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/raid1/www/Hosts/bankrupt/TCR_Public/101011.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, October 11, 2010, Vol. 14, No. 282 Headlines ABITIBIBOWATER INC: Restructuring Adviser Testifies for Plan ADVANCE AUTO: Moody's Upgrades Senior Unsecured Rating From 'Ba1' ADVANTA CORP: Has Until November 5 to Propose Chapter 11 Plan AGRI-BEST PROPERTIES: Voluntary Chapter 11 Case Summary AIRESURF NETWORKS: Creditors Approve Bankruptcy Proposal AIRLIFT HELICOPTER: Case Summary & 10 Largest Unsecured Creditors ALERE INC: Moody's Affirms 'B1' Corporate Family Rating AMERICAN APPAREL: Blockbuster's Tom Casey Named Acting President AMERICAN INT'L: Begins Exchanging Equity Units AMERICAN SAFETY: Energizer Emerges as Winning Bidder ANGIOTECH PHARMACEUTICALS: Plans to Defend Against Claims of QSR APOLLO MEDICAL: Posts $60,100 Net Loss in July 31 Quarter APRICUS BIOSCIENCES: Raises $8.34 Million in Securities Offering ARYX THERAPEUTICS: Gets NASDAQ Notification ATECO, INC.: Voluntary Chapter 11 Case Summary AUBREY WRING: Can Access FTNA's Cash Collateral Until October 20 AVAYA INC: Bank Debt Trades at 11% Off in Secondary Market AVIS BUDGET: Moody's Assigns 'B3' Rating on $400 Mil. Notes AVIS BUDGET: S&P Assigns 'B' Rating on $400 Mil. Senior Notes BARCALOUNGER CORP: Grand Rapids to Liquidate Firm C&D TECHNOLOGIES: Common Stock Begins Trading on Pink Sheets CAPMARK FIN'L: Unsec. Creditors Object to $965MM Secured Debt Deal CELL THERAPEUTICS: Stonefield Josephson Combines with March LLP CHEM RX: PharMerica-Led Auction Set for October 29 CINCINNATI BELL: Fitch Assigns 'B/RR4' Rating on $500 Mil. Notes CINCINNATI BELL: Moody's Assigns 'B2' Rating on $500 Mil. Notes CINCINNATI BELL: S&P Assigns 'B+' Rating on $500 Mil. Notes CLAIRE'S STORES: Bank Debt Trades at 12% Off in Secondary Market CLARENS GELIN: Absolute Priority Rule Only Partially Abrogated COACTIVE TECHNOLOGIES: Moody's Raises Corp. Family Rating to Caa1 DAVID MEARS: Has Until November 9 to File Chapter 11 Plan DBSD NA: 2nd Circuit Grants Sprint Nextel Emergency Stay of Plan DEX MEDIA EAST: Bank Debt Trades at 23% Off in Secondary Market DEX MEDIA WEST: Bank Debt Trades at 10% Off in Secondary Market DREIER LLP: Founder's Ex-Wife Loses Bid for $7 Mil. in Support EDUARDO ACEVES: Case Summary & 7 Largest Unsecured Creditors EDWARD PARK: Chapter 11 Case Dismissed at Bank's Behest ENERGY FUTURE: Expects $4BB Goodwill Impairment Charge for Q3 ENERGY FUTURE: Unit Closes Exchange Offer with Private Investor EPICEPT CORPORATION: Gets Non-Compliance Notice from Nasdaq EXTENDED STAY: Exits Chapter 11 with Centerbridge Group as Owners FELLOWS CREEK: Voluntary Chapter 11 Case Summary FIRST AMERICAN: Moody's Assigns 'B1' Corporate Family Rating FOREST CITY: S&P Affirms 'B+' Corporate Credit Rating FREESCALE SEMICON: Bank Debt Trades at 8% Off in Secondary Market GENERAL GROWTH: Wants to Expunge $30-Bil. in Duplicative Claims GENERAL GROWTH: First City Denied Request for Documents GENERAL GROWTH: U.S. Trustee Removes Luxor Capital from Panel GENERAL MOTORS: S&P Assigns 'BB-' Corporate Credit Rating GRAHAM BROTHERS: Case Summary & 20 Largest Unsecured Creditors GTC BIOTHERAPEUTICS: Amends & Restates Framingham HQ Lease GULF FLEET: Oct. 26 Sale Hearing Set for Gulf Ranger Vessel HERCULES OFFSHORE: Bank Debt Trades at 13% Off in Secondary Market HILCORP ENERGY: Moody's Assigns 'B2' Rating on $300 Mil. Notes HILCORP ENERGY: S&P Affirms 'BB-' Corporate Credit Rating IMPLANT SCIENCES: DMRJ Group Extends Debt Maturity to March 31 IRVINE SENSOR: Reaches New Deal With Longview Fund ISE CORPORATION: Committee Taps Pachulski Stang as Counsel JAY CHIANG: Canadian Case Recognized as Foreign Main Proceeding JH INVESTMENT: Dist. Ct. Rejects IRS's Priority Unsec. Claim JOINT THEATER: Voluntary Chapter 11 Case Summary JOSEPH DANENZA: U.S. Court Recognizes Chapter 15 Proceeding LAND O'LAKES: S&P Gives Positive Outlook, Affirms 'BB+' Rating LEVEL 3 COMMS: Bank Debt Trades at 8% Off in Secondary Market LOCAL INSIGHT: Marilyn Neal Assumes COO Linda Martin's Duties LOGAN JOHNSTON: High Court Won't Review Sec. 362(k)(1) Fees MARK LEMAY: Case Summary & 20 Largest Unsecured Creditors MAYSVILLE INC: Files Schedules of Assets & Liabilities MAYSVILLE INC: Can Continue Using Cash Collateral Until Oct. 31 MAYSVILLE INC: Taps Pardo & Gainsburg as Special Trial Attorney MAYSVILLE INC: US Trustee Won't Form Creditors Committee METRO-GOLDWYN-MAYER: Bank Debt Trades at 55% Off MICHAELS STORES: Bank Debt Trades at 3% Off in Secondary Market MORGAN CENTER: Case Summary & 7 Largest Unsecured Creditors MORGANS HOTEL: Extends Loans on Hudson & Mondrian to October 2011 MPG OFFICE: Plaza in Talks With Lender to Further Extend Loan MTC LAND: Case Summary & 3 Largest Unsecured Creditors NEW DRAGON: Fails to Satisfy NYSE Listing Standards ORLEANS HOMEBUILDERS: Objects to Adviser's $600,000 Fee Request OSI RESTAURANT: Bank Debt Trades at 7% Off in Secondary Market PALMAS COUNTRY: Plan to be Funded by Parent and Secured Creditor PHILADELPHIA NEWSPAPERS: Osberg-Led Firm Emerges from Chapter 11 PINE MOUNTAIN: US Trustee Won't Appoint Creditors Committee QOC I: Wells Fargo Says Ch. 11 Filing an Excuse to Delay Payment RADIENT PHARMA: Asks Noteholders to Extend Maturity to Nov. 15 RCLC INC: Amends Trenton Purchase Agreement to Hike Purchase Price RELIABLE ONSHORE: Case Summary & 20 Largest Unsecured Creditors RVI GUARANTY: Fitch Upgrades Insurer Strength Ratings From 'BB' SINCLAIR BROADCAST: Says 78% of Noteholders Tendered Offer SMART ONLINE: Sells $300,000 Add'l Convertible Secured Sub. Notes SPIRIT AEROSYSTEMS: Moody's Upgrades Corp. Family Rating to 'Ba2' SPIRIT AEROSYSTEMS: S&P Affirms 'BB' Corporate Credit Rating SPORTSMAN'S WAREHOUSE: "Stub Rent" Not Administrative Expense SRKO FAMILY: Promises to Pay Creditors from Project Sale Proceeds STONEBRIDGE OF MINT HILL: Ct. Denies Claims v. NVR STONEBRIDGE OF MINT HILL: Ct. Denies Counterclaims v. Wells Fargo THERMADYNE HOLDINGS: Irving Deal Won't Affect Moody's 'B3' Rating THOMPSON CREEK: S&P Affirms Corporate Credit Rating at 'B+' TOWER AUTOMOTIVE: S&P Puts 'B' Rating on CreditWatch Positive TREE MOSS: Asset Sale Hearing Set for Oct. 26 in Nevada TRIBUNE CO: Bank Debt Trades at 33% Off in Secondary Market TRONOX INC: U.S. Trustee Gets to Reduce Fees by $245,000 TRUVO USA: Plan Confirmation Hearing Rescheduled to October 26 TUTOR PERINI: S&P Assigns 'BB-' Corporate Credit Rating UAL CONTINENTAL: UAL Bank Debt Trades at 6% Off ULTIMATE ESCAPES: Chairman R. Keith Resigns as Member of Board ULTIMATE ESCAPES: Section 341(a) Meeting Scheduled for Oct. 28 URBAN BRANDS: Sale Hearing Scheduled for Oct. 27 in Del. US DATAWORKS: Extends Forbearance Agreement Until Oct. 13 US EXPRESS: Moody's Gives Stable Outlook, Affirms 'B3' Rating UTSTARCOM INC: Sets December 13 Annual Meeting of Stockholders VISANT CORP: S&P Assigns 'BB-' Rating on $1.425 Senior Loan VISICON SHAREHOLDERS: Asks for Feb. 13 Plan Filing Extension VYTERIS INC: Effects Conversion of $1.15 Mil. of Notes WEST CORPORATION: Modifies Senior Secured Credit Facility WEST CORPORATION: Moody's Upgrades Ratings on Senior Loan to 'Ba3' WILSHIRE COURTYARD: Calif. Loses Attempt to Collect More Taxes WORKFLOW MANAGEMENT: U.S. Trustee Forms 5-Member Creditors Panel W.R. GRACE: To Hold 3rd Quarter Investor Call on October 21 * Ailing U.S. Cities Unlikely to Go Bankrupt, Experts Say * BOND PRICING -- For Week From October 4 to 8, 2010 ********* ABITIBIBOWATER INC: Restructuring Adviser Testifies for Plan ------------------------------------------------------------ Bankruptcy Law360 reports that AbitibiBowater Inc.'s chief restructuring adviser testified Thursday in support of the Company's Chapter 11 plan, fending off allegations by creditors of the Company's subsidiary Bowater Canada Finance Corp. that the plan treats certain intercompany claims unfairly. Stephen Zelin, a senior managing director at Blackstone Advisory Partners, took the stand in the U.S. Bankruptcy Court for the District of Delaware, according to Law360. About AbitibiBowater Inc. AbitibiBowater (OTC: ABWTQ) produces newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. The Company also recycles old newspapers and magazines. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15 case of ACI, et al. As of Sept. 30, 2008, the Company had $9,937,000,000 in total assets and $8,783,000,000 in total debts. Bankruptcy Creditors' Service, Inc., publishes AbitibiBowater Bankruptcy News. The newsletter provides gavel-to-gavel coverage of the Chapter 11 proceedings and parallel proceedings under the Companies' Creditors Arrangement Act in Canada undertaken by Abitibibowater Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). ADVANCE AUTO: Moody's Upgrades Senior Unsecured Rating From 'Ba1' ----------------------------------------------------------------- Moody's Investors Service upgraded Advance Auto Parts, Inc.'s senior unsecured rating to Baa3 from Ba1. The company's Ba1 corporate family rating, Ba1 probability of default rating, and SGL-2 speculative grade liquidity rating will be withdrawn. The rating outlook is stable. These actions conclude the review for possible upgrade that was initiated on July 21, 2010. Ratings Rationale The upgrade to Baa3 recognizes Advance's solid operating performance, which has resulted in debt protection measures and a credit profile consistent with an investment grade retailer. "Advance has demonstrated consistency in operating performance and this has resulted in a very solid credit profile," stated Moody's Senior Analyst Charlie O'Shea. "Moody's expect operating performance to remain at a high level going forward, and would also expect financial policy to remain moderately conservative. This upgrade also reflects Moody's expectation that the company will refinance its revolving credit facility well in advance of its October 2011 expiration in order to ensure that it maintains strong liquidity". The Baa3 rating reflects Moody's view that the positive fundamentals present in the auto parts segment of retail -- increasing age of vehicles, greater number of miles driven and slowdown in sales of new vehicles -- are likely to remain favorable over the intermediate term. Advance's commitment to maintain a moderately conservative financial profile, increase its strategic focus on the commercial category of the auto parts retail segment, and continue to investment in supply-chain logistics are additional key factors driving the Baa3 rating. Ratings upgraded: -- $300 million Senior Notes due 2020 to Baa3 from Ba1, (LGD4 - 54%) -- Senior Unsecured Shelf to (P)Baa3 from (P)Ba1 Ratings withdrawn: -- Corporate Family Rating at Ba1 -- Probability-of-Default Rating at Ba1 -- Speculative Grade Liquidity rating at SGL-2 The stable outlook reflects Moody's expectation that the company will maintain its solid credit metrics and strong operating performance. It also incorporates Moody's view that the company will refinance its revolving credit facility well in advance of its October 2011 expiration. Ratings could be upgraded if retained cash flow to net debt is sustained above 25%, debt/EBITDA is maintained below 2.75 times, and financial policy remains moderately conservative. Ratings could be downgraded if operating performance softens significantly, financial policy becomes more aggressive, or if the company is unable to address the expiration of its credit facility well in advance of its expiration. Quantitatively, a downgrade could result if retained cash flow to net debt reduced to below 21% or debt/EBITDA approaches 3.5 times. Advance Auto Parts, Inc., headquartered in Roanoke, Virginia, is a leading retailer of after-market auto parts, with annual revenues of around $5.7 billion. ADVANTA CORP: Has Until November 5 to Propose Chapter 11 Plan ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware extended Advanta Corp.'s exclusive periods to file and solicit acceptances for the proposed Chapter 11 Plan until November 5, 2010, and January 3, 2011, respectively. About Advanta Corp. Advanta Corp. -- http://www.advanta.com/-- has had a 59-year history of being a leading innovator in the financial services industry and of providing great value to its stakeholders, including its senior retail note holders and shareholders, prior to the recent reversals. It has also been a major civic and charitable force in the communities in which it is based, particularly in the Greater Philadelphia area. In June 2009, the Federal Deposit Insurance Corporation placed significant restrictions on the activities and operations of Advanta Bank Corp., a wholly owned subsidiary of the Company, as the Bank's capital ratios were below required regulatory levels. On November 8, 2009, Advanta Corp. filed for Chapter 11 (Bankr. D. Del. Case No. 09-13931). Attorneys at Weil, Gotshal & Manges LLP, and Richards, Layton & Finger, P.A., serve as bankruptcy counsel. Alvarez & Marsal serves as financial advisor. The Garden City Group, Inc., serves as claims agent. The filing did not include Advanta Bank Corp. The petition says that Advanta Corp.'s assets totaled $363,000,000 while debts totaled $331,000,000 as of September 30, 2009. AGRI-BEST PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Agri-Best Properties LLC 4430 S. Tripp Chicago, IL 60632 Bankruptcy Case No.: 10-44600 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Northern District of Illinois (Chicago) Judge: Eugene R. Wedoff Debtor's Counsel: Steven B. Towbin, Esq. SHAW GUSSIS, FISHMAN GLANTZ, WOLFSON & TOWBIN, LLC 321 N. Clark Street, Suite 800 Chicago, IL 60654 Tel: (312) 276-1333 Fax: (312) 275-0569 E-mail: stowbin@shawgussis.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by Boleslaw Kulach, manager of Agri-Best Holdings LLC. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Agri-Best Holdings LLC 10-44595 10/05/10 AIRESURF NETWORKS: Creditors Approve Bankruptcy Proposal -------------------------------------------------------- AireSurf Networks Holdings Inc. disclosed that secured and unsecured creditors unanimously approved its bankruptcy proposal at the meeting of creditors. The Company will seek court approval of the proposal at the first available court date. Ontario, Canada-based Airesurf Networks is a researcher, designer and manufacturer of digital communication amplifiers. The MegaFI(TM) System extends the range, coverage and throughput capacity of WiFi access points without signal degradation. AIRLIFT HELICOPTER: Case Summary & 10 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Airlift Helicopter Service, Inc., a California Corporation 1005 Electric Avenue Seal Beach, CA 90740 Bankruptcy Case No.: 10-24223 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Theodor Albert Debtor's Counsel: Robert P. Goe, Esq. GOE & FORSYTHE, LLP 18101 Von Karman, Suite 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 A list of the Company's 10 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-24223.pdf The petition was signed by Denise Smith, secretary/treasurer. Debtor-affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Glenn J. Smith 10-18050 06/15/10 ALERE INC: Moody's Affirms 'B1' Corporate Family Rating ------------------------------------------------------- Moody's Investors Service affirmed the ratings of Alere, Inc., including the corporate family and probability of default ratings at B1. Concurrently, Moody's assigned a B3 rating on the company's proposed $350 million senior subordinated notes due 2018. In conjunction with the new issue the second lien term loan was upgraded to B1 from B2.The rating outlook is stable. These ratings were assigned: Alere Inc. -- Senior Subordinate Notes due 2018 were rated B3 (LGD5, 78%) Ratings upgraded: -- Upgraded the rated $250 million second lien term loan due 2015 to B1 (LGD4, 50%) from B2 (LGD4, 58%) Ratings affirmed/LGD Assessments Revised: -- B1 Corporate Family Rating; -- B1 Probability of Default Rating; -- Ba2 rating of the Senior Secured Revolver due 2013 (LGD2, 19% from LGD2, 23%) -- Ba2 rating of the First Lien Term Loan due 2014 (LGD2, 19% from LGD2, 23%) -- B2 rating of the Senior Unsecured Notes due 2016 (LGD4, 64% from LGD5, 73%) -- B3 rating of Senior Subordinated Notes due 2016 (LGD5, 89% from LGD5, 88%) -- Speculative Grade Liquidity rating at SGL-2 Ratings Rationale Proceeds from the notes issue will be used for general corporate purposes and future acquisitions. At this time the company has no immediate acquisitions. Following the $350 million notes issue, Alere's credit metrics are weak for the B1 rating category. However, the ratings are supported by its' strong competitive position within the point-of- care diagnostic tools market, as well as its solid cash flow generation. The ratings are further supported by the company's diverse product offering, and a track record of technological innovation, positions the company well to serve hospitals and other healthcare providers. The ratings remain constrained by Alere's relatively high leverage in the context of an acquisitive growth strategy, ongoing integration risk associated with material acquisitions and technological risk inherent in the highly competitive medical diagnostics industry. Although clearly diversifying, the strategic rationale for Alere's relatively recent expansion in health management remains unproven and presents additional risks associated with the potential for significant incremental investment requirements and execution risks. Ongoing reimbursement pressures on healthcare providers present additional risks. The stable ratings outlook reflects the company's healthy pipeline of consumer and diagnostic products and the potential for continued margin expansion associated with new products and ongoing efficiency initiatives. The stable outlook incorporates the assumption that while Alere may incur additional indebtedness to pursue acquisitions, pro forma adjusted leverage will be maintained in the 5.0 times range. The ratings could face pressure if Alere's adjusted debt to EBITDA were to exceed 5.5 times or free cash flow to adjusted debt were to fall below 5% for a sustained period. Use of incremental debt in future acquisitions, lower than expected EBITDA, dividend payments or stock buyback activities which bring pro forma metrics to these levels could result in a downgrade. Given the company's increased leverage levels and acquisitive strategy an upgrade is unlikely in the near term. The outlook could be changed to positive if the pace of acquisitions slows considerably from past levels and the company's adjusted debt to EBITDA declines below 4.0 times and free cash flow to debt remains at or above 10% on a sustained basis. Based on the criteria outlined in Moody's Global Medical Devices Industry Rating Methodology, the company's strengths include scale and diversification, as well as product portfolio and profitability, offset by weak credit metrics and an acquisitive growth strategy. The weighted average of the 12 sub-factors specified in the methodology is Ba3, one notch above the current rating. Moody's believes that an upgrade to Ba3 is precluded at this time by acquisition risk and the potential for associated increases in leverage. Alere, Inc., headquartered in Waltham, Massachusetts, operates in health management, and professional and consumer diagnostics. The health management business includes disease management, maternity management, and wellness. Diagnostic products focus on infectious disease, cardiology, oncology, drugs of abuse and women's health. Reported revenues for the twelve months ended June 30, 2010 were about $2.1 billion. AMERICAN APPAREL: Blockbuster's Tom Casey Named Acting President ---------------------------------------------------------------- American Apparel, Inc., has appointed Tom Casey as Acting President of the Company. Mr. Casey joins the Company from Blockbuster Inc., where served as Executive Vice President and Chief Financial Officer from September 2007 through August 2010. Following the amendment to American Apparel's credit agreement with Lion Capital announced last week, Dov Charney, Chairman, CEO and founder of American Apparel, and Lyndon Lea, founder and partner of Lion Capital, are working together on developing an enhanced strategic plan for the company's future growth, including the hiring of new senior executives. Mr. Casey will report directly to Dov Charney and will have primary responsibility for developing the going forward operating strategy of American Apparel. Mr. Casey has over 24 years' experience in financial management and strategic planning. At Blockbuster, Mr. Casey was responsible for strategic planning, finance and accounting, information technology, real estate and international operations. Prior to Blockbuster, Mr. Casey served for 20 years as a financial advisor to companies undergoing strategic change in the retail and consumer products industry. Mr. Casey served as a Managing Director for Deutsche Bank Securities, Inc. and held investment banking positions with Citigroup, Merrill Lynch and Dillon Read & Co. Mr. Casey has a Bachelor of Science degree in Ocean Engineering from The U.S. Naval Academy and received his MBA from Harvard Business School. Mr. Casey also serves on the board of directors of The Great Atlantic and Pacific Tea Company, Inc. "I am excited that Tom is joining American Apparel," said Dov Charney. "Tom's team building skills, strategic perspective and senior management experience will help us build a great future for the Company. We believe Tom will be instrumental in our efforts to continue to build our management team and bring additional operating disciplines to the business." "American Apparel presents a very special opportunity" said Tom Casey. "I admire American Apparel's commitment to creative thinking and fair treatment of its textile and apparel workers. I am intrigued by the international appeal of the brand and the Company's vertically integrated and Made in USA business model. I see American Apparel in the early stages of its development and I believe that my experience can help shape the Company's future." As reported by the Troubled Company Reporter on October 5, 2010, Bloomberg News said a lawyer for American Apparel indicated in an interview that FTI Consulting Inc. wasn't hired by the Company to advise on a bankruptcy restructuring. On October 4, the TCR reported that American Apparel entered into an amendment to its credit agreement with Lion Capital which, among other things, eliminates the minimum Consolidated EBITDA covenant for the dates through and including December 31, 2010, and provides for the minimum Consolidated EBITDA covenant to be tested monthly during 2011. American Apparel reported a $42.8 million net loss for the first quarter on revenue of $121.8 million. The Company is late in filing financial statement with the Securities and Exchange Commission for the second quarter. Bloomberg relates that Deloitte & Touche LLP, the auditor for 2009, resigned and said the company "has not maintained effective internal control over financial reporting." Deloitte warned that it needed further information to be sure there should be no change in the 2009 financials. About American Apparel American Apparel, Inc. (NYSE Amex: APP) -- http://www.americanapparel.com/-- is a vertically integrated manufacturer, distributor, and retailer of branded fashion basic apparel based in downtown Los Angeles, California. As of September 30, 2010, American Apparel employed roughly 10,000 people and operated over 280 retail stores in 20 countries, including the United States, Canada, Mexico, Brazil, United Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan, South Korea, and China. American Apparel also operates a leading wholesale business that supplies high quality T-shirts and other casual wear to distributors and screen printers. In addition to its retail stores and wholesale operations, American Apparel operates an online retail e-commerce website at http://www.americanapparel.com/ The Company's balance sheet as of March 31, 2010, showed $295.74 million in total assets, $180.40 million in total liabilities, and stockholders' equity of $115.34 million. * * * As reported in the Troubled Company Reporter on August 19, 2010, the Company disclosed that based upon results of operations for the three months ended March 31, 2010, and trends occurring in the Company's business since the first quarter and projected for the remainder of 2010, it may not have sufficient liquidity necessary to sustain operations for the next 12 months. Also, the Company's current operating plan indicates that losses from operations are expected to continue through at least the third quarter of 2010. The Company also believes that it is probable that as of September 30, 2010, the Company will not be in compliance with the minimum Consolidated EBITDA covenant under the Lion Credit Agreement. AMERICAN INT'L: Begins Exchanging Equity Units ---------------------------------------------- American International Group, Inc., commenced an offer to exchange up to 74,480,000 of its Equity Units consisting of Corporate Units for consideration per Corporate Unit equal to 0.09867 shares of its common stock plus $3.2702 in cash. The consideration offered per Corporate Unit is the same number of shares and the same cumulative amount of cash per Corporate Unit that a holder would receive if the holder did not tender into the exchange offer and instead held Corporate Units through their final stock purchase date. The stock and cash so received will be the result of netting payments from two separate transactions - a repurchase of the debentures and a cancellation of the stock purchase contracts underlying the Corporate Units. The 74,480,000 Corporate Units AIG seeks to acquire represent approximately 95% of the outstanding Corporate Units, and Corporate Units accepted in the exchange offer will be prorated as necessary to remain within this limit. The exchange offer will expire at 11:59 p.m., New York City time, on November 10, 2010, unless extended or earlier terminated by AIG. Tendered Corporate Units may be withdrawn at any time prior to the expiration date and after the expiration of 40 business days following today's commencement of the exchange offer, if we have not accepted them for exchange. The terms and conditions of the exchange offer are described in the preliminary prospectus dated October 8, 2010 and related letter of transmittal relating to the exchange offer. The completion of the exchange offer is subject to the conditions described in the exchange offer documents, which include, among others, the effectiveness of the registration statement relating to the exchange offer and continued listing on the New York Stock Exchange of the Corporate Units that remain outstanding after the exchange offer. The exchange offer is not conditioned upon any minimum amount of Corporate Units being tendered. Subject to applicable law, AIG may waive certain other conditions applicable to the exchange offer or extend, terminate or otherwise amend the exchange offer in its sole discretion. A registration statement relating to the common stock to be issued in the exchange offer has been filed with the Securities and Exchange Commission but has not yet become effective. The common stock being offered in the exchange offer may not be sold nor may offers to exchange be accepted prior to the time that the registration statement related to the exchange offer becomes effective. This press release shall not constitute an offer to sell or exchange or the solicitation of an offer to buy or exchange nor shall there be any sale or exchange of the common stock in any state or other jurisdiction in which such an offer, solicitation, sale, exchange or purchase would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. BofA Merrill Lynch, Citi and Deutsche Bank Securities are acting as dealer managers for the exchange offer. Global Bondholder Services Corporation is acting as information and exchange agent for the exchange offer. Information concerning the terms of the exchange offer may be obtained by contacting BofA Merrill Lynch at 888-292-0070 (toll-free) or 980-683-3215 (collect) or Citi at 800- 558-3745 (toll-free) or 212-723-6106 (collect). Copies of the registration statement, exchange offer prospectus, letter of transmittal and other materials related to the exchange offer, may be obtained at no charge from the information and exchange agent at 212- 430-3774 (collect) or 866-873-7700 (toll-free) or from the Securities and Exchange Commission's Web site at http://www.sec.gov/ Information on the procedures for tendering in the exchange offer may be obtained by contacting the information and exchange agent at the telephone number provided. The materials related to the exchange offer contain important information that should be read carefully before any decision is made with respect to the exchange offer. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN SAFETY: Energizer Emerges as Winning Bidder ---------------------------------------------------- Energizer Holdings, Inc. was the winning bidder for American Safety Razor (ASR) in bankruptcy court proceedings. Energizer signed an agreement with ASR to purchase substantially all of ASR's assets for $301 million in cash and the assumption of certain liabilities. The acquisition is subject to regulatory approval. Energizer is the parent company of Schick Wilkinson Sword (SWS), the second largest manufacturer and marketer of men's and women's wet shave products in the world. SWS products are sold in over 140 countries, and its portfolio of products includes Hydro, Quattro, Intuition, Xtreme 3, and Protector. With over 135 years of experience, ASR is the fourth largest manufacturer and distributor of wet shave products and is a leading supplier of private-label razors and blades. ASR's value priced products are sold throughout the world to mass merchandisers, drug stores and supermarkets under store brand names as well as under ASR's brands, including Magnum, X5, Matrix 3, Mystique, and Personna. "This is an exciting time for Energizer Holdings, Inc. and Energizer Personal Care," said Ward Klein, Chief Executive Officer, Energizer Holdings, Inc. "The addition of ASR's strength in the private label wet shave business provides an important strategic fit and opportunity for the Energizer Personal Care business. As it relates to ASR's wet shave private label business, our plan is to maintain and even strengthen our commitment to this segment. The addition of ASR to our SWS business broadens our product portfolio, enhances our ability to deliver total category solutions to our retail customers, and provides us with greater scale to effectively compete in an increasingly competitive marketplace. We are excited to go to market with these two complementary businesses." About American Safety American Safety Razor Company, LLC, doing business as Personna American Safety Razor, manufactures private-label shaving razors and blades. ASR also makes and distributes blades and bladed hand tools for a variety of industrial uses and specialty industrial and medical blades. The Company has roots going back to 1875. American Safety, along with affiliates, sought Chapter 11 relief (Bankr. D. Del. Case No. 10-12351) on July 28, 2010. Mark J. Thompson, Esq., and Morris J. Massel, Esq., at Simpson Thacher & Bartlett LLP, serve as bankruptcy attorneys. Howard A. Cohen, Esq., at Drinker Biddle & Reath LLP, is co-counsel. In addition, Lazard Middle Market LLC is the investment banker and Kurtzman Carson Consultants LLC is the claims and notice agent. American Safety estimated assets at $100 million to $500 million and debts at $500 million to $1 billion in its Chapter 11 petition. ANGIOTECH PHARMACEUTICALS: Plans to Defend Against Claims of QSR ---------------------------------------------------------------- Angiotech Pharmaceuticals Inc. on October 4, 2010, was notified that QSR Holdings, Inc., as the representative for the former stockholders of Quill Medical, Inc., made a formal demand to the American Arbitration Association naming as respondents the Company, together with its subsidiaries QMI and Angiotech Pharmaceuticals (US), Inc. The arbitration demand alleges that the Respondents failed to satisfy certain obligations under the Agreement and Plan of Merger, dated May 25, 2006, by and among Angiotech, Angiotech US, Quaich Acquisition, Inc. and QMI, and seeks either direct monetary damages or, in the alternative, extension for one calendar year of certain earn-out periods as more fully set forth in the Merger Agreement. In addition, on October 5, 2010, the Company was served with the Summons and Complaint in an action commenced in the United States District Court for the Middle District of North Carolina on October 1, 2010 by QSR, entitled QSR Holdings, Inc. v. Angiotech Pharmaceuticals, Inc., Angiotech Pharmaceuticals (US), Inc. and Quill Medical, Inc., 1:10-cv-754. The Complaint in the Federal Litigation alleges, among other items, that: a) Angiotech breached certain contractual obligations under the Merger Agreement; b) that certain misrepresentations or omissions were made by Angiotech during the initial negotiation of the Merger Agreement; and c) tortious interference. QSR is seeking damages in an unstated amount together with punitive damages and attorneys fees to the extent allowed by law. Given the nascent stages of these proceedings, it is not possible at this time to predict the outcome of the Federal Litigation or of any arbitration or other proceeding that may result from the Arbitration Demand. The Respondents intend to vigorously defend the Federal Litigation and any arbitration or other proceeding that may result from the Arbitration Demand. About Angiotech Based in Vancouver, British Columbia, Angiotech Pharmaceuticals, Inc. (NASDAQ: ANPI, TSX: ANP) -- http://www.angiotech.com/-- is a global specialty pharmaceutical and medical device company. Angiotech discovers, develops and markets innovative treatment solutions for diseases or complications associated with medical device implants, surgical interventions and acute injury. The Company's balance sheet at June 30, 2010, showed $110.6 million in total assets, $51.8 million in total current liabilities, $622.2 million total non-current liabilities, and $339.7 million in stockholders' deficit. Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on Vancouver-based Angiotech Pharmaceuticals Inc. to 'D' (default) from 'CC'. At the same time, S&P lowered its issue-level rating on the company's US$250 million senior subordinated debt to 'D' from 'C'. S&P also lowered the issue-level rating on the US$325 million senior unsecured notes to 'C' from 'CC'. The recovery rating on each debt piece is unchanged. APOLLO MEDICAL: Posts $60,100 Net Loss in July 31 Quarter --------------------------------------------------------- Apollo Medical Holdings, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $60,130 on $1.04 million of revenue for the three months ended July 31, 2010, compared with net income of $55,849 on $580,942 of revenue for the same period ended July 31, 2009. The Company has an accumulated deficit of $1.30 million as of July 31, 2010. Net cash used in operating activities for the six months ended July 31, 2010, was $126,248. The Company's balance sheet at July 31, 2010, showed $1.30 million in total assets, $1.36 million in total liabilities, and a stockholders' deficit of $59,987. As reported in the Troubled Company Reporter on June 2, 2010, Kabani & Company, Inc., in Los Angeles, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended January 31, 2010. The independent auditors noted that the Company has an accumulated deficit of $1.24 million as of January 31, 2010, working capital of $1.07 million and cash flows used in operating activities of $338,141. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6c44 Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. APRICUS BIOSCIENCES: Raises $8.34 Million in Securities Offering ---------------------------------------------------------------- On October 4, 2010, Apricus Biosciences, Inc., completed a best- efforts offering for the sale of 1,728,882 Units, with each Unit consisting of three shares of common stock, par value $0.001 per share, and a warrant to purchase one additional share of common stock. The Units were offered to the public at a price of $5.40 and the warrants, which are exercisable starting at the closing and remaining exercisable thereafter for a period of five years, have an exercise price of $2.27 per share. The Company received Offering proceeds, net of discounts, commissions and expenses, of approximately $8,340,000. The Company will use the net proceeds from the Offering to further develop its product candidates and for working capital and other general corporate purposes, as more fully described in the Offering prospectus. The Offering was made pursuant to the Company's effective registration statement on Form S-1 (File No. 333-169132). Dawson James Securities, Inc. acted as the Company's placement agent for the Offering. About Apricus Biosciences San Diego, Calif.-based Apricus Biosciences, Inc. (Nasdaq CM: APRI) -- http://www.apricusbio.com/-- focuses on research and development in the area of drug delivery. The Company's proprietary drug delivery technology is called NexACT. The Company, through Bio-Quant, Inc., provides pre-clinical CRO services. It focuses on oncology, inflammation, immunology, and metabolic diseases. It was formerly known as NexMed, Inc. and changed its name to Apricus Biosciences, Inc. on September 10, 2010. The Company's balance sheet as of June 30, 2010, showed $24.48 million in total assets, $7.37 million in total liabilities, and a stockholders' equity of $17.11 million. * * * As reported in the Troubled Company Reporter on April 6, 2010, Amper, Politziner & Mattia, LLP, in Edison, N.J., expressed substantial doubt about the Company's ability to continue as a going concern, following its 2009 results. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations and expects to incur future losses. In addition, the Company has substantial notes payable and other obligations that mature within the next 12 months. ARYX THERAPEUTICS: Gets NASDAQ Notification ------------------------------------------- ARYx Therapeutics, Inc., was notified October 5, 2010 by the staff of the NASDAQ Stock Market that it has not regained compliance with the $50 million minimum market capitalization requirement for continued listing on The NASDAQ Global Market, as set forth in Listing Rule 5450(b)(2)(A). As a result, ARYx's common stock is subject to delisting from the NASDAQ Global Market unless the Company requests a hearing before a NASDAQ Listing Qualifications Panel ("Panel"). Accordingly, ARYx intends to timely request a hearing before a Panel, automatically staying further action by NASDAQ until the Panel issues its decision following the hearing. At the hearing, ARYx will present its plan to regain compliance. In connection with such appeal, the Panel may grant ARYx, in its sole discretion, an additional compliance period of up to 180 calendar days from the date of the NASDAQ staff's determination to regain compliance with the minimum market capitalization requirement for continued listing on The NASDAQ Global Market. There is no assurance that ARYx's planned hearing before the Panel on the delisting determination will be successful. About ARYx Therapeutics ARYx Therapeutics is a biopharmaceutical company focused on developing a portfolio of internally discovered products designed to eliminate known safety issues associated with well-established, commercially successful drugs. ARYx uses its RetroMetabolic Drug Design technology to design structurally unique molecules that retain the efficacy of these original drugs but are metabolized through a potentially safer pathway to avoid specific adverse side effects associated with these compounds. ARYx currently has four products in clinical development: a prokinetic agent for the treatment of various gastrointestinal disorders, naronapride (ATI- 7505); an oral anticoagulant agent for patients at risk for the formation of dangerous blood clots, tecarfarin (ATI-5923); an oral anti-arrhythmic agent for the treatment of atrial fibrillation, budiodarone (ATI-2042); and, an agent for the treatment of schizophrenia and other psychiatric disorders, ATI-9242. ATECO, INC.: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Ateco, Inc. 31157 Lobo Vista Road Agoura Hills, CA 91301 Bankruptcy Case No.: 10-22623 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: Steven J. Krause, Esq. 1125 Lindero Canyon Street, A8 Westlake Village, CA 91362 Tel: (818) 970-7333 Fax: (818) 707-9718 E-mail: stevenjkrause@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 The Company did not file a list of creditors together with its petition. The petition was signed by L. Peter Petrovsky, president. AUBREY WRING: Can Access FTNA's Cash Collateral Until October 20 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Tennessee authorized Aubrey Bruce Wring and Virginia Ann Wring to access cash which First Tennessee National Association claims an interest. As reported in the Troubled Company Reporter on June 23, 2010, the Debtors' indebtedness to First Tennessee aggregate $5,733,228 which was secured by the rental payments of certain parcels of the real properties located at 511 Burkhardt Road, Drummonds, Tennessee, and 4812 South Mendenhall Road, Memphis, Tennessee. First Tennessee consented to the Debtors' use the lease of certain parcels of the real property encumbered by the Deeds of Trust and Assignments to operate their business postpetition. The Debtors may use the cash collateral to preserve and protect the real property and to make adequate protection payments to First Tennessee. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will make adequate protection payments. The Debtors must also maintain insurance coverage on the real property, naming First Tennessee as lienholder/loss payee/mortgagee in an amount at least in excess of the amount due to First Tennessee. The Debtors' access to the cash collateral will terminate on the earlier of Debtors' failure to make the adequate protection payment or October 20. About Aubrey Bruce Wring Memphis, Tennessee-based Aubrey Bruce Wring and Virginia A. Wring -- Wring Family Revocable Trust; Wring Real Estate LLC; A & B Enterprises LP; Wring Timberland, LLC; Butler Row LLC; Virginia Ann Wring Irrevocable Trust; Wring Family Trust; Affordable Land Sales LLC and Affordable Management LLC -- filed for Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. W.D. Tenn. Case No. 10-21899). Earnest E. Fiveash, Jr., Esq., who has an office in Memphis, Tennessee, assists the Debtors in their restructuring efforts. The Debtors disclosed $20,629,010 in assets and $18,365,480 in liabilities as of the bankruptcy filing. AVAYA INC: Bank Debt Trades at 11% Off in Secondary Market ---------------------------------------------------------- Participations in a syndicated loan under which Avaya, Inc., is a borrower traded in the secondary market at 89.30 cents-on-the- dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.75 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the credit facility, which matures on October 26, 2014. The loan is not rated by Moody's and Standard & Poor's. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Avaya, Inc., based in Basking Ridge, New Jersey, is a supplier of communications systems and software for enterprise customers. Avaya carries a 'B3' corporate family rating from Moody's Investors Service. In December 2009, Moody's downgraded Avaya's corporate family rating to 'B3' from 'B2', citing that the downgrade was driven by challenges presented by the acquisition of Nortel's enterprise assets as well as the large amount of additional debt incurred to finance the acquisition (around $1 billion). AVIS BUDGET: Moody's Assigns 'B3' Rating on $400 Mil. Notes ----------------------------------------------------------- Moody's is assigning a B3 rating to the proposed $400 million senior unsecured note issuance from Avis Budget Group, Inc. The proceeds are expected to be used either to fund the proposed acquisition of Dollar Thrifty Group or to refinance debt in the event that the acquisition is not successfully completed. Moody's is maintaining the current ratings, including the B2 CFR and positive outlook. If the Dollar acquisition does go through, the outlook would likely be stabilized at current rating levels. Ratings Rationale The last rating action on Avis was a change in the outlook to positive from negative on February 17, 2010. Avis Budget Car Rental LLC, headquartered in Parsippany, NJ, is a leading competitor in the US on-airport car rental sector. AVIS BUDGET: S&P Assigns 'B' Rating on $400 Mil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'B' rating to Avis Budget Group Inc.'s $400 million senior notes due 2019, which are being issued by indirect subsidiaries Avis Budget Car Rental LLC and Avis Budget Finance Inc. A '5' recovery rating was also assigned, indicating a modest (10%-30%) recovery of principal in the event of a payment default. Avis Budget plans to use the proceeds to partially fund its proposed acquisition of Dollar Thrifty Automotive Group Inc. or to repay outstanding indebtedness. Avis Budget has submitted an offer to purchase DTAG for around $1.5 billion ($45.79 per share in cash and 0.6543 shares of Avis Budget common stock per share). The company expects to fund the approximate $1.1 billion cash portion of its offer with cash and debt, including the proceeds of this debt offering. The company will use a pre-closing cash dividend of $200 million to be paid by DTAG to fund the transaction. S&P's preliminary view remains that DTAG's less-leveraged capital structure, its earnings, and some synergies from the companies' integration would largely offset the effect of additional merger-related debt, leaving Avis Budget's pro forma credit metrics relatively unchanged. The ratings on the company's senior unsecured debt would likely be lowered if Avis Budget were to use secured debt to finance the transaction. In addition, if the amount of secured debt is substantially higher, ratings on the first-lien debt could be affected. S&P could also reevaluate its initial views on the impact of the DTAG transaction if developments turn out to be inconsistent with current expectations regarding the proposed DTAG purchase. Ratings List Avis Budget Group Inc. Corporate Credit Rating B+/Stable New Rating Avis Budget Group Inc. $400 million senior notes due 2019 B Recovery Rating 5 BARCALOUNGER CORP: Grand Rapids to Liquidate Firm ------------------------------------------------- BarcaLounger Recliners of Martinsville, VA, the iconic manufacturer of recliners, filed Chapter 11 Bankruptcy in May and all of its physical assets were purchased by Liquid Asset Partners of Grand Rapids, MI. Liquid Asset Partners is liquidating a huge selection of leather & fabric recliners near the "Grand Rapids Furniture Mile" at 29th Street and East Paris at prices significantly below the Israel's Going out of Business Sale and Art Van Furniture. The bankruptcy court order allows Liquid Asset Partners LLC to do marketing that other retailers can't. A great example is the Funky Chicken suit; their sign walkers are allowed to wear crazy outfits and put on an entertaining dance show, as long as safety laws are being obeyed. "Our advertising and pricing seems to be frustrating Art Van Furniture on 28th Street," says Bill Melvin Jr. CEO of Liquid Asset Partners. "We have yellow signs all over, sign walkers in chicken and tiger outfits dancing all day, and the best prices in town. It's a true bankruptcy liquidation and we're blowing these chairs out at 50% to 80% off, so all the other furniture stores can't compete. Art Van keeps ripping up our signs. But we're just a local family business trying to bring great deals to our friends, families, and neighbors in Grand Rapids." BarcaLounger suffered from a common issue for American furniture manufacturers, which Grand Rapids, MI knows all too well. Competition, cheap supplies, and cheap labor from overseas and Mexico created a crippling effect on their sales. The current anti-dumping case currently being heard by the International Trade Commission, ITC, about Chinese manufacturers dumping cheaper goods into the United States is the case in point. It has put hundreds of large American manufacturers out of business and is threatening many more. The U.S. ITC, recently heard arguments on furniture anti-dumping duties. The U.S. furniture manufacturers support the continuation of duties on wooden bedroom furniture for another five years. "Being from the past Furniture Capital of the world, it's hard to see any iconic brand go out of business. Our job is to pick up the pieces of what is left and pass the deals back into the economy. This is the furniture deal of a lifetime!" says Melvin. "For anyone looking for a beautiful chair the deals are too cheap to miss. BarcaLounger was known for their styling and quality that doesn't look or seem like a "La-Z-Boy". They're much nicer and look more like regular chairs. But they are so comfortable it's the first chair everyone fights for! It also produces the best nap you'll ever take." The liquidation sale is currently running at the BarcaLounger Liquidation store at 4060 29th Street in Grand Rapids, MI, near East Paris. It is open to the public every day until everything is sold. Hours of operation are 10 AM until 7 PM Monday through Saturday and noon to 5 PM on Sunday. Buyers may view photos online at http://www.LiquidAssetPartners.com/or come directly to the liquidation store to see the recliners and the Funky Chicken sign walker first hand. About Barcalounger Corp. Barcalounger Corp. is a furniture maker from Martinsville, Virginia. Barcalounger designs and manufactures recliners; its American of Martinsville Inc. unit is engaged in the design and contract manufacture of case goods and upholstered furniture for the hospitality and healthcare markets. Barcalounger Corp. and its units 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 estimated $1 million to $10 million in assets and $10 million to $50 million in debts. The Debtors 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. C&D TECHNOLOGIES: Common Stock Begins Trading on Pink Sheets ------------------------------------------------------------ Philadelphia Business Journal staff writer Peter Key reports that C&D Technologies Inc.'s stock began trading on the Pink Sheets Friday, after having been suspended from the New York Stock Exchange prior to the market opening. As reported by the Troubled Company Reporter on October 7, 2010, the NYSE Regulation, Inc., on October 4 provided C&D Technologies with notice that trading on the New York Stock Exchange of the Company's common stock would be suspended prior to the market opening on October 8, 2010. The NYSE in its October 4 press release stated, "The decision to suspend the Company's common stock was reached in view of the fact that the Company has fallen below the New York Stock Exchange's continued listing standard regarding average global market capitalization over a consecutive 30 trading day period of less than $15 million, which is a minimum threshold for listing." The Company plans to appeal the determination. The TCR also said October 7 that C&D Technologies is moving forward on a plan, announced on September 14, 2010, to launch an out-of-court exchange offer for its outstanding convertible notes and to simultaneously seek support for a voluntary prepackaged plan of reorganization as a back-up alternative. About C&D Technologies Based in Blue Bell, Pennsylvania, C&D Technologies, Inc. (NYSE: CHP) -- http://www.cdtechno.com/-- engineers, manufactures, sells and services fully integrated reserve power systems for regulating and monitoring power flow and providing backup power in the event of primary power loss until the primary source can be restored. The Company's balance sheet at July 31, 2010, showed $239.4 million in assets, $251.1 million in total liabilities, and a stockholders' deficit of $11.7 million. The Company says that its cumulative losses, substantial indebtedness and likely future inability to comply with certain covenants in the agreements governing its indebtedness, including among others, covenants related to continued listing on a national automated stock exchange and future EBITDA requirements, and in addition, its current current liquidity situation, raise substantial doubt as to its ability to continue as a going concern for a period longer than 12 months from July 31, 2010. On September 14, 2010, the Company entered into a restructuring support agreement with two convertible noteholders who together hold approximately 56% of the aggregate principal amount of the 2005 Notes and the 2006 Notes. The supporting noteholders have agreed to a proposed restructuring of the 2005 Notes and the 2006 Notes which will be effected through (i) an offer to exchange the outstanding 2005 Notes and 2006 Notes for up to 95% of the Company's common stock, or (ii) a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. The Company has agreed to solicit votes from the Company's stockholders and the holders of the Notes to accept the prepackaged plan concurrently with the exchange offer. The Company also continues to be engaged in active discussions with lenders under its Credit Facility regarding a restructuring of its capital structure. CAPMARK FIN'L: Unsec. Creditors Object to $965MM Secured Debt Deal ------------------------------------------------------------------ A group representing certain of Capmark Financial Group Inc.'s unsecured creditors has lodged an objection ripping a proposed $965 million settlement between the bankrupt lender and secured creditors including JPMorgan Chase Bank NA, calling it a scheme to subvert a fair plan, Bankruptcy Law360 reports. Law360 says the proposed settlement, concerning some $1.5 billion in liens granted about six months before Capmark filed for bankruptcy in October 2009, should not be granted because the negotiations between Capmark. About Capmark Financial Based in Horsham, Pennsylvania, Capmark Financial Group Inc. -- http://www.capmark.com/-- is a diversified company that provides a broad range of financial services to investors in commercial real estate-related assets. Capmark has three core businesses: lending and mortgage banking, investments and funds management, and servicing. Capmark operates in North America, Europe and Asia. Capmark has 1,000 employees located in 37 offices worldwide. On October 25, 2009, Capmark Financial Group Inc. and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 (Bankr. D. Del. Case No. 09-13684) Capmark's financial advisors are Lazard Freres & Co. LLC and Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey & LeBoeuf LLP. Richards, Layton & Finger, P.A., serves as local counsel. Beekman Advisors, Inc., is serving as strategic advisor. KPMG LLP is tax and accounting advisor. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. Capmark had total assets of US$20 billion against total debts of US$21 billion as of June 30, 2009. Protech Holdings C, LLC, an affiliate of Capmark, filed for Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No. 10-12387). The Debtor estimated assets and debts in excess of $1 billion as of the filing date. Since filing in Chapter 11, Capmark completed three sales to generate more than $1 billion cash. Berkshire Hathaway Inc. and Leucadia National Corp. bought most of the business for $468 million. CELL THERAPEUTICS: Stonefield Josephson Combines with March LLP --------------------------------------------------------------- Cell Therapeutics Inc. was notified that its independent registered public accounting firm, Stonefield Josephson, Inc., had combined its practice with Marcum LLP and had begun practicing in California and Hong Kong as "MarcumStonefield, a division of Marcum LLP". As a result, Stonefield notified the Company that it was resigning as the Company's independent registered public accounting firm effective October 1, 2010. On October 6, 2010, the Audit Committee of the Company's Board of Directors appointed MarcumStonefield as the Company's independent registered public accounting firm. The principal accountant's reports of Stonefield on the consolidated financial statements of the Company and its subsidiaries for the years ended December 31, 2009 and 2008 contained an explanatory paragraph disclosing the uncertainty regarding the Company's ability to continue as a going concern. Going Concern Doubt San Francisco-based Stonefield Josephson, Inc., has included an explanatory paragraph in their report on Cell Therapeutics' December 31, 2009, 2008 and 2007 consolidated financial statements regarding their substantial doubt as to the Company's ability to continue as a going concern. The independent auditors noted that the Company has sustained losses from operations over the audit periods, incurred an accumulated deficit, and has substantial monetary liabilities in excess of monetary assets as of December 31, 2009. Bankruptcy Warning In its Form 10-Q report for the period ended June 30, 2010, the Company said it does not expect that existing cash and cash equivalents, including the cash received from the issuance of its Series 6 preferred stock and warrants, will be sufficient to fund presently anticipated operations beyond the fourth quarter of 2010. The Company has commenced cost saving initiatives to reduce operating expenses, including the reduction of employees related to planned commercial pixantrone operations and continues to seek additional areas for cost reductions. However, the Company said it will need to raise additional funds and is currently exploring alternative sources of equity or debt financing. The Company said it may seek to raise such capital through public or private equity financings, partnerships, joint ventures, disposition of assets, debt financings or restructurings, bank borrowings or other sources of financing. The Company called an annual meeting of shareholders to ask shareholders to approve proposals, including a proposal to increase authorized shares of common and preferred stock from 810,000,000 to 1,210,000,000 shares, in order to raise capital. "If we fail to obtain additional capital when needed, we may be required to delay, scale back, or eliminate some or all of our research and development programs and may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection," the Company said. CHEM RX: PharMerica-Led Auction Set for October 29 -------------------------------------------------- BankruptcyData.com reports that Chem Rx Corp. has received bankruptcy court approval to conduct an auction for most its assets with PharMerica Corp. as the lead bidder. Chem Rx has a contract to sell its assets to PharMerica Corp. for $70.6 million plus the assumption of specified liabilities, absent higher and better bids for the assets. BData says the Court scheduled an October 29, 2010 auction and a November 2, 2010 hearing to consider the sale. Prior to selecting PharMerica as stalking horse bidder, Chem RX signed 65 prospective buyers to confidentiality agreements. PharMerica operates 90 institutional pharmacies in 41 states. About Chem RX Corporation Long Beach, N.Y.-based Chem RX Corporation, aka Paramount Acquisition Corp. -- http://www.chemrx.net/-- is a major institutional pharmacy serving the New York City metropolitan area, as well as parts of New Jersey, upstate New York, Pennsylvania and Florida. Chem Rx's client base includes skilled nursing facilities and a wide range of other long-term care facilities. Chem Rx annually provides more than six million prescriptions to more than 69,000 residents of more than 400 institutional facilities. The Company and five affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 10-11567) on May 11, 2010. Dennis A. Meloro, Esq., and Scott D. Cousins, Esq., at Greenberg Traurig, LLP, represents the Company in its restructuring. Cypress Holdings, LLC, is the Company's financial advisor. RSR Consulting, LLC, is the Company's chief restructuring officer. Brunswick Group LLP is the Company's public relations consultant. Grant Thornton LLP is the Company's independent auditor. Lazard Middle Market LLC is the Company's investment banker. Eichen & Dimeglio PC is the Company's tax advisor. Kurtzman Carson Consultants is the Company's claims and notice agent. The Company disclosed $169,690,868 in assets and $178,281,128 in debts as of February 28, 2010. CINCINNATI BELL: Fitch Assigns 'B/RR4' Rating on $500 Mil. Notes ---------------------------------------------------------------- Fitch Ratings has assigned a 'B/RR4' rating to Cincinnati Bell Inc.'s proposed offering of $500 million of senior unsecured notes due 2020. The company's Issuer Default Rating is 'B', and the Rating Outlook is Stable. The proceeds will be used to repay a portion of the outstanding borrowings on the company's senior secured credit facilities plus fees and expenses related to the note offering. The credit facilities had approximately $758 million outstanding on June 30, 2010. Fitch's 'B' IDR for CBB reflects expectations for relatively high, albeit stable leverage and its diversified revenue profile. In addition, its wireline and wireless businesses generate strong free cash flows. Risk factors incorporated into the rating include the competitive pressure on CBB's wireline and wireless segments, as well as the expansion of its data center business. The $525 million acquisition of CyrusOne Networks, LLC, a data center operator, closed in June 2010. With respect to the data center business, the acquisition represented CBB's first significant step outside of its traditional service territory. Following the transaction, CBB stated it is considering further expansion of the data center business nationally and internationally, which in Fitch's perspective entails additional risk. As a result of the CyrusOne acquisition, Fitch estimates CBB's pro forma year-end 2010 leverage will rise to approximately 5.0 times from 4.1x at the end of 2009. In Fitch's view, leverage may be slow in returning to historical levels as the data center business -- even with the acquisition -- is not yet of a sufficient scale where its growth rates will significantly overcome the effects of competitive pressures on EBITDA in the wireline and wireless business. CBB's debt on June 30, 2010, totaled $2.492 billion, an increase of $512 million from Dec. 31, 2009, with the rise stemming from the acquisition of CyrusOne in June 2010. At the end of June 30, 2010, the company did not have any debt outstanding on its $210 million secured revolving credit facility, and the amount available was $185.2 million, after the effect of LOCs. On June 11, 2010, the company entered into a new credit facility consisting of a $210 million revolving line of credit and a $760 million secured term loan. The new revolver, which matures in June 2014, replaced a facility of the same size that would have matured in August 2012. The new $760 million secured term loan B facility was used to repay the $204 million outstanding on the previous term loan B facility, to close the acquisition and to pay related fees and expenses. The new term loan B facility will mature in June 2017 if the company has successfully redeemed and repaid in full its $252 million, 7% senior unsecured notes due in 2015. The term loan maturity will accelerate to Nov. 17, 2014 if the senior unsecured notes are not redeemed and paid in full on or prior to that date. Provisions in the new secured credit facility call for the company to make mandatory prepayments on the term loan using 50% of excess cash flow if, at the end of each fiscal year, its senior secured leverage is greater than or equal to 1.5x starting in fiscal year 2011. The consolidated total leverage covenant (as defined) is 6.0x through March 31, 2013; reduces to 5.75x from June 30, 2013 to March 31, 2014; and finally reduces to 5.5x for June 30, 2014 and each fiscal quarter thereafter. Debt maturities (before pro forming for the offering), excluding capital leases, are moderate in 2010 and 2011, at $4 million and $18 million, respectively. During 2012-2013, $8 million matures annually, but as previously noted 2014 financing will require the repayment of the $252 million of notes due in 2015 or the term loan B will become due in 2014. CBB's $100 million accounts receivable securitization program ($10 million outstanding as of June 30, 2010) had an additional $80.9 million in borrowing capacity at the end of the second quarter. The receivables facility expires in March 2012, subject to annual bank renewals in the second quarter of each year. Cash amounted to approximately $17 million on June 30, 2010, and over the LTM, the company generated $51 million in free cash flow under Fitch's definition. CBB's 2010 guidance revised for the CyrusOne acquisition calls for the company to generate approximately $120 million in FCF (as defined by the company), down $10 million from its prior guidance. Fitch believes the incremental interest expense associated with the acquisition and the slightly negative to break-even FCF position of CyrusOne could cause free cash flow to remain under $100 million in 2010 (as defined by Fitch). CBB expects its 2010 capital spending to be similar to the $195 million spent in 2009, but will vary depending on the level of investment in the data center business. CINCINNATI BELL: Moody's Assigns 'B2' Rating on $500 Mil. Notes --------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Cincinnati Bell, Inc's proposed $500 million issuance of senior unsecured notes due 2020. The company expects to use the net proceeds primarily to pay down the $756 million outstanding Tranche B term loan, maturing 2017. As part of the rating action, Moody's upgraded the ratings on CBB's existing senior secured debt to Ba2 from Ba3, given the added loss absorption provided by the new notes and in accordance with Moody's Loss Given Default Methodology. The ratings at CBB's wholly-owned subsidiary, Cincinnati Bell Telephone Company, were also raised to Ba1 from Ba2. Moody's affirmed the company's B1 Corporate Family Rating and the Probability of Default Rating. Moody's has taken these rating actions: Assignments: Issuer: Cincinnati Bell, Inc. * US$500M Senior Unsecured Regular Bond/Debenture, Assigned B2, LGD4 -- 58% Upgrades: Issuer: Cincinnati Bell, Inc. * 7.25% Medium Term notes due 2023, Upgraded to Ba2 (LGD2-25%) from Ba3 (LGD3-34%) * Tranche B Senior Secured Term Loan due 2017, Upgraded to Ba2 (LGD2-25%) from Ba3 (LGD3-34%) Issuer: Cincinnati Bell Telephone * Various Notes, Upgraded to Ba1 (LGD2-5%) from Ba2 (LGD2-23%) * Outlook -- Stable Ratings Rationale The Company's B1 CFR reflects CBB's relatively high leverage for a telecommunications company and poor expected free cash flow generation as the company intends to expand the staged buildout of its data center business. The company has been devoting a greater share of its capital budget over the past three years to grow the data center business, and the acquisition of CyrusOne marks the company's first significant expansion outside the core Ohio, Kentucky and Indiana service territory. At the same time, Moody's anticipates that downward pressure on the Company's revenue will persist due to continuing access line losses in CBB's incumbent wireline territories and intense competition in wireless segment. As such, even though Moody's does not expect the company to resume its share repurchases, nearly all free cash flow generation will be consumed by increased capital expenditures in its wireless and technology solutions segments, in addition to pension contributions over the next two to three years. The ratings benefit from CBB's solid market position as an incumbent residential telecommunications provider and the revenue diversification it derives from its wireless network and business customer base. The stable outlook is based on Moody's expectations CBB will be able to maintain stable EBITDA levels by offsetting access line losses by increasing efficiencies in its incumbent wireline operations and by growing data and broadband revenues in its wireless segment. Positive rating pressure could develop if CBB can resume generating consistent free cash flow, while EBITDA growth or debt reduction leads to leverage of under 5.0x (total adjusted debt-to- EBITDA). Moody's believes in order to achieve the target leverage CBB needs to generate meaningful free cash flow growth in addition to committing the cash flow to debt reduction. However, given the competitive pressures faced by the Company, Moody's believes CBB faces significant challenges in achieving this goal over the rating horizon. Moody's will likely review the rating for a downgrade if the Company's EBITDA comes under pressure either due to higher-than- expected access line losses in its ILEC operations, declining profitability of its wireless operations, or lack of a pick up in demand for its data center businesses, such that debt-to-EBITDA cannot be maintained below 6.0x (Moody's adjusted). The rating will also likely come under downward pressure if the Company's liquidity position deteriorates further. As the ratings incorporate expectations of the Company generating modest free cash flow, a larger distribution to shareholders, or large capital commitments that could create a free cash flow deficit over the rating horizon would also negatively affect ratings. CINCINNATI BELL: S&P Assigns 'B+' Rating on $500 Mil. Notes ----------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level and '4' recovery ratings to Cincinnati-based Cincinnati Bell Inc.'s proposed $500 million of senior unsecured notes due 2020. The '4' recovery rating indicates S&P's expectations of average (30%-50%) recovery for bondholders in the event of a payment default. The company said it plans to use proceeds from the proposed bond to refinance a portion of existing bank debt. At the same time, S&P revised its recovery rating on CBI's senior unsecured debt to '4' from '6'. The '4' recovery report indicates its expectations of average (30%-50%) recovery for bondholders in the event of a payment default. As a result, S&P raised its issue-level ratings on all existing senior unsecured debt to 'B+' in accordance with its notching criteria for a '4' recovery rating. This rating action is primarily due to the decrease in the amount of senior secured indebtedness in CBI's capital structure. Finally, S&P affirmed all other outstanding ratings on CBI, including its 'B+' corporate credit rating. The rating outlook is negative. "The 'B+' rating reflects CBI's aggressive financial risk profile, with expectations for limited discretionary cash flow after capital spending, which is currently elevated to expand its data center business," said Standard & Poor's credit analyst Naveen Sarma. The significant competitive pressures facing its core wireline business, which contributes the majority of consolidated revenues and EBITDA, constitutes another risk which is reflected in S&P's business risk profile assessment of weak. Also, CBI's wireless operations remain subject to intense competition from both national wireless providers and regional competitors, and the company is concentrated in a single market. Tempering factors include CBI's healthy EBITDA margins at its core wireline business, despite ongoing access-line erosion, and growing contributions from its technology solutions business. CLAIRE'S STORES: Bank Debt Trades at 12% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 88.00 cents- on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.64 percentage points from the previous week, The Journal relates. The bank loan matures on May 29, 2014, and carries Moody's Caa2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of January 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores, Inc., also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. The Company's balance sheet at July 31, 2010, showed $2.76 billion in total assets, $2.641 billion in total liabilities, and a stockholders' deficit of $62.33 million The Company incurred a net loss of $8.34 million in the three months ended July 31, 2010, compared with a net loss of $3.73 million in the three months ended August 1, 2009. CLARENS GELIN: Absolute Priority Rule Only Partially Abrogated -------------------------------------------------------------- WestLaw reports that a federal bankruptcy judge in Florida has held that the absolute priority rule, as applied in Chapter 11 cases to prevent a debtor from retaining any estate assets if the unsecured creditors were receiving less than full payment on their claims, was abrogated only in part, as it applied to individual Chapter 11 debtors, by the Bankruptcy Abuse Prevention and Consumer Protection Act amendments. Pursuant to these BAPCPA amendments, individual Chapter 11 debtors may retain some estate assets without proposing a plan that pays their unsecured claims in full, and without obtaining unsecured creditors' consent to the plan, but only those assets of the Chapter 11 estate which they acquire an interest in postpetition and not estate assets that the debtors had as of the commencement of the case. The judge disagreed with contrary holdings out of Indiana, Kansas, Nebraska and Nevada. In re Gelin, --- B.R. ----, 2010 WL 3789100 (Bankr. M.D. Fla.) (Jennemann, J.). In this case, a junior mortgagee whose lien had been stripped off, objected to confirmation of an individual Chapter 11 debtors' proposed reorganization plan, saying that the plan violated the absolute priority rule. The debtors responded by arguing that, following enactment of the BAPCPA, this absolute priority rule no longer applied in individual Chapter 11 cases. The Honorable Karen S. Jennemann held that (1) the absolute priority rule, as applied in Chapter 11 cases to prevent a debtor from retaining any estate assets if unsecured creditors were receiving less than full payment on their claims, was abrogated only in part, as it applied to individual Chapter 11 debtors, by the BAPCPA amendments, and (2) individual Chapter 11 debtors could not cram down, over objections of general unsecured creditors, a plan that provided for only a de minimis distribution to junior mortgagees whose liens had been stripped off from the rental properties owned by debtors as of commencement of their bankruptcy case, while the debtors retained ownership interest in five of these six properties. Clarens Junior Gelin and Marie Denise Destin of Melbourne, Fla., sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-15881) on Oct. 20, 2009, and are represented by Bryan K. Mickler, Esq., in Jacksonville, Fla. The Debtors disclosed $1,007,757 in assets and $1,263,565 in liabilities at the time of the filing. COACTIVE TECHNOLOGIES: Moody's Raises Corp. Family Rating to Caa1 ----------------------------------------------------------------- Moody's Investors Service has upgraded CoActive Technologies, Inc.'s corporate family rating and probability of default rating to Caa1 from Caa3. In addition, CoActive's rating outlook has been changed to stable from negative. These ratings have been upgraded: Issuer: CoActive Technologies, Inc. -- Probability of Default Rating to Caa1 from Caa3 -- Corporate Family Rating to Caa1 from Caa3 -- $25 million senior secured revolving credit facility due 2013 to B3 (LGD3, 33%) from Caa2 (LGD3, 36%); -- $118 million senior secured first lien term loan due 2014 to B3 (LGD3, 33%) from Caa2 (LGD3, 36%); and, -- $47 million senior secured second lien term loan due 2015 to Caa2 (LGD5, 81%) from Ca (LGD5, 84%). Ratings Rationale The two notch ratings upgrade of the CFR to Caa1 reflects the ongoing improvement in CoActive's operating performance and Moody's expectation that these trends will result in a substantial reduction in CoActive's financial leverage over the coming quarters. Moody's anticipate that recent growth in CoActive's backlog, coupled with improvements made to its cost structure over the past 18 months, will support the continued expansion of CoActive's operating margins and should enable the company to generate free cash flows, on a sustainable basis, in the near term. The Caa1 rating reflects a modest improvement to CoActive's liquidity profile. In Moody's view, covenant pressures, which were previously eased with the use of equity cures allowable in the credit agreement, will be alleviated prospectively as a result of the rapid improvement in earnings, repayment of the revolver and reduction in amounts outstanding on the first and second lien term loans over the past year. Further, the amendment to add the Keypads business as a restricted subsidiary in the existing credit agreements has improved both the collateral package and the earnings base that supports the secured bank facilities. Moody's would expect CoActive to generate positive cash flow on a sustainable basis prior to further ratings upgrade. In addition, a ratings upgrade would likely require CoActive to maintain balance sheet leverage below 4.5x before upward ratings momentum surfaces. While a ratings downgrade is not currently viewed as likely, degradation in the company's liquidity profile would likely have negative ratings ramifications. The previous rating action on CoActive was the May 29, 2009 downgrade of the CFR to Caa3 from B3. CoActive is primarily engaged in manufacturing electronic components such as switches, controls, dome arrays and keypads serving a wide variety of end-markets that include off-road, consumer electronics, automobile, industrial and distribution. DAVID MEARS: Has Until November 9 to File Chapter 11 Plan --------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois extended until November 9, 2010, David George Mears' exclusive period to file a Chapter 11 plan and an explanatory disclosure statement. Wayne, Illinois-based David George Mears filed for Chapter 11 bankruptcy protection on April 12, 2010 (Bankr. N.D. Ill. Case No. 10-16088). Michael J. Davis, Esq., at Springer, Brown, Covey, Gaetner & Davis, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $10,249,350 in assets and $3,575,000 in liabilities as of the Petition Date. DBSD NA: 2nd Circuit Grants Sprint Nextel Emergency Stay of Plan ---------------------------------------------------------------- Bankruptcy Law360 reports that Sprint Nextel Corp. has won a minor victory in a drawn-out fight with DBSD North America Inc. over the Company's plan to emerge from Chapter 11. According to Law360, a three-judge panel of the U.S. Court of Appeals for the Second Circuit, on Tuesday, ordered an emergency stay prohibiting DBSD and other creditors from implementing the Debtor's reorganization plan. DBSD was aiming to implement its plan after the Federal Communications Commission approved license transfer applications. DBSD filed a notice with the bankruptcy court on Sept. 30 saying that the FCC approved license transfers. U.S. Bankruptcy Judge Robert E. Gerber confirmed the Plan in November. Bill Rochelle, the bankruptcy columnist for Bloomberg News, relates that in confirming the Plan, Judge Robert Gerber crammed down on two classes of creditors, one the first-lien creditor DISH Network Corp. and the other including unsecured creditor Sprint-Nextel Corp. Both DISH and Sprint-Nextel opposed approval of the license transfers by the FCC. The Chapter 11 Plan The Plan seeks, principally through substantial deleveraging and realignment of operations, to focus on the Debtors' core operations, to capitalize on opportunities in the future. The Debtors will reduce their funded debt and other financial obligations by converting all of their Second Lien Debt and general unsecured claims into equity of the reorganized Debtors. The Plan provides for the Debtors to continue to operate as a pre- revenue enterprise, implementing cost-saving initiatives until the Debtors obtain strategic partnerships with entities that are able to complement the Debtors' satellite offerings or obtain additional capital to continue funding the enterprise. Under the Plan, the Debtors will be deleveraged by over $600 million. The Plan currently contemplates that the Debtors will have $81 million in total debt at the Effective Date, and the total indebtedness can be projected to be in the range of $260 million by 2013. A copy of Judge Gerber's decision containing his Findings of Fact and Conclusions of Law is available for free at: http://bankrupt.com/misc/DBSD_Plan_Decision.pdf About DBSD North America Headquartered in Reston, Virginia, DBSD North America Inc. aka ICO Member Services Inc. offers satellite communications services. It has launched a satellite, but is in the developmental stages of creating a satellite system with components in space and on earth. It presently has no revenues. The Company and nine of its affiliates filed for Chapter 11 protection on May 15, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-13061). James H.M. Sprayregen, Esq., Christopher J. Marcus, Esq., at Kirkland & Ellis LLP, in New York; and Marc J. Carmel, Esq., Sienna R. Singer, Esq., at Kirkland & Ellis LLP, in Chicago, serve as the Debtors' counsel. Jefferies & Company is the proposed financial advisors to the Debtors. The Garden City Group Inc. is the court-appointed claims agent for the Debtors. DBSD estimated assets and debts of $500 million to $1 billion in its Chapter 11 petition. DEX MEDIA EAST: Bank Debt Trades at 23% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media East LLC is a borrower traded in the secondary market at 76.64 cents-on- the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.97 percentage points from the previous week, The Journal relates. The Company pays 250 basis points above LIBOR to borrow under the facility. The bank loan matures on October 24, 2014. The debt is not rated by Moody's and Standard & Poor's. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media East Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun & Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/-- publishes and distributes print and online directories in the U.S. It offers print directory advertising products, such as yellow pages and white pages directories. R.H. Donnelley Inc., Dex Media, Inc., and Local Launch, Inc., are the company's only direct wholly owned subsidiaries. Dex Media East, LLC, is a publisher of the official yellow pages and white pages directories for Qwest Communications International Inc. (Qwest) in the states, where Qwest is the primary incumbent local exchange carrier, such as Colorado, Iowa, Minnesota, Nebraska, New Mexico, North Dakota and South Dakota. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852), after missing a $55 million interest payment on its senior unsecured notes due April 15. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois represent the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' financial advisor is Deloitte Financial Advisory Services LLP while its investment banker is Lazard Freres & Co. LLC. The Garden City Group, Inc., is claims and noticing agent. Bankruptcy Creditors' Service, Inc., publishes R.H. Donnelley Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of R.H. Donnelley Corp. and its debtor-affiliates. http://bankrupt.com/newsstand/or 215/945-7000) DEX MEDIA WEST: Bank Debt Trades at 10% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media West LLC is a borrower traded in the secondary market at 89.50 cents-on- the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 2.83 percentage points from the previous week, The Journal relates. The Company pays 450 basis points above LIBOR to borrow under the facility, which matures on October 24, 2014. The debt is not rated by Moody's and Standard & Poor's. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media West Dex Media West, LLC, is a subsidiary of Dex Media West, Inc., and an indirect wholly owned subsidiary of Dex Media, Inc. Dex Media is a direct wholly owned subsidiary of R.H. Donnelley Corporation. Dex Media West is the exclusive publisher of the official yellow pages and white pages directories for Qwest Corporation, the local exchange carrier of Qwest Communications International Inc., in Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-11833 through 09-11852), after missing a $55 million interest payment on its senior unsecured notes due April 15. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois represent the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' financial advisor is Deloitte Financial Advisory Services LLP while its investment banker is Lazard Freres & Co. LLC. The Garden City Group, Inc., is claims and noticing agent. DREIER LLP: Founder's Ex-Wife Loses Bid for $7 Mil. in Support -------------------------------------------------------------- The ex-wife of Marc S. Dreier will have to wait her turn to collect $7.1 million in support payments she claims are owed to her, a federal judge has ruled, Bankruptcy Law360 reports. Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York on Tuesday refused to lift the automatic litigation stay, Law360 says. 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, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on December 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. 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). Mr. Dreier, 60, pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. EDUARDO ACEVES: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Eduardo Aceves 6275 Otay Mesa Road San Diego, CA 92154 Bankruptcy Case No.: 10-17801 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Southern District of California (San Diego) Debtor's Counsel: Bruno Flores, Esq. LAW OFFICES OF BRUNO FLORES 701 Palomar Airport Road, Suite 300 Carlsbad, CA 92011 Tel: (760) 942-4344 E-mail: bruno@brunoflores.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/casb10-17801.pdf EDWARD PARK: Chapter 11 Case Dismissed at Bank's Behest ------------------------------------------------------- WestLaw reports that the mere fact that a bankruptcy court, as a prerequisite to continuation of the automatic stay to prevent a creditor with a security interest in Chapter 11 debtor's realty from foreclosing thereon, had ordered the debtor to pay all proceeds resulting from the sale of its realty to the creditor was not an "unusual circumstance," of a kind counseling against dismissal or conversion of the debtor's Chapter 11 case based on its failure to pay postpetition real estate taxes. The bankruptcy court order did not prevent the debtor from paying its taxes from sources other than proceeds from the sale of its realty. In re Park, --- B.R. ----, 2010 WL 3785610 (Bankr. W.D. Va.) (Kruman, J.). Edward C. Park, III, of Union Hall, Va., sought Chapter 11 protection (Bankr. W.D. Va. Case No. 09-72046) on Aug. 11, 2009; is represented by A. Carter Magee Jr., Esq., and Andrew S. Goldstein, Esq., at Magee Foster Goldstein & Sayers, in Roanoke, Va.; and estimated his assets and debts at $10 million to $50 million at the time of the filing. Mr. Park is the principal of Lakewatch LLC, which sought Chapter 11 protection (Bankr. W.D. Va. Case No. 09-72402) on Sept. 22, 2009. Lakewatch owned various residential and commercial lots, as well as undeveloped acreage, in developments at Smith Mountain Lake known as LakeWatch Plantation and Waterside. Lakewatch executed various promissory notes with StellarOne Bank which were secured by the Properties. Lakewatch owes StellarOne about $14 million. ENERGY FUTURE: Expects $4BB Goodwill Impairment Charge for Q3 ------------------------------------------------------------- Energy Future Holdings Corp. and Energy Future Competitive Holdings Company, a wholly owned subsidiary of EFH and the direct parent of Texas Competitive Electric Holdings Company LLC, expect that their third quarter 2010 results will include a non-cash goodwill impairment charge of approximately $4 billion. The charge is not deductible for income tax purposes. This amount is management's best estimate of goodwill impairment pending finalization of the measurement of fair value of the underlying assets and liabilities. EFH and EFCH intend to reflect the final goodwill impairment charge in their September 30, 2010 financial statements. EFH expects that the charge will consist entirely of impairment of goodwill related to its Competitive Electric segment, and remaining goodwill related to the segment and EFCH after the charge will total approximately $6 billion. The Competitive Electric segment consists primarily of TCEH, EFH's indirect, wholly owned subsidiary that serves as a holding company for competitive businesses that are engaged in electricity generation, wholesale energy market activities and retail energy electricity sales in Texas. The goodwill impairment charge reflects the estimated effect of lower wholesale power prices on the value of TCEH, driven by the sustained decline in forward natural gas prices, as indicated by EFH's cash flow projections and declines in market values of securities of comparable companies. The non-cash impairment charge will not cause EFH or any of its subsidiaries, including TCEH, to be in default under any of their respective debt covenants or counterparty trading agreements, and will not have any material impact on EFH's liquidity. * * * The Wall Street Journal's Naureen S. Malik reports that the Company's disclosure is its second major write down. It took a $8.9 billion write down in late 2008 for similar reasons. The Company is scheduled to release its third-quarter results on October 29, according to the Journal. About Energy Future Energy Future Holdings Corp. is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leveraged buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. * * * As reported by the Troubled Company Reporter on August 19, 2010, Fitch Ratings downgraded the Issuer Default Ratings of Energy Future Holdings Corp. and its subsidiaries Energy Future Intermediate Holding Company LLC, Texas Competitive Electric Holdings Company LLC, and Energy Future Competitive Holdings Company by one notch to 'CCC' from 'B-'. The downgrades of the IDRs of EFH and its non-ring-fenced subsidiaries reflect large debt maturities occurring in 2014, over-leveraged capital structure, cash flow dependence on the forward natural gas NYMEX curve, which has been consistently moving down since mid-2008, and the likely outcome of future debt exchanges and amend-and-extend bank facility negotiations. In Fitch's view, potential defaults in 2011-2012 are considered more likely to result from coercive debt exchanges and unlikely to result from payment defaults. The TCR on August 19 also reported that Moody's Investors Service changed the probability of default rating for Energy Future Holdings to Caa2/LD from Ca following the completion of a debt restructuring which Moody's views as a distressed exchange. EFH's Caa1 CFR and SGL-4 liquidity rating are affirmed. The rating outlook remains negative. EFH recently executed a debt restructuring which involved an exchange of its 10.875% senior unsecured (guaranteed) notes due 2017 and its 11.25% / 12.00% senior unsecured PIK Toggle (guaranteed) notes due 2017 for new 10.00% senior secured notes due 2020 issued at EFIH, plus approximately $500 million in cash, plus accrued interest. These events had the effect of allowing EFH to reduce its overall net debt by approximately $1.0 billion and extend a portion of its maturities. The transaction crystallized losses for investors of approximately 30%. Taken as a whole, Moody's views the transaction as a distressed exchange and has classified this transaction as a limited default by appending an LD designation to the PDR. In approximately three business days, Moody's will remove the LD designation and reposition the PDR to Caa2. The affirmation of EFH's Caa1 CFR considers the very weak financial profile, untenable capital structure, questionable long- term business plan and material operating headwinds for the company. Moody's believes EFH has very little financial flexibility. ENERGY FUTURE: Unit Closes Exchange Offer with Private Investor --------------------------------------------------------------- Energy Future Holdings Corp. disclosed that its unit, Texas Competitive Electric Holdings Company and TCEH Finance, Inc., a direct, wholly owned subsidiary of TCEH, on October 6, 2010, completed a private exchange transaction pursuant to an Exchange Agreement among the Issuer, EFCH, the subsidiary guarantors, and certain funds and accounts managed by an institutional investor -- Exchange Holder. Pursuant to the Exchange Agreement, the Issuer issued $336 million aggregate principal amount of its 15% Senior Secured Second Lien Notes due 2021 in exchange for the surrender by the Exchange Holder of approximately $478 million aggregate principal amount of the Issuer's 10.25% Senior Notes due 2015 and 10.50%/11.25% Senior Toggle Notes due 2016. The Old Notes have been retired and canceled. On October 6, 2010, TCEH entered into an indenture among the Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A., as trustee. The New Notes will mature on April 1, 2021. Interest on the New Notes is payable in cash quarterly in arrears on January 1, April 1, July 1 and October 1 of each year at a fixed rate of 15% per annum, and the first interest payment is due on January 1, 2011. On October 6, 2010, the Issuer and the Guarantors also entered into a registration rights agreement with the Exchange Holder. The Issuer and the Guarantors have agreed to use their commercially reasonable efforts to register with the SEC notes having substantially identical terms as the New Notes -- except for provisions relating to the transfer restrictions and payment of additional interest. * * * According to The Wall Street Journal's Naureen S. Malik, Chris Chaice, analyst at Covenant Review, a New York-based debt research firm, said, "It's a small amount of debt relative to the money owed," but it could be an indication of bigger debt swaps to come. According to the Journal, Energy Future's piecemeal approach to refinancing is raising concerns among bond investors given the company's debt-laden capital structure. The Journal reports Texas Competitive Electric Holdings bonds fell sharply Friday, an indication of lower confidence that the company will remain solvent. Its 10.25% notes due 2015 were off 3 points to 63.25 cents on the dollar, pushing their yield -- which moves inversely to price -- to 22.9%, according to online bond trading platform MarketAxess. Its 10.5% notes due 2016 fell 3.125 points to 55.25 cents on the dollar. The Journal relates KKR and TPG declined to comment on the filing. According to the Journal, a spokeswoman for EFH said the company continues to take advantage of market conditions to reduce and push out its debt load. EPICEPT CORPORATION: Gets Non-Compliance Notice from Nasdaq ----------------------------------------------------------- EpiCept Corporation has received two letters from the Nasdaq Listing Qualifications Department. One letter states that EpiCept is not in compliance with the continued listing requirements of The Nasdaq Capital Market because the bid price of EpiCept's common stock has closed below the minimum $1.00 per share requirement for 30 consecutive business days (pursuant to Listing Rule 5550(a)(2)). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), EpiCept has been provided a period of 180 calendar days, or until April 4, 2011, to regain compliance with the minimum bid price rule. If at any time before April 4, 2011, the bid price of EpiCept's common stock closes at $1.00 per share or higher for a period determined by Nasdaq (which shall be a minimum of 10 consecutive business days), Nasdaq will provide written notification to EpiCept that it complies with the Rule. In the event that EpiCept does not regain compliance with the minimum bid price rule by April 4, 2011, Nasdaq will determine whether EpiCept meets the initial listing criteria, with the exception of bid price, for The Nasdaq Capital Market and, if it does, EpiCept will be granted an additional compliance period of 180 calendar days. The second letter from Nasdaq states that EpiCept is not in compliance with the continued listing requirements of The Nasdaq Capital Market because the market value of EpiCept's listed securities has fallen below $35 million for 30 consecutive business days (pursuant to Listing Rule 5550(b)(2)). Pursuant to Nasdaq Listing Rule 5810(c)(3)(C), EpiCept has been provided a period of 180 calendar days, or until April 4, 2011, to regain compliance with the market value standard. If at any time before April 4, 2011, the market value of EpiCept's listed securities closes at $35 million or more for a period determined by Nasdaq (which shall be a minimum of 10 consecutive business days), Nasdaq will provide written notification to EpiCept that it complies with the Rule. In the event that EpiCept does not regain compliance with the market value standard by April 4, 2011, EpiCept will receive written notice that its securities will be subject to delisting. In the event that EpiCept is not eligible for the minimum bid price additional compliance period, or if EpiCept does not regain compliance with the market value standard by April 4, 2011, EpiCept will have the right to appeal a determination to delist EpiCept's securities. EpiCept's securities would remain listed on The Nasdaq Capital Market until the completion of the appeal process. The Company is focused on regaining compliance with Nasdaq's requirements as soon as possible. About EpiCept Corporation EpiCept is focused on the development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), which has been granted full marketing authorization by the European Commission for the remission maintenance and prevention of relapse in adult patients with Acute Myeloid Leukemia (AML) in first remission. The Company has two oncology drug candidates currently in clinical development that were discovered using in-house technology and have been shown to act as vascular disruption agents in a variety of solid tumors. The Company's pain portfolio includes EpiCept(TM) NP-1, a prescription topical analgesic cream in late-stage clinical development designed to provide effective long-term relief of pain associated with peripheral neuropathies. EXTENDED STAY: Exits Chapter 11 with Centerbridge Group as Owners ----------------------------------------------------------------- Extended Stay Inc. has successfully emerged from Chapter 11 protection. An investment group including Centerbridge Partners, L.P., Paulson & Co. Inc. and Blackstone Real Estate Partners VI, L.P. has purchased 100 percent of the Company for $3.925 billion in connection with the Plan of Reorganization confirmed by the Bankruptcy Court in July. A spokesperson for the Sponsors said, "We are enthusiastic about the opportunity to invest in Extended Stay Inc., which has maintained market leadership throughout the challenges of the past two years. After reducing its debt burden by nearly $5 billion, Extended Stay will have the flexibility to improve its customer experience and offerings. We all look forward to a successful partnership with Gary DeLapp and the entire management team as they lead the Company to future growth." Gary DeLapp, president and CEO of HVM, L.L.C., the separately owned company that manages the hotels throughout the U.S. and Canada, said he was extremely gratified that all hotels remained open and operating during the restructuring process. "I am particularly grateful to our associates, suppliers and travel partners for their support during this process, especially in light of the difficult circumstances in which we and the entire industry have been operating," Mr. DeLapp said, adding that HVM would continue to manage the portfolio of 685 properties despite the change in ownership. Mr. DeLapp said, "I am excited that we can now focus all of our efforts on serving our guests and giving them a comfortable, convenient and affordable experience whether they stay for a night, a week, a month or longer," adding that the Company's near- term capital plan includes significant investment in major property improvements and renovations. With the close of the transaction, Doug Geoga becomes non- executive chairman of the Board. Mr. Geoga previously served as president of Global Hyatt Corporation. The board will also include Will Kussell, former president and chief brand officer of Dunkin' Donuts. The law firm of Weil, Gotshal & Manges LLP served as lead bankruptcy counsel for Extended Stay, and Lazard Ltd. served as its financial advisor. Fried, Frank, Harris, Shriver & Jacobson LLP and Houlihan Lokey served as legal and financial advisors to the Sponsors, respectively. Simpson Thacher & Bartlett LLP provided additional legal advice to Blackstone and Centerbridge, and Gibson, Dunn & Crutcher and Kleinberg, Kaplan, Wolff & Cohen provided additional legal advice to Paulson. 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). FELLOWS CREEK: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Fellows Creek Holdings, Inc. fka Fellows Creek Shell Inc. 40400 Michigan Avenue Canton, MI 48188 Bankruptcy Case No.: 10-70818 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Thomas J. Tucker Debtor's Counsel: Kurt Thornbladh, Esq. THORNBLADH LEGAL GROUP, PLLC 7301 Schaefer Dearborn, MI 48126 Tel: (313) 943-2678 E-mail: kthornbladh@yahoo.com Scheduled Assets: $502,000 Scheduled Debts: $1,242,000 The Company did not file a list of creditors together with its petition. The petition was signed by Hassen M. Harp, president. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Hassen M. Harp 10-70245 09/30/10 FIRST AMERICAN: Moody's Assigns 'B1' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service assigned to First American Payment Systems a first-time Corporate Family Rating of B1 and Probability of Default Rating of B2. Concurrently, Moody's assigned a B1 rating to FAPS' proposed $30 million senior secured revolving credit facility and $225 million senior secured term loan B. The rating outlook is stable. The ratings were assigned in connection with FAPS' proposed debt issuance, which will be used to refinance the company's existing debt and issue a shareholder dividend of $135 million. The assigned ratings are subject to review of final documentation and no material change in the terms and conditions of the transaction as advised to Moody's. Ratings Rationale FAPS' B1 CFR reflects the company's moderately high financial leverage (partly arising from the planned dividend payment to shareholders); small size and scale relative to larger and financially stronger transaction processors in the highly competitive merchant acquirer space; and the company's concentration in the small and medium sized business market, which can be more susceptible to higher attrition rates and chargeback liabilities during an economic downturn compared to larger-scale merchants. Conversely, the B1 CFR is supported by FAPS' solid recurring transaction-based revenue stream, which is supported by multi-year contracts with its merchants, diversified sales channel, good cash flow generation and liquidity, and diverse customer base with minimal customer concentration by size or vertical industry. The rating also considers the generally favorable macro environment for electronic payment processing industry as the secular shift from cash/check payment to electronic payments continues. The stable outlook is based on Moody's expectation that FAPS will likely benefit from an improved economic environment and growth in consumer spending. Moody's expect the company to generate double digit revenue growth and steady cash flow as its merchant base expands and the ongoing shift to payment cards continues. Pro forma for this transaction, FAPS' leverage as measured by its adjusted debt to EBITDA will be about 4.6x based on pro forma financial results for the trailing twelve months. The rating could be upgraded or downgraded if leverage were to move more than one turn on a sustained basis. These first-time ratings/assessments were assigned: * Corporate Family Rating -- B1 * Probability of Default Rating -- B2 * $30 million Senior Secured Revolving Credit Facility -- B1 (LGD- 3, 33%) * $225 million Senior Secured Term Loan B -- B1 (LGD-3, 33%) Based in Fort Worth, Texas, First American Payment Systems, with about $211 million of net revenue for the twelve months ended September 30, 2010, is a merchant acquirer, who provides of credit, debit and other electronic payment processing services to more than 120,000 merchants in the United States and Canada. FOREST CITY: S&P Affirms 'B+' Corporate Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services affirmed its corporate credit rating on Forest City Enterprises Inc. at 'B+'. At the same time, S&P affirmed its rating on the company's senior unsecured notes at 'B-'. S&P's recovery rating on the notes is unchanged at '6', indicating its expectations for a negligible (0% to 10%) recovery for noteholders in the event of a payment default. S&P also affirmed its rating on the company's preferred stock at 'CCC+'. The outlook remains negative. "S&P's ratings on Forest City reflect a highly leveraged financial risk profile with low Standard & Poor's-derived fixed-charged coverage measures due to sizeable investments in non-revenue- generating assets (including development pursuits) and a fully encumbered operating portfolio," said Standard & Poor's credit analyst Elizabeth Campbell. "S&P considers the company's business risk profile to be fair, reflecting its well-diversified (office, retail, multifamily) operating portfolio, which has improved occupancy and increased same-store net operating income (NOI)." Despite Forest City's various capital-raising activities since 2009 and pared development pursuits, the company's liquidity is less than adequate, in S&P's view, to meet its funding needs because maturing mortgages may require equity infusions at refinancing. S&P also expects Forest City will remain challenged to improve low Standard & Poor's-derived fixed-charge coverage (1.1x) over the next 12 months without further reducing its debt. Once completed, development projects will begin to contribute to earnings, but S&P expects ultimate investment yields on Forest City's development pipeline will likely be low due to less-robust tenant demand than originally expected, lower rents, and higher capital costs. Cleveland-based Forest City has a large, diverse portfolio of real estate properties ($11 billion, cost basis) that has produced fairly stable operating results despite the recent property market downturn. The company derives the majority of its net operating income (on a pro rata basis) from retail (39%), office (37%), apartment (19%) and military housing (4%) properties. The outlook remains negative. Large investments in currently non- income-producing development continue to weigh on debt coverage measures, which are weak. S&P will continue to monitor Forest City's cash flow over the next few quarters, and S&P expects that core portfolio same-store NOI will grow and that the company's coverage covenant cushion will be on a path to improve modestly as well. S&P would lower the ratings if coverage covenant cushion deteriorates from its current level (1.8x) and/or liquidity becomes constrained. While currently less likely, S&P would consider raising the rating if Forest City improves its Standard & Poor's-derived fixed-charge coverage measures comfortably above 1.3x, reduces leverage, and limits the size, scope, and risk profile of future development. FREESCALE SEMICON: Bank Debt Trades at 8% Off in Secondary Market ----------------------------------------------------------------- Participations in a syndicated loan under which Freescale Semiconductor, Inc., is a borrower traded in the secondary market at 91.94 cents-on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.94 percentage points from the previous week, The Journal relates. The Company pays 425 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 16, 2016, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on September 16, 2010, Fitch Ratings affirmed the 'CCC' issuer default rating for Freescale Semiconductor Holdings I, Ltd. Freescale Semiconductor, Inc. -- http://www.freescale.com/-- once Motorola's Semiconductor Products Sector, is one of the oldest and most diverse makers of microchips in the world. It produces many different kinds of chips for use in automobiles, computers, industrial equipment, wireless communications and networking equipment, and other applications. The company's global client roster includes such blue-chip companies as Alcatel-Lucent, Bosch, Cisco Systems, Fujitsu, Hewlett-Packard, QUALCOMM, and Siemens, as well as former parent Motorola. Freescale nets about half of its sales from the Asia/Pacific region. The Blackstone Group, The Carlyle Group, Permira Advisers, and TPG Capital own the company. GENERAL GROWTH: Wants to Expunge $30-Bil. in Duplicative Claims --------------------------------------------------------------- General Growth Properties Inc. and its units submitted to the Court their 61st to 65th omnibus claims objections, asking the Court to: (A) disallow and expunge 493 claims totaling $30,457,210,307, that are duplicative of other claims filed by the same claimant, lists of which are available for free at: http://bankrupt.com/misc/ggp_61stOODuplicativeClaims.pdf http://bankrupt.com/misc/ggp_62ndOODuplicativeClaims.pdf http://bankrupt.com/misc/ggp_63rdOODuplicativeClaims.pdf http://bankrupt.com/misc/ggp_64thOODuplicativeClaims.pdf http://bankrupt.com/misc/ggp_65thOODuplicativeClaims.pdf (B) allow three claims in the reduced total amount of $650,723, lists of which are available for free at: http://bankrupt.com/misc/ggp_61stOODisputedClaim.pdf http://bankrupt.com/misc/ggp_65thOODisputedClaims.pdf About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: First City Denied Request for Documents ------------------------------------------------------- First City Investors, Inc., sought the Court's permission to file under seal its request to compel the Debtors to produce certain documents pursuant to Rule 2004 of the Federal Rules of Bankruptcy Procedures. First City believes that it may have claims against the Debtors, and is still analyzing the relevant issues to take the appropriate action to enforce its rights. Jessica Deborah Mikhailevich, Esq., at Dorsey & Whitney LLP, in New York, relates that many of the documents sought by First City's Motion are necessary and essential to First City being able to gather sufficient information to assess these rights by October 7, 2010, the deadline to object to the Debtors' Third Amended Joint Plan of Reorganization. However, First City's Motion cites confidential information, including the contents of certain negotiated agreements, which contain a confidentiality position, and the minutes of the board of directors where confidential information was discussed, she explains. According to an order, Bankruptcy Judge Allan Gropper denied First City's request, determining that it has not evidenced grounds for filing a Rule 2004 motion. If First City has a position on confirmation or any other issue, it may file an appropriate pleading, giving rise to a contested matter, Judge Gropper said. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL GROWTH: U.S. Trustee Removes Luxor Capital from Panel ------------------------------------------------------------- Pursuant to Section 1102 of the Bankruptcy Code, Tracy Hope Davis, Acting United States Trustee for Region 2, removed on September 30, 2010, Luxor Capital Group, LP, as member of the Official Committee of Unsecured Creditors in General Growth Properties, Inc., and its debtor-affiliates' Chapter 11 cases. As a result, the Committee has now seven members: * Eurohypo AG, New York Branch * The Bank of New York Mellon Trust Co. * Wilmington Trust * Taberna Capital Management, LLC * Macy's Inc. * M&T Bank * HSBC Trust Company (Delaware), N.A. About General Growth Based in Chicago, Illinois, General Growth Properties, Inc. -- http://www.ggp.com/-- is the second-largest U.S. mall owner, having ownership interest in, or management responsibility for, more than 200 regional shopping malls in 44 states, as well as ownership in master planned community developments and commercial office buildings. The Company's portfolio totals roughly 200 million square feet of retail space and includes more than 24,000 retail stores nationwide. General Growth is a self- administered and self-managed real estate investment trust. The Company's common stock is trading in the pink sheets under the symbol GGWPQ. General Growth Properties Inc. and its affiliates filed for Chapter 11 protection on April 16, 2009 (Bankr. S.D.N.Y., Case No. 09-11977). Marcia L. Goldstein, Esq., Gary T. Holtzer, Esq., Adam P. Strochak, Esq., and Stephen A. Youngman, Esq., at Weil, Gotshal & Manges LLP, serve as bankruptcy counsel. Kirkland & Ellis LLP is co-counsel. Kurtzman Carson Consultants LLC has been engaged as claims agent. The Company also hired AlixPartners LLP as financial advisor and Miller Buckfire Co. LLC, as investment bankers. The Debtors disclosed $29,557,330,000 in assets and $27,293,734,000 in debts as of December 31, 2008. Bankruptcy Creditors' Service, Inc., publishes General Growth Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Growth Properties Inc. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GENERAL MOTORS: S&P Assigns 'BB-' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'BB-' corporate credit rating to General Motors Co. The outlook is stable. The rating on GM reflects, among other factors: S&P's expectation that GM's return to profitability in North America can be sustained, even if EBIT margins do not improve significantly; The contribution from GM's market shares in the growth markets of Brazil (No. 3) and China (No. 1), where S&P expects sales to remain vibrant although potentially volatile; S&P's view that GM will continue to generate positive free operating cash flow (before any large voluntary pension contributions) in its global automotive operations; S&P's assumption that a portion of GM's substantial cash balances will be used to address its massive unfunded global pension liabilities (underfunded in the U.S. by $17.1 billion as of the end of 2009); The company's stand-alone credit profile, because S&P expects there will be an absence of extraordinary intervention from the majority shareholder, the U.S. Treasury; and The rating is not dependent upon completion of an initial public stock offering. S&P views GM's business risk profile as weak and its financial risk profile as significant. Under S&P's criteria, the combination of these profiles is consistent with a 'BB-' corporate credit rating. S&P views GM as a government-related entity under its criteria because of its current 61% ownership by the U.S. Treasury. However, S&P views the link between GM and the U.S Treasury as limited, because S&P believes the Treasury's ownership position will decline over time. S&P also views GM's importance to the government, under its GRE criteria, as limited. Accordingly, S&P's 'BB-' corporate credit rating on GM reflects its opinion of the automaker's stand-alone credit profile, because S&P believes the likelihood of government support is low, as defined under its GRE criteria. S&P believes the company and its shareholders intend to complete an initial public offering and that existing shareholders, rather than GM, will receive the proceeds from a common stock offering. "S&P assume the company's automotive operations in North America will remain profitable if U.S. light-vehicle sales are at or above current levels (that is, more than 11 million units on an annualized basis), largely because of cost reductions that have lowered its breakeven point of sales," said Standard & Poor's credit analyst Robert Schulz. "Despite weak recovery prospects in Europe, S&P believes GM has good prospects for generating positive cash flow from its global automotive operations for the rest of 2010 and all of 2011, as the key U.S. auto market gradually recovers and demand in China and Brazil remains robust." Still, S&P believes underlying business risks remain high, most notably: * Exposure to a potentially weak recovery in vehicle demand in key global markets, or even a reversal of the recovery, along with very competitive conditions in Europe; * The company's still-high dependence on light trucks for profitability in North America, despite GM's recent focus on new car introductions; The need for customers' perceptions of its vehicles to improve; * The outcome of GM's efforts to broaden its lineup of smaller, more fuel-efficient vehicles during the next few years; and * Execution risk of returning its Opel unit in Europe to profitability. S&P's business risk analysis also incorporates its view that GM's financial results remain highly sensitive to future sales and product mix trends, actions by competitors, and other factors such as higher raw material costs or fuel prices that are beyond its direct control. The company reported a second-quarter EBIT pretax margin of 7.9% in North America. S&P believes significant improvements from this level of profitability will be difficult in the near term, and margin may decline as costs increase and production flattens or declines on a sequential basis. Still, S&P believes GM's global automotive operations should generate at least mid-single-digit EBIT margins, including in Europe, where the market remains weak and GM's operations are unprofitable. Second-quarter global EBIT margins were 6.1%, and global automotive cash from operations was $3.8 billion. S&P expects GM to generate positive cash flow in its global automotive operations in 2010 and 2011 (before any voluntary pension contributions). Standard & Poor's forecast U.S. light-vehicle sales of about 11.4 million units in 2010, 9.6% higher than 2009 levels. S&P currently expects sales to rise to 12.8 million units in 2011; even with this improvement, sales would be below the levels of 2008, which S&P considered weak. S&P's outlook for the major auto markets in Europe, GM's third- largest market, is more negative. S&P expects sales in Europe to be 6% to 8% lower in 2010 than they were in 2009, in part because of the shifting of sales to 2009 caused by various government scrappage incentives that have now ended. GM and other high- volume automakers in Europe benefited from these incentive plans, but S&P believes the boost to sales is over -- although several automakers are replacing the government-sponsored incentives with higher incentives of their own. Accordingly, European production levels could be lower in the second half of 2010 than in the first half. S&P believes GM's pretax losses in Europe will continue for at least the rest of 2010. S&P expects tough competition and the complications related to the turnaround of its Opel unit to hurt 2011 results in the region. S&P expects GM's international business segment (mainly Brazil and joint ventures in China) to remain solidly profitable and cash flow positive. EBIT margin including equity income from joint ventures was 7.8% in the second quarter. S&P views GM's lower debt burden as a positive credit factor. Still, the company does have some debt outstanding and significant postretirement benefit obligations (largely pensions). S&P views the Series A preferred stock as debt-like, because S&P believes the company could repurchase this stock before its 2014 maturity. Most of the company's $8.2 billion in debt (as of June 30, 2010) represents various lines of credit and borrowings outside the U.S. and $2.9 billion (including accrued interest) due to the United Auto Workers' VEBA retiree health care trust. GM has stated it may prepay this VEBA note from available cash. S&P estimates that adjusted debt to EBITDA will be about 4x or lower over the next year if GM makes some discretionary pension contributions; S&P assumes lower discount rates will cause an increase in obligations. The company has applied to borrow funds from the U.S. Department of Energy to bolster capital investment in new technologies and S&P would expect that GM would borrow under this program if approval is granted. Still, S&P believes the company's lower cost base and a slow recovery in U.S. light-vehicle sales, taken together, have greatly reduced the risk that GM's liquidity position would revert to dangerously low levels in the next few years. The company's annual automotive debt maturities are $1 billion or less annually. If the company completes an initial public offering, S&P expects existing shareholders to receive the proceeds rather than GM. The company also has filed plans to sell mandatory convertible nonredeemable Series B stock in conjunction with the offering. S&P believes GM would receive cash proceeds from this Series B offering. Unlike most global automakers, GM no longer has a large captive finance unit. It relies on agreements with recently purchased subprime lender General Motors Financial Co. Inc. (formerly AmeriCredit Corp.), its former unit Ally Financial Inc., and other banks. As such, it does not own a traditional captive finance operation. S&P believes GM will seek to expand its captive operations, but in S&P's view this process will require substantial capital redirection and entails execution risk in its view. The results of GM's financial services partners will be aided, in S&P's view, by an improved market for used vehicles -- which would lead to lower costs related to lease residuals -- and by reduced credit losses as consumer credit quality stabilizes at many financial institutions. S&P believes residual values will remain volatile and a risk to GM's future results. The outlook is stable. For the rating, S&P expects GM to generate adjusted funds from operations to debt of about 20% and positive free cash flow from operating activities (before any large voluntary pension contributions made from existing cash balances). S&P also assumes that GM will continue to be profitable at the EBIT level in North America and on a consolidated basis. S&P could raise the rating if, among other things, the gradual improvement in light-vehicle demand continues in most global markets and GM's prospects for generating free cash flow and profits in its automotive manufacturing business continue to solidify. For example, S&P could consider raising GM's rating if S&P believed its funds from operations to adjusted debt next year would be at least 25%. This would likely require a continued gradual economic recovery. Other positive rating considerations would be if GM can sustain its pretax automotive profit margin in North America in the upper-single-digit percentage area, successfully diversify its product line-up with a profitable line of fuel-efficient cars, and continue to cope successfully with the evolving competitive structure of the global auto industry, including reaching profitability in Europe. "S&P could lower the rating if adverse economic or competitive developments (for example, overproduction, excess inventory, increased incentives, or unfavorable shifts in customer demand) reduced the prospects for profitable and cash-positive results in 2010 or 2011, or if the company were to use a substantial amount of cash in its automotive operations in any quarter," Mr. Schulz added. GRAHAM BROTHERS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Graham Brothers Construction, Inc. P.O. Box 3099 East Dublin, GA 31027 Bankruptcy Case No.: 10-30534 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Southern District of Georgia (Dublin) Debtor's Counsel: Christopher W. Terry, Esq. Ward Stone, Jr., Esq. STONE & BAXTER, LLP Fickling & Company Building 577 Mulberry Street, Suite 800 Macon, GA 31201 Tel: (478) 750-9898 Fax: (478) 750-9899 E-mail: cterry@stoneandbaxter.com wstone@stoneandbaxter.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/gasb10-30534.pdf The petition was signed by Claude Graham, CEO. GTC BIOTHERAPEUTICS: Amends & Restates Framingham HQ Lease ---------------------------------------------------------- GTC Biotherapeutics Inc. has entered into an amended and restated lease agreement with NDNE 9/90 Corporate Center LLC for approximately 28,867 square feet of office and laboratory space located at the Company's current headquarters location at 175 Crossing Boulevard, Framingham, Massachusetts. The term of the Lease runs from October 1, 2010 until September 30, 2015. The base rent under the Lease shall be as follows: $587,034 per annum until a small equipment room is vacated pursuant to the terms of the Lease; $572,778 per annum for the remainder of the first year of the Lease; $593,942 for the second year of the Lease; $615,106 for the third year of the Lease; $636,270 for the fourth year of the Lease; and $657,435 for the fifth year of the Lease. The Company has an option to extend the Lease for two additional periods of five years. In addition to base rent, the Company will be responsible for costs and charges specified in the Lease, including certain operating expenses, real estate taxes and fees associated with an adjacent park, and for maintaining specified levels of insurance. The Landlord will provide to the Company an allowance for the design and construction of improvements in certain portions of the premises. The Company deposited with the Landlord, as security under the Lease, a letter of credit in the Landlord's favor. Effective as of the commencement of the Lease, the Company entered into a Services and Access Agreement with PP Manufacturing Corporation, another tenant at the premises, to apportion payment of certain utilities costs from 175 Crossing Boulevard between the Company and PPM. Under the Services Agreement, the Company will be responsible for payment of 32% of the costs from certain utilities shared by the Company and PPM for which there is only one meter, and 32% of the costs related to the equipment systems shared by the Company and PPM. The Services Agreement terminates upon the termination of the Lease Agreement. About GTC Biotherapeutics Framingham, Mass.-based GTC Biotherapeutics, Inc. (OTC BB: GTCB) -- http://www.gtc-bio.com/-- develops, supplies and commercializes therapeutic proteins produced through transgenic animal technology. ATryn(R), GTC's recombinant human antithrombin, has been approved for use in the United States and Europe. ATryn(R) is the first and only therapeutic product produced in transgenic animals to be approved anywhere in the world. In addition to ATryn(R), GTC is developing a portfolio of recombinant human plasma proteins with known therapeutic properties. These proteins include recombinant forms of human coagulation factors VIIa and IX, which are being developed for the treatment of patients with hemophilia, and recombinant alpha- fetoprotein, which is being developed for the treatment of myasthenia gravis and multiple sclerosis. The Company's balance sheet at July 4, 2010, showed $30.39 million in assets and total debts of $57,75 million, for a stockholder's deficit of $27.36 million. Accumulated deficit has now reached $336.88 million. According to the Troubled Company Reporter on July 22, 2010, GTC Biotherapeutics, Inc. has negative working capital of $13.1 million as of April 4, 2010. The Company had negative working capital of $16.1 million as of January 3, 2010. GULF FLEET: Oct. 26 Sale Hearing Set for Gulf Ranger Vessel ----------------------------------------------------------- Gulf Fleet Holdings, Inc., published a notice in The Houston Chronicle saying that Gulf Ocean Marine Services, LLC, has filed a motion to sell the Gulf Ranger, Official Number 686616, which is a supply vessel of 90 gross tons and 61 net tons. A copy of the motion, and the notice of sale hearing that includes instructions for objecting to the sale of the Vessel, can be obtained by contacting the Clerk of Bankruptcy Court for the Western District of Louisiana, 214 Jefferson Street, Suite 100, Lafayette, Louisiana 70501-7050, http://www.lawb.uscourts.gov/and (337) 262- 6800. Additional assistance in obtaining copies of the motion and the sale notice can be obtained by e-mailing a request to mlopez@lawla.com at the law firm of Lugenbuhl, Wheaton, Peck, Rankin & Hubbard. The deadline for objections to the sale of the Vessel is October 19, 2010. The hearing to approve the sale will be held on October 26, 2010, at 10:00 a.m., Central Standard Time, before the Bankruptcy Court for the Western District of Louisiana in Lafayette, La. About Gulf Fleet Lafayette, Lousiana-based Gulf Fleet Holdings, Inc. -- along with affiliates Star Marine, LLC; Gulf Wind, LLC; Gulf Service, LLC; Gulf Worker, LLC; Hercules Marine, LLC; Gulf Fleet, LLC; Gulf Fleet Marine, Inc.; Gulf Fleet Management, LLC; Gulf Fleet Offshore, LLC; and Gulf Ocean Marine Services, LLC -- sought Chapter 11 protection (Bankr. W.D. La. Case No. 10-50713) on May 14, 2010. Gulf Fleet estimated $100 million to $500 million in assets and $50 million to $100 million in debts in its Chapter 11 petition. Benjamin W. Kadden, Esq., Christopher T. Caplinger, Esq., and Stewart F. Peck, Esq., at Lugenbuhl, Wheaton, Peck, Rankin & Hubbard in New Orleans, La., represent the Debtors. A creditors' committee has been appointed, and the Debtor is operating under the terms of cash collateral agreements with lenders led by Comerica Bank and Brightpoint Capital Partners Master Fund, L.P. HERCULES OFFSHORE: Bank Debt Trades at 13% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Hercules Offshore, Inc., is a borrower traded in the secondary market at 86.75 cents- on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.63 percentage points from the previous week, The Journal relates. The Company pays 650 basis points above LIBOR to borrow under the facility. The bank loan matures on July 11, 2013, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Hercules Offshore, Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. The Company operates in six business segments: Domestic Offshore, International Offshore, Inland, Domestic Liftboats, International Liftboats and Delta Towing. As reported in the Troubled Company Reporter on June 10, 2010, Standard & Poor's took several rating actions on eight U.S. oil and gas companies, including Hercules Offshore, Inc., following an industry review. S&P reviewed companies with operating exposure to the Gulf of Mexico following the U.S. Department of the Interior's extension of the moratorium on drilling permits. S&P believes that when the moratorium is eventually lifted, there could be extensive delays in issuing new permits due to high initial volume and new safety and operating standards imposed. S&P downgraded Hercules Offshore's rating from (B/Negative/--) to (B-/Negative/--). The rating actions also reflect S&P's heightened concerns about the burgeoning scope of the Macondo well disaster. The flow of oil into the Gulf of Mexico is likely to continue until at least August. Uncertainty about the ultimate remediation cost and potential financial liabilities associated with the disaster has already resulted in a rating downgrade of the corporate credit rating of BP PLC (AA-/Watch Neg/A-1+). HILCORP ENERGY: Moody's Assigns 'B2' Rating on $300 Mil. Notes -------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to Hilcorp Energy I, L.P. proposed $300 million senior unsecured notes due 2021. Hilcorp will use the proceeds to finance the acquisition of oil and natural gas properties in south Louisiana and Texas for a purchase price of $245 million with the remaining proceeds available for general corporate purposes. The outlook is stable. Ratings Rationale "This acquisition is a continuation of Hilcorp's strategy to acquire older properties with a base level of production and to create value by exploiting their over-looked potential," according to Stuart Miller, Moody's Vice President. "The acquired properties are located in areas where Hilcorp already has a presence and considerable expertise." Hilcorp's B1 Corporate Family Rating accommodates the fact that the acquisition is being 100% debt financed, and as a result, Hilcorp's leverage will increase. However, Hilcorp's track record of extracting value out of similar types of properties makes us comfortable that the increase in leverage will be temporary. As remedial work is performed and development wells are drilled, the increase in reserves and production rates should support the higher debt load and reinforce the B1 CFR. The B2 senior note rating, one notch lower than its B1 Corporate Family Rating, reflects the relative position of the senior notes in Hilcorp's capital structure, behind the senior secured revolving credit facility. Hilcorp's operations are focused in the Gulf Coast in fields with extensive production histories. With over 5,100 wells in more than 200 fields, Hilcorp's reserves are well diversified with little concentration risk. Hilcorp operates approximately 97% of its net production providing the ability to manage the timing of expenses and priorities for its capital budget. The company has identified an inventory of 900 major projects which represents a three year inventory. These relatively low risk projects will enable Hilcorp to continue to report finding and development costs at levels close to its current three year level of $12.30, a level that maps to an "A" rating according to Moody's E&P Industry Methodology Grid. Pro forma for the proposed senior note offering and the acquisition, Hilcorp's debt to proved developed reserves and debt to average daily production are expected to increase to $11 per BOE and $23,000 per BOE per day, respectively. These leverage metrics are comparable to peer companies with B1 Corporate Family Ratings. Hilcorp has consistently increased reserves and production through its acquire and exploit strategy while managing its leverage within a narrow band over a number of industry cycles. For these reasons, Moody's believe the increase in leverage will be temporary and is manageable within its current ratings. From a liquidity standpoint, after giving effect to the issuance of the senior notes, the company will have a little over $300 million available under the borrowing base of its senior secured revolving credit facility which matures in July 2012. On a pro forma basis, there is sufficient cushion to expect ongoing compliance with the financial covenants. Hilcorp's ratings would be negatively impacted by another sizeable, debt financed acquisition prior to a reduction in its leverage ratios. Alternatively, under the existing distribution policy employed by Hilcorp, a positive rating action is unlikely unless there is a significant reduction in leverage. Hilcorp is a private limited partnership based in Houston, Texas HILCORP ENERGY: S&P Affirms 'BB-' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on Houston-based Hilcorp Energy I L.P. and assigned a 'BB-' issue-level and '3' recovery ratings to Hilcorp's proposed $300 million senior unsecured notes due 2021. The '3' recovery rating indicates S&P's expectation of meaningful (50% to 70%) recovery in the event of a payment default. The outlook is stable. In its analysis, S&P has factored in the potential for a higher borrowing base on Hilcorp's secured credit revolving facility upon redetermination. To the extent the borrowing base were to increase from the current borrowing base of $380 million to the full facility amount of $450 million, the issue-level rating would remain at 'BB-', but the recovery rating could be lowered from a '3' to a '4', indicating S&P's expectation of average (30% to 50%) recovery in the event of a payment default. "The rating actions follow Hilcorp's recent announcement of a $300 million offering of senior unsecured notes due 2021," said Standard & Poor's credit analyst Patrick Lee. The partnership plans to use these funds to pay for an acquisition of certain producing and nonproducing properties and for general corporate purposes. Under S&P's revised assumptions for assigning recovery ratings to the debt of U.S. oil and gas exploration and production companies, its recovery analysis incorporates Hilcorp's plans and the results of a valuation of midyear 2010 reserves, including those acquired via the acquisition, based on a partnership- provided PV10 report using S&P's distressed-level price assumptions of $45 per barrel of West Texas Intermediate crude oil and $4 per million British thermal unit of Henry Hub natural gas. The ratings on Hilcorp Energy I L.P. reflect the partnership's participation in the highly volatile and capital-intensive E&P industry and the geographic concentration of its reserve and production base. The ratings also incorporate the partnership's operational strategy and success and its adequate liquidity. S&P's outlook on Hilcorp is stable, reflecting its expectation that Hilcorp will maintain steady operating performance in its core regions without overleveraging the balance sheet. Aggressive capital spending or poor performance that elevates leverage beyond 3.25x for a sustained period may trigger a negative rating action. S&P views a positive rating action unlikely over the near term due to S&P's assessment of the partnership's business risk. IMPLANT SCIENCES: DMRJ Group Extends Debt Maturity to March 31 -------------------------------------------------------------- Implant Sciences Corporation has renegotiated its credit agreements with its senior secured investor, DMRJ Group LLC. DMRJ has agreed to extend the maturity of all Implant Sciences indebtedness from September 30, 2010 to March 31, 2011. DMRJ Managing Director, Daniel Small, commented, "We are very pleased with the progress demonstrated by Implant Sciences in the last year. The Company has increased order visibility and penetrated new markets, growing revenue opportunities substantially. Recent wins in India and China and progress in the U.S. market signifies that the Company is having success in the largest markets for explosives detection technology in the world. The impact of recent hires and a strong product development plan provide a sound foundation for the future success of the Company. We are delighted to be a part of the growth formula for Implant Sciences." Implant Sciences CEO, Glenn Bolduc, added, "Our ability to extend our credit line is a significant vote of confidence for the work the management team has done and our plan for growing the Company. Our backlog is strong, business in our existing markets remains brisk, and we are seeing activity in a growing number of countries worldwide as a result of our recent expansion of the sales team. We believe Implant Sciences is now better positioned for success than at any time in recent history." About Implant Sciences Implant Sciences Corporation (OBB: IMSC.OB) -- http://www.implantsciences.com/-- develops, manufactures and sells sensors and systems for the security, safety and defense (SS&D) industries. The Company's balance sheet at March 31, 2010, showed $6.22 million in total assets and $15.34 million in total liabilities and $5 million in series E convertible preferred stock, for a stockholder's deficit of $14.12 million. As reported by the Troubled Company Reporter on January 15, 2010, Implant Sciences renegotiated its credit agreements with its senior secured investor, DMRJ Group LLC. DMRJ increased Implant Sciences' line of credit from $3,000,000 to $5,000,000; extended the maturity of all of Implant Sciences' indebtedness from December 10, 2009, to June 10, 2010; waived all existing defaults through the new maturity date; reduced the interest rate payable on Implant Sciences' obligations to 15% per annum; and removed all profit sharing arrangements from the agreements. Implant Sciences' total indebtedness to DMRJ, including all principal and accrued interest, now stands at $7,570,000. IRVINE SENSOR: Reaches New Deal With Longview Fund -------------------------------------------------- Irvine Sensors Corporation entered into an agreement effective September 29, 2010, with its senior lender, Longview Fund, L.P., pursuant to which Longview and the Company: i) amended certain provisions of that certain Secured Promissory Note issued July 19, 2007, by the Company pursuant to a Loan Agreement dated as of July 19, 2007, and ii) cancelled that certain Contingent Secured Promissory Note issued November 28, 2007, by the Company. The Agreement was entered into in consideration of the mutual covenants and other agreements contained therein and the payment by the Company of $10,000 to Longview. Pursuant to the Agreement, the Principal Amount and interest due on the Secured Note will be due and payable on the earlier of: i) December 31, 2010 and ii) the date on which the Company has raised gross proceeds in the aggregate of $1,500,000 or more from one or more closings of equity and debt financings after the date of the Agreement, subject to acceleration as described in the Secured Note, Loan Agreement and other agreements made in connection therewith. Under the Agreement, Longview also waived any and all rights it may have had under the Contingent Note, and the Contingent Note was deemed cancelled, null and void ab initio. A full-text copy of the Longview Agreement is available for free at http://ResearchArchives.com/t/s?6c42 About Irvine Sensors Irvine Sensors Corporation -- http://www.irvine-sensors.com/-- headquartered in Costa Mesa, California, is a vision systems company engaged in the development and sale of miniaturized infrared and electro-optical cameras, image processors and stacked chip assemblies and sale of higher level systems incorporating such products and research and development related to high density electronics, miniaturized sensors, optical interconnection technology, high speed network security, image processing and low- power analog and mixed-signal integrated circuits for diverse systems applications. Optex Systems, Inc., a Texas corporation and a wholly owned subsidiary of Irvine Sensors, on September 21, 2009, filed a voluntary petition for relief under Chapter 7 of the United States Bankruptcy Code in the United States Bankruptcy Court in California. The Company's balance sheet at June 27, 2010, showed $6.86 million in total assets and $14.73 million in total liabilities, and a stockholders' deficit of $7.86 million. As reported by the Troubled Company Reporter on September 7, 2010, Irvine Sensors received in August 2010 a Waiver and Consent from its senior lender and Series A-2 preferred stockholder, Longview Fund, L.P., and one of its warrant holders, Alpha Capital Anstalt, pursuant to which Longview and Alpha consented to, and waived any breaches, defaults, events of default, cross-defaults or acceleration events in their agreements and instruments with the Company relating to, the potential delisting of the Company's common stock from The Nasdaq Capital Market. The TCR on September 14, 2010, reported that Irvine Sensors received a determination notice from the Nasdaq Hearings Panel stating that the Company's shares would be delisted from The Nasdaq Stock Market. Trading of the shares was suspended effective at the open of trading on September 13. The Panel had previously required the Company to evidence a closing bid price of $1.00 or more for a minimum of 10 consecutive trading days on or before September 13, 2010, to maintain its Nasdaq listing, and the Company did not achieve compliance with this requirement. ISE CORPORATION: Committee Taps Pachulski Stang as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 case of ISE Corporation asks the U.S. Bankruptcy Court for the Southern District of California for permission to employ Pachulski Stang Ziehl & Jones LLP as its counsel. PSZJ will, among other things: a) assist, advise and represent the Committee in its consultation with the Debtor regarding the administration of this case; b) assist, advise and represent the Committee in analyzing the Debtor's assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales, any asset dispositions, financing arrangements and cash collateral stipulations or proceedings; and c) assist, advise and represent the Committee in any manner relevant to reviewing and determining the Debtor's rights and obligations under leases and other executory contracts. Jeffrey N. Pomerantz, Esq., a partner at PSZJ, tells the Court that the hourly rates of the firm's personnel are: Mr. Pomerantz $775 Shirley S. Cho, Esq. $625 Patricia Jeffries, paralegal $235 Mr. Pomerantz adds that the firm will use the services of other professionals as it deems necessary. Mr. Pomerantz further adds that PSZJ received no retainer and there is no retainer agreement with the Committee. To the best of the Committee's knowledge, PSZJ is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeffrey N. Pomerantz, Esq. Shirley S. Cho, Esq. PACHULSKI STANG ZIEHL & JONES LLP 150 California Street, 15th Floor San Francisco, CA 94111-4500 Tel: 415/263-7000 Fax: 415/263-7010 E-mail: jpomerantz@pszjlaw.com scho@pszjlaw.com About ISE Corporation ISE Corporation, a California corporation, fka ISE Research Corporation, is the operating subsidiary of Ise Limited. ISE Corp -- http://www.isecorp.com/-- makes drive train systems for hybrid gasoline/electric buses. Established in 1995, ISE is headquartered in San Diego, California. It filed for Chapter 11 protection on August 10, 2010 (Bankr. S.D. Calif. Case No. 10- 14198). Marc J. Winthrop, Esq., at Winthrop Couchot Professional Corp, assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and its debts at $10 million to $50 million as of the Petition Date. JAY CHIANG: Canadian Case Recognized as Foreign Main Proceeding --------------------------------------------------------------- WestLaw reports that the holder of a securities account allegedly held on a debtor's behalf failed to rebut the presumption, under Chapter 15, that the debtor's center of main interests was located in Canada, as the country of the debtor's habitual residence. Thus, the recognition of the debtor's Canadian bankruptcy proceeding as a foreign main proceeding was warranted. In so holding, the California bankruptcy court determined both that a debtor must have a CoMI and it must be in a specific country, and that a debtor may not have more than one CoMI. In re Chiang, --- B.R. ----, 2010 WL 3463644 (Bankr. C.D. Cal.) (Bufford, J.). Jay Tien Chiang is the debtor in a case commenced on Sept. 28, 1998, in Toronto, Canada, under the Canadian Bankruptcy and Insolvency Act, and was one of the founders of California-based Amazing Technologies Inc. in the 1980s. Mendlowitz & Associates, Inc., the trustee in the Canadian case, filed a Chapter 15 petition (Bankr. C.D. Calif. Case No. 10-15473) on ____ __, 2010, seeking recognition of the Canadian case as the debtor's foreign main proceeding. Creditor Korea Data Systems (USA) Inc., Mr. Chiang's main creditor, owed more than $10 million on account of a personal guarantee for computer equipment delivered to Amazing Technologies in the 1990s, supported recognition of the Canadian proceeding as a foreign main proceeding, but Winner International Group Limited (which the Trustee accuses of holding a $2.8-million E-Trade account in Hong Kong for Mr. Chiang's benefit) opposed recognition of the Canadian proceeding on the grounds of insufficient evidence. Winner argued that Mr. Chiang has no center of main interest in Canada or in any other country, and that he has no establishment ("place of operations where the debtor carries out a non-transitory economic activity," according to 11 U.S.C. Sec. 1502(2)) in Canada. Thus, Winner argued, the Canadian proceeding could not be recognized as either a main or a nonmain proceeding under Chapter 15. The Honorable Samuel L. Bufford disagreed with Winner's analysis, holding that "for every debtor, there is a country where the debtor's CoMI is located, and every debtor has one (but not more than one) CoMI." JH INVESTMENT: Dist. Ct. Rejects IRS's Priority Unsec. Claim ------------------------------------------------------------ The Hon. James S. Moody Jr. affirms two Bankruptcy Court orders which determined that the Internal Revenue Service did not have a priority unsecured claim in the bankruptcy case of J. H. Investment Services, Inc. The Court reaches this conclusion by first deciding that the IRS does not have an unsecured claim of any type. With no unsecured claim, the IRS cannot claim priority status. The IRS filed claims for $46.7 million. The case is United States of America, v. Steven Oscher, Chapter 11 Trustee, Case No. 10-cv-1394 (M.D. Fla.). A copy of the District Court's order is available at: http://www.leagle.com/unsecure/page.htm?shortname=infdco20101007b86 J. H. Investment Services, Inc., was involved in the ownership of commercial real properties, investment lending, and tax preparation. Daniel Prewett was the primary individual operating JHIS. In 2006, Mr. Prewett was arrested for money laundering and drug trafficking. He transferred properties from JHIS to himself personally to pledge as bail. After posting bail, Mr. Prewett fled to Italy, but the government was able to extradite him to the United States. He was convicted by a jury in 2008 and is now in federal prison. In May 2007, creditors initiated a Chapter 11 bankruptcy proceeding against JHIS and Mr. Prewett. The Bankruptcy Court appointed Steven S. Oscher as trustee. On May 10, 2010, the Bankruptcy Court entered its Order Confirming Liquidating Chapter 11 Plan Proposed by the Chapter 11 Trustee and Setting Post- Confirmation Status Conference. JOINT THEATER: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Joint Theater Center LLC dba Prince Music Theater 1412 Chestnut Street Philadelphia, PA 19102 Bankruptcy Case No.: 10-18693 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Magdeline D. Coleman Debtor's Counsel: Isaac F. Slepner, Esq. LAW OFFICE OF ISAAC F. SLEPNER 1700 Market Street, Suite 3100 Philadelphia, PA 19103 Tel: (215)735-1996 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 Marjorie Samoff, president. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- American Music Theater Festival Inc. -- -- JOSEPH DANENZA: U.S. Court Recognizes Chapter 15 Proceeding ----------------------------------------------------------- The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida recognized Joseph Jerome Danenza's Chapter 15 case as a foreign main proceeding. The U.K. Proceeding, including but not limited to the U.K. Bankruptcy order will be given full force and effect and be binding on and enforceable in the United States against all persons and entities. Stephen John Hunt, as foreign representative signed a petition ofr Chapter 15 protection for Joseph Jerome Danenza on August 12, 2010 (Bankr. S.D. Fla. Case No. 10-33736). Gregory S. Grossman, Esq., serves as counsel to the foreign representative. The Debtor is estimated to have assets and debts at $10 million to $50 million in the Chapter 15 petition. LAND O'LAKES: S&P Gives Positive Outlook, Affirms 'BB+' Rating -------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Land O'Lakes Inc. to positive from stable. Ratings on the company, including the 'BB+' corporate credit rating, were affirmed. Land O'Lakes reported debt outstanding of $893 million as of June 30, 2010. "The outlook revision reflects S&P's opinion that, despite a difficult operating environment, the company continues to maintain operating margins near historical levels and credit measures should remain stronger than the medians for the 'BB' rating category," explained Standard & Poor's credit analyst Chris Johnson. Specifically, S&P believes adjusted debt to EBITDA will improve to the 2x area by fiscal year end, compared with a ratio of 2.8x for the 12 months ended June 30, 2010 (when leverage increases for seasonally higher working capital needs) and that funds from operations to total debt will continue to exceed 30% over the next year. S&P's ratings on Land O'Lakes reflect the importance of the cooperative's feed and crop input distribution network to member farmers, the strength of many of the cooperative's brands, its diverse product line, and an experienced management team. The inherent cyclical nature and seasonality of many of the cooperative's commodity-based agriculture businesses and its low margins continue to be important risk factors in S&P's analysis. Overall, S&P views Land O'Lakes business risk profile as fair. In addition, S&P expects that the company will maintain credit protection measures that are stronger than the rating, positive cash flow generation along with modest near-term debt maturities. S&P expects that due to the cooperative's improved financial profile, it can withstand the seasonality and volatility in its agricultural-based operating segments. Land O'Lakes is a national, farmer-owned dairy and agricultural marketing and supply cooperative. The dairy segment produces and markets products under the strong Land O'Lakes and Alpine Lace brands, as well as under regional brands. Agricultural products consist of seed, animal feed, and an extensive line of agricultural supplies and services to farmers and local cooperatives. In addition, Land O'Lakes owns Purina Mills, which is part of Land O'Lakes Purina Feed LLC. This operation has the leading market position in the fragmented, but consolidating, U.S. animal feed industry, as well as a portfolio of national (Land O'Lakes and Purina Mills brands), regional, and local brands. LEVEL 3 COMMS: Bank Debt Trades at 8% Off in Secondary Market ------------------------------------------------------------- Participations in a syndicated loan under which Level 3 Communications, Inc., is a borrower traded in the secondary market at 91.84 cents-on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.91 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on March 1, 2014, and carries Moody's B1 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on Sept. 16, 2010, Standard & Poor's assigned its 'CCC' issue-level rating and '6' recovery rating to Level 3 Communications Inc.'s proposed aggregate $175 million of convertible senior notes due 2016. The company intends to use the proceeds from the new notes for general corporate purposes, including the potential repurchase or redemption of its 5.25% convertible senior notes due in 2011. This facilities-based provider of communications services and transport reported just under $6.3 billion of consolidated debt at June 30, 2010. Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. Level 3 Communications carries a 'Caa1' corporate family rating, and 'Caa2' probability of default rating, with negative outlook from Moody's, a 'B-' issuer default rating from Fitch, and 'B-' long term issuer credit ratings from Standard & Poor's. LOCAL INSIGHT: Marilyn Neal Assumes COO Linda Martin's Duties ------------------------------------------------------------- Local Insight Regatta Holdings Inc. said that Linda A. Martin, the Company's Chief Operating Officer, will take an unpaid personal leave of absence starting on November 1, 2010. Ms. Martin's leave of absence is expected to last three or four months. During Ms. Martin's absence, Marilyn B. Neal, Chairman of the Board of the Company and Executive Chairman of Local Insight Media Holdings, Inc., the Company's indirect parent, will temporarily assume Ms. Martin's operational responsibilities. About Local Insight Regatta Headquartered in Englewood, Colorado, Local Insight Regatta Holdings, Inc. is a leading provider of local search advertising products and services, targeting small and medium-sized businesses, with a range of lead-generating solutions that enable consumers to find products and services they need. The company's integrated suite of local advertising solutions includes print Yellow Pages as well as a range of digital advertising products and services designed to establish, maintain and optimize an advertiser's online presence. For the 12 months ended June 30, 2010, the company reported revenues of approximately $554 million. The company is an indirect, wholly-owned subsidiary of Local Insight Media Holdings, Inc. whose primary owner is Welsh, Carson, Anderson & Stowe. * * * According to the Troubled Company Reporter on Aug. 25, 2010, Standard & Poor's Ratings Services lowered its ratings on Englewood, Colo.-based Local Insight Regatta Holdings Inc. to 'CCC-' from 'CCC+'. The rating outlook is negative. Moody's Investors Service downgraded Local Insight Regatta Holdings, Inc.'s Corporate Family Rating and its Probability of Default Rating, each to Ca from Caa1, and associated instrument ratings detailed below. The multi-notch downgrades reflect Moody's view that the company is likely to violate financial covenants for the September 30, 2010 reporting period and will need to restructure its balance sheet in the near term. Moody's estimate recovery prospects to be average for a Ca rating with subordinated debt taking most of the loss. As announced on September 8, 2010, management engaged a financial advisor to evaluate the capital structure of its parent holding company, Local Insight Media Holdings, Inc. These downgrades complete Moody's review initiated on September 9, 2010. LOGAN JOHNSTON: High Court Won't Review Sec. 362(k)(1) Fees ----------------------------------------------------------- WestLaw reports that the United States Supreme Court has declined to grant certiorari in a case in which the Ninth Circuit held that a Chapter 11 debtor's actual damages from an attorney's violation of the automatic stay that arose upon the debtor's filing of his bankruptcy petition entitled the debtor to recover attorneys fees only for the work associated with enforcing the automatic stay and remedying the stay violation. The debtor was not, however, entitled to recover fees incurred in prosecuting the adversary proceeding in which he pursued his claim for those damages. The context and goals of the automatic stay, as well as the plain meaning of "actual damages," supported a narrow understanding of the term, the Court of Appeals explained. Once the stay violation ended, any fees the debtor incurred after that point in pursuit of a damage award would not be to compensate for "actual damages." A conditional cross-petition for a writ of certiorari filed in the matter criticized the decision below for breaking with the overwhelming consensus of courts and commentators, departing from the Ninth Circuit's own prior precedent, and creating an acknowledged split with the Fifth Circuit. Johnston v. Melvin Sternberg, Sternberg & Singer, Ltd., --- S.Ct. ----, 2010 WL 2398324, 78 USLW 3764, 79 USLW 3018 (U.S.). The case below is Sternberg v. Johnston, 595 F.3d 937 (9th Cir. 2010). The Bankruptcy Court decision underlying this appellate proceeding is In re Johnston, 308 B.R. 469 (Bankr. D. Ariz. 2003) (Curley, J.), and the District Court's ruling is Johnston v. Parker, 321 B.R. 262 (D. Ariz. 2005). Logan T. Johnston, III, sought Chapter 11 protection (Bankr. D. Ariz. Case No. 01-06221) on May 14, 2001. MARK LEMAY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Joint Debtors: Mark D. LeMay Julie L. LeMay aka Julie L. Young-LeMay 4530 - 21st Avenue Saint Petersburg, FL 33713 Bankruptcy Case No.: 10-24130 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Middle District of Florida (Tampa) Judge: Caryl E. Delano Debtors' Counsel: Buddy D. Ford, Esq. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 E-mail: Buddy@tampaesq.com Scheduled Assets: $1,003,486 Scheduled Debts: $1,227,357 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb10-24130.pdf MAYSVILLE INC: Files Schedules of Assets & Liabilities ------------------------------------------------------ Maysville, Inc., has filed with the U.S. Bankruptcy Court for the Southern District of Florida amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $12,232,895 B. Personal Property $617,672 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $19,770,523 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $454,841 ----------- ----------- TOTAL $12,850,567 $20,225,365 Miami, Florida-based Maysville, Inc., filed for Chapter 11 bankruptcy protection on June 28, 2010 (Bankr. S.D. Fla. Case No. 10-28244). Stan Riskin, Esq., in Plantation, Florida, assists the Company in its restructuring effort. MAYSVILLE INC: Can Continue Using Cash Collateral Until Oct. 31 --------------------------------------------------------------- Maysville, Inc., obtained interim authorization from the Hon. Laurel Myerson Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida to use cash collateral of MUNB Loan Holdings, LLC, until October 31, 2010, at 11:59 p.m. The Debtor was indebted and liable to Mellon under the Development Loan Documents in the aggregate amount of $23,207,131, including accrued and unpaid interest thereon, and fees and expenses. The loan is secured by liens on and security interests in the collateral, subordinate only to the carve-out for certain expenses. As reported in the Troubled Company Reporter on July 26, the Court previously entered an interim order allowing the Debtor to use cash collateral to fund its day-to-day operations and the administration of the Chapter 11 case. The Debtor is now authorized to use the cash collateral for these expenses that become due and payable during September and October 2010: Alarm Monitoring Fees $83.33 Insurance-Flood $1,466.67 Insurance-Liability, Wind, Prop. $6,245.84 License/Inspection Fees $415.84 Cleaning Fees/Supplies $1,166.67 Elevator Service $750.00 Landscaping Fees $500.00 Pest Control $250.00 Pool Service $645.83 Electric Services $2,000.00 Gas Service $1,456.67 Telephone/Internet/Cell Service $585.00 Water/Sewer Service $4,250.00 Trash Removal Fees $1,583.33 Hardware Supplies $2,496.00 The Debtor isn't allowed to use cash collateral to make any other payments. Miami, Florida-based Maysville, Inc., filed for Chapter 11 bankruptcy protection on June 28, 2010 (Bankr. S.D. Fla. Case No. 10-28244). Stan Riskin, Esq., who has an office in Plantation, Florida, assists the Company in its restructuring effort. The Company disclosed $24,690,000 in assets and $20,225,364 in liabilities as of the Petition Date. MAYSVILLE INC: Taps Pardo & Gainsburg as Special Trial Attorney --------------------------------------------------------------- Maysville, Inc., asks for authorization from the U.S. Bankruptcy Court for the Southern District of Florida to employ Pardo & Gainsburg, LLP, as special trial attorney. Pardo & Gainsburg will pursue the recovery of damages as a result of the actions of the defendants relating to the construction of a condominium project for the Debtor. These contingency fees will be paid to Pardo & Gainsburg: a. 40% of any gross recovery thereafter through trial, or b. 50% of any gross recovery beginning on the first day of the initial trial, though any and all appeals. The contingency portion of the fee is contingent upon Pardo & Gainsburg's success. Gross recovery means the total amount of any monies, properties, compensation, or benefit of any kind whatsoever realized, including recovery for compensatory damages, punitive damages, interest, or attorneys' fees. Pardo & Gainsburg is given a lien on the claim or cause of action, on any sum recovered by way of settlement, and on any judgment that may be re covered. The firm will have general, possessory, or retaining liens, and special or charging liens known to the common law. Computation of the lien will be made after deducting from the amount of recovery and returning to the firm any costs or other expenses advanced by the firm. Jeffrey J. Pardo, Esq., at Pardo & Gainsburg, 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. Miami, Florida-based Maysville, Inc., filed for Chapter 11 bankruptcy protection on June 28, 2010 (Bankr. S.D. Fla. Case No. 10-28244). Stan Riskin, Esq., who has an office in Plantation, Florida, assists the Company in its restructuring effort. The Company disclosed $24,690,000 in assets and $20,225,364 in liabilities as of the Petition Date. MAYSVILLE INC: US Trustee Won't Form Creditors Committee -------------------------------------------------------- Donald F. Walton, The U.S. Trustee for Region 21, will not appoint an official committee of unsecured creditors in Maysville, Inc.'s Chapter 11 cases. Miami, Florida-based Maysville, Inc., filed for Chapter 11 bankruptcy protection on June 28, 2010 (Bankr. S.D. Fla. Case No. 10-28244). Stan Riskin, Esq., who has an office in Plantation, Florida, assists the Company in its restructuring effort. The Company disclosed $24,690,000 in assets and $20,225,364 in liabilities as of the Petition Date. METRO-GOLDWYN-MAYER: Bank Debt Trades at 55% Off ------------------------------------------------ Participations in a syndicated loan under which Metro-Goldwyn- Mayer Inc. is a borrower traded in the secondary market at 44.75 cents-on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.84 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility, which matures on April 8, 2012. The debt is not rated by Moody's and Standard & Poor's. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on October 8, 2010, Metro-Goldwyn-Mayer Inc. has begun a solicitation of votes from its secured lenders for a pre-packaged plan of reorganization. MGM expects to continue normal business operations throughout the restructuring process. The Plan provides for MGM's employees, vendors, participants, guilds, and licensees to be unimpaired. The Plan provides for MGM's secured lenders to exchange more than $4 billion in outstanding debt for approximately 95.3 percent of equity in MGM upon its emergence from Chapter 11. Spyglass Entertainment would contribute certain assets to the reorganized company in exchange for approximately 0.52 percent of the reorganized company. In addition, two entities owned by Spyglass affiliates -- Cypress Entertainment Group, Inc. and Garoge, Inc. - - will merge with and into a subsidiary of MGM, with the MGM subsidiary as the surviving entity. The stockholders of Cypress and Garoge will receive approximately 4.17 percent of the reorganized company in exchange. The Wall Street Journal's Mike Spector and Lauren A. E. Schuker report that Metro-Goldwyn-Mayer Inc. is in the final stages of preparing a prepackaged bankruptcy filing to address its more than $4 billion in debt. About Metro-Goldwyn-Mayer Metro-Goldwyn-Mayer, Inc., is an independent, privately held motion picture, television, home video, and theatrical production and Distribution Company. The Company owns the world's largest library of modern films, comprising approximately 4,000 titles, and over 10,400 episodes of television programming. An investor consortium, comprised of Providence Equity Partners, TPG Capital, Sony Corporation of America, Comcast Corporation, DLJ Merchant Banking Partners and Quadrangle Group, owns MGM. MGM is grappling with $3.7 billion in debt. MGM has received a series of forbearance agreements from its bondholders and lenders, wherein the lenders extended the period during which MGM won't have to pay principal and interest on its bank debt, including a revolving credit facility. The latest forbearance agreement expires October 29. As reported by the Troubled Company Reporter on August 12, 2010, sources told The Wall Street Journal that MGM hopes to file a "prepackaged" bankruptcy sometime in mid-September, when the latest waiver on debt payments expires. J.P. Morgan Chase & Co., a major MGM creditor, is working on providing between $150 million and $200 million in debtor-in-possession financing to steer the studio through bankruptcy, one of the sources told the Journal. MGM tried to sell itself in March 2010 but received low bids. MGM has hired investment bank Moelis & Company and the law firm Skadden, Arps, Slate, Meagher & Flom. In August 2009, it hired the restructuring expert Stephen F. Cooper to help lead the company. MICHAELS STORES: Bank Debt Trades at 3% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Michaels Stores Inc. is a borrower traded in the secondary market at 97.26 cents- on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.81 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on October 31, 2013, and carries Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on October 8, 2010, Moody's assigned Caa1 rating to Michaels Stores, Inc.'s proposed $750 million senior unsecured bonds due 2018. Proceeds from the note offering will be used to tender for an existing $750 million series of unsecured notes. The refinancing, while improving the maturity profile of the company, has no impact on Michaels' current capital structure or ratings. Michaels Stores Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $1 million for the quarter ended July 31, 2010, compared to net income of $2 million for the quarter ended August 1, 2009. The Company had net sales of $831 million for the quarter ended July 31, 2010, compared with $807 million during the comparable period in 2009. The Company's balance sheet at July 31, 2010, showed $1.58 billion in total assets, $4.34 billion in total liabilities, and a stockholders' deficit of $2.75 billion. Headquartered in Irving, Texas, Michaels Stores, Inc., is the largest arts and crafts specialty retailer in North America. As of March 9, 2009, the Company operated 1,105 "Michaels" retail stores in the United States and Canada and 161 Aaron Brothers Stores. MORGAN CENTER: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Morgan Center, LLC 5825 Glenridge Drive Building 2 Street 211 Atlanta, GA 30328 Bankruptcy Case No.: 10-42145 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Southern District of Georgia (Savannah) Debtor's Counsel: C. James McCallar, Jr., Esq. MCCALLAR LAW FIRM P.O. Box 9026 Savannah, GA 31412 Tel: (912) 234-1215 Fax: (912) 236-7549 E-mail: mccallar@mccallarlawfirm.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 seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/gasb10-42145.pdf The petition was signed by James Sidney Johnson of Commonwealth Southeast, LLC, managing member. MORGANS HOTEL: Extends Loans on Hudson & Mondrian to October 2011 ----------------------------------------------------------------- Morgans Hotel Group Co. said it has successfully amended and extended the non-recourse first mortgage loans secured by Hudson and Mondrian in Los Angeles until October 2011. Following the transaction, the amounts outstanding on the first mortgage loans are now $201.2 million secured by Hudson and $103.5 million secured by Mondrian in Los Angeles. MHG paid down the loan on Hudson with $8.0 million from cash on hand and $8.0 million from cash in a restricted account designated for Hudson and paid down the loan on Mondrian in LA with $8.5 million from cash on hand and $8.5 million from a restricted account designated for Mondrian in LA. MHG will have significantly less interest expense for the remaining term of the debt as its interest rate swaps on the mortgage and mezzanine loans, which expired in July 2010, had swapped LIBOR to approximately 5.0%, whereas LIBOR today is less than 50 basis points. MHG has replaced the swaps with interest rate caps. The interest rate spreads were increased slightly to LIBOR plus 1.03% on the Hudson loan and LIBOR plus 1.64% on the Mondrian in Los Angeles loan. "These extensions cap a long list of successful transactions that we have completed to extend and refinance debt and add liquidity and flexibility to our capital structure. We appreciate the vote of confidence from yet another of our lenders. With the completion of these extensions, we have now extended or refinanced all significant near-term consolidated maturities and we are taking advantage of strong operating trends to drive growth across our Company," said Marc Gordon, President of Morgans Hotel Group. MPG OFFICE: Plaza in Talks With Lender to Further Extend Loan ------------------------------------------------------------- MPG Office Trust Inc. said the mortgage loan secured by Plaza Las Fuentes office and hotel properties was scheduled to mature on September 29, 2010. The special purpose property-owning subsidiary that owns the Plaza Las Fuentes properties has executed a 30-day extension of the term and is in the process of negotiating with the lenders on a further extension of the loan. About MPG Office Trust MPG Office Trust Inc. is a self-administered and self-managed real estate investment trust. It is the largest owner and operator of Class A office properties in the Los Angeles Central Business District and are primarily focused on owning and operating high- quality office properties in the high-barrier-to-entry Southern California market. The Company's balance sheet at June 30, 2010, showed $3.37 billion in total assets, $4.26 billion in total liabilities, and a $778.95 million stockholders' deficit. MPG Office reported a net loss available to common stockholders of $53.5 million for the quarter ended June 30, 2010, compared to a net loss available to common stockholders of $380.5 million for the quarter ended June 30, 2009. MTC LAND: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------ Debtor: MTC Land Development, LLC 8164 W. Buckeye Road Phoenix, AZ 85043 Bankruptcy Case No.: 10-32092 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Beth J. Shapiro, Esq. Dean M. Dinner, Esq. NUSSBAUM & GILLIS PC 14500 N. Northsight Boulevard, Suite 116 Scottsdale, AZ 85260 Tel: (480) 609-0011 Fax: (480) 609-0016 E-mail: bshapiro@nussbaumgillis.com ddinner@nussbaumgillis.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-32092.pdf The petition was signed by Dale M. Finck, managing member. NEW DRAGON: Fails to Satisfy NYSE Listing Standards --------------------------------------------------- New Dragon Asia Corporation received a letter from NYSE Amex LLC ("AMEX") indicating that it failed to satisfy certain of AMEX's continued listing standards. Specifically, Section 1003(f)(v) of the NYSE Amex Company Guide provides that AMEX may delist a security when it sells for a substantial period of time at a low price per share, if the issuer shall fail to effect a reverse split of such shares within a reasonable time after being notified that AMEX deems such action to be appropriate under all the circumstances. ORLEANS HOMEBUILDERS: Objects to Adviser's $600,000 Fee Request --------------------------------------------------------------- Bankruptcy Law360 reports that Orleans Homebuilders Inc. has filed an objection to a $600,000 fee request from its financial adviser as it undergoes a Chapter 11 restructuring that will see the company slash its debt by more than $200 million. According to Law360, the homebuilder alleged that the success fee requested by Lieutenant Island Partners LLC only kicks in when there has been a sale of a substantial portion of its assets. About Orleans Homebuilders Orleans Homebuilders, Inc. -- aka FPA Corporation, OHB, Parker & Lancaster, Masterpiece Homes, Realen Homes and Orleans -- develops, builds and markets high-quality single-family homes, townhouses and condominiums. From its headquarters in suburban Philadelphia, the Company serves a broad customer base including first-time, move-up, luxury, empty-nester and active adult homebuyers. The Company currently operates in these 11 distinct markets: Southeastern Pennsylvania; Central and Southern New Jersey; Orange County, New York; Charlotte, Raleigh and Greensboro, North Carolina; Richmond and Tidewater, Virginia; Chicago, Illinois; and Orlando, Florida. The Company's Charlotte, North Carolina operations also include adjacent counties in South Carolina. Orleans Homebuilders employs approximately 300 people. The Company filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. D. Del. Case No. 10-10684). Cahill Gordon & Reindell LLP is the Debtor's bankruptcy and restructuring counsel. Curtis S. Miller, Esq., and Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell, are the Debtor's Delaware and restructuring counsel. Blank Rome LLP is the Debtor's special corporate counsel. Garden City Group Inc. is the Debtor's claims and notice agent. The Company estimated assets and debts at $100 million to $500 million. OSI RESTAURANT: Bank Debt Trades at 7% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which OSI Restaurant Partners, Inc., is a borrower traded in the secondary market at 92.96 cents-on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.41 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on May 9, 2014, and carries Moody's B3 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. OSI Restaurant Partners, Inc., is the #3 operator of casual-dining spots (behind Darden Restaurants and Brinker International), with more than 1,400 locations in the U.S. and 20 other countries. Its flagship Outback Steakhouse chain boasts more than 950 locations that serve steak, chicken, and seafood in Australian-themed surroundings. OSI also operates the Carrabba's Italian Grill chain, with about 240 locations. Other concepts include Bonefish Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise. Most of the restaurants are company owned. A group led by Chairman Chris Sullivan took the company private in 2007. The Company's balance sheet at June 30, 2010, showed $2.34 billion in total assets, $2.450 billion in total liabilities, and a deficit of $106.2 million. PALMAS COUNTRY: Plan to be Funded by Parent and Secured Creditor ---------------------------------------------------------------- Palmas Country Club, Inc., submitted to the U.S. Bankruptcy Court for the District of Puerto Rico a proposed Plan of Reorganization and an explanatory Disclosure Statement. The Debtor 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 Debtor intends to make payments to its creditors through the Plan primarily consisting of: 1. Payment of all administrative expenses on the later of the Effective Date or as soon as feasible. 2. Payment of 100% of Centro de Recaudacion de Ingresos Municipales' allowed priority tax claims consisting of personal property taxes in the amount of $98,000 to be paid from the $198,000 funded by the Debtor's parent company. 3. Secured Creditors, with the exception of amounts owed pursuant to the Tourism Development Fund Loan Agreement, will be deemed to have been paid in full out of the proceeds of the sale. 4. Payment of the secured TDF Loan Agreement through the surrender of any remaining cash collateral that is not transferred to TDF at the closing of the sale in one lump sum payment to be made on or before 30 days after the Effective Date. Any resulting deficiency claim will be deemed an unsecured claim in Class 6. TDF has voluntarily elected to forgo any dividend for the TDF Deficiency Claim. 5. Payment of approximately 6% of the claim from the holders of the executory contract for the lease of 150 golf carts and other ancillary vehicles in one lump sum payment to be made on or before 30 days after the Effective Date if the Plan is funded with the Parent Company Contribution. If the Plan is funded with TDF Contingent Contribution, then this class will receive approximately __ % of their claims. 6. Payment of approximately 6% of allowed unsecured claims, except for the TDF Deficiency Claim, in one lump sum payment to be made on or before 30 days after the Effective Date if the Plan is funded with the Parent Company Contribution. If the Plan is funded with TDF Contingent Contribution, then this class will receive approximately __% of their claims. 7. Payment of approximately 6% of allowed unliquidated and contingent claims in one lump sum payment to be made on or before 30 days after the Effective Date if the Plan is funded with the Parent Company Contribution. If the Plan is funded with TDF Contingent Contribution, then this class will receive approximately __% of their claims. 8. Non-Debtor affiliate claims will be discharged and the holders of the claims will be entitled to no distribution under the Plan. 9. All equity interests in Debtor will be cancelled and equity holders will receive no distribution. The Plan will be funded by $198,000 from Palmas del Mar Properties, Inc., the Debtor's parent company if the releases herein requested are granted. Of this amount, $98,000 will be used to pay CRIM for personal property taxes and $100,000 for distribution to general unsecured creditors and holders of unliquidated and contingent claims. If the releases are not granted, then the Plan will be funded by a $150,000 contribution from TDF. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/PALMASCOUNTRY_DS.pdf About Palmas Country Club, Inc. Humacao, Puerto Rico-based Palmas Country Club, Inc., owns certain real estate facilities located in Palmas del Mar, Humacao, Puerto Rico, consisting of an 18 hole championship golf course known as the Flamboyan Course, an 18 hole golf course known as Palm Course, a 22,200 square feet golf clubhouse, a 5,600 square feet beach club house, a tennis club, and other related facilities. Palmas filed for Chapter 11 bankruptcy protection on August 4, 2010 (Bankr. D. P.R. Case No. 10-07072). Alexis Fuentes- Hernandez, Esq., at Fuentes Law Offices, assists the Debtor in its restructuring effort. The Debtor disclosed $23,973,011 in assets and $58,546,398 in liabilities as of the Petition Date. PHILADELPHIA NEWSPAPERS: Osberg-Led Firm Emerges from Chapter 11 ---------------------------------------------------------------- The Philadelphia Media Network completed its acquisition of the Philadelphia Inquirer, Daily News and Philly.com, enabling the newspapers and web site to formally emerge from federal bankruptcy. The sale brings a successful close to the arduous 20-month long bankruptcy proceeding, overseen by U.S. Bankruptcy Judge Stephen Raslavich, which began when former owners Philadelphia Newspapers LLC filed for Chapter 11 reorganization in February 2009 after defaulting on its debt of more than $400 million. "We are pleased to finally begin operating the newspapers and Philly.com, and we believe that the company has tremendous potential as we build out our brands in the great city of Philadelphia, the fourth largest media market in the nation," said Publisher and CEO Gregory Osberg. "We are committed to the long- term growth of the newspapers and the web site, and can't wait to get started. "We have some of the finest journalists in the world working in Philadelphia, and we will dedicate ourselves to creating compelling content across a variety of platforms that will make it easy, informative and fun for our customers to get relevant regional news and information for their business and personal lives." Osberg, who grew up in the Philadelphia area and graduated from Conestoga High School in 1975, takes over as Publisher and CEO after a 30-year news career as President and Worldwide Publisher of Newsweek and Newsweek.com, as well as various leadership positions at CNET and U.S. News and World Report. He has been a pioneer at integrating various platforms of content and business operations. Joining Osberg at the helm is Philadelphia native Robert J. Hall, the highly-respected former publisher of the Inquirer and Daily News, who will serve as Chief Operating Officer. Over the last five months, Hall played a lead role in successfully negotiating new labor contracts with all 15 of the unions that represent the bulk of the company's 2,200 employees. Those agreements paved the way for the successful completion of the sale. Hall commended the company's unions for working cooperatively with management to reach agreements that will provide a foundation for future growth. "These were difficult negotiations that required sacrifice and tough decisions on all sides, but at the same time they include provisions that preserve jobs and benefits as we work to rebuild the newspapers and the web site," Hall said. "On behalf of our company and the six million people we serve in the Greater Philadelphia region, I want to thank our unions and all of our employees for working with us to implement a new structure that will help restore financial stability to our company," Osberg said. Looking to the future, Osberg said that two of his primary objectives are to accelerate content and platform integration, while also deepening the newspapers' commitment to investigative journalism. To achieve the latter goal, Osberg announced that Inquirer Editor William K. Marimow will return to the newsroom as a principal investigative reporter. Marimow, a Pulitzer Prize- winning journalist, will now devote all of his energies to expanding the newspaper's widely-acclaimed investigative coverage. In his place, Assistant Managing Editor Stan Wischnowski will serve as Acting Editor of the Inquirer. Wischnowski, 48, is a 26- year veteran of the news business, having worked for more than a decade at Gannett News Corp. prior to arriving at the Inquirer in 2000. "We look forward to turning our complete attention to our award- winning journalism," Wischnowski said. "I sense that there's a pent-up desire in these newsrooms to turn this place into a fully integrated, digital powerhouse, and we are now in a position to make it happen." Said Osberg: "I'm looking forward to working with Stan and Bill in their new roles, and with everyone throughout the organization as we begin to build the most successful regional media company in the country." About Philadelphia Newspapers Philadelphia Newspapers, LLC -- http://www.philly.com/-- owns and operate numerous print and online publications in the Philadelphia market, including the Philadelphia Inquirer, the Philadelphia Daily News, several community newspapers, the region's number one local Web site, philly.com, and a number of related online products. The Company's flagship publications are the Inquirer, the third oldest newspaper in the country and the winner of numerous Pulitzer Prizes and other journalistic recognitions, and the Daily News. Philadelphia Newspapers and its debtor-affiliates filed for Chapter 11 bankruptcy protection on February 22, 2008 (Bankr. E.D. Pa. Case No. 09-11204). Proskauer Rose LLP is the Debtors' bankruptcy counsel, while Lawrence G. McMichael, Esq., at Dilworth Paxson LLP is the local counsel. The Debtors' financial advisor is Jefferies & Company Inc. Philadelphia Newspapers estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. PINE MOUNTAIN: US Trustee Won't Appoint Creditors Committee ----------------------------------------------------------- Richard Clippard, the United States Trustee for Region 8, will not appoint an official committee of unsecured creditors in Pine Mountain Properties, LLC's Chapter 11 cases. The U.S. Trustee says that there are an insufficient number of unsecured creditors interested in forming a committee. Maryville, Tennessee-based Pine Mountain Properties, LLC, dba Pine Mountain Properties, a limited liability corporation, was formed to develop residential golf course community in Cambell County on approximately 4,800 acres. At present, the golf course is approximately 90% complete. The Company filed for Chapter 11 bankruptcy protection on April 14, 2010 (Bankr. E.D. Tenn. Case No. 10-31898). Steven G. Shope, Esq., who has an office in Knoxville, Tennessee, assists the Debtor in its restructuring effort. In its petition, the Debtor estimated its assets and debts at $10,000,001 to $50,000,000. QOC I: Wells Fargo Says Ch. 11 Filing an Excuse to Delay Payment ---------------------------------------------------------------- Bankruptcy Law360 reports that Wells Fargo Bank NA has said QOC I LLC's bankruptcy proceedings are merely a "bad faith" attempt to delay paying back nearly $138.4 million in debt owed to the bank and should be dismissed. In a motion filed Wednesday in the U.S. Bankruptcy Court for the Southern District of Florida, Wells Fargo said that QOC is simply a special purpose vehicle, Law360 says. Boca Raton, Florida-based QOC I LLC owns previously issued life insurance policies purchased in the life settlement market. QOC I filed for Chapter 11 bankruptcy protection on October 1, 2010 (Bankr. S.D. Fla. Case No. 10-40153). Genovese Joblove & Battista, P.A., serves as bankruptcy counsel. Cole, Schotz, Meisel, Forman & Leonard, P.A., is bankruptcy co-counsel. The Debtor estimated assets and debts at $100 million to $500 million as of the Petition Date. RADIENT PHARMA: Asks Noteholders to Extend Maturity to Nov. 15 -------------------------------------------------------------- Radient Pharmaceuticals Corporation said that, in September 2008, it held a closing pursuant to which it issued convertible promissory notes; the note holders were also entitled to receive warrants to purchase shares of its common stock upon conversion of the Notes. The Company said, "As of the date of this Report, $217,268 principal of notes are outstanding. Although the Notes matured on September 15, 2010, the cure period pursuant to the Notes required us to pay by September 29, 2010 to avoid a default. We did not pay by such time, and failure to do so constitutes a default under the Notes, pursuant to which the note holders can declare the full amount of the Notes immediately due and payable. Based on our current need for additional financing, our management believes it is prudent to reserve as much cash as possible for our operations." "Therefore, we submitted a letter agreement to the note holders to waive the default and extend the maturity date to November 15, 2010. In exchange for waiving the default and extending the maturity date to November 15, 2010, we shall increase the principal balance of the Note outstanding on September 14, 2010, by 25% and increase the interest rate of the Notes from 10% per annum to 18%, which rate shall apply to the interest due from September 15, 2010, until the Note is converted. Additionally, note holders shall remain entitled to the Bonus Interest provided for in the original Notes, which we shall calculate as a one time fee applied to the principal balance of the Notes outstanding on September 14, 2010. The amount of the 25% Increase and Bonus Interest shall be combined and such total shall be directly applied to the principal amount of the Notes outstanding on September 14, 2010. Finally, we shall adjust the conversion price of the Notes to equal 80% of the VWAP for the 5 trading days immediately preceding the date we receive the NYSE Amex Listing Approval, provided however, that in no event shall the Conversion Price be less than $0.28 per share. "Since we are a NYSE Amex listed company, we are required to obtain stockholder approval in connection with any transaction, other than a public offering, that involves the issuance of common stock, warrants to purchase shares of common stock or other securities convertible or exercisable into shares of common stock, at a price below the greater of our book value or market value at the time of issuance, that equals an aggregate of more than 19.99% of our then-outstanding common stock. "Notwithstanding shareholder approval, we are also required to submit an additional listing application with the NYSE Amex to obtain their approval to issue and list any of the shares of common stock contemplated hereby before we can list, or issue, any such shares on the NYSE Amex. Based on the potential conversion price and number of shares potentially issuable pursuant thereto, we agreed to seek shareholder and NYSE Amex approval of the shares underlying the Notes on or before November 15, 2010. If we do not obtain these approvals on or before November 15, 2010, the Notes shall once again be susceptible to default," said the Company. A full-text copy of the Letter of Agreement is available for free at http://ResearchArchives.com/t/s?6c43 Headquartered in Tustin, Calif., Radient Pharmaceuticals Corporation -- http://www.Radient-Pharma.com/-- is engaged in the research, development, manufacturing, sale and marketing of its ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States, Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and other markets throughout the world. RCLC INC: Amends Trenton Purchase Agreement to Hike Purchase Price ------------------------------------------------------------------ RCLC Inc. fk/a Ronson Corporation entered into an Amended and Restated Asset Purchase Agreement with Ronson Aviation, Inc., the Company's wholly-owned subsidiary, and Trenton Aviation, LLC, a wholly-owned subsidiary of Ross Aviation, LLC, for the sale of substantially all of the assets of the Company's aviation business. The Amended Asset Purchase Agreement modified the Asset Purchase Agreement previously entered into among the parties to reflect that Trenton Aviation was the successful bidder at the auction held by the bankruptcy court on September 27, 2010 and to reflect the increase in the cash portion of the purchase price from $9.4 million to $10.7 million. The Amended Asset Purchase Agreement provides for a purchase price of $10.7 million in cash, $0.25 million of which would be held in escrow for a period of three years following the Company's compliance with the Industrial Site Recovery Act and the closure of an underground storage tank case in accordance with the requirements of the Amended Asset Purchase Agreement, and $0.25 million of which would be held in a remediation trust fund in accordance with ISRA pending the Company's compliance with ISRA. In addition, Trenton Aviation will assume, in the aggregate, up to $310,000 in Cure Amounts under assumed Ronson Aviation contracts and ordinary course trade payables, as well as honor up to $82,000 in unused vacation, time-off or sick leave of Ronson Aviation employees hired by Trenton Aviation. Consummation of the transaction is subject to, among other things, approval by Mercer County, New Jersey of the assignment of its lease agreement with the Company for property located at Trenton Mercer Airport to Trenton Aviation, as well as other customary closing conditions. On September 30, 2010, the sale was also approved by the Bankruptcy Court. The closing on the transaction is expected on or about October 15, 2010. A full-text copy of Amended And Restated Assets Purchase Agreement is available for free at http://ResearchArchives.com/t/s?6c40 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. Trenton, New Jersey-based Ronson Aviation, Inc., filed for Chapter 11 protection on August 17, 2010 (Bankr. D. N.J. Case No. 10- 35315). The Debtor estimated its assets at $10 million to $50 million and its debts at $1 million to $10 million. Affiliates RCLC, Inc. (Bankr. D. N.J. Case No. 10-35313), and RCPC Liquidating Corporation (Bankr. D. N.J. Case No. 10-35318) filed separate Chapter 11 petitions on August 17, 2010, each estimating their assets at $1 million to $10 million and debts at $1 million to $10 million. The cases, along with RCLC, Inc.'s, are jointly administered, with RCLC, Inc., as the lead case. Michael D. Sirota, Esq., at Cole, Schotz, Meisel, Forman & Leonard, assists the Debtors their restructuring effort. The Company's foreign subsidiary, RCC, Inc., formerly known as Ronson Corporation of Canada Ltd. is not included in the filing. RELIABLE ONSHORE: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Reliable Onshore Services Co., LLC P.O. Box 1367 Houma, LA 70361 Bankruptcy Case No.: 10-13693 Chapter 11 Petition Date: October 5, 2010 Court: U.S. Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Elizabeth W. Magner Debtor's Counsel: Robert L. Marrero, Esq. ROBERT MARRERO, LLC 3520 General DeGaulle Drive, Suite 1035 New Orleans, LA 70114 Tel: (504) 366-8025 Fax: (504) 366-8026 E-mail: marrero1035@bellsouth.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/laeb10-13693.pdf The petition was signed by Allen R. Woodard, president/manager. RVI GUARANTY: Fitch Upgrades Insurer Strength Ratings From 'BB' --------------------------------------------------------------- Fitch Ratings has upgraded the Insurer Financial Strength ratings of R.V.I. Guaranty Co., Ltd., and its insurance subsidiaries, R.V.I. America Insurance Company and R.V.I. National Insurance Company to 'BBB-' from 'BB'. The Rating Outlook is Stable. Fitch's rating rationale for the upgrade of RVI's ratings to investment grade is based on a substantial reduction in the company's risk profile, mainly due to the commutation of all of its financial guaranty exposure, and improved operating results. Fitch's rating rationale for the 'BBB-' IFS ratings includes the company's reduced level of business volume given the market conditions, high level of client concentration risk and uncertainty related to the potential change to lease accounting standards. The rating rationale partially offsetting these negatives is RVI's dominant market position in the residual value insurance industry and low risk insured asset portfolio. The rating upgrade reflects Fitch's very favorable view of RVI's recent commutation of its financial guaranty reinsurance coverage effective Aug. 1, 2010. RVI's financial guaranty reinsurance business was limited to several contracts with one counterparty that were written between July 2006 and December 2007. Fitch had concerns about the potential for significant performance volatility in this business in which the company had assumed a limited number of large concentrations in individual exposures of originally 'AAA' rated corporate CDOs, and was a key driver in Fitch's February 2009 rating action to downgrade RVI's ratings to below investment grade with an Evolving Rating Outlook. While the financial guaranty business overall was profitable for RVI, with no claim losses experienced in connection with any of the reinsurance contracts, the termination favorably eliminated approximately $4 billion of notional value for a minimal amount of commutation premium. The upgrade also reflects RVI's improved operating results with the company posting U.S. GAAP net income of $8 million for six months 2010 and $44 million for full year 2009, following a net loss of $46 million in 2008 due to a mark to market derivative accounting loss in the financial guaranty reinsurance business of $40 million and significant losses within its insured passenger vehicles portfolio. These uneven results in the passenger vehicle portfolio reflect the volatility of used car values in recent periods as evidenced by the significant drop in the Manheim Used Vehicle Value Index from 110.2 in December 2007 to a record low 98.0 in December 2008, before rebounding in 2009 to 117.5 in December 2009 and 118.8 most recently in August 2010. A key driver of RVI's rating is the company's overall reduced level of business volume driven by the weak economic environment that has reduced demand for the purchase/leasing of both new and used assets. Through August 2010, net premium written for RVI totaled $11.7 million or almost 11% below the comparable prior year period. This follows an approximately 50% decline in 2009, due primarily to RVI changing its underwriting guidelines and writing primarily lower risk Financial Accounting Standards Board levels of coverage following the losses posted in 2008, as opposed to higher risk primary asset coverage. RVI has generally retained its client base, although at lower leasing volumes; however, the company continues to have a high level of client concentration risk. The top five clients accounted for 57% of total gross premium written in 2009, with the top client accounting for 16%, although this is improved from 87% and 22%, respectively, in 2008. Fitch has factored this high level of concentration risk into the current ratings. Fitch notes that although the Rating Outlook is Stable, there are uncertainties that could potentially have a material impact on the ratings. One such uncertainty is the possible changes to lease accounting standards. On Aug. 17, 2010, the FASB and the International Accounting Standards Board jointly issued an exposure draft on a proposed new lease accounting approach that would significantly change the accounting for both lessees and lessors to be less rules based and more principles based. Although Fitch recognizes that final standards will likely not be issued and implemented for several years, considerable uncertainty exists as to the ultimate effect on RVI's business model when considering the company's historical reliance on FASB coverage and the potential change to lessors' behaviors and residual value insurance needs. There is also uncertainty with respect to RVI's future capital and ownership structure following its announcement on Sept. 28, 2010 that it has retained Willis Capital Markets & Advisory to assist in the company's review of strategic alternatives, including capital raising opportunities, as well as a sale, merger or other business combination. Fitch expects that based on the company's current operating and financial profile, the IFS rating will likely remain in the 'BBB' rating category. However, should RVI's profile significantly improve or deteriorate in the future, the ratings could move above or below the 'BBB' category. Key rating drivers that could lead to an upgrade include improvement in the strength and quality of its capital or ownership, such as through execution of a favorable transaction from its announced strategic review. In addition, continued favorable operating earnings and improvement in RVI's franchise value as demonstrated by growth in profitable premium volume could also drive an upgrade. Key rating drivers that could lead to a downgrade include sizable deterioration in the company's business position and level of profitable premium volume, such as through weak market conditions or final changes to lease accounting standards that negatively impact RVI's business, large insured losses that lead to an underwriting loss and significant weakening of the company's overall capitalization. Fitch has upgraded these ratings: R.V.I. Guaranty Co., Ltd. -- IFS to 'BBB-' from 'BB'. R.V.I. America Insurance Company -- IFS to 'BBB-' from 'BB'. R.V.I. National Insurance Company -- IFS to 'BBB-' from 'BB'. The Rating Outlook is Stable. SINCLAIR BROADCAST: Says 78% of Noteholders Tendered Offer ---------------------------------------------------------- Sinclair Broadcast Group Inc. reported the early tender offer and consent solicitation results of the previously announced offer to purchase and solicitation of consents by Sinclair Television Group Inc., its wholly-owned subsidiary, for any and all of STG's outstanding 8.0% Senior Subordinated Notes due 2012. As of 12:00 midnight, New York City time on October 1, 2010, holders representing approximately 78.1% in principal amount of the Notes had validly tendered and not validly withdrawn their Notes. Also, as of the Early Tender Premium Deadline, STG received the Required Consents in order to approve the proposed amendments to the indenture governing the Notes. Under the terms of the tender offer, any Notes validly tendered and not validly withdrawn at or prior to the Early Tender Premium Deadline will be purchased at a purchase price of $1,002.50 per $1,000 in principal amount of the Notes. Any Notes validly tendered after the Early Tender Premium Deadline but on or prior to 12:00 midnight, New York City time, October 18, 2010 will be purchased at a purchase price of $972.50 per $1,000 in principal amount. The purchase price for the Notes tendered at or prior to the Early Tender Premium Deadline includes an early tender premium of $30.00 per $1,000 in principal amount. All withdrawal rights expired as of the Early Tender Premium Deadline. As part of the tender offer, STG is also soliciting consents from the holders of the Notes for certain proposed amendments that would eliminate substantially all of the restrictive covenants and events of default. Adoption of the proposed amendments requires the consent of the holders of at least a majority in aggregate principal amount of the outstanding Notes. Holders that validly tender their Notes will be deemed to have delivered their consents to the proposed amendments. Holders may not tender their Notes without delivering their consents to the proposed amendments and may not deliver their consents without tendering their Notes. As of the Early Tender Premium Deadline, STG received the Required Consents in order to approve the proposed amendments to the indenture governing the Notes. Specific terms and conditions of the tender offer and consent solicitation are included in the Offer to Purchase and Consent Solicitation Statement, dated September 20, 2010. Pursuant to the terms of the tender offer, all of the Notes not tendered will remain outstanding, and the holders of untendered Notes will no longer be entitled to the benefits of the restrictive covenants and other provisions contained in the indenture governing the Notes that will be eliminated by the proposed amendments. STG expects to settle payment for the Notes tendered at or prior to the Early Tender Premium Deadline on or around October 4, 2010 and STG expects to settle payment for the Notes validly tendered after the Early Tender Premium Deadline promptly following the Expiration Date. STG is financing the tender offer with the proceeds from its recent private placement of $250 million aggregate principal amount of 8.375% senior unsecured notes due 2018. J.P. Morgan Securities LLC is acting as Dealer Manager for the tender offer. None of Sinclair or STG, including the Board of Directors of each, the Information Agent, the Dealer Manager, the Depositary or any other person, has made or makes any recommendation as to whether holders of the Notes should tender, or refrain from tendering, all or any portion of their Notes pursuant to the tender offer, and no one has been authorized to make such a recommendation. Holders of the Notes must make their own decisions as to whether to tender their Notes. A full-text copy of the Indenture dated Oct. 4, 2010, is available for free at http://ResearchArchives.com/t/s?6c49 A full-text copy of the Registration Rights Agreement is available for free at http://ResearchArchives.com/t/s?6c4a 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. The Company's balance sheet at June 30, 2010, showed $1.53 billion in total assets, $1.71 billion in total liabilities, and a stockholders' deficit of $170.36 million. * * * Sinclair Broadcast has a 'B1' corporate family rating from Moody's. It has a 'B+' corporate credit rating from Standard & Poor's Ratings Services. "The CFR continues to reflect still high financial risk, nonetheless, and the inherent cyclicality of the broadcast television business, among other factors," Moody's said in August 2010. "The 'B+' rating reflects S&P's expectation that Sinclair will be able to reduce its leverage further by the end of 2010 through revenue and EBITDA growth and lower debt balances," explained Standard & Poor's credit analyst Deborah Kinzer in August. Moody's Investors Service raised its ratings for Sinclair Broadcast Group, Inc., and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of- Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments, concluding its review for possible upgrade as initiated on August 5, 2010. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. SMART ONLINE: Sells $300,000 Add'l Convertible Secured Sub. Notes ----------------------------------------------------------------- Smart Online Inc. sold an additional convertible secured subordinated note due November 14, 2013 in the principal amount of $300,000 to a current noteholder upon substantially the same terms and conditions as the previously issued notes sold between November 14, 2007, and September 14, 2010. The Company said it is obligated to pay interest on the New Note at an annualized rate of 8% payable in quarterly installments commencing December 30, 2010. The Company said it is not permitted to prepay the New Note without approval of the holders of at least a majority of the aggregate principal amount of the Notes then outstanding. The Company plans to use the proceeds to meet ongoing working capital and capital spending requirements. About Smart Online Headquartered in Durham, North Carolina, Smart Online, Inc. (OTC BB: SOLN) -- http://www.smartonline.com/-- develops and markets software products and services targeted to small businesses that are delivered via a Software-as-a-Service (SaaS), or SaaS, model. The Company also provides Web site consulting services, primarily in the e-commerce retail industry products and services. The Company's balance sheet at June 30, 2010, showed $1.05 million in total assets, $17.84 million in total liabilities, and a $16.78 million stockholders' deficit. Stockholders' deficit was $16.31 million at March 31. SPIRIT AEROSYSTEMS: Moody's Upgrades Corp. Family Rating to 'Ba2' ----------------------------------------------------------------- Moody's Investors Service has upgraded Spirit Aerosystems, Inc's Corporate Family and Probability of Default ratings to Ba2 from Ba3. Concurrently, the company's proposed amended and extended senior secured bank facilities were upgraded to Ba1 from Ba2 and the senior unsecured note to B1 from B2. The ratings outlook is stable. Ratings Rationale The company's proposed amendment and extension of its bank credit facilities will extend the maturity of the revolver to September 30, 2014 (those not extending will maintain June 30, 2012 maturity) and increase the aggregate size to $500 million (currently $408.9 million). The amendment and extension of the company's term loan will create two tranches, one maturing September 30, 2013 (Term Loan B-1), a second maturing September 30, 2016 (Term Loan B-2). Final composition will be determined at the close of the amend and extend transaction based on lender participation. The upgrade of the Corporate Family Rating to Ba2 from Ba3 is reflective of the company's strong credit metrics and operating margins, improvement in the debt maturity profile, as well as the substantial order backlog in the context of an increasing production build rate, notably on the high volume Boeing 737 platform and ramp up of B787, with expectation that B787 end customer deliveries will commence in the first quarter of 2011. Moody's believes that with the return to record global revenue passenger miles, increased airline profitability, and expectation for continued RPM growth, the industry is poised for OEM production levels to remain strong through at least 2013. Given Spirit's leading Tier-1 aerostructures position, most notably with Boeing's commercial aircraft platforms and increasingly important role with Airbus (including A350), Moody's believe that Spirit will realize revenue and earnings growth for at least the next several years. Moody's also however recognizes that increased production rates, on-going development costs and the delays in customer delivery of the B787 have, and will continue to, pressure working capital. This, combined with expected high levels of capital expenditures necessary to expand capacity (including for the B787 and A350), will result in significant negative free cash flow generation through much of 2011. That said, once working capital stability is achieved, combined with expected increase in operating income and reductions in capital expenditures, Spirit will be positioned to generate substantial free cash flow and to reduce leverage. Although a near term upgrade is unlikely, the rating could improve if the company demonstrates sustainable positive free cash flow generation with improving credit metrics, evidence successful execution of new platform development and maintain a strong order backlog. The ratings and outlook could be pressured if Spirit is unable to sustain solid free cash flow as production of B787 ramps up to Boeing's target production rates, including consistent progress to FCF of 10%, or if its liquidity profile weakened for any reason. These ratings/assessments have been affected: -- Corporate Family, upgraded to Ba2 from Ba3; -- Probability of Default, upgraded to Ba2 from Ba3; -- senior secured revolving credit facility due June 2012, upgraded to Ba1 (LGD3, 39%) from Ba2 (LGD3, 38%); -- senior secured revolving credit facility due September 2014, assigned Ba1 (LGD3, 39%); -- senior secured term loan due September 2013, upgraded to Ba1 (LGD3, 39%) from Ba2 (LGD3, 38%); -- senior secured term loan due September 2016, assigned Ba1 (LGD3, 39%); -- 7.5% senior unsecured notes due 2017, upgraded to B1 (LGD5, 86%) from B2 (LGD5, 86%). The last rating action for Spirit Aerosystems, Inc. was on September 21, 2009 when the company's PDR was upgraded to Ba3 and senior secured bank credit facilities upgraded to Ba2. A B2 was assigned to the company's senior unsecured notes. The company's CFR was affirmed at Ba3. For more information see credit opinion. Spirit Aerosystems, Inc., headquartered in Wichita, KS, with facilities in Wichita, KS, Tulsa and McAlester OK, Kinston, NC, Prestwick, Scotland, Samlesbury, England and Kuala Lumpur, Malaysia, is a designer and manufacturer of fuselages, pylons, struts, nacelles, thrust reversers, wing assemblies and other complex components for commercial aircraft and business jets. 7/01/10 LTM revenue for Spirit approximated $4.2 billion. SPIRIT AEROSYSTEMS: S&P Affirms 'BB' Corporate Credit Rating ------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'BB' CCR on Wichita, Kansas-based Spirit AeroSystems Inc. At the same time, S&P assigned its 'BBB-' issue-level rating, two notches above the CCR, and a '1' recovery rating, indicating its expectation of very high (90%-100%) recovery in a payment default scenario, to Spirit's proposed extended $500 million revolver (currently $409 million) due Sept. 30, 2014 (currently June 30, 2012) and extended $569 million term loan due Sept. 30, 2016 (currently Sept. 30, 2013). The amounts of the revolver and term loan to be extended are as yet to be determined. S&P also affirmed its 'BBB-' issue-level rating and '1' recovery rating on Spirit's existing revolver and term loan. S&P also lowered the issue-level rating to 'BB-' from 'BB' and revised recovery rating to '5' from '3', indicating its expectation of modest (10%-30%) recovery in a payment default scenario, on the company's $300 million senior unsecured notes, reflecting an increased amount of higher ranked debt. The outlook is stable. "S&P's CCR affirmation on Spirit reflects its expectations that the company will maintain adequate liquidity and appropriate or better credit protection measures, despite near-term cash flow pressures resulting from continued liquidation of advance payments from Boeing Co. related to its 787 aircraft, increasing inventory to support new programs, and higher levels of capital expenditures," said Standard & Poor's credit analyst Roman Szuper. The ratings on Spirit also take into account its participation in the competitive and cyclical commercial aerospace industry; reliance on one customer, Boeing, for about 85% of sales; significant near-term costs related to the development of Boeing's 787 aircraft; and the large upfront investment required to participate in new programs. Spirit's position as the largest independent supplier of structures for commercial aircraft, sizable backlog, moderately leveraged capital structure, and credit metrics that are generally above average for the rating partly offset these factors. S&P assesses the company's business risk profile as fair and its financial risk profile as significant. The outlook is stable. Adequate near-term liquidity, expected improved performance on existing programs, a sizable backlog, and improved commercial aerospace prospects should help Spirit maintain its current credit quality. Although most credit protection measures appear strong for the rating, S&P expects the company to have significant negative free cash flow over the next 12 to 18 months. Accordingly, an upgrade is not likely during that time. "S&P could lower the ratings if the commercial aerospace market deteriorates noticeably, or if any additional problems on the 787 or other programs have a material adverse effect on cash flow and liquidity, with cash and revolver availability declining below $200 million," Mr. Szuper added. SPORTSMAN'S WAREHOUSE: "Stub Rent" Not Administrative Expense ------------------------------------------------------------- WestLaw reports that a Chapter 11 debtor's obligation for "stub rent" relating to its occupany of leased commercial premises from the date that the petition was filed through the end of that month was an obligation that arose prepetition, on the first day of the month in which the petition was filed. Thus, landlords did not have an administrative expense claims for such stub rent, at least not pursuant to the bankruptcy statute requiring the trustee to timely perform all obligations of the debtor under any unexpired lease of nonresidential real property arising from and after the order for relief. However, landlords could assert such a claim under the general administrative expense provision. In re Sportsman's Warehouse, Inc., --- B.R. ----, 2009 WL 2382625, 51 Bankr. Ct. Dec. 268 (Bankr. D. Del.) (Sontchi, J.). Headquartered in Midvale, Utah, Sportsman's Warehouse, Inc. -- http://www.sportsmanswarehouse.com/-- and its affiliates has 29 stores selling indoors and outdoor gears and equipment. The Companies filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-10990) on March 20, 2009. Gregg M. Galardi, Esq., at Skadden, Arps, Slate, Meagher assists the Companies in their restructuring efforts. Kurtzman Carson Consultants is the Company's claims agent. Roberta DeAngelis, U.S. Trustee for Region 3, appointed seven members to the official committee of unsecured creditors of Sportsman's Warehouse Inc. Greenberg Traurig LLP represents the Committee. The Company disclosed assets of $436 million and debt totaling $452 million as of December 31, 2008. The Company emerged from chapter 11 in August 2009 under the terms of a Second Amended Plan projecting that general unsecured claims, owed $130 million, would recover about 15% from future cash flows. SRKO FAMILY: Promises to Pay Creditors from Project Sale Proceeds ----------------------------------------------------------------- The SRKO Family Limited Partnership submitted to the U.S. Bankruptcy Court for the District of Colorado a proposed Plan of Reorganization and an explanatory Disclosure Statement. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. According to the Disclosure Statement, the Debtor will sell the Project, Filing 1, within four to six months of the effective date, and the secured claims of mechanics liens claimants under Class 4 will be satisfied with the proceeds from the sale. The Debtor will continue to operate its business and market, and sell, refinance and develop the Project, 109 Acres within five years for the benefit of the creditors holding claims against the real estate, and for the benefit of the Class 11 general unsecured creditors. Under the Plan, allowed secured claim of Sunshine Home Development, Inc., under Class 7, will receive nothing under the Plan. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/SRKOFamily_DS.pdf The Debtor is represented by: Lee M. Kutner, Esq. Kutner Miller Brinen, P.C. 303 East 17th Avenue, Suite 500 Denver, CO 80203 About The SRKO Family LP The SRKO Family Limited Partnership, dba Colorado Crossing, is based in Colorado Springs, Colorado. The Company filed for Chapter 11 bankruptcy protection on February 19, 2010 (Bankr. D. Colo. Case No. 10-13186). The Debtor disclosed $34,421,448 in assets and $80,619,854 in liabilities as of the Petition Date. STONEBRIDGE OF MINT HILL: Ct. Denies Claims v. NVR -------------------------------------------------- The Hon. George R. Hodges rejects claims asserted by Stonebridge of Mint Hill, LLC, and W. Jefferson Leath -- and dismisses their lawsuit -- against NVR, Inc. The Court finds and concludes that Stonebridge's and Mr. Leath's claims for breach of contract and indemnity against NVR do not state plausible claims for relief as a matter of law. The Court grants NVR's Motion to Dismiss. A copy of the Court's memorandum opinion is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20101007668 NVR Inc. is represented by: Kurt E. Lindquist II, Esq. Christopher M. Olds, Esq. WOMBLE CARLYLE SANDRIDGE & RICE, PLLC One Wachovia Center Suite 3500, 301 South College Street Charlotte, NC 28202-6037 Tel: (704) 331-4917 Fax: (704) 338-7859 Mr. Leath is represented by: Timothy W. Bouch, Esq. LEATH, BOUCH & SEEKINGS, LLP 92 Broad Street Charleston, SC 29401 Tel: (843) 937-8811 The Debtor is represented by: Richard S. Wright, Esq. HAMILTON MOON STEPHENS STEELE & MARTIN, PLLC 201 South College Street, Suite 2020 Charlotte, NC 28244-2020 Tel: (704) 344-1117 Fax: (704) 344-1483 E-mail: rwright@lawhms.com The Debtor developed lots and infrastructure in a residential subdivision located in Mint Hill, North Carolina, known as Stonebridge of Mint Hill. STONEBRIDGE OF MINT HILL: Ct. Denies Counterclaims v. Wells Fargo ----------------------------------------------------------------- In Wells Fargo Bank, N.A., successor by merger to Wachovia Bank, N.A., v. Stonebridge of Mint Hill, LLC, John Kevin Cobb, Beverly A. Cobb, Max B. Smith, Jr., Christy C. Smith, and W. Jefferson Leath, Adv. Proc. No. 10-03181 (Bankr. W.D. N.C., October 7, 2010), the Hon. George R. Hodges dismisses, in their entirety with prejudice, all of the counterclaims asserted by the Debtor and Mr. Leath; and denied the Borrower Parties leave to amend their counterclaims. On March 4, 2010, the Lender filed the collection action in Mecklenburg County Superior Court to collect on a commercial real estate loan and related personal guaranties, all connected with the Stonebridge residential subdivision development in Mint Hill. Following the Debtor's bankruptcy filing, the Lender timely filed a notice of removal in the Bankruptcy Court, removing all claims and counterclaims between the Lender and all defendants. The Borrower Parties admit their failure to timely repay the Loan. However, they assert identical counterclaims against the Lender for negligence and breach of fiduciary duty. The Lender seeks dismissal of all counterclaims. The Bankruptcy Court holds that the Borrower Parties' counterclaims still fail to state a claim for relief. The Borrower Parties have alleged claims that are, at best, implausible; the only facts they have alleged are either expressly contradicted by the Loan Documents or simply not actionable. A copy of the Court's Order is available at: http://www.leagle.com/unsecure/page.htm?shortname=inbco20101007667 The Lender is represented by: David M. Schilli, Esq. Andrew W. J. Tarr, Esq. ROBINSON BRADSHAW & HINSON, P.A. 101 North Tryon Street, Suite 1900 Charlotte, NC 28246 Telephone: 704-377-8346 Facsimile: 704-373-3946 E-mail: dschilli@rbh.com atarr@rbh.com The Borrower Parties are represented by: Timothy W. Bouch, Esq. LEATH, BOUCH & SEEKINGS, LLP 92 Broad Street Charleston, SC 29401 Telephone: (843) 937-8811 The Debtor is represented by: Richard S. Wright, Esq. HAMILTON MOON STEPHENS STEELE & MARTIN, PLLC 201 South College Street, Suite 2020 Charlotte, NC 28244-2020 Telephone: 704-344-1117 Facsimile: 704-344-1483 E-mail: rwright@lawhms.com The Debtor developed lots and infrastructure in a residential subdivision located in Mint Hill, North Carolina, known as Stonebridge of Mint Hill. THERMADYNE HOLDINGS: Irving Deal Won't Affect Moody's 'B3' Rating ----------------------------------------------------------------- Moody's Investors Service said Thermadyne Holdings Corporation's announcement that it signed a definitive agreement to be acquired by affiliates of Irving Place Capital does not have an impact on its B3 corporate family rating at this time. The last rating action on THMD was the August 4, 2010 change in rating outlook to positive from negative. THMD, headquartered in Chesterfield, Missouri, is a global manufacturer of cutting and welding equipment, including fuel gas and plasma torches, arc accessories and related consumable parts. Its products are used by a wide variety of manufacturing and construction operations to cut, join and reinforce steel, aluminum and other metals. For the twelve months ending June 30, 2010, sales totaled approximately $385 million. THOMPSON CREEK: S&P Affirms Corporate Credit Rating at 'B+' ----------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' long- term corporate credit rating on Denver, Colorado-based Thompson Creek Metals Co. The outlook is stable. At the same time, S&P assigned its 'BB' issue-level rating, with a '1' recovery rating, to the company's proposed US$300 million senior secured revolving credit facility. The '1' recovery rating indicates S&P's expectation of very high (90%-100%) recovery in the event of default. "The ratings on Thompson Creek reflect what S&P views as the company's weak business risk profile, highlighted by very limited operating diversity, volatile molybdenum prices, and the capital- intensive nature of its operations," said Standard & Poor's credit analyst Donald Marleau. "Partially offsetting these factors, in S&P's opinion, are the company's relatively attractive cost profile, long reserve lives at its two operating mines, and good credit protection measures," Mr. Marleau added. Thompson Creek produces molybdenum, which is used primarily to produce steel and stainless steel alloy. Standard & Poor's expects the company to produce 29 million-32 million pounds of molybdenum in 2010 from its two operating mines in the U.S. and Canada. By acquiring Terrane Metals (not rated), Thompson Creek has added the construction-ready Mt. Milligan copper and gold development project in British Columbia to its business. While the project will require more than C$900 million in capital in the next several years, S&P believes that completion of the mine should improve Thompson Creek's operating diversity, which is a key constraint on the rating. Standard & Poor's considers Thompson Creek's financial risk profile to be significant, as S&P believes the company will generate substantial negative free operating cash flow in the next several years as it completes more than US$1 billion of expansionary capital expenditures. The company's acquisition of Terrane Metals was financed with existing cash balances and equity. The stable outlook reflects S&P's view that Thompson Creek will generate credit metrics that are solid for the rating given the company's weak business risk profile, with adjusted debt to EBITDA of less than 2x, assuming stable molybdenum prices and production costs. Furthermore, S&P estimates that the company's free cash burn in the next several years will be funded with existing sources of liquidity. The ratings could come under pressure if Thompson Creek's large capital expenditure program contributes to an accelerated free cash burn, with liquidity declining to less than US$250 million. S&P believes that such a scenario would coincide with an unexpected decline in molybdenum prices to about US$10 per pound for a sustained period. S&P could consider a positive rating action as the company executes its growth plans, thereby adding to its operating diversity without compromising its solid financial risk profile. S&P's current ratings on Thompson Creek incorporate the expectation that the proposed US$300 million senior secured credit facility will be completed as planned. TOWER AUTOMOTIVE: S&P Puts 'B' Rating on CreditWatch Positive ------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B' corporate credit and senior secured debt ratings on Michigan-based Tower Automotive LLC on CreditWatch with positive implications. "The CreditWatch placement is based on S&P's expectation that the company could pay down about $93 million in outstanding debt from the net proceeds of its planned initial public offering," said Standard & Poor's credit analyst Lawrence Orlowski. "Also, as global vehicle demand continues to recover, S&P expects company sales and profitability to rise in 2010 and 2011," he added. "Consequently, S&P believe, Tower Automotive's credit metrics will improve and could be consistent with a higher rating." Still, operating results will continue to reflect what S&P considers to be Tower's aggressive financial risk profile (including limited free cash flow generation in 2010) and weak business risk profile (several major competitors and prospects for volatile production levels). But, the company's cash flow is expected to be slightly positive in 2010. Beyond this year, credit measures could improve as the global auto sector gradually recovers. S&P expects to resolve the CreditWatch in the near-future if the IPO is completed. The possible decrease in debt would improve the company's leverage and would likely lead to a modest upgrade. For example, S&P could raise its corporate credit rating if S&P believed leverage would be below 4x and FFO to debt rises above 10% on a sustained basis. TREE MOSS: Asset Sale Hearing Set for Oct. 26 in Nevada ------------------------------------------------------- Subject to any higher and better offers, Lisa M. Poulin, the duly appointed chapter 11 trustee for Tree Moss Partners, LLC, intends to sell substantially all of the debtor's estate's assets, free and clear of liens, claims, interests and encumbrances to Diamond Resorts Palm Springs Development, LLC. Competing offers must be submitted to the Trustee by 4:00 p.m., prevailing Pacific time, on Oct. 21, 2010. The Sale Hearing is currently scheduled to be conducted before the Honorable Linda B. Riegle, on Oct. 26, 2010 at 1:30 p.m. prevailing Pacific time, in Las Vegas, Nev. Copies of the Bidding and Sale Procedures may be obtained by sending a written request to: Teresa M. Pilatowicz, Esq. Gordon Silver 3960 Howard Hughes Parkway, 9th Floor Las Vegas, NV 89169. Any objections to the sale transaction must be filed by 4:00 p.m., prevailing Pacific time, on Oct. 12, 2010, and served on: William M. Noall, Esq. Gordon Silver 3960 Howard Hughes Parkway, 9th Floor Las Vegas, NV 89169 - and - Elizabeth Brennan, Esq. Diamond Resorts Corporation 10600 West Charleston Boulevard Las Vegas, NV 89135 and the United States Trustee. USA Capital Diversified Trust Deed Fund (itself, a Chapter 11 debtor) filed an involuntary Chapter 7 petition (Bankr. D. Nev. Case No. 06-13758) in 2006 and the case subsequently converted to a Chapter 11 proceeding. TRIBUNE CO: Bank Debt Trades at 33% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Tribune Co. is a borrower traded in the secondary market at 66.54 cents-on-the- dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.62 percentage points from the previous week, The Journal relates. The Company pays 300 basis points above LIBOR to borrow under the facility, which matures on May 17, 2014. Moody's has withdrawn its rating while Standard & Poor's does not rate the bank debt. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austion LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North Americal LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of December 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. TRONOX INC: U.S. Trustee Gets to Reduce Fees by $245,000 -------------------------------------------------------- Roberta A. DeAngelis, U.S. Trustee for Region 3, notes that professionals in Tronox Inc.'s Chapter 11 cases seek fees totaling $12,876,573 and reimbursement of out-of-pocket expenses totaling $479,455 for the February to June 2010 period. In response to her comments and concerns, the U.S. Trustee tells the Court that the Professionals have agreed to voluntarily reduce their requests for interim compensation by an amount aggregating $245,169 and to voluntarily reduce their reimbursement of out-of-pocket expenses by $23,252. The United States Trustee further relates that all Retained Professionals have also agreed to maintain the Court ordered 20% holdback of fees -- except for Pillsbury Winthrop, counsel to the Equity Committee, which maintains 30% -- pending the final resolution of the Debtors' Chapter 11 cases. About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders have been appointed in the cases. The Creditors Committee has retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. Until September 30, 2008, Tronox Inc. was publicly traded on the New York Stock Exchange under the symbols TRX and TRX.B. Since then, Tronox Inc. has traded on the Over the Counter Bulletin Board under the symbols TROX.A.PK and TROX.B.PK. As of December 31, 2008, Tronox Inc. had 19,107,367 outstanding shares of class A common stock and 22,889,431 outstanding shares of class B common stock. TRUVO USA: Plan Confirmation Hearing Rescheduled to October 26 -------------------------------------------------------------- The Hon. Arthur J. Gonzalez of the U.S. Bankruptcy Court for the Southern District of New York has rescheduled the hearing to October 26, 2010, at 10:00 a.m. (New York City Time), to consider the confirmation of Truvo USA and other non-operating affiliates' proposed Plan of Reorganization, amended as of October 5. Objections, if any, are due October 21 at 4:00 p.m. As reported in the Troubled Company Reporter on October 7, Truvo Group struck a deal with its unsecured creditors that would give them a greater recovery when the Company xits from Chapter 11 protection. The revised proposal: -- would increase to EUR20 million ($27.4 million) from EUR15 million the amount to be divvied up among holders of Truvo's high-yield bonds; and -- entitles the high-yield bondholders to: * warrants good for a higher percentage of the reorganized Truvo's shares than they would have previously received; and * cash good for 7.5% of Truvo's U.S. tax proceeds, if that money is available. TCR reported that the holders of the high-yield notes will get the better recovery only if they vote for Truvo's new bankruptcy-exit plan. Truvo's committee of unsecured creditors, which is representing the bondholders, agreed to support the plan and withdraw all litigation regarding it. Full-text copies of the Plan and Disclosure Statement is available for free at: http://bankrupt.com/misc/TRUVOUSA_2ndAmendedPlan.pdf http://bankrupt.com/misc/TRUVOUSA_AmendedDS.pdf Amended ballots must be properly executed, completed, and delivered by 4:00 p.m. on October 21 to the voting agent: Kurtzman Carson Consultants LLC 2335 Alaska Avenue El Segundo, CA 90245 Holders of senior debt claims may submit their amended ballots electronically to the voting agent at truvoinfo@kccllc.com; provided, that hard copies of the original amended ballots are received by October 25 at 4:00 p.m. Holder of a senior debt claim who has already submitted a ballot may submit an amended ballot to reject the Second Amended Plan so as to be received prior to the new voting deadline. The Court also ordered that holders of HY Notes Claims, PIK Debt Claims, and General Unsecured Claims who submitted ballots accepting the First Amended Plan on or prior to the Original Voting Deadline will be deemed to have accepted the Second Amended Plan. About Truvo USA Wilmington, Delaware-based Truvo USA LLC is a non-operating subsidiary of Belgium-based Truvo Luxembourg S.a.r.l, which publishes print and online directories through its operating subsidiaries. Truvo USA and other non-operating affiliates filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-13513) on July 1, 2010. The Company estimated $500 million to $1 billion in assets and more than $1 billion in debts in its Chapter 11 petition. Sean A. O'Neal, Esq., and Thomas J. Moloney, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, and Vincent Edward Lazar, Esq., at Jenner & Block LLP, assist the Company in its restructuring effort. Jenner & Block LLP and Simpson Thacher & Bartlett LLP are the Company's special counsel. Houlihan Lokey Howard & Zukin (Europe), Limited, is the Company's restructuring and financial advisor. Truvo Luxembourg and its operating subsidiaries have not sought protection under Chapter 11 protection or any other insolvency regime. TUTOR PERINI: S&P Assigns 'BB-' Corporate Credit Rating ------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'BB-' preliminary corporate credit rating to Sylmar, Calif.-based Tutor Perini Corp. At the same time, S&P also assigned a 'BB-' preliminary issue-level rating to the company's proposed $300 million senior unsecured notes. The preliminary recovery rating is '4', indicating S&P's expectation of an average (30%- 50%) recovery in a payment default scenario. Proceeds from the notes will be used for general corporate purposes, which could include share repurchases and acquisitions. S&P doesn't expect the notes to be registered under the Securities Act of 1933. The company also has a $205 million revolver and a supplementary line of $107 million, which S&P does not rate. "The ratings on Tutor Perini reflect the company's weak business risk profile and significant financial risk profile. S&P expects that a growing proportion of civil construction projects will partially offset weakness in commercial construction and enable the company to generate free cash flow," said Standard & Poor's credit analyst Sarah Wyeth. However, S&P expects that a growing proportion of civil construction projects will enable the company to achieve operating margin (before depreciation and amortization) of about 5%, allowing it to maintain debt (adjusted for pensions and operating leases) to EBITDA of about 2.5x. The outlook is stable. "S&P expects stimulus-driven and other government project spending to somewhat offset weakness in commercial construction end markets. However, if operating performance is weaker than expected, resulting in debt to EBITDA above 3.5x, S&P could consider lowering the rating. If S&P expects the company to maintain metrics that could support a higher rating, and S&P expects the company to pursue a less aggressive financial policy, S&P could consider raising the rating," Ms. Wyeth added. UAL CONTINENTAL: UAL Bank Debt Trades at 6% Off ----------------------------------------------- Participations in a syndicated loan under which United Air Lines Inc. is a borrower traded in the secondary market at 94.30 cents- on-the-dollar during the week ended Friday, October 8, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.94 percentage points from the previous week, The Journal relates. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on February 1, 2014, and carries Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 213 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About United Continental United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world.For more information about United Continental Holdings, Inc., go to UnitedContinentalHoldings.com. For more information about the airlines, see http://www.united.com/and http://www.continental.com/, and follow each company on Twitter and Facebook. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp 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. At June 30, 2010, UAL had $20.134 billion in total assets against total current liabilities of $8.573 billion, long-term debt of $6.281 billion, long-term obligations under capital leases of $1.01 billion, other liabilities and deferred credits of $7.022 billion, and a stockholders' deficit of $2.756 billion. ULTIMATE ESCAPES: Chairman R. Keith Resigns as Member of Board -------------------------------------------------------------- Effective as of October 6, 2010, Richard Keith resigned from his positions as Chairman and a member of the board of directors of Ultimate Escapes, Inc. About Ultimate Escapes Kissimmee, Fla.-based Ultimate Escapes, Inc. (OTC BB: ULEI and ULEI-W) -- http://www.ultimateescapes.com/-- is a luxury destination club that sells club memberships offering members reservation rights to use its vacation properties, subject to the rules of the club member's Club Membership Agreement. The Company's properties are located in various resort locations throughout the world. On September 20, 2010, Ultimate Escapes, Inc., filed for protection under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware for itself and certain of its subsidiaries. Kissimmee, Florida-based Ultimate Escapes Holdings, LLC, filed for Chapter 11 bankruptcy protection on September 20, 2010 (Bankr. D. Del. Case No. 10-12915). Affiliates Ultimate Resort, LLC; Ultimate Operations, LLC; Ultimate Resort Holdings, LLC; Ultimate Escapes, Inc. (fka Secure America Acquisition Corporation); P & J Partners, LLC; UE Holdco, LLC; UE Member, LLC, et al., filed separate Chapter 11 petitions. CRG Partners Group LLC is the Debtors' chief restructuring officer. Ultimate Escapes estimated assets at $10 million to $50 million and debts at $100 million to $500 million as of the Petition Date. ULTIMATE ESCAPES: Section 341(a) Meeting Scheduled for Oct. 28 -------------------------------------------------------------- Roberta DeAngelis, the U.S. Trustee for Region 3, will convene a meeting of Ultimate Escapes Holdings, LLC, et al.'s creditors on October 28, 2010, at 11:00 a.m. The meeting will be held at J. Caleb Boggs Federal Building, 5th Floor, Room 5209, Wilmington, Delaware 19801. This is the first meeting of creditors required under Section 341(a) of the U.S. Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This Meeting of Creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Ultimate Escapes Ultimate Escapes, Inc. -- http://www.ultimateescapes.com/-- is a luxury destination club that sells club memberships offering members reservation rights to use its vacation properties, subject to the rules of the club member's Club Membership Agreement. The Company's properties are located in various resort locations throughout the world. Kissimmee, Florida-based Ultimate Escapes Holdings, LLC, filed for Chapter 11 bankruptcy protection on September 20, 2010 (Bankr. D. Del. Case No. 10-12915). Affiliates Ultimate Resort, LLC; Ultimate Operations, LLC; Ultimate Resort Holdings, LLC; Ultimate Escapes, Inc. (fka Secure America Acquisition Corporation); P & J Partners, LLC; UE Holdco, LLC; UE Member, LLC, et al., filed separate Chapter 11 petitions. CRG Partners Group LLC is the Debtors' chief restructuring officer. Ultimate Escapes estimated assets at $10 million to $50 million and debts at $100 million to $500 million as of the Petition Date. URBAN BRANDS: Sale Hearing Scheduled for Oct. 27 in Del. -------------------------------------------------------- Urban Brands, Inc., has accepted, subject to any higher and better offers exceeding $15.5 million, a bid from New Ashley Stewart, LLC, to purchase substantially all of the Company's assets. Competing bids must be submitted by 9:00 a.m. on Oct. 22, 2010; an auction, if necessary, will be held at 10:00 a.m. on Oct. 25, 2010; and the Debtors will ask the Bankruptcy Court to approve the sale transaction at an 11:00 a.m. hearing on Oct. 27, 2010. Any objections must be filed by 4:00 p.m. on Oct. 21, 2010, and served on: The Debtors: Laura Weil Urban Brands, Inc. 100Metro Way Secaucus, NJ 07094-1906 Debtors' Counsel: Mark D. Collins, Esq. Michael J. Merchant, Esq. L. Katherine Good, Esq. Richards, Layton & Finger, P.A. One Rodney Square 920 N. King St. Wilmington, DE 19801 The Debtors' Financial Advisor: Perry M. Mandarino PricewaterhouseCoopers LLP 300 Madison Avenue New York, NY 10017 Counsel to the Lender: Donald E. Rothman, Esq. Riemer & Braunstein LLP 3 Center Plaza Boston, MA 02108 Creditors' Committee Counsel: Lawrence C. Gottlieb, Esq. Cathy Hershcopf, Esq. Cooley LLP 1114 Avenue of the Americas New York, NY 10036 New Ashley's Counsel: Steven J. Reisman, Esq. Timothy A. Barnes, Esq. Curtis, Mallet-Prevost, Colt & Mosle LLP 101 Park Ave. New York, NY 10178 Secaucus, N.J.-based Urban Brands, Inc., operates a chain of women's apparel stores. Urban Brands sought Chapter 11 protection (Bankr. D. Del. Case No. 10-13005) on September 21, 2010. The retailer estimated its assets at $10 million to $50 million and debts at $100 million to $500 million. Affiliates A.S. Interactive, Inc., et al., filed separate Chapter 11 petitions. BMC Group, Inc., serves as the Debtors' claims and noticing agent. US DATAWORKS: Extends Forbearance Agreement Until Oct. 13 --------------------------------------------------------- On September 30, 2010 US Dataworks, Inc., and Silicon Valley Bank ("SVB") entered into that certain Forbearance to Loan and Security Agreement pursuant to which SVB has agreed, for the period beginning on September 30, 2010, and ending on October 13, 2010, to forbear from filing any legal action or instituting or enforcing any rights and remedies it may have against the Company arising out of the Company's failure to comply with the following (collectively, the "Existing Defaults"): (i) the financial covenants set forth in Section 6.7(a) of that certain Loan and Security Agreement dated as of February 9, 2010, as amended by that certain First Amendment to Loan and Security Agreement dated March 5, 2010, and that certain Second Amendment to Loan and Security Agreement dated April 23, 2010 (the "Loan Agreement"), for the April 2010, May 2010, June 2010, July 2010 and August 2010 measuring periods, (ii) the financial covenants set forth in Section 6.7(b) of the Loan Agreement for the May 2010, June 2010, July 2010 and August 2010 measuring periods and (iii) the restrictions on making payments with respect to Subordinated Debt (as defined in the Loan Agreement) in the aggregate amount of $29,200 (the "Subordinated Debt Payments") in violation of Section 7.9 of the Loan Agreement and Section 3 of that certain Subordination Agreement dated as of February 9, 2010, between the Company, SVB and the subordinated creditors therein named (the "Subordination Agreement"). The Forbearance Agreement also contains the separate consent of SVB to the Subordinated Debt Payments. The foregoing description of the Forbearance Agreement is qualified in its entirety by reference to the Forbearance Agreement, a copy of which is available at no charge at: http://researcharchives.com/t/s?6c41 The Company was not required to pay any fees in connection with the Forbearance Agreement. The Company and SVB are currently in discussions concerning an amendment to the Loan Agreement pursuant to which the Existing Defaults would be waived and the Company would be back in compliance with its covenants under the Loan Agreement and the Subordination Agreement. The Company currently expects that such an amendment would be in place by the end of the Forbearance Period. About US Dataworks Sugar Land, Tex.-based US Dataworks, Inc. (OTC BB: UDWK.OB) -- http://www.usdataworks.com/-- develops, markets, and supports payment processing software for multiple market segments. Its customer base includes some of the largest financial institutions as well as credit card companies, government institutions, banker's banks and high-volume merchants in the United States. The Company was formerly known as Sonicport, Inc. At June 30, 2010, the Company's balance sheet showed $5.67 million in total assets, $4.43 million in total liabilities, and shareholders' equity of $1.24 million. US EXPRESS: Moody's Gives Stable Outlook, Affirms 'B3' Rating ------------------------------------------------------------- Moody's Investors Service has changed the rating outlook of U.S. Xpress Enterprises, Inc. to stable from negative and affirmed the company's B3 corporate family and probability of default ratings. The rating outlook change to stable from negative reflects improvements in volumes and pricing, first evidenced in Q2-2010, that Moody's expect to continue through 2011. The outlook assumes that U.S. Xpress' capital spending will remain conservative until revenues grow more than they have grown in the first half of 2010 versus the like period in 2009. The B3 corporate family rating reflects a weak EBIT to interest ratio and risk of annual unprofitability probably until 2012, good scale and an adequate liquidity profile. Although pricing gains that began surfacing in Q2-2010 could moderate as influence on freight volumes from inventory re-stocking diminishes, Moody's do not think the gains will much reverse. Significant volume growth is unlikely in the sluggish economy and most players are fairly leveraged, so the need to add capacity to maintain market share is low. As well, U.S. Xpress has a relatively young fleet whose re- investment requirements are not yet overly pressing. Thus, ability to temporarily keep capital spending low -- without compromising operational integrity -- should help the company reduce debt and thereby maintain compliance with scheduled financial ratio covenant test step-downs upcoming. An expectation of moderate fuel prices should limit working capital increases and further contributes to likelihood of debt reduction. Until the economy grows more, however, operating income will probably remain limited, and interest coverage measures will probably remain adequate but not robust. Ratings upgrade would depend on the company's achieving an annual net profit that approaches the 2006 level, and -- while re- investing at its historical rate -- a free cash flow to debt ratio in the low single digit percentage range. A downgrade would depend on debt to EBITDA exceeding 6.0x, or trailing twelve month EBIT to interest of 0.5x or less (EBIT to interest was 0.5x as of Q2-2010 but is expected to materially rise by Q4-2010; all cited metrics Moody's adjusted basis.) Ratings affirmed: -- Corporate family and probability of default, B3 -- $50 million senior secured revolving credit facility due October 2012 B2, LGD3, to 34% from 39% -- $165 million senior secured term loan due October 2014 B2, LGD3, to 34% from 39% Moody's last announcement on U.S. Xpress occurred May 11, 2009, when the corporate family rating of B3 was affirmed and a negative rating outlook was maintained. U.S. Xpress' ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) the projected performance of the company over the near to intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of U.S. Xpress' core industry and U.S. Xpress' ratings are believed to be comparable to those of other issuers of similar credit risk U.S. Xpress Enterprises, Inc., a Nevada Corporation, headquartered in Chattanooga, Tennessee, provides truckload transportation services in North America, including line-haul, dedicated and inter-modal freight services. The company had 2009 revenues of approximately $1.5 billion. UTSTARCOM INC: Sets December 13 Annual Meeting of Stockholders -------------------------------------------------------------- UTStarcom Inc. said that the 2010 Annual Meeting of Stockholders will be held on December 13, 2010, at 1:00 p.m., local time. The meeting will be held at the Company's offices located at 20F, Tower E1, The Towers, Oriental Plaza, No. 1 East Chang An Ave., Dong Cheng District, Beijing, China. Stockholders of record as of the close of business on October 19, 2010, are entitled to notice of and vote at the 2010 Annual Meeting. About UTStarcom, Inc. UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions and international service and support. The Company sells its solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. The Company was founded in 1991 and is headquartered in Alameda, California. The Company's balance sheet at June 30, 2010, showed $813.29 million in total assets, $576.25 million in total liabilities, and stockholders' equity of $237.03 million. * * * In its Form 10-K, the Company noted that it has recorded operating losses in 19 of the 20 consecutive quarters in the period ended December 31, 2009. At December 31, 2009, the Company had an accumulated deficit of $1.067 billion. While operating results are expected to improve in 2010 compared with prior years, management expects the Company to continue to incur losses in 2010. VISANT CORP: S&P Assigns 'BB-' Rating on $1.425 Senior Loan ----------------------------------------------------------- Standard & Poor's Ratings Services assigned ratings to Armonk, N.Y.-based school affinity provider and niche printing company Visant Corp.'s recently completed senior secured credit facilities and senior notes offerings. S&P assigned the company's $1.425 billion senior secured credit facility an issue-level rating of 'BB-' (one notch higher than the 'B+' corporate credit rating on parent company, Visant Holding Corp.) with a recovery rating of '2', indicating S&P's expectation of substantial (70% to 90%) recovery for lenders in the event of a payment default. The facility consists of a $1.25 billion term loan facility due December 2016 and a $175 million revolving credit facility due December 2015. S&P is also withdrawing the 'BB' issue-level rating and '1' recovery rating on the company's existing senior secured credit facility given the termination of these obligations. S&P also assigned Visant Corp.'s $750 million senior notes due October 2017 S&P's issue-level rating of 'B-' (two notches lower than the 'B+' corporate credit rating) with a recovery rating of '6', indicating S&P's expectation of negligible (0% to 10%) recovery for noteholders in the event of a payment default. These ratings are being assigned in conjunction with the closing of the refinancing of the company's existing capital structure and S&P's review of final documentation of the debt obligations. Upon the completion of the redemption in full of all outstanding note obligations issued by Visant Holding Corp. and Visant Corp., which is expected to occur on Oct. 21, 2010, S&P will withdraw all existing issue-level and recovery ratings on these obligations. The corporate credit rating on Visant Holding Corp. was affirmed at 'B+', and the rating outlook is stable. "The 'B+' corporate credit rating reflects the meaningful increase in Visant's funded debt levels resulting from the company's recapitalization," said Standard & Poor's credit analyst Mike Listner. As part of the plan, Visant consummated a cash tender offer for its outstanding 10.25% senior discount notes due 2013, 8.75% senior notes due 2013, and 7.625% senior subordinated notes due 2012, as well as the termination of its senior secured credit facilities. The company also used a portion of the approximately $2 billion of new debt proceeds to fund a dividend payment to the company's shareholders. Based on outstanding debt balances totaling about $1.4 billion at the end of the second quarter of 2010, S&P expects that the recapitalization will result in a pro forma capital structure with incremental funded debt in excess of $500 million. This incremental amount will be used to fund the dividend payment and S&P believes this will drive its measure of adjusted leverage to the high-6x area at the end of 2010. S&P views the company's willingness to incur a relatively large debt-financed dividend as a meaningful departure from its view of a financial policy supportive of the previous 'BB-' rating. S&P continue to assess Visant's business risk profile as satisfactory, given its relative stability in operating performance over the economic cycle, good level of cash flow generation, and solid operating margins. Still, the impact on credit measures from the incremental indebtedness weighs on its assessment of the company's financial policy and risk profile. S&P expects that the company will continue to generate good levels of free cash flow, providing the flexibility for future debt repayment. However, the rapid deterioration in credit measures and management's more aggressive financial posture is more consistent with the current rating. Rating upside is unlikely without a firm commitment of maintaining leverage at or below 5.5x, which S&P does not believe could occur until at least 2013. VISICON SHAREHOLDERS: Asks for Feb. 13 Plan Filing Extension ------------------------------------------------------------ The Visicon Shareholders Trust, An Ohio Trust, U/A/D, asks the U.S. Bankruptcy Court for the Southern District of Ohio to extend the periods during which the Debtor has the exclusive right to file a plan of reorganization and the exclusive right to solicit acceptances of a Plan. The Debtor requests that: (i) the Exclusive Filing Period be extended by 120 days through and including February 3, 2011, and (ii) the Exclusive Solicitation Period be extended to April 4, 2011. In November, 2002, the Debtor entered into a $9,000,000 credit facility with Greenwich Capital Partners, which was a refinance of its then loan obligations. In conjunction with this financing arrangement, the Debtor granted Greenwich a mortgage lien on the Hotel and a security interest in all of the assets of the Debtor. This credit facility has been assigned several times, and the current holder of this obligation is GCCFC 2002-C1 Dayton Hotel Conference Center, LLC, who has instituted foreclosure proceedings in the U.S. District Court, Southern District of Ohio, Western Division at Dayton. GCCFC obtained appointment of a receiver, and such action and the appointment of a receiver has precipitated the Debtor's Chapter 11 filing. Since commencing its Chapter 11 case, the Debtor has worked with the GCCFC to reach an agreement regarding use of cash collateral and other matters. The Debtor believes that an extension of the Exclusive Filing Period and the Exclusive Solicitation Period will allow the Debtor sufficient time reach an agreement with GCCFC and to submit a successful Plan. Debtor is also currently working with the USAF to resolve the issues relating to compliance with the Operating Agreement resulting in reduced hotel occupancy. The Debtor believes that an extension of the Exclusive Filing Period and the Exclusive Solicitation Period will allow Debtor sufficient time resolve this issue. 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 Debtor in its restructuring effort. The Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities in its Chapter 11 petition. VYTERIS INC: Effects Conversion of $1.15 Mil. of Notes ------------------------------------------------------ Vyteris Inc. effected the conversion of $1,150,000 principal amount plus $17,250 of accrued interest with respect to 6% Subordinated Convertible Promissory Notes due September 30, 2010 into 5,836,250 shares of its Common Stock and 5,836,250 warrants to purchase Common Stock of the Registrant. The Notes were originally issued with respect to the Company's June 30, 2010, private placement to accredited investors. For each $0.20 of principal and interest converted, the Investors received both a share of the Company Common Stock and a five - year warrant to purchase one share of Common Stock of the Company at an exercise price of $0.25 per share. About Vyteris, Inc. Based in Fair Lawn, New Jersey, Vyteris, Inc. (formerly Vyteris Holdings (Nevada), Inc., has developed and produced the first FDA- approved electronically controlled transdermal drug delivery system that transports drugs through the skin comfortably, without needles. This platform technology can be used to administer a wide variety of therapeutics either directly into the skin or into the bloodstream. The Company holds approximately 50 U.S. and 70 foreign patents relating to the delivery of drugs across the skin using an electronically controlled "smart patch" device with electric current. According to the Company's 2009 annual report on Form 10-K, Amper, Politziner & Mattia, LLP, in Edison, N.J., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring losses and is dependent upon obtaining sufficient additional financing to fund operations and has not been able to meet all of its obligations as they become due. WEST CORPORATION: Modifies Senior Secured Credit Facility --------------------------------------------------------- West Corporation and Wells Fargo Bank National Association, as administrative agent, modified the Company's senior secured credit facilities by entering into a Restatement Agreement, amending and restating the Company's Credit Agreement dated October 24, 2006. In connection with the Restated Credit Agreement, West has extended the maturity of approximately $158 million of its $250 million senior secured revolving credit facility from October 2012 to January 2016 and the interest rate margins of such extended maturity revolving credit loans have been increased. The interest rate margins for the extended maturity revolving credit loans are based on the Company's leverage ratio based on a grid, which ranges from 2.75% to 3.50% for LIBOR rate loans, and from 1.75% to 2.50% for base rate loans. In connection with the Restated Credit Agreement, West has also extended the maturity date for $500 million of its existing term loans from October 24, 2013 to July 15, 2016 and the interest rate margins of such extended term loans have been increased. The interest rate margins for the extended term loans are based on the Company's corporate debt rating based on a grid, which ranges from 4.00% to 4.625% for LIBOR rate loans, and from 3.00% to 3.625% for base rate loans. The Restated Credit Agreement also provided for an increase to the interest rate margins of approximately $985 million of its term loans previously extended to July 2016. The modified interest rate margins of the previously extended term loans match the interest rate margins for the newly extended term loans. The Restated Credit Agreement also modified the financial covenants and certain covenant baskets. In particular, the Company is required to comply on a quarterly basis with a maximum total leverage ratio covenant and a minimum interest coverage ratio covenant. Pursuant to the Restated Credit Agreement, the total leverage ratio of consolidated total debt to Adjusted EBITDA may not exceed 5.75 to 1.0 at September 30, 2010, and the interest coverage ratio of Adjusted EBITDA to the sum of consolidated interest expense must be not less than 2.00 to 1.0 at September 30, 2010. The total leverage ratio will become more restrictive over time. A full-text copy of the Restatement Agreement is available for free at http://ResearchArchives.com/t/s?6c45 A full-text copy of the Amended And Restated Credit Agreement is available for free at http://ResearchArchives.com/t/s?6c46 A full-text copy of the Indenture dated Oct. 5, 2010, is available for free at http://ResearchArchives.com/t/s?6c47 A full-text copy of the Registration Agreement is available for free at http://ResearchArchives.com/t/s?6c48 About West Corporation Founded in 1986 and headquartered in Omaha, Nebraska, West Corporation -- http://www.west.com/-- provides outsourced communication solutions to many of the world's largest companies, organizations and government agencies. West Corporation has a team of 41,000 employees based in North America, Europe and Asia. West Corporation had total assets of $3,008,762,000, total liabilities of $4,068,914,000, Class L Common Stock of $1,413,958,000, and stockholders' deficit of $2,474,110,000 as of June 30, 2010. West Corp. carries a 'B2' corporate rating from Moody's and 'B+' corporate rating from Standard & Poor's. WEST CORPORATION: Moody's Upgrades Ratings on Senior Loan to 'Ba3' ------------------------------------------------------------------ Moody's Investors Service upgraded the ratings on West Corporation's existing senior secured term loan to Ba3 from B1 and the rating on $650 million of existing senior notes due 2014 to B3 from Caa1 upon the closing of its recent refinancing transactions. Concurrently, Moody's affirmed all other credit ratings including the B2 Corporate Family Rating and B2 Probability of Default Rating. The rating outlook is stable. West's recent refinancing transactions included an extension of $500 million of its existing senior secured term loan, an amended $250 million revolving credit facility and the issuance of $500 million of senior unsecured notes. Moody's took these rating actions (LGD assessments revised): -- Upgraded $1.4 billion senior secured term loan B due 2013/2016, to Ba3 (LGD 2, 25%) from B1 (LGD 3, 33%) -- Upgraded $650 million senior notes due 2014, to B3 (LGD 5, 76%) from Caa1 (LGD 5, 83%) -- Affirmed $500 million senior secured term loan B due 2016, Ba3 (LGD 2, 25%) -- Affirmed $250 million amended revolving credit facility due 2012-2016, Ba3 (LGD 2, 25%) -- Affirmed $500 million senior unsecured notes due 2018, B3 (LGD 5, 76%) -- Affirmed $450 million senior subordinated notes due 2016, Caa1 (LGD 6, 94%) -- Affirmed Corporate Family Rating, B2 -- Affirmed Probability of Default Rating, B2 -- Affirmed Speculative Grade Liquidity Rating, SGL-2 -- Withdrew $250 million senior secured revolving credit facility due 2012, B1 (LGD 3, 33%) Ratings Rationale The upgraded ratings on the existing secured credit facility reflect less secured debt outstanding and greater debt cushion in the form of additional senior notes upon the close of the refinancing. The upgraded ratings on the senior notes due 2014 reflect subordination to a lower balance of secured debt. The B2 Corporate Family Rating reflects significant financial leverage, revenue declines in certain agent-based service lines, pricing pressures, and technology risks in automated service lines. The ratings are supported by the company's scale and leading market positions, track record of revenue and profitability growth in automated service lines, and stable financial performance during 2009 and the first half of 2010 despite pressures from a difficult macro-environment. Financial strength metrics are broadly in line with the B2 rating category. The stable outlook anticipates flat revenues, modest profitability growth and a modest improvement in financial strength metrics over the next year. The ratings could be upgraded if improving financial performance or debt reduction results in sustained Debt to EBITDA and free cash flow to debt of about 5 times and 7%, respectively. The ratings could be pressured if pricing trends worsen or significant client losses result in declining revenues and operating margins. A significant debt financed acquisition that weakens credit metrics could also pressure the rating. If these conditions result in sustained Debt to EBITDA and free cash flow to debt of greater than 7 times and less than 2%, respectively, a downgrade is possible. Based in Omaha, Nebraska, West is a leading provider of outsourced communication solutions to clients in a variety of industries, including telecommunications, banking, retail, financial services, technology and healthcare. The company operates in two business segments, unified communications and communication services, and reported revenues of approximately $2.4 billion in the twelve month period ended June 30, 2010. WILSHIRE COURTYARD: Calif. Loses Attempt to Collect More Taxes -------------------------------------------------------------- WestLaw reports that the post-confirmation attempt by the California Franchise Tax Board to recharacterize the transfer of the partnership interests in a Chapter 11 debtor-partnership to the reorganized debtor-limited liability company as a disguised sale of the partnership interests would nullify the effect of the governing bankruptcy law at the partner level in a scenario involving the cancellation of debt income and ignore the interplay between the governing bankruptcy law and the provisions of the Internal Revenue Code allowing the debtor to exclude cancellation of debt income from its realizable income. The recharacterization attempt was thus an impermissible collateral attack upon the order confirming the debtor's plan. In re Wilshire Courtyard, --- B.R. ----, 2010 WL 3463642 (Bankr. C.D. Cal.) (Bufford, J.). Wilshire Courtyard operated two Class A commercial office buildings and a parking garage located in Los Angeles, Calif., and sought chapter 11 protection (Bankr. C.D. Calif. Case No. ) on Jan. 8, 1997 -- the eve of a scheduled foreclosure by one of its major secured creditors. The court confirmed the debtor- partnership's chapter 11 plan on Apr. 14, 1998. Pursuant to the plan, the debtor was restructured from a general partnership into a limited liability company and continued to own and operate the Properties. The confirmation order specifically provided that the plan and the transactions thereunder "do not provide for, and when consummated will not constitute, the liquidation of all or substantially all of the property of the Debtor's Estate. . . ." Thereafter, the case was closed on October 22, 1998. The case remained closed for more than a decade, until it was reopened on June 8, 2009, to review this discrete matter. The Honorable Samuel L. Bufford has issued an order to the Franchise Tax Board requiring it to show cause why it should not be held in contempt for collaterally attacking and refusing to comply with the plan confirmation order. WORKFLOW MANAGEMENT: U.S. Trustee Forms 5-Member Creditors Panel ---------------------------------------------------------------- W. Clarkson McDow, Jr., U.S. Trustee for Region 4, appointed five members to the official committee of unsecured creditors in the Chapter 11 cases of Workflow Management Inc., and its affiliates. The Creditors Committee members are: 1. David A. Berry (chairman) assistant general counsel Novation, LLC 125 E. John Carpenter Freeway, Suite 1700 Irving, TX 75062 E-mail: dberry@novationco.com 2. Martin Sumner, principal The Carlyle Group 1001 Pennsylvania Ave. NW, Suite 220 South Washington, DC 20004-2505 E-mail: martin.sumner@carlyle.com 3. Tom Marchessault Business Card Service, Inc. (BCSI), chief operations officer 3200 143rd Circle Burnsville, MN 55306 E-mail: Tom.Marchessault@bsp-mail.com 4. Waid Ray, associate corporate counsel Corporate Legal Services 350 N. Humphreys Blvd. Memphis, TN 38120 E-mail: Waid.Ray@BMHCC.org 5. Daniel Martinez, credit manager Adecco Group NA 175 Broad Hollow Road Melville, NY 11747 E-mail: daniel.martinez@adeccona.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at the Debtor's expense. They may investigate the Debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. Those committees will also attempt to negotiate the terms of a consensual Chapter 11 plan -- almost always subject to the terms of strict confidentiality agreements with the Debtors and other core parties-in-interest. If negotiations break down, the Committee may ask the Bankruptcy Court to replace management with an independent trustee. If the Committee concludes reorganization of the Debtor is impossible, the Committee will urge the Bankruptcy Court to convert the Chapter 11 cases to a liquidation proceeding. About Workflow Management Headquartered in Dayton, Ohio Workflow Management, Inc. -- http://www.workflowone.com/-- fka Workflow Graphics, Inc., offers commercial printing services, including print buying and document management capabilities, through three divisions: WorkflowOne, Freedom Graphics Services, and United Envelope. It also distributes office products and promotional items through an online ordering system. Its customers include both small and large companies throughout North America in such sectors as financial services, health care, retail, and government. Workflow Management Inc., and its affiliates, filed for Chapter 11 bankruptcy protection on September 29, 2010 (Bankr. E.D. Va. Lead Case No. 10-74617). Cullen A. Drescher, Esq., Daniel F. Blanks, Esq., Douglas M. Foley, Esq., and Patrick L. Hayden, Esq., at McGuireWoods LLP; Sarah Beckett Boehm, Esq., at McGuireWoods LLP; and Rosa J. Evergreen, Esq., at Arnold & Porter LLP, assist the Debtors in their restructuring effort. Arnold & Porter LLP is the Debtors' special counsel. Kaufman & Canoles, P.C., is the Debtors' corporate counsel. FTI Consulting is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. Workflow Management estimated its assets and debts at $100 million to $500 million as of the Petition Date. W.R. GRACE: To Hold 3rd Quarter Investor Call on October 21 ----------------------------------------------------------- W. R. Grace & Co. (NYSE:GRA) announced that on Thursday, October 21, it will release its third quarter financial results at 6:00 a.m. ET and will host a conference call and webcast at 12:00 p.m. ET with management commentary and a question and answer session. In their remarks, Fred Festa, Chairman, President and Chief Executive Officer, and Hudson La Force, Senior Vice President and Chief Financial Officer, will review third quarter results and accomplishments. To access the webcast, interested participants can go to the Investor Information-Presentations portion of the company's Web site, http://www.grace.com/on the day of the conference call and click on the webcast link. Those without access to the internet can listen to the remarks and Q&A by dialing 1.866.362.5158 (international callers dial +1.617.597.5397) and entering conference ID 29865249. Investors are advised to dial into the call at least ten minutes early in order to register. An audio replay will be available at 3:00 p.m. ET on October 21. The replay will be accessible by dialing 1.888.286.8010 (international callers dial +1.617.801.6888) and entering conference call ID 25231863. 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 effort. 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) * Ailing U.S. Cities Unlikely to Go Bankrupt, Experts Say --------------------------------------------------------- American Bankruptcy Institute reports that restructuring experts said that cities and local governments that are struggling with gaping budget holes and piles of debt will likely raise taxes and cut services rather than resort to bankruptcy. * BOND PRICING -- For Week From October 4 to 8, 2010 ---------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- 155 E TROPICANA 8.750% 4/1/2012 5.375 ABITIBI-CONS FIN 7.875% 8/1/2009 14.000 ADVANTA CAP TR 8.990% 12/17/2026 12.000 AFFINITY GROUP 10.875% 2/15/2012 47.250 AHERN RENTALS 9.250% 8/15/2013 45.250 AMBAC INC 9.375% 8/1/2011 32.820 AMBASSADORS INTL 3.750% 4/15/2027 50.000 AMER GENL FIN 4.200% 10/15/2010 99.750 AMER GENL FIN 4.250% 10/15/2010 99.500 AMER GENL FIN 4.600% 10/15/2010 99.450 AMER GENL FIN 5.000% 10/15/2010 99.000 AT HOME CORP 0.525% 12/28/2018 0.016 BANK NEW ENGLAND 8.750% 4/1/1999 12.813 BANK NEW ENGLAND 9.875% 9/15/1999 12.625 BANKUNITED FINL 6.370% 5/17/2012 5.000 BLOCKBUSTER INC 9.000% 9/1/2012 3.190 BOWATER INC 6.500% 6/15/2013 28.500 BOWATER INC 9.500% 10/15/2012 29.000 BRODER BROS CO 11.250% 10/15/2010 98.000 C&D TECHNOLOGIES 5.500% 11/15/2026 69.000 CAPMARK FINL GRP 5.875% 5/10/2012 35.000 CELL GENESYS INC 3.125% 5/1/2013 35.000 CHAMPION ENTERPR 2.750% 11/1/2037 1.323 CHENIERE ENERGY 2.250% 8/1/2012 42.250 COLONIAL BANK 6.375% 12/1/2015 0.125 EDDIE BAUER HLDG 5.250% 4/1/2014 5.000 ELEC DATA SYSTEM 3.875% 7/15/2023 96.500 EVERGREEN SOLAR 4.000% 7/15/2013 40.500 F-CALL10/10 5.500% 10/20/2011 99.000 FAIRPOINT COMMUN 13.125% 4/1/2018 7.550 FAIRPOINT COMMUN 13.125% 4/2/2018 8.050 FEDDERS NORTH AM 9.875% 3/1/2014 0.500 FRANKLIN BANK 4.000% 5/1/2027 1.125 GENERAL MOTORS 7.125% 7/15/2013 33.500 GENERAL MOTORS 7.700% 4/15/2016 32.000 GENERAL MOTORS 9.450% 11/1/2011 28.000 GREAT ATLA & PAC 5.125% 6/15/2011 70.375 GREAT ATLA & PAC 6.750% 12/15/2012 54.542 INDALEX HOLD 11.500% 2/1/2014 0.750 INTL LEASE FIN 4.150% 10/15/2010 99.286 INTL LEASE FIN 4.400% 10/15/2010 99.450 INTL LEASE FIN 5.250% 10/15/2010 99.750 KEYSTONE AUTO OP 9.750% 11/1/2013 44.500 LEHMAN BROS HLDG 4.500% 8/3/2011 20.500 LEHMAN BROS HLDG 4.700% 3/6/2013 20.250 LEHMAN BROS HLDG 4.800% 2/27/2013 19.750 LEHMAN BROS HLDG 4.800% 3/13/2014 22.250 LEHMAN BROS HLDG 5.000% 1/22/2013 20.500 LEHMAN BROS HLDG 5.000% 2/11/2013 20.500 LEHMAN BROS HLDG 5.000% 3/27/2013 20.250 LEHMAN BROS HLDG 5.000% 8/3/2014 19.750 LEHMAN BROS HLDG 5.000% 8/5/2015 19.000 LEHMAN BROS HLDG 5.100% 1/28/2013 19.000 LEHMAN BROS HLDG 5.150% 2/4/2015 20.375 LEHMAN BROS HLDG 5.250% 2/6/2012 21.000 LEHMAN BROS HLDG 5.250% 1/30/2014 20.250 LEHMAN BROS HLDG 5.250% 2/11/2015 20.375 LEHMAN BROS HLDG 5.500% 4/4/2016 21.000 LEHMAN BROS HLDG 5.600% 1/22/2018 20.250 LEHMAN BROS HLDG 5.625% 1/24/2013 22.750 LEHMAN BROS HLDG 5.700% 1/28/2018 20.500 LEHMAN BROS HLDG 5.750% 4/25/2011 21.000 LEHMAN BROS HLDG 5.750% 7/18/2011 21.500 LEHMAN BROS HLDG 5.750% 5/17/2013 21.625 LEHMAN BROS HLDG 5.750% 1/3/2017 0.100 LEHMAN BROS HLDG 5.875% 11/15/2017 22.000 LEHMAN BROS HLDG 6.000% 4/1/2011 20.125 LEHMAN BROS HLDG 6.000% 7/19/2012 20.750 LEHMAN BROS HLDG 6.000% 12/18/2015 20.000 LEHMAN BROS HLDG 6.000% 2/12/2018 18.000 LEHMAN BROS HLDG 6.000% 2/12/2020 17.051 LEHMAN BROS HLDG 6.200% 9/26/2014 21.050 LEHMAN BROS HLDG 6.625% 1/18/2012 22.000 LEHMAN BROS HLDG 6.875% 5/2/2018 23.500 LEHMAN BROS HLDG 6.875% 7/17/2037 0.500 LEHMAN BROS HLDG 7.000% 4/16/2019 20.250 LEHMAN BROS HLDG 7.875% 11/1/2009 20.550 LEHMAN BROS HLDG 8.000% 3/5/2022 19.375 LEHMAN BROS HLDG 8.000% 3/17/2023 20.250 LEHMAN BROS HLDG 8.050% 1/15/2019 20.125 LEHMAN BROS HLDG 8.400% 2/22/2023 19.750 LEHMAN BROS HLDG 8.500% 8/1/2015 19.500 LEHMAN BROS HLDG 8.500% 6/15/2022 20.250 LEHMAN BROS HLDG 8.800% 3/1/2015 19.500 LEHMAN BROS HLDG 8.920% 2/16/2017 19.000 LEHMAN BROS HLDG 9.000% 3/7/2023 20.375 LEHMAN BROS HLDG 9.500% 12/28/2022 19.944 LEHMAN BROS HLDG 9.500% 1/30/2023 19.760 LEHMAN BROS HLDG 9.500% 2/27/2023 17.510 LEHMAN BROS HLDG 10.000% 3/13/2023 18.950 LEHMAN BROS HLDG 10.375% 5/24/2024 20.000 LEHMAN BROS HLDG 11.000% 6/22/2022 19.000 LEHMAN BROS HLDG 11.000% 3/17/2028 18.000 LEHMAN BROS HLDG 11.500% 9/26/2022 19.750 LEHMAN BROS HLDG 18.000% 7/14/2023 18.735 LEHMAN BROS INC 7.500% 8/1/2026 11.000 MAGNA ENTERTAINM 8.550% 6/15/2010 17.000 MERRILL LYNCH 1.722% 3/9/2011 98.500 NETWORK COMMUNIC 10.750% 12/1/2013 35.013 NEWPAGE CORP 10.000% 5/1/2012 52.500 NEWPAGE CORP 12.000% 5/1/2013 26.250 NORTH ATL TRADNG 9.250% 3/1/2012 60.000 PALM HARBOR 3.250% 5/15/2024 57.125 PHII-CALL10/10 7.125% 4/15/2013 103.000 RASER TECH INC 8.000% 4/1/2013 37.000 RESTAURANT CO 10.000% 10/1/2013 30.150 RESTAURANT CO 10.000% 10/1/2013 25.000 SPHERIS INC 11.000% 12/15/2012 1.000 STATION CASINOS 6.875% 3/1/2016 0.750 THORNBURG MTG 8.000% 5/15/2013 4.688 TIMES MIRROR CO 7.250% 3/1/2013 42.000 TRANS-LUX CORP 8.250% 3/1/2012 10.200 TRICO MARINE 3.000% 1/15/2027 11.000 TRICO MARINE SER 8.125% 2/1/2013 17.500 VISANT HOLDING C 8.750% 12/1/2013 103.730 WASH MUT BANK FA 5.125% 1/15/2015 0.625 WASH MUT BANK NV 5.950% 5/20/2013 0.652 WCI COMMUNITIES 4.000% 8/5/2023 1.000 WCI COMMUNITIES 7.875% 10/1/2013 0.500 ********* 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 ***