2010, the Debtors want to sell for $99.5 million, approximately 1.02 acres of land; the approximately 307,000 square foot, 14- story office building at Wilshire Bundy Plaza; any other improvements erected or located on the land; any rights and appurtenances to the land; all tangible personal property located on the Real Property; certain specified leases and miscellaneous agreements affecting the real property; permits and licenses pertaining to the real property; and certain warranties and loans. The purchase price includes the assumption amount, in the approximate amount of $66.9 million. Based on the denial of the motion for summary judgment brought by the Trustee and the Debtors against the co-owners, the Court determined that the motion cannot go forward until the issues against the co-owners have been resolved at trial. Los Angeles, California-based Mission Real Associates, LLC, together with affiliates, filed for Chapter 11 bankruptcy protection on March 31, 2010 (Bankr. Case No. C.D. Calif. 10- 22370). Richard K. Diamond, Esq., at Danning, Gill, Diamond & Kolitz, LLP, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50 million. MURPHY MCDANIEL: Carriage Fee Hike Prompts Bankruptcy Filing ------------------------------------------------------------ Peter Guinta at The St. Augustine Record reports that Murphy McDaniel of Avalon Carriage Co. filed for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code, blaming St. Augustine, Florida's proposed new carriage ordinance for his financial downfall. The ordinance, which was not adopted, would have increased annual carriage permit fees from $85 to $5,000 per carriage, according to the report. NEC HOLDINGS: DIP Financing & Cash Collateral Use Get Interim OK ---------------------------------------------------------------- NEC Holdings Corp., et al., sought and obtained interim authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to obtain postpetition secured financing from General Electric Capital Corporation s a DIP Lender, and as administrative agent for the DIP Lenders, and other lenders. The DIP lenders have committed to provide up to $138,955,324. A copy of the DIP financing agreement is available for free at: http://bankrupt.com/misc/NEC_HOLDINGS_dipfinancingpact.pdf Kara Hammond, Esq., at Young Conaway Stargatt & Taylor, LLP, the attorney for the Debtors, explained that the Debtors need the money to fund their Chapter 11 case, pay suppliers and other parties, pay down the revolver and Term A advances, which amounts are stipulated to be secured by the prepetition collateral. The prepetition credit agreement provides for, among other things, a Term A loan of $75 million. The Debtors will pay interest to the Agent, for the ratable benefit of the Lenders in accordance with the various loans being made by each Lender, in arrears on each applicable interest payment date, at these rates: (i) revolving credit advances, the index rate plus the applicable revolver index margin per annum based on the aggregate revolving credit advances outstanding from time to time; and (ii) with respect to the sing line loan, the index rate plus the applicable revolver index margin per annum. These are the applicable margins: Applicable Revolver Index Margin 3.25% Applicable L/C Margin 3.25% Applicable Unused Line Fee Margin 1.00% In the event of default, the interest rates applicable to the loans and the letter of credit fees will be increased by 2.00% per annum. The financing arrangements will be in effect until the Commitment Termination Date, and the Loans and all other obligations will be automatically due and payable in full on the date. The Debtors' obligations under the DIP facility are secured by valid, binding, continuing, enforceable, fully perfected and unavoidable first priority senior priming security interests and liens in and all prepetition and postpetition property and assets of the Debtors. The DIP Facility Agreement sets forth these sale milestones that the Debtors must take all action reasonably necessary to achieve: (a) execution of a definitive asset purchase agreement by July 2, 2010; (b) filing of a motion seeking approval of agreed bidding procedures and authority to sell the Debtors' assets pursuant to Section 363 of the U.S. Bankruptcy Code by July 6, 2010; (c) entry of court order approving the bidding procedures by July 16, 2010; (d) an auction for the sale of the Debtors' assets pursuant to Section 363 by August 23, 2010; (e) entry of a court order authorizing the sale of the Debtors' assets pursuant to Section 363 by August 27, 2010; and (f) closing of the sale pursuant to the asset purchase agreement by August 31, 2010. Ms. Hammond said that the Debtors will also use the cash collateral to provide additional liquidity. In exchange for using the cash collateral, the Debtors propose to grant the Lenders replacement liens and administrative claim. LBC Credit Partners, L.P., LBC Credit Partners Parallel, L.P., Island Funding, LLC, and Wayzata Recovery Fund, LLC, objected to the Debtors' request for court authorization to obtain DIP financing and use cash collateral, complaining that, among other things, the DIP budget authorizes excessive and inappropriate payments. Payments of $1.55 million per month for the Debtors' professionals is grossly excessive for a case of this size and a $350,000 payment in the first week, which may be intended for the Debtors' investment banker is unexplained, the objectors stated. These lenders are represented by Proskauer Rose LLP, Peter J. Antoszyk, and Bayard, P.A. The Court has set a final hearing for July 13, 2010, at 9:30 a.m., on the Debtor's request to obtain DIP financing and use cash collateral. 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., filed 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. NEOMAGIC CORP: Posts $400,000 Net Loss in Q1 Ended May 2 -------------------------------------------------------- NeoMagic Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $400,000 on $297,000 of revenue for the three months ended May 2, 2010, compared with a net loss of $307,000 on $408,000 of revenue for the same period ended May 3, 2009. The Company's balance sheet as of May 2, 2010, showed $1,438,000 in assets, $1,058,000 of liabilities, and $380,000 of stockholders' equity. "The Company does not believe its current cash and cash equivalents and investments will satisfy its projected cash requirements through the next twelve months and there exists substantial doubt about the Company's ability to continue as a going concern." A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64f4 San Jose, Calif.-based NeoMagic Corporation designs and delivers consumer electronic device solutions with semiconductors and software for video, television, imaging, graphics, and audio. NEWARK GROUP: Court Extends Filing of Schedules Until Aug. 24 ------------------------------------------------------------- The Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the District of New Jersey extended, at the behest of The Newark Group, Inc., et al., the deadline for the filing of schedules of assets and liabilities, schedules of executory contracts and unexpired leases and statements of financial affairs for an additional 61 days or until August 24, 2010. The Debtors had said that due to the large number of creditors present in their Chapter 11 cases, the size of their businesses and the limited staffing available to gather and process the substantial volume of information that would be required to complete the Schedules and Statements, the Debtors do not believe the previous 14-day deadline will be sufficient to complete the Schedules and Statements. About Newark Group Cranford, New Jersey-based The Newark Group, Inc., manufactures and sells recycled paperboard and paperboard products. The company operates in three segments: Paperboard, Converted Products and International. The Company, along with affiliates, filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. D. N.J. Case No. 10- 27694). Kenneth Rosen, Esq., at Lowenstein Sandler, assists the Company in its restructuring effort. Jefferies & Company is the Company's investment banker. AlixPartners LLP is the Company's restructuring financial advisors. Deloitte & Touche LLP is the Company's accounting Advisors. Kurtzman Carson & Consultants LLC is the Company's claims, balloting & noticing agent. The Company estimated its assets and debts at $100,000,001 to $500,000,000. NEWARK GROUP: Gets OK to Hire Kurtzman Carson as Claims Agent ------------------------------------------------------------- The Newark Group, Inc., et al., sought and obtained authorization from the Hon. Novalyn L. Winfield of the U.S. Bankruptcy Court for the District of New Jersey to employ Kurtzman Carson Consultants LLC as notice, balloting and voting agent, nunc pro tunc to the Petition Date. KCC will, among other things: (a) serve copies of any notices, motions or other pleadings as requested by the Debtors or their counsel; (b) file with the Clerk an affidavit or certificate of service which includes a copy of the notice, motion or other pleading, a list of persons to whom it was mailed (in alphabetical order), and the date it was mailed, within five days of service; (c) assist with, among other things, solicitation, calculation, and tabulation of votes and distribution, as required in furtherance of confirmation of a plan; and (d) establish and maintain a public access web site setting forth pertinent case information and documents relating to these Chapter 11 Cases where parties can view pleadings or other documents filed with the Court by the Debtors or other parties without charge during regular business hours; KCC will be compensated based on its service agreement with the Debtors. A copy of the agreement is available for free at: http://bankrupt.com/misc/NEWARK_claimsagentservicepact.pdf Albert H. Kass, the vice president of corporate restructuring services at KCC, assures the Court that KCC is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code. About Newark Group Cranford, New Jersey-based The Newark Group, Inc., manufactures and sells recycled paperboard and paperboard products. The company operates in three segments: Paperboard, Converted Products and International. The Company, along with affiliates, filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. D. N.J. Case No. 10- 27694). Kenneth Rosen, Esq., at Lowenstein Sandler, assists the Company in its restructuring effort. Jefferies & Company is the Company's investment banker. AlixPartners LLP is the Company's restructuring financial advisors. Deloitte & Touche LLP is the Company's accounting Advisors. Kurtzman Carson & Consultants LLC is the Company's claims, balloting & noticing agent. The Company estimated its assets and debts at $100,000,001 to $500,000,000. NEWARK GROUP: Seeks to Hire Jefferies, Alix as Advisors ------------------------------------------------------- BankruptcyData.com reports that Newark Group filed with the U.S. Bankruptcy Court motions seeking to retain Jefferies & Company (Contact: Hal Kennedy) as investment banker for a monthly fee of $150,000, a restructuring fee of $3.0 million, and assorted other fees, Lowenstein Sandler (Contact: Kenneth A. Rosen) as counsel at these hourly rates: member $425 to $785 senior counsel $350 to $570 counsel $335 to $500 associate $230 to $400 legal assistant $120 to $210 Newark Group, according to the report, also seeks to hire AlixPartners (Contact: Alan D. Holtz) as restructuring advisor at these hourly rates: managing director $710 to $995 director $530 to $685 vice president $395 to $520 associate $280 to $380 analyst $245 to $270 paraprofessional $190 to $210 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: Taps Lowenstein Sandler as Bankruptcy Counsel ----------------------------------------------------------- The Newark Group, Inc., et al., have sought permission from the U.S. Bankruptcy Court for the District of New Jersey to employ Lowenstein Sandler PC as bankruptcy counsel, nunc pro tunc to the Petition Date. Lowenstein Sandler will, among other things: a. take necessary actions to protect and preserve the Debtors' estates during the pendency of the Chapter 11 cases, including the prosecution of actions by the Debtors, the defense of actions commenced against the Debtors, negotiations concerning litigation in which the Debtors are involved and objecting to claims filed against the estates; b. prepare motions, applications, answers, orders, reports and papers in connection with the administration of these Chapter 11 Cases; c. counsel the Debtors with regard to their rights and obligations as debtors-in-possession; d. appear in Court to protect the interests of the Debtors. Kenneth A. Rosen, a member at Lowenstein Sandler, says that the firm will be paid based on the hourly rates of its personnel: Members of the Firm $425-$785 Senior Counsel $350-$570 Counsel $335-$500 Associates $230-$400 Legal Assistants $120-$210 Mr. Rosen assures the Court that Lowenstein Sandler is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code. 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. NEWPAGE CORP: CEO Curley, 2 Execs. Resign from Posts ---------------------------------------------------- NewPage Corporation said that E. Thomas Curley has resigned as president and chief executive officer and as a director of NewPage and its affiliates. In addition, NewPage's Boards of Directors have accepted the resignations of Mark A. Suwyn as chairman and a director of the companies, and the resignation of Michael Edicola as vice president, human resources. NewPage appointed Robert L. Nardelli as a director and non- executive chairman of the Board of Directors of NewPage and its affiliates. Mr. Nardelli is currently the chief executive officer of Cerberus Operating and Advisory Company, an affiliate of the controlling stockholder of NewPage, a role that Mr. Nardelli will continue while acting as non-executive chairman of NewPage and its affiliates. Mr. Nardelli stated "We thank Mark, Tom, and Mike for their accomplishments at NewPage, and wish them well in their future endeavors. I will be involved on an ongoing basis as NewPage undergoes this transition to new leadership." The NewPage Board of Directors has formed an executive search committee to identify, interview and recommend to the Board a chief executive officer. The committee will consider both internal and external candidates for the position. About NewPage Corporation Headquartered in Miamisburg, Ohio, NewPage Corporation -- http://www.NewPageCorp.com/is the largest coated paper manufacturer in North America, based on production capacity, with $3.1 billion in net sales for the year ended December 31, 2009. The company's product portfolio is the broadest in North America and includes coated freesheet, coated groundwood, supercalendered, newsprint and specialty papers. These papers are used for corporate collateral, commercial printing, magazines, catalogs, books, coupons, inserts, newspapers, packaging applications and direct mail advertising. NewPage owns paper mills in Kentucky, Maine, Maryland, Michigan, Minnesota, Wisconsin and Nova Scotia, Canada. These mills have a total annual production capacity of approximately 4.4 million tons of paper, including approximately 3.2 million tons of coated paper, approximately 1.0 million tons of uncoated paper and approximately 200,000 tons of specialty paper. NewPage Corp. reported $4.0 billion in total assets, $468.0 million, $3.0 billion in long term debt, and $493.0 in long-term obligations resulting to a $14.0 million stockholders' equity as of Dec. 31, 2009. * * * As reported by the Troubled Company Reporter on October 7, 2009, Standard & Poor's Ratings Services raised its corporate credit rating on NewPage Corp. to 'CCC+' from 'SD' (selective default). The outlook is negative. S&P raised the issue-level rating on the company's second-lien floating- and fixed-rate notes due 2012 to 'CCC-' (two notches below the corporate credit rating) from 'D'. The recovery rating on these notes remains at '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. S&P also raised the issue-level rating on the company's subordinated notes to 'CCC-' from 'CC'. The recovery rating is unchanged at '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. NMP INVESTORS: Section 341(a) Meeting Scheduled for July 6 ---------------------------------------------------------- The U.S. Trustee for Region 15 will convene a meeting of NMP Investors, LLC's creditors on July 6, 2010, at 1:00 p.m. The meeting will be held at the Office of the U.S. Trustee, 402 W. Broadway (use C Street Entrance), Suite 1360, Hearing Room B, San Diego, CA 92101. 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. San Marcos, California-based NMP Investors, LLC, filed for Chapter 11 bankruptcy protection on June 7, 2010 (Bankr. S.D. Calif. Case No. 10-09920). Vatche Chorbajian, Esq., at the Law Offices of Vatche Chorbajian, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. NON-INVASIVE MONITORING: Posts $364,000 Loss in Q3 Ended April 30 ----------------------------------------------------------------- Non-Invasive Monitoring Systems, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $364,000 on $119,000 of revenue for the three months ended April 30, 2010, compared with a net loss of $468,000 on $169,000 of revenue for the same period a year ago. The Company's balance sheet as of April 30, 2010, showed $1,763,000 in assets, $622,000 of liabilities, and $1,141,000 of stockholders' equity. As reported in the Troubled Company Reporter on November 6 2009, Morrison, Brown Argiz & Farra, LLP, in Miami, Fla., expressed substantial doubt about Non-Invasive Monitoring Systems, Inc.'s ability to continue as a going concern after auditing the Company's financial statements as of, and for the year ended, July 31, 2009. The auditing firm pointed to the Company's recurring net losses, cash outflows from operating activities, accumulated deficit and substantial purchase commitments. The Company had net losses in the amount of $1,161,000 and $1,291,000 for the nine month periods ended April 30, 2010 and 2009, respectively, and has experienced cash outflows from operating activities. As of April 30, 2010, the Company has an accumulated deficit of $20,964,000, outstanding notes payable of $354,000 and has substantial purchase commitments. As of April 30, 2010, the Company had cash of approximately $149,000 and working capital of approximately $770,000. "These matters raise substantial doubt about the Company's ability to continue as a going concern." A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64fb Based in Miami, Florida, Non-Invasive Monitoring Systems Inc. (OTC BB: NIMU) -- http://www.nims-inc.com/-- markets therapeutic, motorized devices that provide non-invasive, drug-free, health solutions to the well and sick through a patented technology called Whole Body Periodic Acceleration (WBPA). NORTH BAY: Plan Provides Payment of Claims from Collected Rents --------------------------------------------------------------- North Bay Village, LLC, has filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement explaining the proposed Plan of Reorganization. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. According to the Disclosure Statement, the Plan provides that the Reorganized Debtor will continue to collect rent from its tenants pursuant to the terms of those lease agreements which are assumed through confirmation of the Plan and the operation of 11 U.S.C. Sec. 365. The Reorganized Debtor will also renew the leases which are set to expire during the life of the Plan. Further, the Reorganized Debtor will employ a marketing strategy in an effort to attract new tenants to currently vacant space, well as any space which may subsequently become vacant, at the property. All distributions made under the Plan will be funded from these operations. The Plan provides for these terms: * Class 3 - Secured Claim of Bank of America - the lender will receive payment in full, net on any of the postpetition payments. * Class 4 - General Unsecured Creditors will be paid in full through a series of distributions totaling 100% to be made on a quarterly basis, at a rate of 5% of their Allowed Claim per quarter, beginning on the effective date of this plan and continuing for a period of five years. * Class 5 - Lessee Depositors will have their leases assumed as of the effective date of the Plan through confirmation of the Plan and their lease deposits will be transferred into a post confirmation segregated account utilized solely to hold lease deposits. * Class 6 - Executory Contract Holders will have their contracts assumed or rejected prior to confirmation of the Plan. To the extent the contracts are assumed, the Debtor will provide for a prompt cure of any defaults. * Class 7 - Equity Security Holders will receive a distribution of membership interests in the Reorganized Debtor consistent with their current Equity Security holdings. No distributions of monies will be made to the Equity Security Holders in any month unless and until both (i) all periodic operating expenses and (ii) required distributions have been paid and are current as of the time a proposed distribution is to be made to any of the Equity Security Holders. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/NORTHBAY_DS.pdf About North Bay Village LLC Tampa, Florida-based North Bay Village LLC -- dba North Bay Village - MM, Inc., and Pelican Bay/Limetree, LLC -- filed for Chapter 11 bankruptcy protection on February 12, 2010 (Bankr. M.D. Fla. Case No. 10-03090). Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, 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. NOVADEL PHARMA: Registers 7,583,335 Shares for Resale ----------------------------------------------------- NovaDel Pharma Inc. filed with the Securities and Exchange Commission a Form S-1 Registration Statement under the Securities Act of 1933 to register 7,583,335 shares of common stock that may be sold by security holders or their transferees. The shares are issuable upon the exercise of five-year warrants and six-month warrants each issued pursuant to a March 31, 2010 securities purchase agreement. A full-text copy of the registration statement is available at no charge at http://ResearchArchives.com/t/s?6503 About NovaDel Pharma Bridgewater, N.J.-based NovaDel Pharma Inc. (OTC BB: NVDL) -- http://www.novadel.com/-- is a specialty pharmaceutical company developing oral spray formulations for a broad range of marketed pharmaceuticals. * * * As reported in the Troubled Company Reporter on April 6, 2010, J.H. Cohn LLP, in Roseland, 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 of the Company's recurring losses from operations and negative cash flows from operating activities. The Company's balance sheet as of March 31, 2010, showed $5,032,000 in assets and $9,831,000 of liabilities, for a stockholders' deficit of $4,799,000. OSCIENT PHARMACEUTICALS: Plan Confirmation Hearing Set for June 29 ------------------------------------------------------------------ The Hon. Henry J. Boroff of the U.S. Bankruptcy Court for the District of Massachusetts will consider at a hearing on June 29, 2010, at 2:00 p.m., the confirmation of Oscient Pharmaceuticals Corporation and Guardian II Acquisition Corporation's proposed Plan of Reorganization. Objections, if any, are due on June 28 at 12:00 p.m. (prevailing eastern time.) Plan materials and ballots were scheduled for mailing on May 29. The deadline for returning completed ballots is 12:00 p.m. E.T. on June 28. As reported in the Troubled Company Reporter on June 3, 2010, according to the Disclosure Statement, "The Debtors estimate that the aggregate amount of unsecured, non-priority Claims against the Oscient Estate is approximately $141 million (all of which is unsecured) and that the aggregate amount of Claims against the Guardian Estate is approximately $140.0 million (of which $82.9 million is secured debtor owed to Paul Royalty and $57.3 million is unsecured)." On the effective date, the Debtors will vest in the Oscient Trust, free and clear of all liens, claims, encumbrances, and other interests. Under the Plan, the Debtors will be dissolved after the effective date upon the completion of their duties and obligations and all corporate approvals necessary for the action will be deemed satisfied. A full-text copy of the amended Plan is available for free at http://bankrupt.com/misc/OscientPharma_AmendedDS.pdf About Oscient Pharmaceuticals Based in Waltham, Massachusetts, Oscient Pharmaceuticals Corporation -- http://www.antararx.com/and http://www.factive.com/-- and its wholly owned subsidiary, Guardian II Acquisition Corporation, sell two products, ANTARA (fenofibrate) capsules, which is a cardiovascular product indicated for the adjunct treatment of hypercholesterolemia (high blood cholesterol) and hypertriglyceridemia (high triglycerides) in combination with diet, and FACTIVE (gemifloxacin mesylate) tablets, which is a fluoroquinolone antibiotic indicated for the treatment of acute bacterial exacerbations of chronic bronchitis and community-acquired pneumonia of mild to moderate severity. As of December 31, 2008, the Debtors' audited consolidated financial statements reflected total assets of $174.0 million and total liabilities of $255.2 million. Oscient Pharmaceuticals Corporation together with an affiliate filed for Chapter 11 on July 13, 2009 (Bankr. D. Mass. Case No. 09-16576). Judge Henry J. Boroff presides over the case. Charles A. Dale III, Esq., at K&L Gates LLP, represents the Debtors. The Debtors also hired Ropes & Gray LLP as special litigation counsel, and Broadpoint Capital Inc. as financial advisor. PALM INC: Capital World Investors Holds 5.3% of Shares ------------------------------------------------------ Capital World Investors disclosed that as of May 31, 2010, it may be deemed to hold 8,941,000 shares -- or roughly 5.3% -- of Palm Inc. common stock. HP Merger As reported by the Troubled Company Reporter on April 30, Hewlett- Packard Company, Inc., and Palm have entered into a definitive agreement under which HP will purchase Palm at a price of $5.70 per share of Palm common stock in cash or an enterprise value of approximately $1.2 billion. The transaction has been approved by the HP and Palm boards of directors. Palm stockholders will receive $5.70 in cash for each share of Palm common stock that they hold at the closing of the merger. The holders of Palm's Series C Preferred Stock will receive the Common Stock Consideration on an as-converted basis. The holders of Palm's Series B Preferred Stock will receive aggregate cash consideration of $328.3 million, without interest, based on the existing liquidation preference of the Series B Preferred Stock. Each outstanding warrant will be converted into the right to receive $2.45 in cash, without interest, for each share of Palm's common stock subject to the warrant. About Palm Inc. Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates intuitive and powerful mobile experiences that enable consumers and businesses to connect to their information in more useful and usable ways. Palm products are sold through select Internet, retail, reseller and wireless operator channels, and at the Palm online store at http://www.palm.com/store At February 28, 2010, Palm had total assets of $1,007,237,000 against total current liabilities of $601,133,000; long-term debt of $387,000,000; non-current deferred revenues of $19,001,000; non-current tax liabilities of $6,286,000; Series B redeemable convertible preferred stock of $272,961,000; and Series C redeemable convertible preferred stock of $18,782,000; resulting in stockholders' deficit of $297,926,000. At May 31, 2009, stockholders' deficit was $406,568,000. * * * As reported by the Troubled Company Reporter on March 5, 2010, Standard & Poor's Ratings Services affirmed its 'CCC+' corporate credit rating and other ratings on Palm Inc. and revised the ratings outlook to negative from positive. "The action reflects the company's announcement that revenues in the February 2010 quarter and fiscal year ending May 2010 will be well below earlier expectations," said Standard & Poor's credit analyst Bruce Hyman. PALM INC: FMR, Fidelity Hold 8.264% of Shares --------------------------------------------- Boston, Massachusetts-based FMR LLC and Edward C. Johnson 3d disclosed in a June 10 regulatory filing that they hold 13,945,799 shares -- or roughly 8.264% -- of Palm Inc. common stock. Fidelity Management & Research Company, a wholly owned subsidiary of FMR LLC and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is also deemed to hold 13,945,799 Palm shares. FMR said the ownership of one investment company, Fidelity Growth Company Fund, amounted to 12,759,315 shares or 7.561% of the Palm Common Stock outstanding. HP Merger As reported by the Troubled Company Reporter on April 30, Hewlett- Packard Company, Inc., and Palm have entered into a definitive agreement under which HP will purchase Palm at a price of $5.70 per share of Palm common stock in cash or an enterprise value of approximately $1.2 billion. The transaction has been approved by the HP and Palm boards of directors. Palm stockholders will receive $5.70 in cash for each share of Palm common stock that they hold at the closing of the merger. The holders of Palm's Series C Preferred Stock will receive the Common Stock Consideration on an as-converted basis. The holders of Palm's Series B Preferred Stock will receive aggregate cash consideration of $328.3 million, without interest, based on the existing liquidation preference of the Series B Preferred Stock. Each outstanding warrant will be converted into the right to receive $2.45 in cash, without interest, for each share of Palm's common stock subject to the warrant. About Palm Inc. Sunnyvale, California-based Palm, Inc. (NASDAQ: PALM) creates intuitive and powerful mobile experiences that enable consumers and businesses to connect to their information in more useful and usable ways. Palm products are sold through select Internet, retail, reseller and wireless operator channels, and at the Palm online store at http://www.palm.com/store At February 28, 2010, Palm had total assets of $1,007,237,000 against total current liabilities of $601,133,000; long-term debt of $387,000,000; non-current deferred revenues of $19,001,000; non-current tax liabilities of $6,286,000; Series B redeemable convertible preferred stock of $272,961,000; and Series C redeemable convertible preferred stock of $18,782,000; resulting in stockholders' deficit of $297,926,000. At May 31, 2009, stockholders' deficit was $406,568,000. * * * As reported by the Troubled Company Reporter on March 5, 2010, Standard & Poor's Ratings Services affirmed its 'CCC+' corporate credit rating and other ratings on Palm Inc. and revised the ratings outlook to negative from positive. "The action reflects the company's announcement that revenues in the February 2010 quarter and fiscal year ending May 2010 will be well below earlier expectations," said Standard & Poor's credit analyst Bruce Hyman. PENN TRAFFIC: Files Committee-Backed Liquidating Plan ----------------------------------------------------- Bill Rochelle at Bloomberg News reports that Penn Traffic Co. filed a liquidating Chapter 11 plan on June 15 along with an explanatory disclosure statement. The official creditors' committee supports the plan and urges creditors to vote "yes." The current draft of the disclosure statement has blanks where unsecured creditors will be told the percentage distribution they can expect. Secured creditors are to be paid in full. According to the report, at a hearing June 16, Penn Traffic won approval to implement a bonus plan covering 20 executives and other employees that would cost a maximum of $315,000. The judge modified the program so one executive's bonus is on a sliding scale depending on how much is collected in accounts receivable. Penn Traffic, Bloomberg relates, also won approval of a second settlement where Penn Traffic will pay Hilco Merchant Resources LLC $50,000 in settlement of a dispute over a $300,000 breakup fee. About The Penn Traffic Syracuse, New York-based The Penn Traffic Company -- dba P&C Foods, Bi-Lo Foods, and Quality Markets -- operates supermarkets in Pennsylvania, upstate New York, Vermont, and New Hampshire under the Bilo, P&C and Quality trade names. The Company filed for Chapter 11 bankruptcy protection on November 18, 2009 (Bankr. D. Del. Case No. 09-14078). Ann C. Cordo, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell assist the Company in its restructuring effort. Donlin Recano is the Company's claims agent. The Company listed $150,347,730 in assets and $136,874,394 in liabilities as of May 4, 2009. The Company's affiliates also filed separate Chapter 11 petitions -- Sunrise Properties, Inc.; Pennway Express, Inc.; Penny Curtiss Baking Company, Inc.; Big M Supermarkets, Inc.; Commander Foods Inc.; P and C Food Markets, Inc. of Vermont; and P.T. Development, LLC. Following a bankruptcy court-sanctioned auction, Tops Markets LLC purchased almost all of Penn Traffic's stores as a going concern by paying $85 million cash. The sale was structured so Penn Traffic avoided a $72 million claim for pension plan termination and a $27 million claim by the principal supplier. PETTUS PROPERTIES: Gets Nod to Hire Mitchell as Bankr. Counsel -------------------------------------------------------------- Pettus Properties, Inc., sought and obtained authorization from the Hon. George R. Hodges of the U.S. Bankruptcy Court for the Western District of North Carolina to employ Mitchell & Culp as bankruptcy counsel. Mitchell & Culp will: a. provide the Debtor legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; b. represent the Debtor in lawsuits pending against the Debtor; and c. perform all other legal services for the Debtor as debtor- in-possession which may be necessary. Richard M. Mitchell, an attorney at Mitchell & Culp, assured the Court that the firm is a "disinterested person," as that term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code. Charlotte, North Carolina-based Pettus Properties, Inc., filed for Chapter 11 bankruptcy protection on June 8, 2010 (Bankr. W.D.N.C. Case No. 10-31632). The Company estimated its assets and debts at $10,000,001 to $50,000,000. PETTUS PROPERTIES: Section 341(a) Meeting Scheduled for July 14 --------------------------------------------------------------- The U.S. Trustee for the Western District of North Carolina will convene a meeting of Pettus Properties, Inc.'s creditors on July 14, 2010, at 2:00 p.m. The meeting will be held at U.S. Bankruptcy Administrators Office, 402 West Trade Street, Suite 205, Charlotte, NC 28202. 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. Charlotte, North Carolina-based Pettus Properties, Inc., filed for Chapter 11 bankruptcy protection on June 8, 2010 (Bankr. W.D.N.C. Case No. 10-31632). Richard M. Mitchell, Esq., at Mitchell & Culp, PLLC, assists the Company in its restructuring effort. The Company estimated its assets and debts at $10,000,001 to $50,000,000. PRES-LAHAINA SQUARE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Pres-Lahaina Square LLC 4300 Von Karman Avenue Newport Beach, CA 92660 Bankruptcy Case No.: 10-18065 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Marc J. Winthrop, Esq. 660 Newport Center Dr Ste 400 Newport Beach, CA 92660 Tel: (949) 720-4100 E-mail: mwinthrop@winthropcouchot.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by John W. Fitzgibbon, co-manager of Pres- 840 Wainee Street LLC, member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ARM Family ofServIces $22,441 Attn: Corporate Offcer 320 Hukilike, #41. Kahului, ii 96732 Collers Monroe Friedlander $14,094 Attn: Corporate Offeer P.O. Box 257 Honolulu, HI 96809 Maui Electric Co. $9,294 Attn: Corporate Offcer P.O. Box 1670 Honolulu, HI 96806-1670 Maui Waste Services $7,962 Stephens, Reidinger $3,200 & BelJer, LLP PRES-TIC Management $2,938 S.c. Plumbing, Ltd. $2,77S Law Offces of $2,3S9 Michael F. Sitzer Maui Chemical & $2,133 Paper Products PRES-Kona Coast $1,895 Sturdevant Refrig. $1,693 & Air Cond. Jeff Wooldridge $1,426 National Fire $1,317 Protection Co. Aloha Executive $625 Security, Inc. Island Lock & Safe $487 Corporation Service $356 Company Suck Em Up Pumping $337 Lahaina Ace Hardware $273 Orkin Pest Control $238 Hawaii Building $208 Maintenance Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- VLJ Aloha LLC 10-18067 06/15/10 PRETTY PRODUCTS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Pretty Products, LLC 1513 Redding Drive LaGrange, GA 30240 Bankruptcy Case No.: 10-12286 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Newnan) Debtor's Counsel: G. Frank Nason, IV, Esq. Lamberth, Cifelli, Stokes Ellis & Nason Ste 550 3343 Peachtree Rd., NE Atlanta, GA 30326 Tel: (404) 262-7373 E-mail: FNason@LCSENlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ganb10-12286.pdf The petition was signed by John Hawkins, company's chief financial officer. QUESTEX MEDIA: Seeks Dismissal of Chapter 11 Case ------------------------------------------------- The bankruptcy estate of Questex Media Group is seeking dismissal of the Chapter 11 case. Questex Media is now formally named QMG Winddown Inc. after it sold assets in December to first-lien lenders in exchange for $120 million in secured debt and the assumption of $15 million provided to finance the reorganization. According to Bill Rochelle at Bloomberg News, the lenders set aside $500,000 to be used in winding down the case. The Company and the Creditors Committee both say they performed investigations and didn't identify any lawsuit worth filing. There being no funds for making a distribution to creditors, the Company is asking the bankruptcy judge to dismiss the case. A hearing is scheduled for July 6. Questex previously said it was considering "all options," including conversion to liquidation in Chapter 7, dismissal, or confirmation of a Chapter 11 plan. About Questex Media Questex Media Group in December completed the sale of the business to first-lien lenders who bought the operation in exchange for $120 million in secured debt and the assumption of $15 million provided to finance the reorganization. Questex Media Group, Inc. -- http://www.questex.com/-- provides media and telecommunication services. The Debtors' media properties include 23 trade publications and 150 digital publications. The Company was formed in 2005 by Audax Group Inc, a private equity firm based in Boston, which bought business units from Advanstar Holdings Inc for $185 million. Questex Media and its affiliates filed for Chapter 11 on Oct. 5, 2009 (Bankr. D. Del. Lead Case No. 09-13423). James Stempel, Esq., and Erik Chalut, Esq., at Kirkland & Ellis LLP, and Michael Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP, represent the Debtors in their restructuring efforts. The Debtors' investment bankers are Miller Buckfire & Co., LLC. The First Lien Steering Committee is being advised by legal counsel, Weil, Gotshal & Manges LLP; and investment bankers Imperial Capital, LLC. The Company says it has assets of $299 million against debts of $321 million as of the filing of its petition. QUIKSILVER INC: Moody's Reviews 'B3' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service placed Quiksilver Inc.'s B3 Corporate Family Rating and Caa2 Senior Unsecured Note Rating on review for a possible upgrade. Moody's also affirmed the company's Speculative Grade Liquidity rating at SGL-3. The review for possible upgrade reflects Quiksilver's announcement that it has entered into an agreement to exchange $75 million of outstanding principal amount of its senior secured term loans for newly issued common shares. Quiksilver also has an option, exercisable in its sole discretion, to require the lender to exchange up to an additional $65 million of the remaining outstanding principal amount of senior secured term loans for common stock. These transactions are subject to certain conditions, including but not limited to Quiksilver shareholder approval. The review for possible upgrade is also being undertaken in the context of recent improvement in Quiksilver's operating performance -- most notably its higher gross margins. These benefits are partially tempered by weak performance of the company's Roxy brand and sluggish performance in the Asia/Pacific region. Moody's review will be focused on Quiksilver's ability to repay a significant portion of the secured term loan by concluding the exchange offer and/or from proceeds of alternative equity or equity-related financing. Repayment of the senior secured term loan with proceeds (via exchange or otherwise) from an equity offering would result in a material improvement in credit metrics. These ratings were placed on review for possible upgrade. LGD assessments are subject to change: -- Corporate Family Rating at B3 -- Probability of Default Rating at B3 -- $400 million senior unsecured notes due 2015 at Caa2 (LGD 5, 80%) This rating was affirmed: -- Speculative Grade Liquidity rating at SGL-3 Moody's last rating action on Quiksilver Inc. was on October 7, 2009 when the rating on its $400 million senior unsecured notes was lowered to Caa2 from Caa1. Quiksilver, Inc., is a designer and distributor of branded apparel, footwear, accessories, and related products under brands including Quiksilver, Roxy, and DC. The company generates annual revenue of about $1.9 billion. RCLC INC: Forbearance Agreement Extended Until July 16 ------------------------------------------------------ RCLC Inc. and its wholly-owned subsidiaries, RCPC Liquidating Corp. Ronson Aviation, Inc., and RCC Inc., further extended the forbearance agreement with their principal lender, Wells Fargo Bank, National Association, under which Wells Fargo agreed not to assert existing events of default under the Borrowers' credit facilities with Wells Fargo through July 16, 2010, or such earlier date determined under the Forbearance Agreement, to provide the Borrowers with additional time to consummate the sale of RAI's assets to Hawthorne TTN Holdings, LLC pursuant to the previously disclosed Asset Purchase Agreement dated as of May 15, 2009, as amended, among the Company, RAI and Hawthorne, or, alternatively, enter into an asset purchase agreement with another qualified purchaser. In addition to the extension of forbearance, the amendment increases the overadvance limit to $1,500,000 on June 26, 2010, and $1,675,000 on July 9, 2010, upon meeting certain conditions by those dates, subject to interest thereon accruing at a rate equal to the prime rate plus 8% per annum. The amendment further provides that Wells Fargo's forbearance is conditioned upon, among other things, its receipt of evidence not later than June 18, 2010, that the Borrowers have a letter of intent to sell RAI or its assets to a third party other than Hawthorne, which Wells Fargo in its reasonable discretion believes will provide proceeds sufficient to repay all indebtedness due and owing by the Borrowers to Wells Fargo. As previously reported, as a result of the consummation of the sale of the Company's consumer products business to Zippo Manufacturing Company on February 2, 2010, RCPC and Ronson Canada are no longer permitted to request advances under the credit facility with Wells Fargo and any remaining assets of RCPC and Ronson Canada are no longer considered in borrowing base calculations. RAI could continue to request advances under the Wells Fargo credit facility until July 16, 2010 or such earlier termination date as determined under the Forbearance Agreement. A full-text copy of the Forbearance Agreement is available for free at http://ResearchArchives.com/t/s?64f9 About RCLC Inc. RCLC, Inc., formerly known as Ronson Corporation, in Woodbridge, New Jersey, historically, has been engaged principally in these businesses -- Consumer Products; and Aviation-Fixed Wing and Helicopter Services. REAL MEX: Solicits Consents for 2013 Notes Indenture Amendment -------------------------------------------------------------- Real Mex Restaurants Inc. had commenced soliciting consents from holders of its 14% Senior Secured Notes due 2013 to effect a proposed amendment to the indenture governing the Notes. Upon the terms and subject to the conditions set forth in the Consent Solicitation Statement dated June 15, 2010 and the related Consent Letter which are being sent to holders of the Notes, Real Mex will pay a consent payment in the amount of $5.00 per $1,000 in principal amount of Notes for consents validly delivered from holders of record of Notes as of 5:00 p.m., New York City time, on June 10, 2010. If the Proposed Amendment is approved and a supplemental indenture is validly entered into, then the supplemental indenture would bind all holders of the Notes, including non-consenting holders, but non-consenting holders would not receive the consent payment. The Proposed Amendment would, as described more fully in the Consent Solicitation Statement, amend the Indenture to permit affiliates of Sun Capital Partners, Inc. to acquire a majority of the stock of Real Mex's parent without requiring Real Mex to make the change of control offer to repurchase the Notes that is contemplated under the Indenture. At the same time that the Proposed Amendment becomes effective, the Indenture would also be further amended to add an additional covenant, pursuant to which Real Mex would agree that, in an optional redemption of Notes made between July 1, 2011 and June 30, 2012, Real Mex would pay to each holder of redeemed Notes an additional premium equal to 2% of the aggregate principal amount of the Notes redeemed. The Additional Premium Amendment will only become effective if sufficient consents are received so that the Proposed Amendment becomes effective. Sun Cantinas, LLC, an affiliate of Sun Capital Partners, Inc. that is an equityholder of Real Mex's parent, has agreed to reimburse Real Mex for all consent fees paid by Real Mex in the Consent Solicitation. In addition, if Real Mex becomes required to pay an additional premium to the holders of Notes pursuant to the terms of the Additional Premium Amendment, then Sun Cantinas has agreed to reimburse Real Mex for the aggregate amount of that additional premium. The Consent Solicitation is scheduled to expire at 12:00 p.m., New York City time, on June 24, 2010, unless extended or earlier terminated. The Consent Solicitation is subject to the satisfaction of certain conditions specified in the Consent Solicitation Statement, including receipt by Real Mex of consents representing a majority in aggregate principal amount of the outstanding Notes owned by non-affiliated holders from whom consent is sought, as well as other customary conditions. Real Mex has engaged Jefferies & Company, Inc. to act as the solicitation agent in connection with the Consent Solicitation. Wells Fargo Bank, National Association will serve as the information and tabulation agent for the Consent Solicitation. None of Real Mex, its board of directors, the solicitation agent or the information and tabulation agent is making any recommendation as to whether or not holders should deliver consents to the Proposed Amendment. Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. The Company operated 183 restaurants as of March 28, 2010, of which 152 were located in California and the remainder were located in 12 other states, primarily under the trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and Acapulco Mexican Restaurant Y Cantina(R). In addition, the Company franchised or licensed 34 restaurants in 12 states and two foreign countries as of March 28, 2010. The Company's other major subsidiary, Real Mex Foods, Inc., provides internal production, purchasing and distribution services for the restaurant operations and also provides distribution services and manufactures specialty products for sale to outside customers. At March 28, 2010, the Company had total assets of $249,430,000 against total liabilities of $252,600,000, resulting in stockholders' deficit of $3,170,000. The March 28, 2010 balance sheet showed strained liquidity: The Company had total current assets of $35,668,000 against total current liabilities of $67,425,000. REHOBOTH CHURCH: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Rehoboth Church Of Deliverance 4105 Fox Hollow Lane Randallstown, MD 21133 Bankruptcy Case No.: 10-23467 Chapter 11 Petition Date: June 15, 2010 Court: U.S. Bankruptcy Court District of Maryland (Baltimore) Judge: Nancy V. Alquist Debtor's Counsel: Stephen J. Kleeman, Esq. 401 Washington Avenue, Suite 800 Towson, MD 21204 Tel: (410) 494-1220 Fax: (410) 494-4606 E-mail: barthelaw@aol.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 According to the schedules, the Company says that assets total $412,885 while debts total $1,117,424. 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/mdb10-23467.pdf The petition was signed by Carrington E. Morgan, Jr., president. ROTHSTEIN ROSENFELDT: Co-Partner Absent From Deposition ------------------------------------------------------- Jacqueline Palank at Dow Jones Daily Bankruptcy Review reports that the co-founder of convicted Ponzi schemer Scott Rothstein's law firm is defending his and his wife's absence from a bankruptcy court-ordered deposition this week. Stuart Rosenfeldt and wife Suzanne said they had warned attorneys that they wouldn't be able to attend Monday's deposition, at which the official liquidating the South Florida law firm aimed to ask the couple about the money they received from the firm as well as the extent, if any, of Mr. Rosenfeldt's knowledge of the $1.2 billion Ponzi scheme Mr. Rothstein was running out of the firm. The Rosenfeldts said they'd asked that Chapter 11 Trustee Herbert Stettin to hold off until July 8 so they could better prepare for the interview and so their newly hired attorney could familiarize himself with the case. Mrt. Stettin is suing the Rosenfeldts to recover $9.4 million he says they fraudulently received from the firm. According to Ms. Palank, the Chapter 11 trustee took a hard line, telling the bankruptcy court that he "cannot condone a lengthy delay simply for the sake of it, which is clearly the Rosenfeldts' objective." The trustee is seeking to force the Rosenfeldts to answer questions by June 22. About Scott Rothstein Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler PA, has been suspected of running a $1.2 billion Ponzi scheme. U.S. authorities claimed in a civil forfeiture lawsuit filed November 9, 2009, that Mr. Rothstein, the firm's former chief executive officer, sold investments in non-existent legal settlements. Mr. Rothstein pleaded guilty to five counts of conspiracy and wire fraud on January 27, 2010. Creditors of Rothstein Rosenfeldt Adler signed a petition sending the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No. 09-34791). The petitioners include Bonnie Barnett, who says she lost $500,000 in legal settlement investments; Aran Development, Inc., which said it lost $345,000 in investments; and trade creditor Universal Legal, identified as a recruitment firm, which said it is owed $7,800. The creditors alleged being owed money invested in lawsuit settlements. Herbert M. Stettin, the state-court appointed receiver for Rothstein Rosenfeldt, was officially carried over as the Chapter 11 trustee in the involuntary bankruptcy case. RUBICON US: Noteholders File Amended Plan of Reorganization ----------------------------------------------------------- The noteholders of Rubicon US REIT Inc. amended, for the third time, a Disclosure Statement explaining their proposed Plan of Reorganization for the Debtor. As reported in the Troubled Company Reporter on March 31, 2010, Michael Bathon at Bloomberg News reported that the noteholders, including units of JPMorgan Chase & Co., Kaufman Jacobs LLC and Starwood Capital Group Global LLC, persuaded U.S. Bankruptcy Judge Brendan Linehan Shannon on March 9 to let them offer a restructuring plan for Rubicon. The noteholders, owed about $81.1 million, claimed the company was pursuing a sale that would hurt creditors, because they could get more value if they keep the properties and sell them over time. According to the Disclosure Statement, the Plan provides for the reorganization of each of the Debtors and the treatment of each holder of a claim against or equity interests in the Debtors. The treatment includes cure and reinstatement of secured claims; payment in full of all Mechanics' Lien Claims and general unsecured claims on the effective date; distribution to each of the Rubicon Noteholders (or their respective designees) of a Pro rata share of (i) the New Rubicon Common Stock and (ii) the New Rubicon Notes (or other shares of the New Rubicon Common Stock and New Rubicon Notes as the Rubicon Noteholders may agree); preservation and reinstatement of Series A Preferred Equity Interests; distribution of cash on account of the Series B Preferred Equity Interests in the event the class accepts the Plan; cancellation of all existing Rubicon Common EquityInterests; and preservation and reinstatement of other equity interests. Treatment of Claims Class Estimated Recovery ---- ------------------ 1 - Secured Claims 100% 3 - Mechanics' Lien Claims 100% 4 - Global Note Claims 68.72% 5 - General Unsecured Claims 100% 6 - Series A Preferred Equity Interests 100% 7 - Series B Preferred Equity Interests N/A 8 - Rubicon Common Equity Interests 0% 9 - Other Equity Interests 100% A full-text copy of the amended Disclosure Statement is available for free at http://bankrupt.com/misc/RubiconUS_amendedDS.pdf About Rubicon US REIT Rubicon US REIT Inc. is a Chicago-based real estate investment trust. Rubicon filed for Chapter 11 bankruptcy protection on January 20, 2010 (Bankr. D. Del. Case No. 10-10160). Attorneys at Phillips, Goldman & Spence, have been tapped as bankruptcy counsel. Phillips, Goldman & Spence, P.A. is Delaware bankruptcy counsel Grant Thornton LLP is the Company's financial advisor. Garden City Group is the claims and notice agent. In its petition, the Company listed $100,000,001 to $500,000,000 in assets and $100,000,001 to $500,000,000 in liabilities. The Company's affiliates -- Rubicon GSA II, LLC, et al. -- also filed Chapter 11 petitions. RUFFIN ROAD: Case Summary & 4 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Ruffin Road Venture Lot 3 27474 Ynez Road Temecula, CA 92591 Bankruptcy Case No.: 10-28204 Chapter 11 Petition Date: June 14, 2010 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Vincent Renda, Esq. Renda Law Offices PC 600 W Broadway Ste 400 San Diego, CA 92101 Tel: (619) 702-4305 Fax: (619) 515-1197 E-mail: vr@rendalawoffices.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 4 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-28204.pdf The petition was signed by Kevin A. Tucker, company's president. SAINT VINCENTS: Proposes to Assign Lease to NY City Health ---------------------------------------------------------- Saint Vincents Catholic Medical Centers of New York and its debtor affiliates seek the Court's authority to assume a non-residential real property lease agreement for the property located at 221-227 Canal Street, in New York and assign it to the New York City Health and Hospitals Corporation. The Debtors currently participate in a program whereby nutritional counseling and food vouchers are provided to women, infants and children through care providers. The Debtors sponsor two WIC Programs, one located at the O'Toole Building and the other at the property located at 221-227 Canal Street. The Debtors relate that they are no longer in a position to operate the WIC Program at the Premises and therefore have no use for or business justification to continue to perform under the Lease. The Assignee, however, will become the new operator of the Premises and accordingly, the Debtors have been in discussions with the Assignee and 221 Canal Street LLC, the landlord, regarding the terms and conditions under which the Assignee would be willing to take assignment of the Lease. On June 11, 2010, the Debtors entered into a stipulation with the Assignee and the Landlord, whereby the Debtors agreed to assume the Lease and assign it to the Assignee in exchange for the Assignee agreeing to assume and pay all outstanding obligations due under the Lease. 221 Canal Street has consented to the assumption and assignment. About Saint Vincent Catholic Medical Centers Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/-- is anchored by St. Vincent's Hospital Manhattan, an academic medical center located in Greenwich Village and the only emergency room on the Westside of Manhattan from Midtown to Tribeca, St. Vincent's Westchester, a behavioral health hospital in Westchester County, and continuing care services that include two skilled nursing facilities in Brooklyn, another on Staten Island, a hospice, and a home health agency serving the Metropolitan New York area. Its behavioral health services also provide supportive housing programs for people with mental illness throughout the Metropolitan area. Saint Vincent's is the designated provider for the New York and New Jersey region of the US Family Health Plan sponsored by the US Department of Defense. Saint Vincent's serves as the academic medical center of New York Medical College in New York City. The healthcare organization is sponsored by the Roman Catholic Bishop of Brooklyn and the president of the Sisters of Charity of New York. Saint Vincent Catholic Medical Centers of New York and six of its affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed the Debtors' Chapter 11 cases. On September 12, 2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over representing the Debtors in their restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the Official Committee of Unsecured Creditors. As of April 30, 2005, the Debtors listed $972 million in total assets and $1 billion in total debts. The Court confirmed the Debtors' Chapter 11 plan on July 27, 2007. St. Vincent Catholic Medical Centers and its affiliates returned to the bankruptcy court by filing another Chapter 11 petition on April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963). The new petition listed assets of $348 million against debt totaling $1.09 billion. Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors in their restructuring efforts. The Debtors' special counsel is Garfunkel Wild, P.C., while their Crisis Management Team is led by Grant Thornton LLP. The Debtors' Chief Restructuring Officer is Mark E. Toney. SAINT VINCENTS: Wins Approval of O'Toole Lease Agreements --------------------------------------------------------- One of the urgent matters commanding Saint Vincents Catholic Medical Centers of New York's attention is the orderly transition of the Hospital's various outpatient clinics and programs, Adam C. Rogoff, Esq., at Kramer Levin Naftalis & Frankel LLP, in New York, relates. He notes that this essential task not only preserves continuity of patient care but also avoids the attendant costs to the estates from the disruption and closure of these healthcare services. Mr. Rogoff tells the Court that in certain instances, outpatient clinical programs run by the Debtors are being taken over by other hospital providers based upon their arrangements with the physicians and staff at these clinics. As a result of previous arrangements, the physicians and staff of the Debtors' Comprehensive HIV Center -- located at 26 West Seventh Avenue, in New York, in a building commonly called as the O'Toole Building -- have been hired partly by The Mount Sinai Hospital and partly by The St. Luke's-Roosevelt Hospital Center, which will both be opening up new clinics serving patients who have previously visited the HIV Clinic, Mr. Rogoff says. In order to avoid any disruption in healthcare services provided to patients, or to the other clinical programs located in the O'Toole Building, and at the request of the new sponsors of these new clinics, the Debtors have been negotiating short-term leases of space in the O'Toole Building while the new sponsors prepare to relocate these new clinics to different facilities. As a result, the Debtors seek approval to enter into lease agreements with qualified new sponsors of the clinics located at the O'Toole Building. While the Debtors seek Court authority to enter into new leases using a form agreement from time to time as needed to facilitate the operation of clinical programs by new operators, at this time, the Debtors have fully executed substantially similar lease agreements with both with Mount Sinai and SLR for space located within the O'Toole Building, Mr. Rogoff further relates. Accordingly, the Debtors seek the Court's authority to enter into these Lease Agreements nunc pro tunc to May 28, 2010. Mr. Rogoff maintains that the Lease Agreements, which expressly provide that the Debtors have the right to terminate the leases on 90-days' notice, are intended to be temporary solutions for the operation of these clinics. The 90-day termination provisions contained in the Lease Agreements will ensure that the Lease Agreements will not adversely affect the value of the Debtors' real estate as part of any future real estate disposition and is an integral part of the Debtors' agreement to enter into any short-term leases, he asserts. Furthermore, Mr. Rogoff notes, there is certain inventory previously used by the Debtors and located at their clinics, which has little value to the Debtors' estates but could be used by the new sponsors of the new clinics. Thus, the Debtors seek Court permission, (i) as part of their Lease Agreements, to license the use of certain furniture, fixtures and equipment to the tenant and (ii) to sell certain de minimis assets to SLR related to the HIV Clinic's pharmacy free and clear of all liens, claims and encumbrances. By leasing or selling these de minimis assets, the Debtors will be providing these new HIV clinic operators with the tools and equipment they will need to immediately begin new clinic operations without any interruption or disruption in service to patients, Mr. Rogoff says. It also alleviates any burden on the estates from removing and otherwise disposing of those assets, he adds. In order to minimize the administrative expense and burden on the Debtors' estates associated with maintaining the patient, research, and prescription records of the HIV Clinic that will be transferred, the Debtors intend to enter into certain custody agreements with Mount Sinai and SLR. Pursuant to these agreements, the new operators would assume custody of, and responsibility for, the Debtors' applicable patient, research and prescription records. A full-text copy of the Lease Agreement is available for free at http://bankrupt.com/misc/Vincents_O%27TooleLeaseAgmt.pdf About Saint Vincent Catholic Medical Centers Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/-- is anchored by St. Vincent's Hospital Manhattan, an academic medical center located in Greenwich Village and the only emergency room on the Westside of Manhattan from Midtown to Tribeca, St. Vincent's Westchester, a behavioral health hospital in Westchester County, and continuing care services that include two skilled nursing facilities in Brooklyn, another on Staten Island, a hospice, and a home health agency serving the Metropolitan New York area. Its behavioral health services also provide supportive housing programs for people with mental illness throughout the Metropolitan area. Saint Vincent's is the designated provider for the New York and New Jersey region of the US Family Health Plan sponsored by the US Department of Defense. Saint Vincent's serves as the academic medical center of New York Medical College in New York City. The healthcare organization is sponsored by the Roman Catholic Bishop of Brooklyn and the president of the Sisters of Charity of New York. Saint Vincent Catholic Medical Centers of New York and six of its affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed the Debtors' Chapter 11 cases. On September 12, 2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over representing the Debtors in their restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the Official Committee of Unsecured Creditors. As of April 30, 2005, the Debtors listed $972 million in total assets and $1 billion in total debts. The Court confirmed the Debtors' Chapter 11 plan on July 27, 2007. St. Vincent Catholic Medical Centers and its affiliates returned to the bankruptcy court by filing another Chapter 11 petition on April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963). The new petition listed assets of $348 million against debt totaling $1.09 billion. Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors in their restructuring efforts. The Debtors' special counsel is Garfunkel Wild, P.C., while their Crisis Management Team is led by Grant Thornton LLP. The Debtors' Chief Restructuring Officer is Mark E. Toney. SAINT VINCENTS: Wins Nod for Cain as Investment Bankers ------------------------------------------------------- The Bankruptcy Court has authorized Saint Vincents Catholic Medical Centers of New York and its affiliates to employ Cain Brothers & Company, LLC, as their investment banker pursuant to Section 327(a) of the Bankruptcy Code. Pursuant to the Engagement Letter, the Debtors propose to pay Cain Brothers: (a) A monthly fee of $50,000 during the term of the Engagement Letter, but in no event for no fewer than six month after the initial month. (b) If a Transaction is consummated for one or more of the Non-Hospital Businesses, Cain Brothers will receive in cash, upon that consummation of the transaction, 2.0% percent of the aggregate transaction value of the Transaction; provided, however, that the minimum Transaction Fee per Transaction will be $350,000 per each Non-Hospital Business sold; provided further, though, that the minimum Transaction Fee for the Debtors' interest in the Cancer Center and QIL will not exceed 5.0% of the ATV. (c) With respect to a Transaction Fee for a Transaction for the Co-Brokered Assets, the Transaction Fee will be as 1.0% of the ATV of the Transaction, except with respect to a Transaction for St. Vincent's Westchester that is consummated with Catholic Health Services of Long Island, in which case the Transaction Fee will be reduced to 0.75%; provided, however, that the minimum Transaction Fee per Non-Hospital Business will be $350,000. The U.S. Trustee lodged an objection to the terms of Cain's engagement. The Court's order provides that the Fee Arrangement Fee is modified for Co-Brokered Assets where Cain Brothers will receive a Transaction Fee of 0.9% of Aggregate Transaction Value for each sale or other transaction for a Co-Brokered Asset, subject to a minimum transaction fee in the amount equal to the lesser of (a) $350,000 or (b) 2.5% of Aggregate Transaction Value for each sale or other transaction for a Co-Brokered Asset. With respect to a Transaction for St. Vincent's Westchester with Catholic Health Services of Long Island, the Transaction Fee will be reduced to 0.75% subject to a minimum transaction fee in the amount equal to the lesser of (a) $350,000 or (b) 2.5% of Aggregate Transaction Value for that Transaction. About Saint Vincent Catholic Medical Centers Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/-- is anchored by St. Vincent's Hospital Manhattan, an academic medical center located in Greenwich Village and the only emergency room on the Westside of Manhattan from Midtown to Tribeca, St. Vincent's Westchester, a behavioral health hospital in Westchester County, and continuing care services that include two skilled nursing facilities in Brooklyn, another on Staten Island, a hospice, and a home health agency serving the Metropolitan New York area. Its behavioral health services also provide supportive housing programs for people with mental illness throughout the Metropolitan area. Saint Vincent's is the designated provider for the New York and New Jersey region of the US Family Health Plan sponsored by the US Department of Defense. Saint Vincent's serves as the academic medical center of New York Medical College in New York City. The healthcare organization is sponsored by the Roman Catholic Bishop of Brooklyn and the president of the Sisters of Charity of New York. Saint Vincent Catholic Medical Centers of New York and six of its affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed the Debtors' Chapter 11 cases. On September 12, 2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over representing the Debtors in their restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the Official Committee of Unsecured Creditors. As of April 30, 2005, the Debtors listed $972 million in total assets and $1 billion in total debts. The Court confirmed the Debtors' Chapter 11 plan on July 27, 2007. St. Vincent Catholic Medical Centers and its affiliates returned to the bankruptcy court by filing another Chapter 11 petition on April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963). The new petition listed assets of $348 million against debt totaling $1.09 billion. Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors in their restructuring efforts. The Debtors' special counsel is Garfunkel Wild, P.C., while their Crisis Management Team is led by Grant Thornton LLP. The Debtors' Chief Restructuring Officer is Mark E. Toney. SAINT VINCENTS: Wins Nod for Shattuck as Brokers on Revised Terms ----------------------------------------------------------------- The Bankruptcy Court authorized Saint Vincents Catholic Medical Centers of New York and its affiliates to employ Shattuck Hammond Partners as their brokers pursuant to Section 327(a) of the Bankruptcy Code. The Debtors seek the Court's authority to retain Shattuck Hammonds Partners as their brokers nunc pro tunc to April 14, 2010. Pursuant to Engagement Letters, the Debtors proposed to compensate Shattuck on these terms: (a) Home Health Transaction: -- a fixed monthly payment of $10,000 for the first six months following execution of the relevant Engagement Letter, and $5,000 thereafter. -- Upon the execution of a letter of intent or a decision by the Debtors to enter into exclusive negotiations with a prospective purchaser, Shattuck will receive a payment of $50,000. -- Upon the delivery of a Home Health Fairness Opinion, Shattuck will receive a payment of $75,000. -- Upon the consummation of a Home Health Sale, Shattuck will receive a transaction fee equal to 1.0% of the Aggregate Consideration, less any amounts paid to Shattuck in Home Health Monthly Fees or Home Health Success Fees; provided, however, that the minimum Home Health Transaction Fee paid to Shattuck will be $350,000. The Home Health Transaction Fee is contingent on the closing of a Home Health Sale and will be paid by the Debtors on the closing date. (b) St. Vincent's Westchester Transaction: -- a fixed monthly payment of $10,000 for the first six months following execution of the relevant Engagement Letter, and $5,000 thereafter. -- Upon the execution of a letter of intent or a decision by the Medical Center to enter into exclusive negotiations with a prospective purchaser, Shattuck will receive a payment of $50,000. -- Upon the delivery of a St. Vincent's Westchester Fairness Opinion, Shattuck will receive a payment of $100,000. -- Upon the consummation of a St. Vincent's Westchester Sale, Shattuck will receive a transaction fee equal to 1.0% of the Aggregate Consideration, less any amounts paid to Shattuck in St. Vincent's Westchester Monthly Fees or St. Vincent's Westchester Success Fees; provided, however, that the maximum amount credited against the St. Vincent's Westchester Transaction Fee will be $50,000. In the event a St. Vincent's Westchester Sale consummated with Catholic Health Services of Long Island, the St. Vincent's Westchester Transaction Fee will equal 0.75% of the Aggregate Consideration; provided further, however, the minimum St. Vincent's Westchester Transaction Fee paid to Shattuck will be $350,000. The St. Vincent's Westchester Transaction Fee is contingent on the closing of a St. Vincent's Westchester Sale and will be paid by the Debtors on the closing date. The Engagement Letters provide that in the event there is a packaged transaction involving St. Vincent's Westchester or Home Health Operations, the buyer in that transaction will be required to allocate its purchase price among each of the businesses being purchased, and both Cain Brothers and Shattuck will each receive 1% of the aggregate total value attributed to St. Vincent's Westchester or Home Health Operations; provided, however, that with respect to St. Vincent's Westchester, that percentage will be reduced to 0.75% in the event that the packaged transaction is consummated with Catholic Health Services of Long Island; provided further, however that the minimum transaction fee per non-Hospital business shall be $350,000. The Court's order provides that the Fee Arrangement is modified for Co-Brokered Assets where Shattuck will receive a Transaction Fee of 0.9% of Aggregate Consideration for each sale or other transaction for a Co-Brokered Asset, subject to a minimum transaction fee in the amount equal to the lesser of (a) $350,000 or (b) 2.5% of Aggregate Consideration for each sale or other transaction for a Co-Brokered Asset. With respect to a Transaction for St. Vincent's Westchester with Catholic Health Services of Long Island, the Transaction Fee will be reduced to 0.75% subject to a minimum transaction fee in the amount equal to the lesser of (a) $350,000 or (b) 2.5% of Aggregate Consideration for that Transaction. About Saint Vincent Catholic Medical Centers Saint Vincent Catholic Medical Centers -- http://www.svcmc.org/-- is anchored by St. Vincent's Hospital Manhattan, an academic medical center located in Greenwich Village and the only emergency room on the Westside of Manhattan from Midtown to Tribeca, St. Vincent's Westchester, a behavioral health hospital in Westchester County, and continuing care services that include two skilled nursing facilities in Brooklyn, another on Staten Island, a hospice, and a home health agency serving the Metropolitan New York area. Its behavioral health services also provide supportive housing programs for people with mental illness throughout the Metropolitan area. Saint Vincent's is the designated provider for the New York and New Jersey region of the US Family Health Plan sponsored by the US Department of Defense. Saint Vincent's serves as the academic medical center of New York Medical College in New York City. The healthcare organization is sponsored by the Roman Catholic Bishop of Brooklyn and the president of the Sisters of Charity of New York. Saint Vincent Catholic Medical Centers of New York and six of its affiliates filed for Chapter 11 protection on July 5, 2005 (Bankr. S.D.N.Y. Case No. 05-14945 through 05-14951). Gary Ravert, Esq., and Stephen B. Selbst, Esq., at McDermott Will & Emery, LLP, filed the Debtors' Chapter 11 cases. On September 12, 2005, John J. Rapisardi, Esq., at Weil, Gotshal & Manges LLP took over representing the Debtors in their restructuring efforts. Martin G. Bunin, Esq., at Thelen Reid & Priest LLP, represented the Official Committee of Unsecured Creditors. As of April 30, 2005, the Debtors listed $972 million in total assets and $1 billion in total debts. The Court confirmed the Debtors' Chapter 11 plan on July 27, 2007. St. Vincent Catholic Medical Centers and its affiliates returned to the bankruptcy court by filing another Chapter 11 petition on April 14, 2010 (Bankr. S.D.N.Y. Case No. 10-11963). The new petition listed assets of $348 million against debt totaling $1.09 billion. Adam C. Rogoff, Esq., and Kenneth H. Eckstein, Esq., at Kramer Levin Naftalis & Frankel LLP, assist the Debtors in their restructuring efforts. The Debtors' special counsel is Garfunkel Wild, P.C., while their Crisis Management Team is led by Grant Thornton LLP. The Debtors' Chief Restructuring Officer is Mark E. Toney. SCOTT SIMMONS: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------- Joint Debtors: Scott Travis Simmons aka Scott Simmons aka Scott T. Simmons Cassandra Rowley Simmons aka Cassandra R Simmons aka Cassandra Simmons aka Cassandra Rochelle Simmons 10112 Walnut Street Bellflower, CA 90706 Bankruptcy Case No.: 10-34273 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Sheri Bluebond Debtor's Counsel: Peter C. Bronstein, Esq. 1925 Century Park E Ste 350 Los Angeles, CA 90067 Tel: 310 203-2249 E-mail: peterbronz@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 9 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-34273.pdf The petition was signed by Scott Travis Simmons and Cassandra Rowley Simmons. SECURITY AUSTIN: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Security Austin Risk AMG, L.L.C. dba International RAM Associates, LLC RAM Semiconductor, LC 3500 Comsouth Drive Austin, TX 78744 Bankruptcy Case No.: 10-11645 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court Western District of Texas (Austin) Judge: Craig A. Gargotta Debtor's Counsel: Lynn H. Butler, Esq. Brown, McCarroll, LLP 111 Congress Avenue, Suite 1400 Austin, TX 78701 Tel: (512) 472-5456 Fax: (512) 479-1101 E-mail: lbutler@mailbmc.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 Chris Mashburn, managing member. SELF STORAGE: Section 341(a) Meeting Scheduled for July 12 ---------------------------------------------------------- The U.S. Trustee for Region 17 will convene a meeting of Self Storage of Walnut Creek, LLC's creditors on July 12, 2010, at 9:00 a.m. The meeting will be held at the Office of the U.S. Trustee, 1301 Clay Street, Room 680N, Oakland, CA 94612. 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. Walnut Creek, California-based Self Storage of Walnut Creek, LLC, filed for Chapter 11 bankruptcy protection on June 7, 2010 (Bankr. N.D. Calif. Case No. 10-46516). Joel K. Belway, Esq., at Law Offices of Joel K. Belway, 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. SEQUENOM INC: BlackRock Inc. Pares Stake to 4.99% ------------------------------------------------- BlackRock Inc. disclosed that as of May 31, 2010, it may be deemed to hold 3,722,504 shares or roughly 4.99% of the common stock of Sequenom Inc. As reported by the Troubled Company Reporter on February 10, 2010, BlackRock disclosed that as of December 31, 2009, it may be deemed to beneficially own 3,666,273 shares or roughly 5.99% of the common stock of Sequenom. About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. The Company's balance sheet for March 31, 2010, showed $70.6 million total assets and $15.5 million total current liabilities, for a $50.0 million stockholders' equity. Ernst & Young LLP of San Diego, California, has expressed substantial doubt against Sequenom's ability as a going concern. The auditor noted that the Company has incurred recurring operating losses and does not have sufficient working capital to fund operations through 2010. SHOPPES OF LAKESIDE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Shoppes of Lakeside, Inc. 2275 Atlantic Blvd. Neptune Beach, FL 32266 Bankruptcy Case No.: 10-05199 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Bryan K. Mickler, Esq. 5452 Arlington Expressway Jacksonville, FL 32211 Tel: (904) 725-0822 Fax: (904) 725-0855 E-mail: court@planlaw.com Scheduled Assets: $39,894,050 Scheduled Debts: $37,748,101 The petition was signed by Chris Hionides, company's president. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Ameris Bank/Special Assets $3,537,400 8705 Perimeter Park Blvd Suite 4 Jacksonville, FL 32216 Ameris Bank/Special Assets $3,537,400 8705 Perimeter Park Blvd Suite 4 Jacksonville, FL 32216 Ameris Bank/Special Assets $1,000,000 8705 Perimeter Park Blvd Suite 4 Jacksonville, FL 32216 Ameris Bank/Special Assets $1,000,000 8705 Perimeter Park Blvd Suite 4 Jacksonville, FL 32216 Ameris Bank/Special Assets $1,000,000 8705 Perimeter Park Blvd Suite 4 Jacksonville, FL 32216 SRB Servicing, LLC $402,216 Performance Roofing $55,000 A Comfortable Environment $14,850 Zona & Associates $14,500 Mike Hogan Tax Collector $7,545 Mike Hogan Tax Collector $4,800 Mike Hogan Tax Collector $4,475 Gess Elevator Inc. $4,361 Styles Smith Plumbing $4,335 Florida Department of Rev. $4,084 Smith & Sons Tree & Lawn $2,500 Premiere Water & Energy $1,699 Keep Jax Green $1,330 Bug Out Service $1,284 Performance Bug-Out $1,284 SINCLAIR BROADCAST: BofA Pares Stake to Below 5% ------------------------------------------------ Bank of America Corp. disclosed in a regulatory filing that as of May 31, 2010, it has become a less than 5% holder of Sinclair Broadcast Group Inc. common stock. As reported by the Troubled Company Reporter on February 4, 2010, Bank of America Corporation; Bank of America, NA; Columbia Management Advisors, LLC; IQ Investment Advisors LLC; and Merrill Lynch, Pierce, Fenner & Smith, Inc., disclosed that they may be deemed to beneficially own in the aggregate 2,674,496 shares or roughly 5.6% of the common stock of Sinclair Broadcast Group as of December 31, 2009. About Sinclair Broadcast Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and most diversified television broadcasting companies, currently owns and operates, programs or provides sales services to 58 television stations in 35 markets. The Company's television group reaches roughly 22% of U.S. television households and includes FOX, ABC, CBS, NBC, MNT, and CW affiliates. As of December 31, 2009, Sinclair had total assets of $1,597,721,000 against total liabilities of $1,799,943,000. As of December 31, 2009, Total Sinclair Broadcast Group shareholders' deficit was $211,950,000, and Noncontrolling interest was $9,728,000, resulting in Total deficit of $202,222,000. * * * According to the Troubled Company Reporter on May 28, 2010. Standard & Poor's Ratings Services placed its 'B' corporate credit rating for Hunt Valley, Md.-based TV broadcaster Sinclair Broadcast Group Inc., as well as all related issue-level ratings on the company's debt, on CreditWatch with positive implications. SIX FLAGS: Paul Hastings Seeks Nearly $18M for Services ------------------------------------------------------- Bankruptcy Law360 reports that final fee applications are starting to pour in for Six Flags Inc. following its recent bankruptcy emergence, with debtor's counsel Paul Hastings Janofsky & Walker LLP seeking nearly $18 million for its services. The applications began piling up in the U.S. Bankruptcy Court for the District of Delaware on Monday, with Paul Hastings' total marking the highest bid so far, according to Law360. About Six Flags Six Flags Entertainment Corporation (formerly Six Flags, Inc.) is a publicly-traded corporation headquartered in New York City and is the world's largest regional theme park company with 19 parks across the United States, Mexico and Canada. Six Flags filed for Chapter 11 protection on June 13, 2009 (Bankr. D. Del. Lead Case No. 09-12019). Paul E. Harner, Esq., Steven T. Catlett, Esq., and Christian M. Auty, Esq., at Paul, Hastings, Janofsky & Walker LLP in Chicago, Illinois, act as the Debtors' lead counsel. Daniel J. DeFranceschi, Esq., and L. Katherine Good, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, act as local counsel. Cadwalader Wickersham & Taft LLP, serves as special counsel. Houlihan Lokey Howard & Zukin Capital Inc., serves as financial advisors, while KPMG LLC acts as accountants. Kurtzman Carson Consultants LLC serves as claims and notice agent. As of March 31, 2009, Six Flags had $2,907,335,000 in total assets and $3,431,647,000 in total liabilities. Six Flags emerged from Chapter 11 on May 1, 2010. Under the plan confirmed by the bankruptcy court on April 30, Six Flags reduced its indebtedness and mandatorily redeemable preferred stock from approximately $2.7 billion at December 31, 2009, to approximately $1.0 billion at emergence. SLKE ENTERTAINMENT: Case Summary & 9 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: SLKE Entertainment, Inc. dba Boston's Gourmet Pizza 11260 4th Street Rancho Cucamonga, CA 91730 Bankruptcy Case No.: 10-28360 Chapter 11 Petition Date: June 14, 2010 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Ellen Carroll Debtor's Counsel: Miyun Lim, Esq. 3701 Wishire Blvd, Ste 1025 Los Angeles, CA 90010 Tel: (231) 389-3557 Fax: (323) 927-3623 E-mail: teribklaw@gmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 9 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-28360.pdf The petition was signed by Chang Whe Lim, company's chief executive officer. SMURFIT-STONE: More Than 145 Claims Change Hands in May ------------------------------------------------------- For the period from April 8 to 30, 2010, more than 320 claims were transferred by various creditors to various entities, including Fair Harbor Capital LLC, Liquidity Solutions, Inc., Sierra Liquidity Fund LLC; United States Debt Recovery LLC; Contrarian Funds LLC; The Seaport Group LLC; and Blue Heron Micro Opportunities Fund LLP. For May 2010, more than 145 claims were transferred. Among the claims transferred for April 2010 were the claims of: Transferor Amount ---------- --------- PPL Energyplus LLC $4,517,488 WE Energies 108,697 Crawford Inland Compressor 19,209 Devine Hydraulics, Inc. 18,585 Sawyer Industrial Plastics 13,296 Timber Line Tree Service LLC 6,655 Thermo Electric Company, Inc. 2,832 Florence Carpet & tile, Inc. 2,219 Jerico Fire Protection Company, Inc. 3,310 Provident Life & Accident 694 Among the claims transferred for May 2010 were the claims of: Transferor Amount ---------- --------- Dynasty Transportation LLC $234,897 Constellation Newenergy, Inc. 57,106 PCE Pacific, Inc. 31,200 MX Energy 19,620 Lise Essiambre 2,947 Parson & Sanderson, Inc. 3,596 All Star Corrugated 8,570 Corrugated Synergies International LLC 7,000 Montequin Distributors, Inc. 2,966 Process Control Services 960 About Smurfit-Stone Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/-- is one of the leading integrated manufacturers of paperboard and paper-based packaging in North America and one of the world's largest paper recyclers. The Company operates 162 manufacturing facilities that are primarily located in the United States and Canada. The Company also owns roughly one million acres of timberland in Canada and operates wood harvesting facilities in Canada and the United States. The Company employs roughly 21,250 employees, 17,400 of which are based in the United States. For the quarterly period ended September 30, 2008, the Company reported roughly US$7.450 billion in total assets and US$5.582 billion in total liabilities on a consolidated basis. Smurfit-Stone and its U.S. and Canadian subsidiaries filed for Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead Case No. 09-10235). Certain of the company's affiliates, including Smurfit-Stone Container Canada Inc., a wholly owned subsidiary of SSCE, and certain of its affiliates, filed to reorganize under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Canada. Smurfit-Stone joined pulp- and paper-related bankruptcies as rising Internet use hurts magazines and newspapers. Corporacion Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy in October. Quebecor World Inc., a magazine printer and Pope & Talbot Inc., a pulp-mill operator, also sought cross-border bankruptcies for their operations in the U.S. and Canada. James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M. Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton, Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware, serve as the Debtors' bankruptcy counsel. PricewaterhouseCoopers LLC, serves as the Debtors' financial and investment consultants. Lazard Freres & Co. LLC acts as the Debtors' investment bankers. Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and claims agent. Bankruptcy Creditors' Service, Inc., publishes Smurfit-Stone Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Smurfit-Stone Container Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SMURFIT-STONE: Wins Approval of Village of Hodge Settlement ----------------------------------------------------------- Smurfit-Stone Container Corp. and its units sought and obtained the Court's approval of a settlement agreement they entered into with the Village of Hodge, Louisiana and U.S. Bank National Trust Association, as indenture trustee for the Village of Hodge Louisiana Combined Utility System Bonds, Series 2003. In addition, the Court authorized the Debtors to reject a certain utility contract with the Village and enter into a new facility agreement with the Village. As previously reported, the Debtors own and operate a paper manufacturing mill located in Hodge, Louisiana. In connection with the manufacturing operations of the Hodge Mill, the Debtors use large amounts of electricity, steam, water, and treatment and disposal services for sewage and industrial waste. The Debtors receive the Contract Services pursuant to the terms of a Utility Contract. James F. Conlan, Esq., at Sidley Austin LLP, in Wilmington, Delaware, says that the Settlement Agreement settles and resolves all disputes among the Debtors, the Village, and the Bond Trustee with respect to amounts the Bond Trustee asserts it is owed and the rights the Bond Trustee asserts it holds with respect to the 2003 Indenture, the Utility Contract and any new agreement entered into by the Village and the Debtors. The Bond Trustee previously asserted that it is owed not less that $59,839,973 on account of the amount outstanding on the 2003 Bonds and asserted that it is owed an administrative expense priority claim against the Debtors' estate in an amount exceeding $5,000,000 as of the date of the Settlement Agreement. The Bond Trustee also asserted that it would have a significant claim against the Debtors' estate resulting from any rejection of the Utility Contract. The Bond Trustee further asserted that the Bondholders and the Bond Trustee, pursuant to the 2003 Indenture, have certain rights with respect to any new utility agreement that the Village seeks to enter into with the Debtors. The Settlement Agreement provides that: -- the Debtors and the Village have reached an agreement pursuant to which the Debtors may continue to receive the Contract Services following the rejection of the Utility Contract; -- the Bond Trustee will agree not to object to the Debtors' rejection of the Utility Contract or the Debtors and the Village entering into a new utility contract; -- the Bond Trustee, as trustee and on behalf of the Bondholders, will have an allowed, prepetition, non- priority unsecured claim against Smurfit-Stone Container Enterprises, Inc. for $75,500,000, along with certain amounts; and -- all obligations of the Village to the Bondholders are fully released and extinguished. The Debtors also agreed to pay the reasonable fees and expenses of the Bond Trustee incurred in connection with the 2003 Bonds, the settlement contemplated in the Settlement Agreement, and the Debtors' Chapter 11 cases. The Hodge Facility Agreement, which is an exhibit to the Settlement Agreement, provides that the utility plant in Hodge will continue to provide the Hodge Mill with the necessary Contract Services and in return the Debtors will pay the Village for the costs and expenses associated with operating and maintaining the utility facilities. The Hodge Facility Agreement provides, however, that the Debtors will not be liable to pay any amounts on account of the principal, interest or premiums, if any, or any other obligation, due with respect to the Bonds or the 2003 Indenture, all of which the Debtors are required to pay under the existing Utility Contract. The Court approved the Debtors' Request after Mr. Conlan certified that there were no objections or responses as of May 6, 2010. About Smurfit-Stone Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/-- is one of the leading integrated manufacturers of paperboard and paper-based packaging in North America and one of the world's largest paper recyclers. The Company operates 162 manufacturing facilities that are primarily located in the United States and Canada. The Company also owns roughly one million acres of timberland in Canada and operates wood harvesting facilities in Canada and the United States. The Company employs roughly 21,250 employees, 17,400 of which are based in the United States. For the quarterly period ended September 30, 2008, the Company reported roughly US$7.450 billion in total assets and US$5.582 billion in total liabilities on a consolidated basis. Smurfit-Stone and its U.S. and Canadian subsidiaries filed for Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead Case No. 09-10235). Certain of the company's affiliates, including Smurfit-Stone Container Canada Inc., a wholly owned subsidiary of SSCE, and certain of its affiliates, filed to reorganize under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Canada. Smurfit-Stone joined pulp- and paper-related bankruptcies as rising Internet use hurts magazines and newspapers. Corporacion Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy in October. Quebecor World Inc., a magazine printer and Pope & Talbot Inc., a pulp-mill operator, also sought cross-border bankruptcies for their operations in the U.S. and Canada. James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M. Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton, Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware, serve as the Debtors' bankruptcy counsel. PricewaterhouseCoopers LLC, serves as the Debtors' financial and investment consultants. Lazard Freres & Co. LLC acts as the Debtors' investment bankers. Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and claims agent. Bankruptcy Creditors' Service, Inc., publishes Smurfit-Stone Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Smurfit-Stone Container Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SMURFIT-STONE: Wins OK to Reimburse Auto Rentals' Legal Expenses ---------------------------------------------------------------- Smurfit-Stone Container Corp. and its units asked the U.S. Bankruptcy Court for authority to reimburse Automotive Rentals, Inc., and ARI Fleet LT for legal expenses and potential liability in connection with a civil action that was commenced, prior to the Petition Date against certain employees of the Debtors, certain of the Debtors, and ARI. As previously reported, the Debtors sought and obtained the Court's authority to reimburse certain current and former employees for legal expenses related to certain prepetition claims. As discussed in the Employee Reimbursement Motion, prior to the Petition Date, the Debtors faced litigation relating to, among other things, labor and employment issues, commercial disputes, and personal injury claims. In certain cases, the plaintiffs named both the Debtors and individual employees of the Debtors as defendants in the litigation. Prior to the Petition Date, the Debtors typically reimbursed their employees for any legal expenses the employees incurred in connection with litigation relating to acts that allegedly occurred within the scope of their employment with the Debtors. James F. Conlan, Esq., at Sidley Austin LLP, in Wilmington, Delaware, notes that one of the pending cases discussed in the Employee Reimbursement Motion is the "Mendoza Action," filed on October 16, 2008, in Fresno County Superior Court, California. In the Mendoza Action, plaintiffs Eva Diaz Mendoza and Genaro Reyna sought damages against Johnny Abel Cerda, ARI, Smurfit- Stone Container Corporation and Smurfit-Stone Container Enterprises, Inc., for personal injury and loss of consortium in connection with a motor vehicle accident that occurred on October 23, 2006. Mr. Conlan discloses that Johnny Able Cerda is an employee of SSCC who was allegedly operating a motor vehicle that was involved in the accident. The Plaintiffs allege that the Defendants were negligent and that the negligent acts were the proximate cause of injuries to the Plaintiffs. "Although the Mendoza Action has been stayed with respect to SSCC pursuant to Section 362 of the Bankruptcy Code, Plaintiffs have continued to pursue their claims against Mr. Cerda and ARI," Mr. Conlan further notes. As authorized pursuant to the Court's Order granting the Employee Reimbursement Motion, the Debtors have been indemnifying Mr. Cerda for the legal fees he has incurred in connection with the Mendoza Action. Mr. Conlan relates that the vehicle involved in the accident subject of the Mendoza Action was on lease from ARI to SSCE pursuant to a Lease and Fleet Management Services Agreement. He contends that the Lease Agreement essentially provides that SSCE will reimburse ARI for all loss or liability, including legal fees, arising out of or connected with the operation of a vehicle subject of the Lease Agreement. Accordingly, ARI asserts that SSCE is obligated to indemnify it for its costs in defending the Mendoza Action. The Debtors estimate that there will actually be no additional costs for indemnifying ARI for the legal fees it is expected to incur in connection with the Mendoza Action. Mr. Conlan explains that having the same attorney represent all three defendants at each stage of the litigation would not result in any incremental fees above those already expended for defense of the two current Defendants. He adds that the legal liability for the leasing company is minimal and likely none. * * * In a separate filing, Mr. Conlan certified that there were no objections filed to the Debtors' Request as of June 7, 2010. Accordingly, the Court granted the Debtors' Request. About Smurfit-Stone Smurfit-Stone Container Corp. -- http://www.smurfit-stone.com/-- is one of the leading integrated manufacturers of paperboard and paper-based packaging in North America and one of the world's largest paper recyclers. The Company operates 162 manufacturing facilities that are primarily located in the United States and Canada. The Company also owns roughly one million acres of timberland in Canada and operates wood harvesting facilities in Canada and the United States. The Company employs roughly 21,250 employees, 17,400 of which are based in the United States. For the quarterly period ended September 30, 2008, the Company reported roughly US$7.450 billion in total assets and US$5.582 billion in total liabilities on a consolidated basis. Smurfit-Stone and its U.S. and Canadian subsidiaries filed for Chapter 11 protection on January 26, 2009 (Bankr. D. Del. Lead Case No. 09-10235). Certain of the company's affiliates, including Smurfit-Stone Container Canada Inc., a wholly owned subsidiary of SSCE, and certain of its affiliates, filed to reorganize under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Canada. Smurfit-Stone joined pulp- and paper-related bankruptcies as rising Internet use hurts magazines and newspapers. Corporacion Durango SAB, Mexico's largest papermaker, sought U.S. bankruptcy in October. Quebecor World Inc., a magazine printer and Pope & Talbot Inc., a pulp-mill operator, also sought cross-border bankruptcies for their operations in the U.S. and Canada. James F. Conlan, Esq., Matthew A. Clemente, Esq., Dennis M. Twomey, Esq., and Bojan Guzina, Esq., at Sidley Austin LLP, in Chicago, Illinois; and Robert S. Brady, Esq., and Edmon L. Morton, Esq., at Young Conaway Stargatt & Taylor in Wilmington, Delaware, serve as the Debtors' bankruptcy counsel. PricewaterhouseCoopers LLC, serves as the Debtors' financial and investment consultants. Lazard Freres & Co. LLC acts as the Debtors' investment bankers. Epiq Bankruptcy Solutions LLC acts as the Debtors' notice and claims agent. Bankruptcy Creditors' Service, Inc., publishes Smurfit-Stone Bankruptcy News. The newsletter tracks the Chapter 11 proceeding and ancillary foreign proceedings undertaken by Smurfit-Stone Container Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) SOUTH BAY: Deadline to Remove Actions Extended to Oct. 18 --------------------------------------------------------- Judge Louise DeCarl Adler of the United States Bankruptcy Court for the Southern District of California extended to October 18, 2010, the deadline within which South Bay Expressway, L.P. and California Transportation Ventures, Inc.'s may remove actions, without prejudice for the Debtors' or any party-in-interest's rights to seek further extensions. To recall, Otay River Constructors objected to the request arguing that Section 1452 of the Judicial and Judiciary Procedures Code authorizes removal by any party to an action, if any party has filed for bankruptcy. ORC contended that the Debtors are asking the extension of the deadline to remove, but for the Debtors only, rather than for any party. To resolve the objection, the Debtors and ORC agreed to amend the proposed order to the request to provide that the parties' deadline to remove civil actions, and not just the Debtors', will be extended to October 18, 2010. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10-04516). Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. Bankruptcy Creditors' Service, Inc., publishes South Bay Expressway Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by South Bay Expressway LP and California Transportation Ventures Inc. (http://bankrupt.com/newsstand/or 215/945-7000). SOUTH BAY: Lease Decision Period Extended Until Oct. 16 ------------------------------------------------------- South Bay Expressway and affiliate, California Transportation Ventures Inc., won from the Bankruptcy Court, pursuant to 11 U.S.C. Sec. 365(d)(4), an extension of the time within which they may assume or reject unexpired leases of nonresidential real property through October 16, 2010, without prejudice to the rights of the Debtors to seek further extensions with the consent of the affected lessors. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles, California -- alexander.pilmer@kirkland.com -- relates that the Debtors have not yet had an opportunity to conclusively determine whether to assume or reject their Unexpired Leases and do not anticipate that they will be able to make a determination by their current lease decision deadline. Since the Petition Date, the Debtors and their advisors have been focused on activities that are critically important to the Debtors' reorganization, including stabilizing and maintaining day-to-day operations, preparing the schedules of assets and liabilities and statements of financial affairs, responding to objections to various motions, and negotiating with key stakeholders regarding the Debtors' use of cash collateral, Mr. Pilmer asserts. Consequently, he says, although the process of analyzing the Unexpired Leases has begun in earnest, the Debtors and their advisors require additional time to analyze the Unexpired Leases and make the appropriate determinations concerning assumption or rejection. Given that the Unexpired Leases remain an integral part of their business operations and the Debtors' cases are complex, Mr. Pilmer argues that the Debtors should not be compelled to make any assumption or rejection decisions until they have had sufficient time to fully evaluate their businesses and the Unexpired Leases in connection with the Chapter 11 cases and their reorganization efforts. If the Debtors were compelled at this time to decide whether to assume or reject any Unexpired Leases, they would be forced to prematurely assume any Unexpired Leases, which could lead to unnecessary administrative claims against their estates if they were ultimately terminated and may result in the Debtors being required to cure significant prepetition claims in connection with a lease they may not ultimately need or want, Mr. Pilmer further contends. Conversely, he adds, if the Debtors precipitously reject the Unexpired Leases, they may forego the significant value to the estates of the Unexpired Leases. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10-04516). Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. Bankruptcy Creditors' Service, Inc., publishes South Bay Expressway Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by South Bay Expressway LP and California Transportation Ventures Inc. (http://bankrupt.com/newsstand/or 215/945-7000). SOUTH BAY: Gets Nod to Employ Firms in Ordinary Course ------------------------------------------------------ South Bay Expressway, L.P., and California Transportation Ventures, Inc., employ various attorneys, accountants, auditors and other professionals in the ordinary course of their businesses. The OCPs provide services for the Debtors in a variety of matters unrelated to the Chapter 11 cases, particularly specialized legal services. The Debtors accordingly sought and obtained the Court's authority to employ and compensate the OCPs in the ordinary course of their business, without the need for each OCP to file formal applications for retention and compensation pursuant to Sections 327, 328 and 330 of the Bankruptcy Code. The Office of the United States Trustee and Otay River Constructors have previously submitted separate objections to the request. To address the objections, the Debtors have, among other things, provided a description of services to be provided for each OCP, and filed disclosure declarations for each OCP in advance of the hearing on the request. The Debtors have also conferred with the California Department of Transportation and agreed to certain modifications to the proposed OCP retention procedures, including the reduction of the monthly cap from $30,000 to $20,000 per OCP, and the provision that aggregate fees paid to OCPs over the course of the Debtors' Chapter 11 cases will be limited to the amount currently contained in the Debtors' litigation reserve account, which is approximately $459,000. The Debtors filed with the Court an amended list of ordinary course professionals to remove Milbank Tweed Hadley McCloy LLP, Barger & Wolon LLP, and Ajalat, Polley, Ayoob & Matarese. Hence, the list contains these OCPs: OCP Name Services Provided -------- ----------------- Clayton Utz Case Management in Contractor Litigation Farella Braun Martel LLP Litigation Counsel Robins, Kaplan, Miller Surety Counsel & Ciresi LLP Wertz McDade Wallace Litigation and General Moot & Brower Corporate Counsel Howard Rice Nemerovski Litigation Counsel Canady Falk & Rabkin Osborne & Nesbitt LLP Insurance Counsel Weil, Gotshal & Manges LLP Litigation Counsel About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 on March 22, 2010 (Bankr. S.D. Calif. Case No. 10-04516). Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. Bankruptcy Creditors' Service, Inc., publishes South Bay Expressway Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by South Bay Expressway LP and California Transportation Ventures Inc. (http://bankrupt.com/newsstand/or 215/945-7000). SPECIALTY PRODUCTS: RPM, Asbestos Claimants Face August Trial ------------------------------------------------------------- Bill Rochelle at Bloomberg News reports that asbestos claimants agreed with RPM International Inc. to hold a trial on Aug. 9 to decide whether the bankruptcy court will continue to enjoin lawsuits against RPM and affiliates that aren't in Chapter 11. Bloomberg recounts that two of RMP's non-operating subsidiaries -- Specialty Products Holding Corp. and Bondex International Inc. -- which filed for Chapter 11, have asked the bankruptcy judge to stop suits against the non-bankrupt affiliates which are claimed not to be directly liable on asbestos claims. The judge granted a temporary injunction and was to hold a hearing June 15 for continuation of the halt against suits. The parties, according to the report, have decided to schedule pre-trial discovery and arrange for resolution of the dispute at the Aug. 9 hearing. In the meantime, the halt will continue on suits against the entire family of companies. Asbestos claimants will file their briefs on July 16. The companies will submit their papers on July 29. 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. They filed for bankruptcy to deal with 10,000 asbestos claims. SPIRIT FINANCE: Moody's Affirms 'Caa1' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service affirmed Spirit Finance Corporation's corporate family rating at Caa1 and senior secured term loan rating at Ca. Moody's also maintained the rating outlook at negative. This rating action reflects Spirit's recent successful repurchase of approximately $50 million of its senior secured term loan rated by Moody's at a discount. This transaction was expressly permitted by the recently executed second amendment to Spirit's senior secured term loan. However, in Moody's view, this transaction is a distressed exchange which is defined as an offer by issuer to creditors of a new or restructured debt, or a new package of securities, cash or assets, that amount to a diminished financial obligation relative to the original obligation with the effect of allowing the issuer to avoid a bankruptcy or payment default. According to Moody's, a distressed exchange is a form of default. Moody's includes distressed exchanges in its definition of default in order to capture credit events whereby issuers effectively fail to meet their debt service obligations, but yet do not actually file for bankruptcy or miss an interest or principal payment. Moody's notes that Spirit's term loan rating of Ca already incorporates both the high probability of default and the low likely recovery. Also, Moody's acknowledges that reducing leverage is a credit positive for Spirit Finance. The negative rating outlook reflects Moody's continued caution with respect to the strength and pace of the broader economic recovery coupled with Spirit's significant exposure to the retail and restaurant sectors. The ratings would likely be stabilized once Moody's is comfortable with Spirit's ability to continue to meet all of its covenants under the term loan on a going forward basis. Also, Spirit's operating performance would need to remain consistent, without further deterioration, for a stable outlook. Downward rating pressure would likely occur as a result of Spirit's inability to address potential covenant violations or other breaches of the Senior Secured Term Loan, as well as any other liquidity challenges. These ratings were affirmed with a negative outlook: * Spirit Finance Corporation -- corporate family rating at Caa1; Senior Secured Term Loan at Ca. Moody's last rating action with respect to Spirit was on October 1, 2009, when Moody's confirmed the ratings of Spirit Finance Corporation: corporate family rating at Caa1 and Senior Secured Term Loan at Ca with a negative outlook. This rating action concluded Moody's review. Spirit Finance Corporation, headquartered in Phoenix, Arizona, is a REIT that acquires single-tenant, operationally essential real estate throughout United States to be leased on a long-term, triple-net basis to retail, distribution and service-oriented companies. SPOT MOBILE: Expects to Report $576,000 Net Loss for Apr 30 Qtr. ---------------------------------------------------------------- Spot Mobile International Ltd. fka Rapid Link Incorporated wanted, until June 21, 2010, to file its quarterly report on Form 10-Q for the period ended April 30, 2010, saying it needs more time to file and review its financial statements. According to the Company, revenue for the three months ended April 30, 2010, was approximately $4.4 million, compared to revenue of approximately $5.8 million for the three months ended April 30, 2009. Net loss for the three months ended April 30, 2010, was approximately $576,000, compared to a net loss of approximately $168,700, for the three months ended April 30, 2009. About Rapid Link Rapid Link Incorporated -- http://www.rapidlink.com/-- is a telecommunications services company which, through its wholly owned subsidiary, provides prepaid telecommunication and transaction based point of sale activation solutions through 1,000 independent retailers in the Eastern United States. The Company also provides long distance services and plans to expand its product offering to include mobile and wireless services. At October 31, 2009, total assets were $3.47 million and debts were at $18.66 million, resulting to a deficit of $15.19 million. KBA GROUP LLP in Dallas, Texas, expressed substantial doubt about Rapid Link's ability to continue as a going concern after auditing the Company's financial statements as of October 31, 2008. The auditor noted the Company has suffered recurring losses from continuing operations during the last two fiscal years. At October 31, 2008, the Company's current liabilities exceeded its current assets by $2.1 million and the Company has a shareholders' deficit totaling $2.9 million. STEPHEN CASTLEMAN: Case Summary & 18 Largest Unsecured Creditors ---------------------------------------------------------------- Joint Debtors: Stephen Castleman dba Castleman Real Estate Opal Castleman 608 East 5th Metropolis, IL 62960 Bankruptcy Case No.: 10-40919 Chapter 11 Petition Date: June 14, 2010 Court: United States Bankruptcy Court Southern District of Illinois (Benton) Judge: Laura K. Grandy Debtor's Counsel: Michael E. Reed, Esq. P.O. Box 1885 310 S Elm St Centralia, IL 62801 Tel: (618) 533-0122 Fax: (618) 533-7541 E-mail: reedlaw1885@gmail.com Scheduled Assets: $487,195 Scheduled Debts: $1,311,790 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilsb10-40919.pdf The petition was signed by Stephen Castleman and Opal Castleman. STEVEN BALL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Joint Debtors: Steven L. Ball Nadiya K. Ball aka Nadiya Kazantseva-Ball 1321 W. Sherwood Terrace Fort Wayne, IN 46807 Bankruptcy Case No.: 10-12649 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Northern District of Indiana (Fort Wayne Division) Judge: Robert E. Grant Debtor's Counsel: Wesley N. Steury, Esq. Burt, Blee, Dixon, Sutton & Bloom LLP 1000 Standard Federal Plaza 200 East Main Street Fort Wayne, IN 46802 Tel: (260) 426-1300 Fax: (260) 422-3750 E-mail: wsteury@burtblee.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $500,001 to $1,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/innb10-12649.pdf The petition was signed by Steven L. Ball and Nadiya K. Ball. STEVEN COTSIRILOS: Case Summary & 18 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Steven P. Cotsirilos 1025 Sheridan Rd. Wilmette, IL 60091 Bankruptcy Case No.: 10-27026 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Jacqueline P. Cox Debtor's Counsel: Ben L. Schneider, Esq. Schneider & Stone 8424 Skokie Blvd. Suite 200 Skokie, IL 60077 Tel: (847) 933-0300 Fax: (847) 676-2676 E-mail: ben@windycitylawgroup.com Scheduled Assets: $3,365,890 Scheduled Debts: $5,999,167 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb10-27026.pdf The petition was signed by Steven P. Cotsirilos. TAYLOR BEAN: Ex-Owner Charged With $1.9 Billion Fraud ------------------------------------------------------ The former chairman and majority owner of Taylor Bean & Whitaker Mortgage Corp. has been indicted for his alleged role in a more than $1.9 billion fraud scheme that contributed to the downfall of the company, Bankruptcy Law360 reports. About Taylor, Bean Taylor, Bean & Whitaker Mortgage Corp. is a 27-year-old company that grew from a small Ocala-based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean filed for Chapter 11 on August 24 (Bankr. M.D. Fla. Case No. 09-07047). Taylor Bean filed under Chapter 11 three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean has more than $1 billion of both assets and liabilities, and between 1,000 and 5,000 creditors, according to the bankruptcy petition. TEJAL INVESTMENT: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Tejal Investment, LLC 815 N Main Street Sunset, UT 84015 Bankruptcy Case No.: 10-28056 Chapter 11 Petition Date: June 14, 2010 Court: U.S. Bankruptcy Court District of Utah (Salt Lake City) Judge: R. Kimball Mosier Debtor's Counsel: Tyler J. Jensen, Esq. LeBaron & Jensen, P.C. 476 West Heritage Park Boulevard, Suite 200 Layton, UT 84041 Tel: (801) 773-9488 Fax: (801) 773-9489 E-mail: tylerjensen@lebaronjensen.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 Hasmukh Natha, member. TELX GROUP: Moody's Assigns 'B1' Rating on Senior Facilities ------------------------------------------------------------ Moody's Investors Service assigned B1 (LGD2-26%) ratings to The Telx Group, Inc.'s senior secured credit facilities, consisting of a $150 million term loan and a $25 million revolving credit facility. The rating action follows the change in borrower from New Telx Holding Company (an intermediate holding company) to the parent, Telx. Moody's has withdrawn the ratings previously assigned to New Telx Holding Company. The rating agency also affirmed the company's B2 corporate family rating and B3 probability of default rating. The company plans to use the borrowings to refinance existing debt, which Moody's does not rate, and for general corporate purposes. The rating outlook is stable. Moody's has taken these rating actions: Assignments: Issuer: The Telx Group, Inc. -- $25 million Senior Secured Revolving Credit Facility, Assigned B1 (LGD2 -26%) -- $150 million Senior Secured Term Loan, Assigned B1 (LGD2 - 26%) Withdrawals: Issuer: New Telx Holding Company -- $25 million Senior Secured Revolving Credit Facility, B1 (LGD2 -26%) -- $150 million Senior Secured Term Loan, B1 (LGD2 -26%) Moody's most recent rating action on Telx was May 12, 2010, when the rating agency assigned the former B1 ratings to the company's credit facilities. The Telx Group is a US-based provider of network neutral, global interconnection, and colocation services. The company's headquarters are located in New York, New York. TYRONE HOSPITAL: Wins Confirmation of Reorganization Plan --------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Tyrone Hospital from Blair County, Pennsylvania, is set to emerge from reorganization after almost four years. It obtained confirmation of a Chapter 11 plan on May 10. Unsecured creditors are being paid $1 million. Tyrone Hospital filed for Chapter 11 on Sept. 29, 2006 (Bankr. W.D. Pa. Case No. 06-70759). James R. Walsh, Esq., at Spence, Custer, Saylor, Wolfe & Rose, L.L.C. -- jgula@spencecuster.com -- served as counsel. It listed below $10,000 in assets and between $500,001 and $1 million in debts. A copy of the petition is on http://bankrupt.com/misc/pawb06-70759.pdf UAL CORP: Continental Pilots Want Equity in Combined Company ------------------------------------------------------------ Jay Pierce, head of the Continental Airlines pilots' group addressed Continental's annual meeting Wednesday in Houston, The Wall Street Journal's Susan Carey reports. Ms. Carey said Mr. Pierce reiterated that Continental's 4,600 pilots believe the merger could be successful, but only if the deal receives labor support, and specifically the backing of the powerful pilot groups. According to Mr. Pierce, Continental pilots want equity in the combined company, a joint labor agreement with substantial improvements and a fair method for integrating the aviators' seniority. Ms. Carey notes that one of the more difficult challenges the airlines face is reaching new labor contracts with their unionized employees. She explains that all the current agreements now are open for renegotiation, and workers hope to regain ground from concessions they made after the September 11 terrorist attacks. The Journal says numerous questions were raised about labor issues at United's annual meeting, held in suburban Chicago. The Association of Flight Attendants union, which represents United cabin crew members, held a demonstration before the event. Ms. Carey also reports that Mr. Pierce said pilot unions at United and Continental, which are represented by different branches of the Air Line Pilots Association, already have formed a joint negotiating committee and are "going gangbusters" preparing for contract talks with the airlines. Ms. Carey further notes that Mr. Pierce said the two groups hope they can settle on a common labor pact by the time the merger closes, although the merger isn't contingent upon that. Ms. Carey says the United branch of ALPA, which represents 6,500 active pilots and 1,400 on furlough, has signaled guarded support for the merger, partly because the pilots from Continental command higher pay rates as a result of UAL's protracted bankruptcy from 2002 to early 2006. "But some of the other employee groups are represented by different unions at the two airlines, and some of Continental's employees aren't unionized at all," Ms. Carey writes. "This will necessitate elections to determine which unions win the rights to represent the combined groups, whether they're flight attendants, customer-service agents or ramp workers. Then the winners will need to negotiate joint contracts and tackle seniority integration." Continental Shareholders Demand Higher Price In a related development, Continental Airlines shareholders are seeking a better price than what United Air Lines offered in its merger deal with Continental, Houston Chronicle reports. Under the proposed merger deal, Continental shareholders will receive 1.05 shares of United common stock for each share of Continental they own. Continental shareholders Kenneth Page, Israel Friedman and Colleen Witmer, however, don't think the merger price is enough and filed lawsuits against Continental and its board members in Harris County state district court and later together in a class action lawsuit, Houston Chronicle relates. The shareholders alleged in their lawsuit that the merger deal makes it expensive or impossible for Continental to consider better offers because either company would have to pay $175 million to terminate it, Houston Chronicle states. Julie King, Continental's spokesperson, says Continental will "vigorously defend what it strongly believes to be a transaction that is in the best interest of Continental and its shareholders," Houston Chronicle states. About Continental Airlines Houston, Texas-based Continental Airlines (NYSE: CAL) -- http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express and Continental Connection, has more than 2,700 daily departures throughout the Americas, Europe and Asia, serving 132 domestic and 137 international destinations. Continental is a member of Star Alliance, which overall offers more than 21,050 daily flights to 1,167 airports in 181 countries through its 27 member airlines. With more than 40,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with its regional partners, carries approximately 63 million passengers per year. At December 31, 2009, Continental had total assets of $12.781 billion against total current liabilities of $4.389 billion; long-term debt and capital leases of $5.291 billion; deferred income taxes of $203 million; accrued pension liability of $1.248 billion; accrued retiree medical benefits of $216 million; and other liabilities of $844 million. At December 31, 2009, the Company had accumulated deficit of $442 million, accumulated other comprehensive loss of $1.185 billion and stockholders' equity of $590 million. The December 31 balance sheet showed strained liquidity: Continental had total current assets of $4.373 billion against total current liabilities of $4.389 billion. * * * As reported by the Troubled Company Reporter on May 5, 2010, Fitch Ratings has affirmed the Issuer Default Rating for Continental Airlines, Inc., at 'B-' and the senior unsecured rating at 'CC/RR6' following the announcement of the planned merger between CAL and UAL Corp. The Rating Outlook for CAL is Stable. The TCR on May 5, 2010, also said Standard & Poor's Ratings Services placed its 'B' corporate credit rating on Continental Airlines, and S&P's ratings on its secured and unsecured debt, on CreditWatch with negative implications. S&P also placed its ratings on Continental's enhanced equipment trust certificates on CreditWatch with developing implications. Although S&P's recovery ratings on selected Continental unsecured debt are unaffected by the rating action, S&P will review them as well. 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. UAL CORP: Files Amended Investor Update --------------------------------------- UAL Corp, the holding company of United Air Lines, Inc., filed with the U.S. Securities and Exchange Commission on June 14, 2010, an amended investor update related to its financial and operational outlook for the second quarter of 2010. UAL previously filed an investor update dated April 27, 2010, related to its financial and operational outlook for the second quarter of 2010. Capacity Kathryn A. Mikells, senior vice president and chief financial officer of UAL, says second quarter 2010 consolidated available seat miles (ASMs) are estimated to be up 0.9% year-over- year. Second quarter 2010 consolidated ASMs are estimated to be up 2.8% to 3.8% year-over-year. Passenger Revenue UAL estimates consolidated passenger unit revenue to be up 26.0% to 27.0% year-over-year for the second quarter, and mainline PRASM to be up 28.0% to 29.0% year-over-year. About one percentage point of this increase is due to accounting adjustments to be booked in the month of June 2010, Ms. Mikells explains. Non-Fuel Expense UAL expects second quarter 2010 consolidated non-fuel unit cost per ASM (CASM), excluding profit sharing and certain accounting charges, to be up 3.2% to 3.7% year-over-year, and mainline CASM, excluding profit sharing and certain accounting charges, to also be up 3.8% to 4.3% year-over-year. Fuel Expense UAL believes mainline fuel price, including the impact of cash settled hedges and hedge premiums, to be $2.35 per gallon for the second quarter. Profit Sharing Ms. Mikells relates that UAL pays 15% of total GAAP pre-tax profits excluding special items and stock compensation expense, as profit sharing to employees when pre-tax profit excluding special items and stock compensation expense exceeds $10 million. Profit sharing expense is accrued on a year-to-date basis. Year-to-date through the second quarter of 2010, stock compensation expense is estimated to be $21 million, she discloses. Non-Operating Income/Expense UAL estimates non-operating expense to be $155 million to $165 million for the second quarter 2010. Income Taxes Because of its net operating loss carry-forwards, UAL expects to pay minimal cash taxes for the foreseeable future and expects an effective tax rate of 0% for the second quarter 2010. Unrestricted and Restricted Cash UAL expects to end the second quarter with an unrestricted cash balance of $4.8 billion and a restricted cash balance of $260 million. Fuel Hedge Positions Ms. Mikells discloses that for the second quarter, UAL has hedged 77% of its estimated consolidated fuel consumption at an average price of $75 per barrel. A full-text copy of the Investor Update is available for free at: http://ResearchArchives.com/t/s?64cf 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. UAL CORP: Senate Is Skeptical on Merger, Raises Antitrust Issues ---------------------------------------------------------------- UAL Corp.'s United Airlines and Continental Airlines Inc., preparing for a deal closing late this year, have embarked on integration planning, forming a steering committee of executives to oversee it and establishing about 30 teams of employees to delve into the many details of aligning functions ranging from maintenance to sales to information technology, according to The Wall Street Journal's Susan Carey. Ms. Carey said UAL Corp. chief executive Glenn Tilton disclosed that United Airlines and Continental Airlines Inc. have hired consultants from Bain & Co. to help with that process. Bain assisted Delta Air Lines Inc. and Northwest Airlines Corp. in their 2008 merger. Bain declined to comment, the Journal relates. Mr. Tilton said the merger won't be a panacea, and the combined carrier must continue to innovate and evolve if it hopes to become financially sustainable, Ms. Carey reports. Mr. Tilton, speaking at what could be the last annual meeting for United in its current form, also said the entire airline industry must change dramatically for the merged carrier to be able to produce profit margins that businesses in other sectors routinely earn. she said. Senators Grill CEOs on Merger Deal Chief executives of Continental Airlines and United Air Lines told a Senate panel that their planned merger deal would expand consumer travel options and would improve job security for the vast majority of workers at the combined carrier, Josh Mitchell and Susan Carey of The Journal relate. The executives' appearance is in light of a May 28, 2010, examination conducted by the U.S. Senate Subcommittee on Antitrust, Competition Policy and Consumer Rights regarding the proposed merger deal. Senators at the hearing said they were skeptical that combining the Nos. 3 and 4 airlines wouldn't lead to higher ticket prices, pointing out that some route would be served by fewer carriers after the merger, The Journal relates. "Any time you reduce competition, the cost to the consumer is likely to go up," U.S. Senator John Cornyn was quoted by The Journal as saying. United's Mr. Tilton and Continental Chief Executive Officer Jeff Smisek insisted that the proposed merger would not lead to higher fares because there is strong and growing competition from discount carriers, large network airlines and powerful international carriers, The Journal relates. The CEOS noted the increasing competitiveness of low-cost airlines like Southwest Airlines Co., which keeps consumer prices down, The Journal relates. Indeed, 46 of each of Continental's and United's top 50 domestic routes have low-fare competition, they emphasized. There is also the competition from foreign airlines, which has increased due to mergers and growth, has left half the seats across the Atlantic and two-thirds across the Pacific offered by overseas carriers, the CEOs pointed out, The Journal adds. Mr. Tilton further stated that the merger would stabilize two major carriers in an industry that is besieged by volatile fuel prices and that has posted $60 billion in losses over the past 10 years, The Journal points out. Mr. Smisek added that the deal would offer consumers "an unparalleled, integrated global network," The Journal relates. Senator Coryn raised concerns on the impact on jobs in the Houston area, Continental's headquarters, to which Mr. Smisek replied that the merger would lead to a "small number" of job cuts at Continental's Houston offices but that the new airline would maintain a significant presence in the city, The Journal says. Darren Bush on behalf of the American Antitrust Institute, and Bill McGee representing Consumers Union of United States of America Inc., also testified before the Senate Judicial Committee, stating that mergers have not led to the benefits that airlines proclaim, and instead have created anticompetitive harms and led to fewer choices, lower service quality and loss of air service, The Journal discloses. Senate Judiciary Committee Chairman Senator Herb Kohl, said the Judiciary Committee's Subcommittee on Antitrust, Competition Policy and Consumer Rights would review the proposed merger to ensure that customers and competition are protected, according to UAL's May 28, 2010, regulatory filing with the U.S. Securities and Exchange Commission. According to the Journal, the hearing was the first of several congressional reviews scheduled to analyze the proposed merger. The U.S. House of Representatives previously scheduled a hearing for June 16, 2010, on the proposed merger. While authority to approve the deal rests with the U.S. Department of Justice, the hearings will give U.S. lawmakers a chance to publicize concerns and pressure the U.S. government on the deal, The Journal notes. Another committee, the Senate committee on Commerce, Science and Transportation will also look into the proposed merger. A full-text copy of a written testimony submitted by Messrs Tilton and Smisek on May 27, 2010, found in the merger's Let's Fly Together Web site, is available for free at: http://ResearchArchives.com/t/s?649e U.S. Representative Convenes Meeting in Chicago re Merger U.S. Representative Luis Gutierrez for the fourth district of Illinois scheduled a press conference for June 7, 2010, to discuss the merger with Chicago stakeholders, according to a June 4, 2010, public statement made by the International Brotherhood of Teamsters. The Air Line Pilots Association, Association of Flight Attendants, International Association of Machinists and Aerospace Workers, Chicago Federation of Labor, AFL-CIO and the Teamsters were expected to attend the press conference. "This merger must address the reality that in addition to the millions of dollars in wage cuts and work rule concessions already endured by both airline employee groups, the pensions United employees worked so hard to plan for their retirements, were wiped out with the stroke of a pen," Captain David Bourne, airline division director, commented. United May Be First to Receive Boeing 787s if Merger Succeeds United's passengers would be among the first to experience Boeing Co.'s 787 Dreamliner if the merger pushes through, Julie Johnsson of Chicago Tribune relates. If the merger falls out, Continental would be the first to receive the 787s, which are expected to be delivered in August 2011, Ms. Johnson adds. According to the report, the Dreamliner is designed to burn 20% less fuel than similar midsize jets and produce 20% less emissions. Its composite frame is more flexible than conventional aluminum fuselages and the ventilation system allows more humidity in its passenger cabins, which lessens the effects of jet lag, Ms. Johnsson explains. Meanwhile, David Cush, chief executive officer of Virgin America, says the proposed merger between Continental and United presents an opportunity for the U.S. government to open the airports to competition, Caroline Van Hasselt of Dow Jones Newswires relates. Mr. Cush said new entrants in the airline industry face three major obstacles: getting access to scarce runway slots and terminal gates; frequent-flier programs; and distribution, Dow Jones Newswires discloses. The best way for lawmakers to stimulate competition is by opening up competition to airport slots and gates, Mr. Cush told Dow Jones Newswires. About Continental Airlines Houston, Texas-based Continental Airlines (NYSE: CAL) -- http://www.continental.com/-- is the world's fifth largest airline. Continental, together with Continental Express and Continental Connection, has more than 2,700 daily departures throughout the Americas, Europe and Asia, serving 132 domestic and 137 international destinations. Continental is a member of Star Alliance, which overall offers more than 21,050 daily flights to 1,167 airports in 181 countries through its 27 member airlines. With more than 40,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with its regional partners, carries approximately 63 million passengers per year. At December 31, 2009, Continental had total assets of $12.781 billion against total current liabilities of $4.389 billion; long-term debt and capital leases of $5.291 billion; deferred income taxes of $203 million; accrued pension liability of $1.248 billion; accrued retiree medical benefits of $216 million; and other liabilities of $844 million. At December 31, 2009, the Company had accumulated deficit of $442 million, accumulated other comprehensive loss of $1.185 billion and stockholders' equity of $590 million. The December 31 balance sheet showed strained liquidity: Continental had total current assets of $4.373 billion against total current liabilities of $4.389 billion. * * * As reported by the Troubled Company Reporter on May 5, 2010, Fitch Ratings has affirmed the Issuer Default Rating for Continental Airlines, Inc., at 'B-' and the senior unsecured rating at 'CC/RR6' following the announcement of the planned merger between CAL and UAL Corp. The Rating Outlook for CAL is Stable. The TCR on May 5, 2010, also said Standard & Poor's Ratings Services placed its 'B' corporate credit rating on Continental Airlines, and S&P's ratings on its secured and unsecured debt, on CreditWatch with negative implications. S&P also placed its ratings on Continental's enhanced equipment trust certificates on CreditWatch with developing implications. Although S&P's recovery ratings on selected Continental unsecured debt are unaffected by the rating action, S&P will review them as well. 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. US CONCRETE: Shareholders' Bid for Official Panel Challenged ------------------------------------------------------------ Kristina Doss, writing for Dow Jones Daily Bankruptcy Review, reports that U.S. Concrete Inc. and its bondholders and unsecured creditors objected to a bid by a group of the company's shareholders to form an official committee so that they can have a stronger voice during the Company's bankruptcy proceeding and make sure the valuation issue gets a closer look. The shareholders said the Company could be valued at about $450 million -- higher than the Company's $194 million valuation. According to Dow Jones, U.S. Concrete said the shareholders' estimate is based on information from Gordian Group LLC, which the company interviewed but ultimately decided not to hire as its financial adviser. The Debtors said during the interview process, Gordian made an "extensive" presentation that pegged the Company's value at between $175 million and $325 million. U.S. Concrete said that given it had $285 million in bond debt and $325 million in total funded debt as of its bankruptcy filing, even the high end of the valuation estimate in Gordian's presentation leaves shareholders "out of the money." According to Dow Jones, U.S. Concrete says Gordian stands to make more money if an official committee is appointed because they can bill the Company "directly for their frivolous litigation exercise." The Company said it shouldn't be "forced" to pay for the costs of an official shareholder committee as it tries to "litigate for a bigger recovery." Dow Jones reports that the official committee of unsecured creditors said, "The Ad Hoc Equity Group is certainly entitled to proceed with litigation regarding valuation, but should be required to do so with its own resources." Dow Jones also reports that a group of noteholders pointed out that the shareholders seeking to form a committee used to hold a 6% stake in U.S. Concrete; but since requesting permission to form a committee, a major shareholder has withdrawn, leaving only "what appears to be disgruntled former management holding only 3%" of U.S. Concrete's shares. Despite its size, the noteholders said the shareholder group is already "well-represented." The shareholders' advisers have already committed to engage in a valuation battle and prepare a valuation report to be presented at an upcoming hearing on U.S. Concrete's creditor-repayment plan. The noteholders also said the shareholders are properly represented because the Company was able to negotiate a "meaningful recovery" for them even though shareholders have "no legal entitlement to anything." Due to U.S. Concrete's management and board, the Debtors' bankruptcy plan, if approved by the bankruptcy court, would give shareholders new warrants for 15% of the equity in the reorganized company, the noteholders said. The group of noteholders holds about $209 million of the $271.7 million outstanding under unsecured senior subordinated notes. Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and nine others are part of the group. About U.S. Concrete Houston, Tex.-based U.S. Concrete, Inc., aka RMX Industries, Inc., is a major producer of ready-mixed concrete, precast concrete products and concrete-related products in select markets in the United States. The Company filed for Chapter 11 bankruptcy protection on April 29, 2010 (Bankr. D. Del. Case No. 10-11407). Patrick J. Nash Jr., Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Company in its restructuring effort as bankruptcy counsel. James E. O'Neill, Esq., Laura Davis Jones, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, is the Company's co-counsel. Epiq Bankruptcy Solutions is the Company's claims agent. According to the schedules, the Company says that assets total $389,160,000 while debts total $399,351,000. The Debtor's affiliates, Alberta Investments, Inc., et al., filed separate Chapter 11 petitions on April 29, 2010. VISICON SHAREHOLDERS: Section 341(a) Meeting Scheduled for July 21 ------------------------------------------------------------------ The U.S. Trustee for Region 9 will convene a meeting of The Visicon Shareholders Trust, an Ohio Trust U/A/D's creditors on July 21, 2010, at 10:00 a.m. The meeting will be held at Suite 309, U.S. Bankruptcy Court, 120 West Third Street, Dayton, OH 45402. 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. Naples, Florida-based The Visicon Shareholders Trust, an Ohio Trust, filed for Chapter 11 bankruptcy protection on June 8, 2010 (Bankr. S.D. Ohio Case No. 10-33736). Ira H. Thomsen, Esq., who has an office in Springboro, Ohio, 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 debts. VISION SOLUTIONS: S&P Assigns Corporate Credit Rating at 'B+' ------------------------------------------------------------- Standard & Poor's Rating Services said it assigned its 'B+' corporate credit rating to Irvine, California-based Vision Solutions Inc. The rating outlook is negative. At the same time, S&P assigned its issue-level rating of 'B+' (the same as the corporate credit rating on the company) to Vision Solutions' $255 million of first-lien credit facilities, consisting of a $240 million term loan due 2016 and a $15 million revolving credit facility due 2015. S&P also assigned this debt a recovery rating of '3', indicating its expectations of meaningful (50%-70%) recovery for lenders in the event of a payment default. The company will use proceeds from the term loan to finance Vision Solutions' $242 million acquisition of Double-Take Inc. "The 'B+' corporate credit rating reflects Vision Solutions' limited operational scale; its participation in a highly competitive industry segment with several larger, well capitalized competitors; and the potential for integration challenges related to the acquisition of similarly sized Double-Take," said Standard & Poor's credit analyst Susan Madison. An aggressive financial profile following the acquisition is another factor. Long-term customer relationships, a material base of recurring maintenance revenue, and solid cash flow characteristics partially offset these risks. VISTEON CORP: Files 4th Amended Plan And Disclosure Statement ------------------------------------------------------------- Visteon Corporation and its debtor affiliates delivered to the U.S. Bankruptcy Court for the District of Delaware their Fourth Amended Joint Plan of Reorganization and Disclosure Statement on June 14, 2010. Visteon filed its Fourth Amended Plan hours before the Court was scheduled to convene a hearing, also on June 14, to determine the adequacy of the Disclosure Statement. The Fourth Amended Plan, among others, contemplates that: -- Shareholders could receive up to 2% of the Company; -- Noteholders have agreed to a distribution to holders of Visteon equity interests; and -- Visteon has an option to reinstate the claims of its term lenders. Bill Rochelle at Bloomberg News relates that Visteon amended its Plan anew to pacify shareholders by offering them 1.94% of the Company's stock if they vote in favor of the Plan. In return for a "yes" vote, existing shareholders may also receive warrants to buy more stock for $51.59 a share. Visteon's Chapter 11 Plan is premised on a "toggle plan," where certain unsecured bondholders will be entitled to 95% of the Company's equity if they can raise a $1.25 billion financing through a backstopped rights offering and the other unsecured bondholders will receive the remaining 5% in equity. If the bondholders are unsuccessful in raising the required financing, Visteon would revert to its previous plan structure where term lenders would receive 85% of the Company's equity and the remaining 15% will be distributed to unsecured bondholders. Judge Sontchi previously adjourned the Disclosure Statement hearing in late May after the Company's secured lenders expressed that they have a less expensive plan proposal on hand. The Company noted that since the adjourned May 24 Disclosure Statement hearing date, it held more negotiations with various parties but still arrived at the conclusion that its Plan "remains the best course" to exit Chapter 11, Dow Jones Daily Bankruptcy Review related. In connection with this view, Visteon also rejected a $1.25 billion purchase offer from Johnson Controls Inc. for two of its business units. The Company also sought approval of a plan support agreement and an equity commitment agreement with certain unsecured bondholders, along with associated fees related to the plan- related agreements, at the June 14 hearing, according to the Associated Press. However, Visteon's secured term lenders and shareholders continue to criticize the plan-related agreements, particularly asserting that the related fees under the agreements are unnecessary and exorbitant. The related fees are estimated to reach up to $100 million. The term lenders are owed $1.6 billion in debt by the Company. Bankruptcy Judge Christopher S. Sontchi heard the testimony of Visteon CFO William Quigley at the June 14 hearing, but deferred issuing a ruling on Visteon's Disclosure Statement after a 7-hour hearing, Reuters reported. "It's going to take several hours to do this and it's just not feasible to do it today," Reuters quoted Judge Sontchi as saying at the end of the June 14. Reuters noted that Mr. Quigley emphasized Visteon's need to exit bankruptcy as soon as possible to preserve its relationship with its customers. Mr. Quigley added, AP related in a separate report, that alternative plan proposed by the term lenders and shareholders "does not have the support of unsecured creditors and likely would lead to litigation." Visteon's term lenders and shareholders, along with their opposition to the Rights Offering Sub-Plan under the Toggle Plan, earlier prepared an alternative rights offering plan that dispenses with fees required under the bondholders-led financing plan. According to Dow Jones Daily Bankruptcy Review, the term lenders are concerned that financial adviser Rothschild Inc. could collect up to $62 million in fees and the bondholders could recoup more than $16 million in payments. Bondholders who seek to acquire a majority stake in Visteon include Deutsche Bank Securities Inc., Goldman Sachs & Co., Oak Hill Advisors L.P., and Solus Alternative Asset Management LP. Visteon is awaiting Judge Sontchi's ruling on the plan-related agreements and the corresponding authority to sell stock to finance its exit from Chapter 11, which could be handed down on Thursday, June 17, Reuters noted. Additional Terms under Fourth Amended Plan The Fourth Amended Plan provides for a clarified treatment for the claims of Term Loan Lenders: If the Term Loan Lenders vote as a Class to accept the Plan, Class E Term Loan Facility Claims will be paid in full in cash. If the Term Loan Lender Class votes to reject the Plan, the Debtors will have the option to seek reinstatement of the Term Loan Facility subject to the reasonable consent of the Requisite Investors, and thereafter pay each holder of the Allowed Term Loan Facility Claims its Pro Rata portion of an amount in Cash to be determined by the Debtors. Reinstatement of the Term Loan Facility could provide the Estates with significant savings through retroactive application of the non- default, LIBOR plus 3.0% interest rate in lieu of the default interest rate during the pendency of the Debtors' Chapter 11 cases. The Debtors would also have the option to reduce the amount of the Exit Financing Facility dollar-for-dollar by the amount of the Term Loan Facility that is permanently reinstated under the Plan. If the Debtors are not successful in reinstating the Term Loan Facility Claims, the Debtors will satisfy the Term Loan Facility Claims in full in Cash. Under either scenario, the Term Loan Facility Claims would be Unimpaired. The Fourth Amended Plan also provides that shareholders may receive up to 2% in distributable equity: Allowed Class J Visteon Interests Claims are not entitled to receive a distribution and will be deemed automatically cancelled under the Rights Offering Sub Plan. However, if Class J votes to accept the Plan, each holder of an Allowed Class J Interest will receive its Pro Rata portion of 1.94% of the Distributable Equity and Old Equity Warrants to purchase shares of New Visteon Common Stock at an exercise price of $51.59 per share. "Only if Class J Interests accept the Plan as a Class will Class J Interests receive a distribution." The Fourth Amended Disclosure Statement reflects the Debtors' analysis of the Johnson Controls Inc. purchase offer and the subsequent determination that the sale would accelerate certain costs to be paid by the estates and would not enhance recoveries for Visteon's creditors. The Official Committee of Unsecured Creditors also analyzed the sale proposal and reached an initial determination that the implied recoveries under the proposal would offer less favorable treatment to general unsecured creditors than the treatment provided under the current Visteon Plan. Accordingly, Visteon's board of directors unanimously concluded that the Debtors and their stakeholders are best served by moving forward towards confirmation of the Plan. The Debtors sent JCI a letter on June 1, 2010, informing JCI of their decision. Clean and blacklined copies of the Visteon 4th Amended Plan are available for free at: http://bankrupt.com/misc/Visteon_4thAmendedPlan.pdf http://bankrupt.com/misc/Visteon_Black4thPlan.pdf Clean and blacklined copies of the Visteon 4th Amended Disclosure Statement are available for free at: http://bankrupt.com/misc/Visteon_4thAmendedDS.pdf http://bankrupt.com/misc/Visteon_4thAmendedDSBlack.pdf About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The Company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of US$4,561,000,000 and debts of US$5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) VISTEON CORP: To Increase Officer Salaries Effective July 1 ----------------------------------------------------------- Pursuant to an annual program applicable to most U.S. salaried employees, the Organization and Compensation Committee of the Board of Directors of Visteon Corporation approved on June 9, 2010, merit-based increases in the annual base salaries for officers of the Company effective July 1, 2010, according to the Company's June 14, 2010 Form 8-k filing with the U.S. Securities and Exchange Commission. Among the Visteon executive officers who will receive salary increases are: Current Annual Revised Annual Name and Position Salary Base Salary Base ----------------- -------------- -------------- Donald J. Stebbins Chairman, President and CEO $1,200,000 $1,236,000 William G. Quigley III Executive Vice President and CFO $625,000 $643,750 Joy M. Greenway Vice President and President, Climate Product Group $485,000 $499,550 About Visteon Corp. Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is a global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers, and also provides a range of products and services to aftermarket customers. The Company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company has assets of US$4,561,000,000 and debts of US$5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represent the Debtors in their restructuring efforts. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' investment banker and financial advisor is Rothschild Inc. The Debtors' notice, claims, and solicitation agent is Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor is Alvarez & Marsal North America, LLC. Bankruptcy Creditors' Service, Inc., publishes Visteon Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Visteon Corp. and its debtor-affiliates. (http://bankrupt.com/newsstand/ or 215/945-7000) VLJ ALOHA: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: VLJ Aloha LLC 9550 SW Inverness Way Beaverton, OR 97007 Bankruptcy Case No.: 10-18067 Chapter 11 Petition Date: June 15, 2010 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Marc J. Winthrop, Esq. 660 Newport Center Dr Ste 400 Newport Beach, CA 92660 Tel: (949) 720-4100 E-mail: mwinthrop@winthropcouchot.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Veda Lee Jones, Trustee under the Veda Lee Jones Living Trust, dated August 20, 1999, as Sole Member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ABM Family of Services $22,441 Attn: Corporate Officer 320 Hukilike, #4L Kahului, HI 96732 Colliers Monroe Frie�lander $14,094 Attn: Corporate Offcer P.O. Box257 Honolulu, HI 96809 Maui Electric Co. $9,294 Attn: Corporate Omcer P.O. Box 1670 Honolulu, HI 96806- 1670 Maui \Vaste Services $7,962 Stephens, Reidinger $3,200 & Beller, LLP PRES-TIC Management $2,938 s.c. Plumbing, Ltd. $2,778 Law Offces of Michael F Sitzer $2,389 Maui Chemical & Paper Products $2,133 PRES-Kona Coast $1,895 Sturdevant Refrig. & Air Cond. $1,693 Jelf Wooldridge $1,426 National Fire $1,317 Protection Co. Alpha Executive Security, Inc. $625 Island Lock & Safe $487 Corporation Service Company $356 Suck Em Up Pumping $337 Lahaina Ace Hardware $273 Orkin Post Control $238 Hawaii Building Maintenance $208 Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Pres-Lahaina Square LLC 10-18065 06/15/10 W.R. GRACE: Travelers Casualty Withdraws Plan Objections -------------------------------------------------------- Pursuant to the Court-approved agreement amending and restating an asbestos settlement agreement between W.R. Grace & Co.-Conn. and The Aetna Casualty and Surety Company, dated May 22, 1996, Travelers Casualty and Surety Company, formerly known as The Aetna Casualty and Surety Company: (i) withdrew all of its objections to confirmation of the First Amended Joint Chapter 11 Plan of Reorganization and all Plan-related documents; (ii) withdrew Claim No. 13937; and (iii) consented to the assignment of Asbestos Insurance Rights, as provided in the Asbestos Insurance Transfer Agreement. As previously reported, the Amended Settlement Agreement provides for the resolution of certain rights and obligations issues relating to certain policies of insurance issued to W.R. Grace & Co. and W.R. Grace & Co.-Conn., by Travelers, with respect to coverage for asbestos-related claims for which the Debtors seek coverage. In accordance with the Amended Settlement, the withdrawal of Claim No. 13937 and consent to the assignment of Asbestos Insurance Rights as provided in the Asbestos Insurance Transfer Agreement will be without prejudice until the effective date, as defined in the Plan, at which time the withdrawal and consent will be deemed to be with prejudice, Ann C. Cordo, Esq., at Morris Nichols, Arsht & Tunnell, in Wilmington, Delaware, clarifies. Ms. Cordo explains Travelers' Plan Confirmation Objection Withdrawals will not apply to any objections it asserts with respect to the St. Paul appeal bond, which objections are addressed in the stipulation between Debtors and Travelers filed with the Court in August 2009. Separately, certain underwriters at Lloyd's London subscribed to insurance policies that provide coverage to W.R. Grace & Co. and W.R. Grace & Co. Conn., in relation to the Debtors' incurred liabilities, expenses, and losses arising out of asbestos-related claims and other claims, note that with respect to an Amended and Restated Settlement Agreement with the Debtors, the Underwriters: * withdrew all of their objections to Plan confirmation and all Plan-related documents; and * consented to the assignment of Asbestos Insurance Rights, as provided in the Asbestos Insurance Transfer Agreement. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on January 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W.R. GRACE: Proposes to Contribute $37.2MM for Pension Plan ----------------------------------------------------------- W.R. Grace & Co. and its units seek the Court's permission to make the minimum contributions to the defined benefit retirement plans covering their employees in the United States required under federal law, during the period from July 15, 2010 to January 15, 2011 at approximately $37.2 million. Theodore L. Freedman, Esq., at Kirkland & Ellis, in New York, relates that the Grace Retirement Plans currently consist of 10 funded, defined benefit pension plans, each of which is qualified under Section 401 (a) of the Internal Revenue Code. The most significant Grace Retirement Plan is the W. R. Grace & Co. Retirement Plan for Salaried Employees which comprises approximately 80% of the assets and 82% of the liability of the Grace Retirement Plans in the aggregate. Many of the Grace Retirement Plans are maintained pursuant to collective bargaining agreements. The employers that are considered competitors or peers of the Debtors' businesses generally maintain defined benefit pension plans for their employees. The "plan year" of each Grace Retirement Plan is a calendar year. According to Mr. Freedman, the Grace Retirement Plans are underfunded by most accepted measures. As of January 1, 2010, the amount by which the Grace Retirement Plans were funded "ranges from $(105) to $(339) million, depending on the measure used." Mr. Freedman specifies that the total market value of assets as of January 1, 2010, was approximately $658 million, which is an increase of approximately $98 million from January 1, 2009, when the market value was approximately $560 million. The increase in the asset value during 2009 was the result of asset returns of approximately 22.1% during 2009 and approximately $58.9 million that was paid out of the Grace Retirement Plans during the year; and offset by the Debtors' contribution of approximately $37.8 million. Mr. Freedman explains that Debtors project that again, in 2010, approximately $55 to $70 million will be paid out of the Grace Retirement Plans. He adds that the legally required minimum contributions to the Grace Retirement Plans for the 10-11 Funding Period include: Payment Due Date Contributions Plan Year ---------------- ------------- --------- 2010 July 15 $9,922,832 2010 2010 September 15 $7,399,564 2009 2010 October 15 $9,923,857 2010 2010 January 15 $9,923,857 2010 ------------- Total $37,170,110 Mr. Freedman notes that the contributions for the 2009 and 2010 Plan Years have been finalized, and are not subject to change as a result of future market performance of the assets of the Grace Retirement Plans or any anticipated changes. Similarly, there are no anticipated changes in applicable federal law that could affect the amount of the minimum contributions required to be made to the Grace Retirement Plans during the 10-11 Funding Period. Consistent with the funding approach initially established by the Debtors' previous Funding requests, the Debtors intend to make only those contributions to the Grace Retirement Plans that are necessary to satisfy the minimums that are legally required by applicable law -- each of which will be made no sooner than one month before the deadline imposed by federal law, Mr. Freedman relates. The legitimate concerns of the Debtors' employees will be addressed if management can report to the employees the Court's approval for the Debtors to make all of the legally required minimum contributions to the Grace Retirement Plans for the 10-11 Funding Period, Mr. Freedman tells Judge Fitzgerald. The Debtors have provided each of the official committees in the Debtors' cases with a prior draft of the request, and have discussed the Funding Motion with them and their representatives who have requested those discussions, Mr. Freedman assures the Court. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on January 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W.R. GRACE: Asks Nod for Walpole Superfund Site Consent Decree -------------------------------------------------------------- W.R. Grace & Co. and its units seek the U.S. Bankruptcy Court's authority to enter into a consent decree with the United States of America addressing the United States' claims with respect to the Blackburn and Union Privileges Superfund Site, in Walpole, Massachusetts. The Site is designated as a Superfund Site by the United States Environmental Protection Agency, which alleges that one of the Debtors is a former owner and operator of manufacturing operations at the Site, dating back to the early 20th century. The EPA has asserted a claim against the Debtors with respect to the Site. The U.S. EPA Claim is one of the sites included in the U.S. Government's Claim No. 9634, which alleges future oversight costs and cleanup obligations in a range of $12.6 million to $22.6 million with respect to the Site. In June 2008, the Court approved the Multi-Site Agreement that resolved most of Claim No. 9634 and contained a reservation for the Debtors of certain limited rights to object to the U.S. EPA Claim in connection with the Site. In September 2008, the U.S. EPA completed a remedial investigation and feasibility study with respect to the Site and issued a Record of Decision selecting remedial alternatives to be performed at the Site. A stipulation in December 2008 was approved by the Court to provide for an allocation of certain costs with respect to the Site between the Debtors and Tyco Healthcare Group LP, pursuant to which Debtors and Tyco would each pay 50% of Past Response Costs 2 and costs to implement the ROD remedy. In February 2009, the United States sent letters to the Debtors, BIM Investment Corporation, Shaffer Realty Nominee Trust as the Shaffers and Tyco, requesting that the parties agree to perform the cleanup specified in the ROD and pay the U.S. EPA's past and future costs with respect to the Site. The United States subsequently sent letters the same parties -- as settling defendants -- transmitting a natural resource damages claim for consideration. This NRD Claim included performance of the ROD remedy and a request for payment of alleged damages. The NRD Claim is being negotiated separately from the Consent Decree. During 2009, the U.S. EPA performed a removal action at the Site to address alleged risks associated with the presence of asbestos and other hazardous materials in a former mill building at the Site. Since February 2009, the Shaffers and Tyco, including the Debtors, have negotiated with the United States in an attempt to reach a settlement concerning the ROD remedy and Response Costs. As a result, the Debtors, the Shaffers and Tyco, and the United States aim to resolve the EPA Claims relating to the Site the Consent Decree, without any admission of fact, law or liability. Theodore L. Freedman, Esq., at Kirkland & Ellis LLP, in New York, explains to the Court that the Consent Decree prevents the incurrence of significant transaction and litigation costs and cost-effectively allocates the responsibility for and resolves significant environmental liabilities of the Debtors. Specifically, approving the Consent Decree will resolve claims for more than $2 million in past response costs, including the costs associated with the Removal Action, and more than $13 million in costs of implementing the ROD remedy. It will also provide assurance to the creditors that environmental liabilities, other than NRD, associated with the Site are fully addressed and permanently resolved. The Debtors' shared responsibility for the Site has been a responsibility of the Debtors since before the commencement of these Chapter 11 cases, as recognized in the Multi-Site Agreement, Mr. Freedman notes. The Consent Decree benefits the public interest because it will result in the implementation of the ROD remedy at the Site, thereby allocating costs of performing the work amongst the parties and enabling the work to proceed. The Consent Decree does not provide for any payment by Debtors prior to the effective date of Debtors' confirmed Chapter 11 Plan of Reorganization, according to Mr. Freedman. The Site is an "Additional Site" under the Multi-Site Agreement. This means that the Site has remained a potential liability for the Debtors and their estates. Accordingly, resolution of the United States' Claims, as provided in the Consent Decree, would be consistent with the treatment for Additional Sites outlined in the Multi-Site Agreement and would resolve this otherwise outstanding liability of the Debtors. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on January 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W.R. GRACE: Seeks Approval for EastHampton Site Consent Order ------------------------------------------------------------- W.R. Grace & Co. and its units ask the U.S. Bankruptcy Court to permit them to enter into an Administrative Settlement Agreement and enter a consent order for removal action with the United States of America and Oldon Limited Partnership resolving the United States' claims with respect to the Zonolite/W.R. Grace Easthampton, Massachusetts, Superfund site and providing for environmental remediation of the Site. The Debtors also ask the Court to approve a stipulation resolving Claim No. 11301 filled by Oldon and a separate stipulation resolving Claim no. 7121 filed by the City of Easthampton, Massachusetts. The Site is an Additional Site within the meaning of the Settlement Agreement Resolving the United States' Proof of Claim Regarding Certain Environmental Matters -- or the "Multi- Site Agreement -- entered by the Court on June 2, 2008. Theodore L. Freedman, Esq., at Kirkland & Ellis LLP, in New York, relates that from 1963 to 1993, Grace leased from Oldon or its predecessors a building located at 19 Wemelco Way, in Easthampton, Massachusetts. Until 1992, Grace operated a manufacturing facility, which produced expanded vermiculite products at the Property. In that year, Grace closed the Former Zonolite Facility, removed all equipment from the facility, and terminated the Property lease. The Property was thereafter either vacant or used by a lessee for storage from 1993 to present. The Site consists of approximately 2.3 acres, which encompasses the Property on which the Former Zonolite Facility was located as well as certain adjacent properties, including a railroad right- of-way now owned by the City, Mr. Freedman relates. In August 2000, the Massachusetts Department of Environmental Protection issued a Notice of Responsibility to Grace pursuant to Massachusetts General Laws Chapter 21E, related to asbestos- contaminated soils at the Site. With oversight from MassDEP and an access agreement with Oldon, Grace conducted soil sampling at the site and assessment activities in December 2000, January 2001 and April 2001 to determine the nature and extent of asbestos in superficial and subsurface soils. In June 2001, Grace's field investigation report regarding the Site was submitted to MassDEP. Grace then ceased all work relating to the Site as a result of the Chapter 11 cases. Thereafter, Oldon continued to cooperate with MassDEP and the United States Environmental Protection Agency related to subsequent investigations at the Site. In October 2006, MassDEP notified Oldon that it was also a Potentially Responsible Party under MCL c.21E regarding asbestos contamination at the Site. At that time, Oldon began a process of interaction and working in cooperation with MassDEP. Rather than excavation of asbestos- contaminated soils and offsite disposal, Oldon proposed a more cost-effective remediation strategy, whereby asbestos-containing soils would be excavated and placed under a cap on Oldon's property. This solution contemplated Oldon permanently losing approximately 1.6 acres in the northern part of the Property. Massachusetts Department of Public Health and the U.S. Agency for Toxic Substances and Disease Registry also made several visits to the Site. In December 2006, MDPH prepared and issued a Health Consultation pursuant to a cooperative agreement with ATSDR. In an October 2008 memorandum, USEPA's Office of Solid Waste and Emergency Response directed USEPA Regional Removal Programs to reassess vermiculite sites that received asbestos-containing concentrate from Libby, Montana. As a result, in January 2009, USEPA Region l's Emergency Planning & Response Branch contacted MassDEP to discuss the status of the Site. USEPA learned that no action had been taken to address asbestos materials in surface and subsurface soils at the Site. In February 2009, USEPA conducted a preliminary assessment/site investigation based on the available sampling data and historical information for the Site, Mr. Freedman tells Judge Fitzgerald. Grace and Oldon each received a July 15, 2009 Notice Letter from USEPA Region 1 regarding environmental liability at the Site, which identified two Potentially Responsible Parties. Grace and Oldon, put them on notice of USEPA's planned asbestos removal activities at the Site and further demanded that they either perform the Proposed Remediation Work or pay the cost of such performance. The USEPA Notice Letter further stated that the USEPA was designating the Site as an Additional Site pursuant to the Multi-Site Agreement. The Multi-Site Agreement states that the USEPA may file additional general unsecured claims for costs arising from Additional Sites. Since receiving the USEPA Notice Letter, Grace and Oldon have cooperated with the USEPA in negotiating a Consent Order, to which USEPA issued an Action Memorandum authorizing removal of contaminated soils from the Site. Accordingly, Grace, Oldon and the United States now desire, without any admission of fact, law or liability, to proceed with a remedy for the environmental remediation of the Site, resolve the USEPA's claims and demands relating to the Site, and resolve the claims asserted against Grace by Oldon and the City of Easthampton. The Consent Order The Consent Order specifically resolves (i) the USEPA's claim for the Site as an Additional Site under the Multi-Site Agreement; and (ii) the demands for performance of and payment of costs associated with the Proposed Remediation Work as set forth in the USEPA Notice Letter. In particular, the Consent Order requires Grace and Oldon perform and manage remediation at the Site based on parameters defined in a Scope of Work and the USEPA's Action Memorandum. The SOW and Action Memorandum call for excavation and removal of asbestos- containing soils at the Site with disposal either offsite or in a surface impoundment located on property owned by Oldon. Asbestos-containing soils located along an abandoned railroad right-of-way owned by the City in the vicinity of the Site and asbestos fibers in a localized area inside the Former Zonolite Facility will also be addressed by the remediation provided for in the Consent Order and appendices. Oldon will provide Site access to Grace for the duration of the response actions. Oldon will allow an activity and use limitation to be placed on the capped portion of Oldon's property, which will limit future uses of Oldon's property and therefore reduce its fair market value. Under the Consent Order, Oldon will fund and manage operation and maintenance at the Site in perpetuity, including maintaining the integrity of the cap and monitoring as required by EPA. Oldon will not perform any of the remediation activity nor will it fund any of the remediation. Likewise, Oldon will not be compensated for the loss of the acreage to be set aside on their property for the disposal and capping of the asbestos-containing materials nor will they receive compensation for the other damages they allege to have suffered, which Oldon asserts to be in excess of $1 million, as a result of Grace's operations on the Property and the resulting contamination. The Action Memorandum estimates the cost for USEPA to perform the remedial actions at the Site to be approximately $1.357 million. Grace's cost estimate for the same work is less than $1 million. Remediation and Site restoration will take approximately 6 months to complete, Mr. Freedman emphasizes. Grace agrees under the Consent Order to pay $72,537 to the USEPA for Past Response Costs. Consistent with the Multi-Site Agreement, Grace's obligation to pay the Past Response Costs is in the form of an allowed general unsecured claim against Grace's Chapter 11 estates, which will be paid within 30 days after the effective date of the Chapter 11 Plan of Reorganization. Interest on the Allowed Past Response Cost Claim will not commence accruing until 30 days after the Effective Date of the Consent Order. Under the Consent Order, Grace also agrees that it will pay USEPA's Future Response Costs, which will be payable within 30 days of Grace's receipt of each bill requiring payment or within 30 days of the effective date of the Plan, whichever is later In return for the obligations to be assumed by Grace and Oldon under the Consent Order, the United States will provide Grace and Oldon with a covenant not to sue for matters addressed under the Consent Order. Those matters include implementation of the SOW and Action Memorandum. Oldon and Easthampton City Stipulations In March 2003, Oldon Claim No. 11301 for at least $2,151,000 against Grace based on estimated cost of remediation at the Site. In addition, since filing the Oldon Claim, Oldon has made demand upon Grace for additional losses related to the Property in the amount of approximately $1 million. The Debtors and Oldon stipulated to resolve the Claim for $118,010 for certain actual costs already incurred by Oldon for compliance fees to MassDEP, a site survey, environmental consulting, legal fees and other the costs incurred by Oldon as Owner of the Site. The Allowed Oldon Claim will be paid in the same manner as all other similarly situated allowed asbestos property damage claims under the Plan of Reorganization. All other amounts outlined in or related to Oldon Claim No. 11301 relating to the Property will be disallowed and expunged. The Oldon Stipulation also provides that (i) Grace will be given access to the Site by Oldon for the duration of remediation of the Site; (ii) an activity and use limitation will be placed on the capped portion of the Property; and (iii) Oldon will fund and manage operation and maintenance at the Site in perpetuity, including maintaining the integrity of the cap and monitoring as required by EPA. Oldon will not perform any of the remediation on the Site contemplated by the SOW, nor will Oldon fund any remediation. Likewise, Oldon will not be compensated for (i) property used for the disposal and capping of the asbestos containing materials; (ii) any other damages asserted to exceed $1 million alleged to have arisen from Grace's operation of the Former Zonolite Facility and any associated contamination of the Property. The Easthampton City filed Claim No. 7121 in an unspecified amount against Grace for compensation of the City's anticipated costs relating to Site remediation, including remediation of certain City-owned property within the Site, which the City alleges was contaminated by asbestos as a result of Grace's operation of the Former Zonolite Facility. Pursuant to a stipulation, the City Claim will be disallowed and expunged. In the event that Grace fails to perform its obligations under the Consent Order to remediate the Site, the City will have the right to reassert the City Claim. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring efforts. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on January 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) WAREHOUSE INC: Files for Bankruptcy With $4.8 Million Debts ----------------------------------------------------------- Warehouse Inc. and Tyme Properties LLC filed for bankruptcy under Chapter 11, listing $4.8 million in total debts, including $4 million owed to United Fidelity Bank FSB, according to Carol Wersich at Evansville Courier & Press. Warehouse Inc. -- http://www.warehousinginc.com/-- offers warehousing services in the Midwest. The Company is represented in the Chapter 11 case by Marilyn Ratliff, Esq. WARREN 8: Organizational Meeting to Form Panel on June 24 --------------------------------------------------------- Roberta A. DeAngelis, Acting United States Trustee for Region 3, will hold an organizational meeting on June 24, 2010, at 10:00 a.m. in the bankruptcy case of Warren 8, LLC. The meeting will be held at United States Trustee's Office, One Newark Center, 21st Floor, Room 2106, Newark, NJ 07102. 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. Scotch Plains, New Jersey-based Warren 8, LLC, filed for Chapter 11 bankruptcy protection on May 25, 2010 (Bankr. D.N.J. Case No. 10-25976). Kim R. Lynch, Esq., at Forman Holt Eliades & Ravin LLC, assists the Company in its restructuring effort. The Company estimated its assets and debts at $1,000,001 to $10,000,000. WEATHER FINANCE: Moody's Downgrades Corp. Family Rating to 'Caa3' ----------------------------------------------------------------- Moody's Investors Service has downgraded the Corporate Family Rating and the Probability of Default Rating of Weather Finance III to Caa3 from Caa1. Moody's also downgraded the Senior Secured notes issued at Hellas Telecommunications V to Caa3 from Caa1, and the Senior Unsecured notes issued at Hellas Telecommunications III to Ca from Caa3. Wind Hellas's ratings remain on review for possible further downgrade. The rating action follows the company's results announcement for the first five months of 2010 and reflects (i) the higher probability of default given the continuing decline in performance in an extremely tough operating environment, (ii) Wind Hellas's very weak liquidity position and the prospects of an imminent covenant breach, (iii) Wind Hellas's unsustainable capital structure in a period when a further deteriorating macroeconomic environment in Greece as well as continued aggressive competition are, in spite of the company's efforts to cut costs, putting severe pressure on profitability and cash flow generation. As of May 31, 2010, Wind Hellas had a last twelve months leverage of approximately 6.9x Debt to EBITDA (as reported by the company), and Moody's expects this ratio to increase to levels around 8.0x within the existing capital structure, as operating trends throughout 2010 are likely to further deteriorate in comparison to 2009. Wind Hellas generated negative free cash flows of close to EUR15 million in the first quarter of 2010 even after taking into account a significantly low level of investments which, if sustained, is likely to further harm the competitiveness and brand franchise of Wind Hellas within the Greek telecommunications market. Wind Hellas also announced it had initiated discussions with both its shareholder Weather Investments and certain of its creditor groups, which, Moody's understands, could lead to a debt restructuring. Although there is as yet no definitive clarity on whether the shareholder would intervene at this stage, Moody s believes that debt outstanding is significantly higher than enterprise value for the group given the negative equity position of the company and potential significant valuation discount for the company in a declining business environment. Moody's will closely monitor Wind Hellas's liquidity position in the short term including covenants and the evolution of discussions currently undertaken with shareholders and lenders regarding the restructuring of the business and capital structure. The last rating action on Weather Finance III was implemented on February 22, 2010, when Moody's assigned a Caa1 CFR, a Caa1 PDR to Weather Finance III. At that time, Moody's also upgraded to Caa1 from Caa2 the rating on the senior secured notes issued at Hellas Telecommunications (Luxembourg) V and upgraded to Caa3 from Ca the rating on the senior notes issued at Hellas Telecommunications (Luxembourg) III. Wind Hellas Telecommunications is the second-largest fully integrated telecom operator in Greece, with mobile, fixed-line and internet service offerings. The company operates primarily under the "Wind", "Tellas" and "Q" brands. In the 12 months to May 2010, the company generated EUR974 million in revenues and EUR263 million in Adjusted EBITDA (as reported by the company) on a consolidated basis. WEBDIGS INC: Posts $392,600 Net Loss in Q2 Ended April 30 --------------------------------------------------------- Webdigs, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $392,586 on $162,277 of revenue for the three months ended April 30, 2010, compared with a net loss of $389,445 on $59,241 of revenue for the three months ended April 30, 2009. The Company's balance sheet as of April 30, 2010, showed $1,783,617 in assets, $1,459,767 of liabilities, and $323,850 of stockholders' equity. As reported in the Troubled Company Reporter on February 1, 2010, Moquist Thorvilson Kaufmann Kennedy & Pieper LLC expressed substantial doubt about Webdigs, Inc.'s ability to continue as a going concern after auditing the Company's consolidated financial statements as of and for the years ended October 31, 2009, and 2008. The independent public accounting firm reported that the Company has suffered losses from operations since its inception on May 1, 2007. The Company has incurred significant operating losses for the three and six month periods ended April 30, 2010, and 2009. At April 30, 2010, the Company reports a negative working capital position of $1,378,956, and an accumulated deficit of $4,490,017. "It is management's opinion that these facts raise substantial doubt about the Company's ability to continue as a going concern without additional debt or equity financing." A full-text copy of the quarterly report is available for free at: http://researcharchives.com/t/s?64f6 Based in Minneapolis, Minnesota, Webdigs, Inc. (OTC BB: WBDG) is a web-assisted, full service real estate company that offers innovative services to home buyers and sellers via two primary brands: Webdigs.com and IggysHouse.com. With Webdigs.com the Company shares with each buyer up to one-half (50%) of the commission it receives from the seller or listing broker, with a minimum fee of $3,000 per transaction to the Company. The Company also offers discounted listing services to customers wishing to sell their homes. In January 2010, the Company launched IggysHouse.com, an online website that offers consumers an opportunity to have their home listed on the real estate multiple listing service (MLS) in their area and on the IggysHouse.com Web site completely free for 30 days. The Company has been operating since July 2007 in the Twin-Cities (Minneapolis-St. Paul and western Wisconsin) metropolitan area and since November 2007 in south Florida. WEBNOTIONS INC: NJ Court Converts Case to Chapter 7 Liquidation --------------------------------------------------------------- Nikhil Pahwa at Medianama reports that the U.S. Bankruptcy Court for the District of New Jersey has converted the Chapter 11 reorganization case of Webnotions Inc. to Chapter 7 liquidation proceeding. New-Jersey based WebNotions, Inc., operates as an on-line book marketplace. The Company's platform enables users to buy and sell books from publishers and sellers. WebNotions was founded in 1995 and is based in Netcong, New Jersey. On April 26, 2010, an involuntary petition for liquidation under Chapter 7 was filed against WebNotions Inc in the U.S. Bankruptcy Court for the District of New Jersey. WINN-DIXIE: To Distribute 6.8 Million Shares of Common Stock ------------------------------------------------------------ Winn-Dixie Stores, Inc., disclosed that, on June 18, 2010, it will distribute approximately 6.8 million shares of its common stock, which represent substantially all of the shares that had been held in reserve to settle outstanding unsecured pre-petition bankruptcy claims. The shares will be distributed to persons previously holding allowed claims, including, but not limited to, noteholders, landlords, vendors and suppliers, retirement plan participants and other unsecured creditors. As previously announced on February 10, 2010, the share distribution is based on the Company's determination that its bankruptcy share reserve contains more shares than will be necessary to resolve the remaining unsecured pre-petition claims against the Company. The Company will not receive any proceeds from this distribution and there will be no impact on the Company's financial statements. The shares to be distributed have been included in the Company's shares outstanding for purposes of calculating earnings per share (EPS) since emergence from Chapter 11, and therefore will not impact the Company's reported EPS. About Winn-Dixie Based in Jacksonville, Florida, Winn-Dixie Stores Inc. (Nasdaq: WINN) -- http://www.winn-dixie.com/>http://www.winn-dixie.com/-- is one of the nation's largest food retailers. The company operates grocery stores in Florida, Alabama, Louisiana, Georgia, and Mississippi. The Company, along with 23 of its U.S. subsidiaries, filed for Chapter 11 protection on Feb. 21, 2005 (Bankr. S.D.N.Y. Case No. 05-11063, transferred Apr. 14, 2005, to Bankr. M.D. Fla. Case Nos. 05-03817 through 05-03840). When the Debtors filed for protection from their creditors, they listed $2,235,557,000 in total assets and $1,870,785,000 in total debts. The Honorable Jerry A. Funk confirmed Winn-Dixie's Joint Plan of Reorganization on Nov. 9, 2006. Winn-Dixie emerged from bankruptcy on Nov. 21, 2006. Reorganized Winn-Dixie is represented by Stephen D. Busey, Esq., at Smith Hulsey & Busey in Jacksonville. ZAYAT STABLES: Fifth Third May Pursue Owner on Debt Guarantee ------------------------------------------------------------- Bill Rochelle at Bloomberg News reports that Fifth Third Bank, a prepetition secured lender to Zayat Stables LLC, won victory in U.S. district court over the stables' owner, Ahmed Zayat. Bloomberg recounts that when the stables filed under Chapter 11, Fifth Third had a lawsuit already pending in U.S. district court in Lexington, Kentucky, attempting to recover a $34.5 million loan. In the same suit, the bank also was attempting to collect the debt from Ahmed Zayat on his guarantee. The district judge in Kentucky stayed the lawsuit as a result of the bankruptcy filing by the stables. The bank responded by filing a motion to lift the stay so it could continue suing Ahmed Zayat on his guarantee. In a ruling on June 14, the district judge in Kentucky allowed the bank to continue suing Ahmed Zayat on the guarantee. He argued unsuccessfully that the guarantee suit should remain in limbo until there's resolution of a suit the stables filed in bankruptcy court accusing Fifth Third of predatory lending practices. The Chapter 11 Plan Zayat Stables LLC has already 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% 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. The disclosure statement was approved over the objection of secured lender Fifth Third Bank. Zayat sued the bank for what it called "predatory lending." 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. * Venable LLP's Cross Sees REIT Bankruptcies Over Next Year ----------------------------------------------------------- Reuters reports that Gregory Cross, Esq., head of the bankruptcy practice at law firm Venable LLP, said at the Reuters Global Real Estate and Infrastructure Summit in New York on Tuesday, "I think there will be another wave of large real estate investment trust (REIT) and large real estate bankruptcies" over the next year. "This, and the six months after, is the year of bankruptcy," said Mr. Cross. Reuters reports Mr. Cross said hotel and other hospitality sectors will see their share of failures. Mr. Cross added that retail and office buildings will also suffer. However, multi-family apartment buildings are likely to be exempt since "they are the most stable right now," he said. Mr. Cross declined to name particular distressed or bankruptcy- prone properties, Reuters adds. Mr. Cross worked on the real estate bankruptcies of mall owner General Growth Properties Inc. and hotel chain Extended Stay America Inc. James Koster, president of Jones Lang LaSalle Inc's (JLL.N) capital markets group, told Reuters on Monday the collapse of the U.S. real estate bubble may not be as crushing as many had anticipated because U.S. regulators have allowed banks to extend, restructure and modify loans. The breathing room has given the real estate markets a chance to regroup and for values to rise above their rock-bottom levels, he said. Though there is some $1.5 trillion of debt maturing over the next three years, Mr. Koster, according to Reuters, said a rash of foreclosures has not yet happened, and he doesn't expect it to happen. * Wick Phillips Gould & Martin Opens Tarrant County Location ------------------------------------------------------------ Wick Phillips Gould Martin, LLP, a regional law firm specializing in complex commercial litigation, has staked its claim in Tarrant County. Known for its expertise in commercial litigation, dispute resolution, labor and employment law, regulatory compliance, intricate corporate transactions and bankruptcy-related representation, Wick Phillips has expanded its previous Fort Worth "satellite" office to open a full-service office at 100 Throckmorton Street in One Tandy Center. The Fort Worth office will be managed by partner Brant C. Martin. A Fort Worth native, Martin has had an established law practice in Fort Worth for a number of years, serving mid-sized to Fortune 500 companies alike. "The Dallas-Fort Worth metroplex is an expansive market for legal services, which is hard to serve effectively with a single office," said Martin. "The Fort Worth business community has distinct needs that are best met by a law firm with a strong local presence and knowledge of the unique needs of Fort Worth clients. Given the steady increase of business development in Tarrant County and our experience in this market, opening a Fort Worth office just makes sense." Martin added, "Fort Worth not only has its own distinct culture, it's one of the most vital business communities in the world. As we continue to grow as a firm ourselves, opening an office specifically focused on Fort Worth will be a great benefit to us and our clients alike." Bryan Wick, a founding partner, agreed. "Our firm was formed to give clients the kind of personal attention and value-added services that are rare in today's legal market. All of our partners left leading law firms to develop a practice that provides big firm experience with small firm efficiency. Brant's background gives him the ideal perspective for expanding our services -- and our philosophy -- throughout Tarrant County." Prior to joining Wick Phillips, Martin was with Puls, Taylor & Woodson in Fort Worth, and he also practiced with Baker & McKenzie, an international law firm with a global presence. Martin attended Southern Methodist University School of Law, where he was class valedictorian and Editor-in-Chief of the SMU Law Review. Martin is a past president of the Tarrant County Young Lawyers Association. He was listed in Fort Worth Business Press' "40 Under 40," as well as D Magazine's "Best Lawyers Under 40." Martin's legal expertise includes all facets of trial and commercial litigation. About Wick Phillips Gould & Martin Serving the legal needs of businesses in a broad range of industries, Wick Phillips practices law with purpose, while primarily focusing on matters involving complex disputes and situations. Specialty areas include commercial litigation, bankruptcy, creditor's rights, civil appeals, corporate, corporate advisory, labor and employment, and securities. * BOOK REVIEW: The Executive Guide to Corporate Bankruptcy ---------------------------------------------------------- Authors: Thomas J. Salerno; Craig D. Hansen; Jordan A. Kroop Publisher: Beard Books Hardcover: 728 pages List Price: $174.95 The newly revised edition of The Executive Guide To Corporate Bankruptcy is perfectly timed. As the global economy continues to deteriorate, more and more companies are sinking into insolvency with executives at their helm who need a crash course in bankruptcy realities. This excellent book will quickly get both the seasoned executive and the uninitiated lawyer up to speed on the bankruptcy process. Salerno, Kroop and Hansen understand that the reorganization process can be intimidating, puzzling, and generally unpleasant. They penetrate the opaque gloom that some lawyers tend to perpetuate. Each chapter of this book addresses a different aspect of the reorganization process, beginning with an overview of the origins and purpose of US bankruptcy laws and ending with a debunking of common myths about reorganization. In between, they discuss each chapter of the bankruptcy code; discussing the gamut from liquidations through Chapter 11 sales and full-blown reorganizations. The authors' ability to distill the bankruptcy code's complex language into comprehensible and manageable blocks of information makes the book extremely readable. The Executive Guide is full of pragmatic advice. After laying out the essential elements and key players in the restructuring process, the authors get down to the nitty gritty of navigating a distressed company through reorganization. They realistically assess the challenges that an executive should expect to face in Chapter 11. They discuss how to assuage and balance the concerns of employees and key vendors, address the inevitable creditor dissatisfaction with executive compensation, deal with members of their professional team and work effectively as an executive whose actions will be constantly scrutinized and second-guessed. The authors also provide the cautionary note that "executives preparing to embark on a reorganization are usually too preoccupied with business emergencies to think about the personal toll that the process will exact." One common flaw in books that try to be accessible while dealing with technical topics is that they fall short in providing the reader with a substantive understanding of the subject matter. The Executive Guide to Corporate Bankruptcy avoids this pitfall. The book's fourth and fifth chapters provide in-depth analysis of the strategic decisions and steps that should be taken during the restructuring process. The authors explain the importance that venue can have a case, the intricacies of first day motions and how to prepare for confirmation. There is a detailed discussion of the sale of assets during the course of a Chapter 11 restructuring and the importance of making sure that major constituencies are a part of the decision-making process. They also walk the reader through the specifics of a plan of a reorganization, explaining the dynamics of the negotiation process, especially how to understand and appreciate the needs of your constituents and how to get a plan confirmed. The icing on the cake for this book is the excellent appendix. The final section of the book includes a user-friendly glossary of commonly used bankruptcy terms and a reorganization timeline. It also includes sample documents such as debtor-in-possession (DIP) financing agreements, operating reports, first day motions and orders, management severance agreements, and more. The summary of management incentive stock plans implemented in recent restructuring transactions is particularly informative. This is a terrific book. While geared to the non-lawyer executive, it will also be a useful resource for any lawyer who wants to gain practical familiarity with the bankruptcy process. This should be a best seller in today's environment, though it may need to be delivered to most executives in a brown paper wrapper. ********* 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 ***