/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/101111.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, November 11, 2010, Vol. 14, No. 313 Headlines 15-35 HEMPSTEAD: Organizational Meeting to Form Panel on Nov. 12 331 PARTNERS: Not Liable for Daakes Claim Against C-D Jones 1031 TAX: Prejudgment Interest Payable at Prime Rate ADANAC MOLYBDENUM: Creditors Approve Plan of Arrangement ADVANTA CORP: Plan Outline Hearing Scheduled for December 16 ADVANTA CORP: Sale of Insurance Holding Unit Approved ALL AMERICAN: Signs Deal to Merge Into H.I.G. Unit ALLEN COTTAM: Taps Durham Jones to Handle Reorganization Case ALLEN COTTAM: Files Schedules of Assets and Liabilities ALLIANZ GLOBAL: Units to Get US Recognition of U.K. Scheme AMBAC FINANCIAL: RMBS Policyholders Balk at OIC Support of Plan AMBAC FINANCIAL: S&P Changes Ratings on Senior Debt to 'D' AMBAC FINANCIAL: Trading Under New Ticker Symbols AMBRILIA BIOPHARMA: Filing of 3rd Quarter Results Will be Delayed AMERICAN APPAREL: Posts $9.5 Million Net Loss in Q3 2010 AMERICAN APPAREL: To Hold 2010 Stockholders' Meeting on Dec. 10 AMERICAN HOME: Creditors Object to Borrowers' Attorney Fees ANGIOTECH PHARMA: Receives Forbearance Extension, More Funds ANGIOTECH PHARMA: Net Loss Widens to $18.5MM at Q3 2010 ATLANTIC COAST PALADIN: Court Dismisses Ch. 11 Case for 2nd Time BEARINGPOINT INC: Bankruptcy Judge Denies Indonesia's Tax Claim BERRY PLASTIC: S&P Assigns 'CCC' Rating to $800 Mil. Notes BLACK CROW: Files Chapter 11 Reorganization Plan BOCA BRIDGE: Creditors Succeed with Involuntary Petition C-D JONES: Secured Creditor Not Liable for Daakes Claim CAPRIUS INC: Increases Vintage Securities Deal to $4.5 Million CENTRAL PACIFIC: Fitch Puts Junk Long-term IDR on Watch Evolving CHEMTURA CORP: Completes Restructuring and Emerges from Ch. 11 CHEMTURA CORP: Court Denies Pentair's Bid for Mandatory Injunction CINCINNATI BELL: Sept. 30 Balance Sheet Upside Down by $611MM CINCINNATI BELL: To Issue Add'l $275-Mil. of Senior Notes CIRCUIT CITY: Trust Filing 600 Preference Suits CITIZENS DEV'T: Files New List of 20 Largest Unsecured Creditors CITIZENS DEV'T: Taps Levene Neale as General Bankruptcy Counsel CLEARWIRE CORP: S&P Junks Corporate Credit Rating From 'B-' CMB III: May Employ Perkins Coie as Bankruptcy Counsel CMB III: Files Schedules of Assets and Liabilities COGECO CABLE: S&P Raises Corporate Credit Rating to 'BB+' CONGRESS SAND: DIP Financing, Cash Collateral Use Get Interim OK CONGRESS SAND: Section 341(a) Meeting Scheduled for Nov. 30 CONGRESS SAND: Taps Heller Draper as Bankruptcy Counsel CW MINING: 10th Circ. Affirms Contempt Order on 2 Creditors DELVAG: To Get US Recognition of U.K. Scheme of Arrangement DYNEGY INC: ISS Supports Merger Into Blackstone Affiliate EMPIRE RESORTS: Gets $35-Mil. Financing from Kien Huat Realty ERIE COUNTY PLASTICS: Preference Suit v. Dow Goes to Trial FERRELLGAS LP: S&P Assigns 'B+' Rating to Senior Unsec. Debt FIFTH THIRD: S&P Assigns Corporate Credit Rating at 'B+' FINANCIAL MORTGAGE: Court Directs SBK to Release Escrowed Funds FINANCIAL MORTGAGE: Trustee to Get 67% of Remaining Escrowed Funds FORD MOTOR: Reports $1.7-Bil. Net Income in Third Quarter FRONTIER OIL: S&P Assigns 'BB' Rating to $150 Mil. Senior Notes FX LUXURY: Set to Emerge from Chapter 11 GENERAL GROWTH: Summerlin Settles Vratsinas Mechanics Lien Claim GENERAL GROWTH: Sandeep Mathrani to Take Over as CEO in 2011 GENERAL GROWTH: Incurred $231,185,000 Net Loss in Third Quarter GENTA INC: Gets Investors' Nod to Waive Defaults Under Notes GENTA INC: Launches New Phase 2b Clinical Trial for Tesetaxel GEORGE STOVER: Butzel Long to Get $13,955 for Legal Work GEORGE TRAKAS: Case Summary & 6 Largest Unsecured Creditors GLOBAL CROSSING: S&P Assigns 'CCC+' Rating to $150 Mil. Notes GOLDEN RESTAURANTS: 5th Cir. Won't Hear Appeal on Polley Judgment GRAMERCY PARK: Situs Led Sale of Condominums GRAY TELEVISION: Earns $5.51 Million in Third Quarter HAMPTON ROADS: Posts $84.5 Million Net Loss in Q3 2010 HARRAH'S ENTERTAINMENT: Posts $164.8-Mil. Net Loss in 3rd Quarter HARRISBURG, PA: Taps Cravath as Counsel on Pro Bono Basis HCA INC: Fitch Affirms Issuer Default Rating at 'B' HCA INC: S&P Affirms Corporate Credit Rating at 'B+' HENARD ENTERPRISES: Case Summary & 9 Largest Unsecured Creditors HMP SERVICES: To Liquidate & Distribute Assets in Chapter 11 HOLLIFIELD RANCHES: U.S. Trustee Names 3 to Creditors Committee IMPERIAL CAPITAL: Unsecured Creditors Object to KMPG Appointment INTELSAT SA: Posts $106.4-Mil. Net Loss in Third Quarter ISTAR FINANCIAL: Said to Seek Debt Exchange, $2BB Credit Line ISTAR FINANCIAL: Reports $83.5-Mil. Net Loss in 3rd Quarter JACKSON 299: Organizational Meeting to Form Panel on Nov. 12 JOHN POLK: Case Summary & 19 Largest Unsecured Creditors JULIE PALMER: No Stay in Second Small Business Chapter 11 Case KILEY RANCH: Wins Nod for Belding Harris as Counsel KUDZU IMPORT: Case Summary & 20 Largest Unsecured Creditors LAND LUBBER: Case Summary & 4 Largest Unsecured Creditors LANDAMERICA 1031: Court OKs $95-Mil. Deal with Creditors LESLIE'S POOLMART: S&P Downgrades Senior Debt Rating to 'B+' LOG LLC: Fidelity Foreclosure Did Not Violate Automatic Stay LOUIS DI RAIMONDO: Declining Revenues Blamed for Filing MACLIN ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors MANUEL NEVAREZ: Case Summary & 10 Largest Unsecured Creditors MEDICOR LTD: Chapter 11 Plan of Liquidation Confirmed MEXICANA AIRLINES: Bankruptcy Court Grants Ch. 15 Protection MEXICANA AIRLINES: Unions Get US$154 Million Offer to Save Company MILACRON INC: Wants Case Converted to Chapter 7 Liquidation MINOR FAMILY: U.S. Trustee Forms Six-Member Creditors Committee MOBILE MINI: S&P Assigns 'B+' Rating to $200 Mil. Senior Notes MYLAN INC: S&P Assigns 'BB-' Rating to $800 Mil. Senior Notes NICOLE BAKER: Case Summary & 6 Largest Unsecured Creditors NORTHERN OUTER: Court Denies Confirmation of Chapter 11 Plan NORTHERN OUTER: Court Pegs Value of Real Property at $1.9MM NORTHERN OUTER: Court Lifts Automatic Stay for Wells Fargo ORLEANS HOMEBUILDERS: George Casey to Lead Post-Emergence ORLEANS HOMEBUILDERS: Wins Plan Exclusivity Until Nov. 26 PAPERWEIGHT DEVELOPMENT: Posts $3.87MM Net Loss in Oct. 3 Quarter PATRICK JOHNSON: Voluntary Chapter 11 Case Summary PETROS ANDRIOPOULOS: Can Hire Michael Davis as Bankruptcy Counsel PETROS ANDRIOPOULOS: Court Fixes November 29 as Claims Bar Date POINT BLANK: Equity Committee Says It Has Rival Plan PRESIDIO INC: S&P Assigns 'B+' Corporate Credit Rating QOC I: Files Schedules of Assets and Liabilities R.D. MARINA: Asks for Authority to Use $1-Mil. of Cash Collateral R.D. MARINA: Owes Manatee County $601,000 for Taxes R.D. MARINA: Section 341(a) Meeting Scheduled for Dec. 3 R.D. MARINA: Taps Stichter Riedel as Bankruptcy Counsel RADIO ONE: Amends Terms of Exchange Offer to Refinance Notes RASER TECHNOLOGIES: To Sell Transportation Biz. for $2.5-Mil. REGAL PLAZA: U.S. Trustee Unable to Form Creditors Committee RESERVE DEVELOPMENT: Taps Fennemore Craig as Bankruptcy Counsel RESERVE DEVELOPMENT: U.S. Trustee Unable to Form Creditors Panel RICHARD HINDIN: Plan Confirmation Hearing Set for December 16 RICHARD JOHNSON: Voluntary Chapter 11 Case Summary RIVIERA HOLDINGS: Court Confirms Chapter 11 Plan ROGER BUTTRUM: Voluntary Chapter 11 Case Summary RON HENARD: Case Summary & 8 Largest Unsecured Creditors SCHEID AUTOMOTIVE: Case Summary & 20 Largest Unsecured Creditors SEQUENOM INC: Posts $22.74-Mil. Net Loss in Third Quarter SINCLAIR BROADCAST: To Pay Dividend Amid Optimistic Outlook SIRIUS XM: Posts $67.6 Million Net Income in September 30 Quarter SOUTH BAY EXPRESSWAY: Plan Exclusivity Pushed to Jan. 18 SPOT MOBILE: Acquires Technology Assets From Yak America STONE CREEK: Case Summary & 19 Largest Unsecured Creditors STONE ENERGY: S&P Corrects Ratings on Senior Notes to 'B' STORAGE PARTNERS: Case Summary & 12 Largest Unsecured Creditors SUMMER BREEZE: Case Summary & 7 Largest Unsecured Creditors SUNCAL COS.: Parties Must Attend Mediation Before Next Hearing SUNRISE SENIOR: Earns $18.7 Million for September 30 Quarter SURINDER-PAL KHELA: Case Summary & 20 Largest Unsecured Creditors TEN SIDE: Chapter 11 Filing Stays Foreclosure TENET HEALTHCARE: Posts $932 Million Net Income in Sept. 30 Qtr. TP INC: Plan Solicitation Period Extended Until November 23 TRANSCONTINENTAL REFRIG: Alleged Preference Payments Aggregated TRICO MARINE: Noteholders Agree to Forbear Until Nov. 19 TRW AUTOMOTIVE: S&P Gives Positive Outlook; Keeps 'BB' Rating UNIFI INC: Posts $10.3 Million Net Income in September 27 Quarter UNISYS CORP: Reports $28.3-Mil. Net Income in Third Quarter UNITED CONTINENTAL: October Traffic Hikes 5.9% from 2009 USEC INC: Swings to $1-Mil. Net Income in Q3 of 2010 UNIVISION COMMUNICATIONS: S&P Assigns 'CCC+' Rating on Notes US FARMS: Plans to Send Reports to Pink Sheets OTC Disclosure UTGR INC: Chapter 11 Plan Declared Effective UTSTARCOM INC: Posts $17 Million Net Loss in September 30 Quarter VALENCE TECHNOLOGY: Posts $3.58 Million Net Loss in Sept. 30 Qtr WASHINGTON MUTUAL: Extends Voting Deadline Until Nov. 18 WASHINGTON MUTUAL: Funds Unfazed by Report on $4BB Stock Transfer WASHINGTON MUTUAL: Objects to Derivative Claims of Bondholders WASHINGTON TIMES: Wins $40,000 in Damages From Petitioner WAVE SYSTEMS: Posts $1.18 Mil. Net Loss for September 30 Quarter WEST CORP: S&P Assigns 'B' Rating to $650 Mil. Senior Notes W.R. GRACE: Proposes to Acquire 50% Interest in GR 2008 LP W.R. GRACE: Seeks Nod of Associated Int'l Settlement W.R. GRACE: Reports $970-Mil. Excess Insurance Coverage for Q3 * Individual Bankruptcies Up, Commercial Filings Down * Chapter 11 Cases With Assets & Liabilities Below $1,000,000 ********* 15-35 HEMPSTEAD: Organizational Meeting to Form Panel on Nov. 12 ---------------------------------------------------------------- Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on November 12, 2010, at 10:00 a.m. in the bankruptcy cases of 15-35 Hempstead Properties, LLC, and Jackson 299 Hempstead, LLC. The meeting will be held at the United States Trustee's Hearing Room, Bridge View, 800-840 Cooper Street, Suite 102, Camden, NJ 08102. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. 15-35 Hempstead Properties, LLC, owns real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N.J. Case No. 10-43178). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists 15-35 Hempstead in its restructuring effort. 15-35 Hempstead estimated its assets and debts at $10 million to $50 million as of the petition date. Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180). 331 PARTNERS: Not Liable for Daakes Claim Against C-D Jones ----------------------------------------------------------- The Hon. Margaret A. Mahoney rules that the evidence of record does not support a finding that 331 Partners LLC should be liable for the debts of bankrupt homebuilder C-D Jones on the basis of successor liability, alter ego, or joint venture. Accordingly, Judge Mahoney says 331 Partners should not be held liable for Thomas and Adele Daakes' judgment against C-D Jones and the Debtor's objection to the Daakes' claim is sustained. The Daakes filed a proof of claim for $6,127,273 in the C-D Jones bankruptcy on October 20, 2009. The Daakes filed a proof of claim in 331 Partners' bankruptcy on August 18, 2010. The Daakes amended that claim on October 14, 2010, to $6,333,453 to include attorneys' fees, costs, and post-judgment interest. C-D Jones filed a Chapter 11 bankruptcy petition on July 30, 2009, in the Northern District of Florida. In its schedules it listed 331 Partners as a secured creditor with a contract claim for unbuilt homes and a first mortgage on 37 vacant lots. 331 Partners obtained relief from the automatic stay as to assets under the Lot Sales and Houses Notes. C-D Jones' schedules also listed the Daakes as unsecured judgment creditors. A copy of the Court's order dated November 9, 2010, is available at http://is.gd/gTMOZfrom Leagle.com. Based in Mobile, Alabama, 331 Partners, LLC, was formed by Bill Clay in 2004 for the purpose of acquiring Sandestin parcel number 331 in Sandestin, Florida. Parcel 331 was the only remaining tract of undeveloped single-family use property in the Sandestin resort. 331 Partners filed for Chapter 11 bankruptcy (Bankr. S.D. Ala. Case No. 10-00846) on February 27, 2010. A. Richard Maples, Jr., Esq., serves as the Debtor's bankruptcy counsel. In its schedules, 331 Partners disclosed assets of $2,756,142 and liabilities of $3,807,368. 1031 TAX: Prejudgment Interest Payable at Prime Rate ---------------------------------------------------- WestLaw reports that a Chapter 11 trustee who successfully prosecuted fraudulent transfer avoidance claims was entitled to an award of prejudgment interest, not at the federal postjudgment rate of 0.64% applicable as of the commencement of the avoidance proceeding nor at the higher federal postjudgment rates of 3.76%, 4.9% and 5.24% applicable when the three transfers were effected, but at a market rate of interest, as determined by the bank prime loan rate, on the dates of each of the three transfers. The prime, or market, rate best approximated the cost of funds to a private party on the dates of the fraudulent transfers. A bankruptcy judge in New York noted a variety of approaches to the calculation of prejudgment interest. In re 1031 Tax Group, LLC, - -- B.R. ----, 2010 WL 4312906 (Bankr. S.D.N.Y.) About 1031 Tax Group Headquartered in Richmond, Virginia, The 1031 Tax Group LLC -- http://www.ixg1031.com/-- was a privately held consolidated group of qualified intermediaries created to service real property exchanges under Section 1031 of the Internal Revenue Code. 131 Tax Group had total assets of $164.23 million and total liabilities as of Sept. 30, 2007. The Company and 15 of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 07-11448) on May 14, 2007. Gerard A. McHale, Jr., was appointed Chapter 11 trustee. Jonathan L. Flaxer, Esq., and David J. Eisenman, Esq., at Golenbock Eiseman Assor Bell & Peskoe LLP, represent the Chapter 11 trustee. Kurtzman Carson Consultants LLC acts as claims and notice agent. Thomas J. Weber, Esq., Melanie L. Cyganowski, Esq., and Allen G. Kadish, Esq., at Greenberg Traurig, LLP, represent the Official Committee of Unsecured Creditors. Former CEO Edward H. Okun is in federal prison at Northern Neck Regional Jail in Warsaw, Virginia, after being convicted of mail fraud and other charges. Mr. Okun allegedly engaged in several misappropriations of funds of 1031 Tax Group and other entities. The funds were used for Mr. Okun's lavish lifestyle including acquiring properties and luxury asset. ADANAC MOLYBDENUM: Creditors Approve Plan of Arrangement -------------------------------------------------------- Adanac Molybdenum Corporation disclosed that the requisite majorities of its creditors have voted to approve the Company's plan of compromise and arrangement. As contemplated by the October 18, 2010 Order of the British Columbia Supreme Court Adanac hereby advises that it will apply to the Court at Vancouver, British Columbia, on Friday, November 19, 2010, at 9:00 a.m. for an order sanctioning the Plan pursuant to section 6 of the Companies' Creditors Arrangement Act (Canada) and section 291(4) of the Business Corporations Act (British Columbia). Information and documents relating to the Plan and the Creditors' Meeting Order are available on the website of Adanac's Court- appointed Monitor, KPMG Inc.: http://www.kpmg.ca/adanac/ About Adanac Molybdenum Adanac Molybdenum Corporation is listed on the TSX and Frankfurt exchanges and owns the Ruby Creek Project in northern British Columbia. The Company has advanced the project through feasibility studies, a production decision and has previously ordered long-lead equipment, completed permitting for construction, constructed a road to the site and secured US$80 million in bridge financing. ADVANTA CORP: Plan Outline Hearing Scheduled for December 16 ------------------------------------------------------------ The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware will convene a hearing on December 16, 2010, at 3:30 p.m. (prevailing Eastern Time), to consider adequacy of the Disclosure Statement explaining Advanta Corp., et al.'s Chapter 11 Plan. Objections, if any, are due December 7 at 5:00 p.m. The Debtors say the proposed plan provides for substantial recovery to creditors, including retail noteholders. Among other things, the Disclosure Statement says there will be a 64.4% to 100.0% recovery for holders of investment note claims and certain RediReserve certificate claims, and a recovery range of 37.7% to 71.3% for holders of general unsecured claims. There will be no distributions to the preferred or common stockholders of Advanta Corp. nor continuing interest in Advanta Corp. on the part of the preferred or common stockholders. Once the Disclosure Statement is approved, the Plan will be sent to eligible creditors for voting. The Company previously said it anticipates approval of the Plan sometime in early 2011. 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 said that Advanta Corp.'s assets totaled $363,000,000 while debts totaled $331,000,000 as of September 30, 2009. ADVANTA CORP: Sale of Insurance Holding Unit Approved ----------------------------------------------------- The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware authorized Advanta Corp., to consummate the sale of all of the issued and outstanding shares of common stock in debtor-affiliate Advanta Insurance Company to Agrinational Insurance Company. AIC is a direct subsidiary of Advanta. AIC was the holding company for Advanta Life Insurance Company, Advanta Insurance Agency, Inc. and First Advanta Insurance Agency, Inc., the stock of all of which were recently transferred to Advanta. AIC has approximately $5.5 million of assets, consisting almost entirely of cash and bonds, and no liabilities. The salient terms of the Stock purchase and sale agreement with the buyer included: -- The purchase price consists of (i) $500,000, which represents $16,666 in respect of each valid Insurance Permit of the Company, including the District of Columbia Insurance Permit (but excluding the Wyoming Insurance Permit), (ii) the fair market value of the Closing Assets, (iii) a pro- rated portion of any fees and taxes paid by the AIC with respect to the Insurance Permits that were due on or after February 28, 2010, and for which the Advanta has provided evidence of payment thereof reasonably satisfactory to the Buyer, less (iv) any outstanding liabilities of AIC, but excepting accrued taxes, licenses and fees of the kind, to the extent reflecting future payments, and (v) the Down Payment. The buyer will pay the Purchase Price in full by wire transfer of immediately available funds at closing. -- The buyer paid Advanta $150,000 as a down payment on the Purchase Price. If the Buyer terminates the SPA, and, at the time of the termination, the SPA has not been approved by the Bankruptcy Court pursuant to a Final Order, Advanta will return the Down Payment to the Buyer. From and after approval of the SPA by the Bankruptcy Court pursuant to a Final Order, the Down Payment will be non-refundable, regardless of whether the SPA is terminated prior to the closing, unless terminated pursuant to the receipt of a superior company. -- Advanta will pay Prisco Consulting, Inc. a finder's fee of $35,000 for its services leading to the AIC Offer. -- The sale of the Shares to the Buyer will be free and clear of any and all claims, liens, encumbrances, judgments, and security interests. -- If Advanta receive a superior company proposal and accept it, then upon termination of the SPA, Advanta will pay the buyer the termination fee of $25,000. 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 said that Advanta Corp.'s assets totaled $363,000,000 while debts totaled $331,000,000 as of September 30, 2009. ALL AMERICAN: Signs Deal to Merge Into H.I.G. Unit -------------------------------------------------- All American Group Inc., formerly Coachmen Industries Inc., has agreed to be acquired by affiliates of All American Group Holdings, LLC, an affiliate of H.I.G. All American, LLC, in a merger that would result in AAG's shareholders receiving $0.20 per share, plus an interest in a liquidating trust that will have a contingent right to receive proceeds from the sale of certain of AAG's assets. Upon closing of the merger, certain of AAG's assets will be offered for sale for a minimum price of $12 million. The sale of the assets will be negotiated on behalf of AAG by a special committee of AAG's board of directors. The majority of the members of the committee will be directors who are not affiliated with H.I.G. If an agreement is entered into for the sale of the assets within nine months after the closing of the merger, the excess of the net sale proceeds over $5 million will be deposited in the liquidating trust for distribution to the former AAG shareholders pro rata. AAG cannot give assurance that the sale of the assets will be completed within the 9 months' time frame or that it will bring a sufficient amount of net sale proceeds to provide the shareholders any additional consideration. About All American Group Elkhart, Indiana-based All American Group, Inc., formerly Coachmen Industries, Inc., (OTC:COHM.PK) says it is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U- KRAF(R) brands, as well as a manufacturer of specialty vehicles. At June 30, 2010, the Company had total assets of $81.310 million, total liabilities of $48.104 million, and shareholders' equity of $33.206 million. During the first quarter of 2010, the Company failed to meet certain financial covenants of the credit agreement with H.I.G. All American LLC. H.I.G. did not declare the Company to be in default of any covenant and on April 5, 2010, the Company and H.I.G. entered into the First Amendment to the Loan Agreement. H.I.G. waived specified Events of Default that had occurred under the Loan Agreement dated October 27, 2009 between the Company and H.I.G. prior to April 5, 2010. The Company said in its Form 10-Q report for the second quarter of 2010, that operating results for the six month period ended June 30, 2010, failed to meet the revised debt covenants set with H.I.G. in the First Amendment to the Loan Agreement. H.I.G. has waived the covenant defaults through July 31, 2010 in exchange for a waiver fee and expenses of $800,000 representing the value of the penalties prescribed in the First Amendment, plus expenses, and the issuance on August 24, 2010 of the Second Amended and Restated Tranche B Note. The Second Amendment provides that the waiver fee and expenses, plus accrued interest on the convertible debt thru August 24, 2010 of $800,000, be added to the principal amount of the convertible note. As a result of the Second Amendment, the Tranche B Note has a face value of $12.5 million. * * * McGladrey & Pullen LLP, in Elkhart, Indiana, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The auditors noted that Coachmen has suffered recurring losses from operations and continues to operate in an industry where economic recovery has been very slow. ALLEN COTTAM: Taps Durham Jones to Handle Reorganization Case ------------------------------------------------------------- Joint debtors Allen Kent Cottam and Laura Cottam ask the U.S. Bankruptcy Court for the District of Utah for permission to employ Durham Jones & Pinegar as counsel, nuc pro tunc to the petition date. Durham Jones will, among other things: a. advise the Debtors of their rights, powers, and duties as debtors-in-possession; b. advise the Debtors in fulfilling their duties; and c. prepare on behalf of the Debtors or assist the Debtors in preparing such motions, applications, reports, pleadings, and papers in connection with the responsibilities of the Debtors as the Debtors see fit. Durham Jones has received a total retainer $70,354 from the Debtors. Prior to the retainer, Durham Jones received payment of $2,763 for prepetition services in May 2010. Postpetition Durham Jones will be charging the Debtors based on the customary hourly rates of its professionals in effect on the date services are rendered. To the best of the Debtors' knowledge, Durham Jones is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Penrod W. Keith, Esq. Kenneth L. Cannon II, Esq. DURHAM JONES & PINEGAR, P.C. 111 East Broadway, Suite 900 P.O. Box 4050 Salt Lake City, UT 84110-4050 Tel: (801) 415-3000 Fax: (801) 415-3500 E-mail: pkeith@djplaw.com kcannon@djplaw.com About Allen Cottam Allen Kent Cottam, aka A. Kent Cottam and Kent Cottam, and Laura Cottam, of Washington, Utah, filed for Chapter 11 protection on September 23, 2010 (Bank. D. Utah Case No. 10-33139). The Debtors estimated $10,000,001 to $50,000,000 in assets and debts in their joint Chapter 11 petition. ALLEN COTTAM: Files Schedules of Assets and Liabilities ------------------------------------------------------- Allen Kent Cottam and Laura Cottam filed with the U.S. Bankruptcy Court for the District of Utah their schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ---------- ----------- A. Real Property $676,400 B. Personal Property $2,104,678 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $579,437 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $15,043,372 ---------- ----------- TOTAL $2,781,078 $15,622,810 About Allen Cottam Allen Kent Cottam, aka A. Kent Cottam and Kent Cottam, and Laura Cottam, of Washington, Utah, filed for Chapter 11 protection on September 23, 2010 (Bank. D. Utah Case No. 10-33139). Penrod W. Keith, Esq., and Kenneth L. Cannon II, Esq., at Durham Jones & Pinegar, P.C., in Salt Lake City, represent the Debtors. ALLIANZ GLOBAL: Units to Get US Recognition of U.K. Scheme ---------------------------------------------------------- Bankruptcy Law360 reports that Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York said he will grant recognition to reorganization proceedings for the now-dissolved, U.K.-based Camomile Underwriting Agencies Ltd. (CUAL) pool, including those involving two affiliates of German financial services giant Allianz Group. Judge Bernstein held a hearing on November 9. In September 2010, David McGuigan, as foreign representative filed, on behalf of Allianz Global Corporate & Specialty (France), Allianz Iard, Delvag Luftfahrtversicherungs-AG, and Nurnberger Allgemeine versicherungs-AG, petitions pursuant to Chapter 15 of the U.S. Bankruptcy Code, with the United States Bankruptcy Court for the Southern District of New York (Lead Case No. 10-10-14990). Allianz Global, et al., are subject to jointly administered adjustment of debt proceedings and bound by those certain schemes of arrangement pursuant to Part 26 of the Companies Act 2006 sanctioned by the High Court of Justice of England and Wales on July 9, 2010. The Companies wrote both direct and reinsurance business in the London insurance market, through CUAL, in a pooling arrangement from 1978 to 1995. Allianz Global and Allianz IARD maintain their registered offices in France. Delvag and Nurnberger maintain their registered offices in Germany. Following creditors' meetings held in London on June 10, 2010, at which creditors unanimously voted in favour of the solvent schemes proposed by each Company, the High Court of Justice of England and Wales has sanctioned the schemes of arrangement between the Companies and their creditors. The aim of the Schemes is to finalise the run-off of the Companies' involvement in the CUAL business. The CUAL Business has been in solvent "run-off" since December 31, 1995, and in the normal course, it is estimated that it would take at least another 30 to 40 years to run-off the remaining liabilities. The Schemes establish a method by which present and future claims of scheme creditors will be estimated and full and final payments, adjusted by the application of a time value discount, will be made to creditors holding such claims considerably sooner than if the run- off of the Companies continued in the ordinary course. The Companies sought Chapter 15 protection so that their Schemes will be given full force and effect in the United States. The Companies have creditors and assets located in the U.S. The Chapter 15 petitioner said that if creditors in the United States are permitted to seek their own remedies, assets of the Companies could be depleted unnecessarily to defend actions brought in the United States in contravention of the intent of the Schemes and the sanction orders granted by the English Court. The Scheme Manager can be contacted at: David McGuigan CUAL Scheme Manager PO Box 683, Redhill, RH1 9BY United Kingdom Fax: +44 (0)207 626 7937 E-mail: dmcguigan@limbo.eu The Chapter 15 petitioner's counsel can be contacted at: Lee S. Attanasio, Esq. Alex R. Rovira, Esq. Debra W. Minoff, Esq. SIDLEY AUSTIN LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 839-5300 AMBAC FINANCIAL: RMBS Policyholders Balk at OIC Support of Plan --------------------------------------------------------------- The RMBS Policyholders Group said that the events of the past 48 hours have demonstrated clearly that the Wisconsin Office of the Commissioner of Insurance failed in its statutory duty to protect policyholders of Ambac Assurance Corporation, and actively participated in an arrangement that will divert billions of dollars of tax attributes from the insurance company that it is charged with regulating. The bankruptcy filings of Ambac's parent, Ambac Financial Group, Inc. reveal that OCI is endorsing a term sheet that allows AFG to retain its equity ownership in Ambac, while simultaneously proposing a Plan of Rehabilitation in Wisconsin that impairs claims of policyholders, running afoul of the absolute priority rule. Moreover, the term sheet that the OCI endorses proposes to give to AFG billions of dollars of Ambac's net operating losses and requires Ambac to compensate AFG for the use of any NOL even though that asset rightfully belongs to Ambac. The Group is dismayed to discover that not only has the OCI failed in its statutory obligation to protect policyholders, but arranged behind closed doors with AFG, its management and creditors to strip policyholders of valuable assets. The Group resolves to challenge the OCI's actions. On November 8, 2010, the RMBS Policyholders Group, along with other objectors representing more than $20 billion of insured securities, filed Objections to OCI's Plan of Rehabilitation with the Wisconsin Circuit Court. These many Objections make clear that the Plan is flawed on many grounds. The Group's Objections, as well as those filed by other Ambac policyholders, are expected to be heard by the Wisconsin Circuit Court in a hearing scheduled to begin November 15, 2010. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Case No. 10-15973) on November 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed $30.05 billion in total assets, $31.47 billion in total liabilities, and a $1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of ($394.5 million) and total liabilities of $1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about $1.62 billion. The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is its largest shareholder. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group Inc. (http://bankrupt.com/newsstand/or 215/945-7000) AMBAC FINANCIAL: S&P Changes Ratings on Senior Debt to 'D' ---------------------------------------------------------- Standard & Poor's Ratings Services said that it revised its ratings on all of Ambac Financial Group Inc.'s senior unsecured and subordinated debt issues to 'D' from 'C'. Standard & Poor's also said that it withdrew its 'CC' ratings on Ambac Assurance U.K. Ltd. "S&P took this action following the announcement on Nov. 8, 2010, that Ambac Financial had filed for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code," explained Standard & Poor's credit analyst David Veno. S&P assigns a 'D' rating to issuers and issues upon the filing of a bankruptcy petition. This rating action does not affect the ratings on Everspan Financial Guarantee Corp., which is not under regulatory control. The financial strength rating on Ambac Financial's principal operating subsidiary, Ambac Assurance Corp., remains 'R', reflecting the ongoing rehabilitation process. With regard to Ambac UK, the support agreements between the company and Ambac have been canceled. In addition, Ambac UK has recaptured the business previously ceded to Ambac. S&P no longer has sufficient information to rate this company. AMBAC FINANCIAL: Trading Under New Ticker Symbols ------------------------------------------------- Ambac Financial Group, Inc.'s shares of common stock and the shares of its equity units that previously were listed and traded on the New York Stock Exchange began trading exclusively on the over-the-counter market on November 9, 2010. As a result of the Company's prior announcement on November 8, 2010 that it had filed for a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code, NYSE Regulation, Inc. announced immediate suspension of trading on the NYSE of the common stock and certain other securities of the Company. NYSE Regulation determined that the Company is no longer suitable for listing in light of the bankruptcy filing, which is a sufficient ground for the commencement of delisting procedures. In its announcement regarding the suspension, NYSE Regulation noted the uncertainty as to the timing and outcome of the bankruptcy process as well as the ultimate effect of this process on the Company's equity holders. The Company does not intend to take any action to appeal the NYSE's decision and, therefore, it is expected that the suspended NYSE securities will be delisted after completion by the NYSE of application to the Securities and Exchange Commission. The suspended NYSE securities include: Common Stock, $0.01 per share (nyse ticker symbol:ABK); 5.875% Debentures, due March 24, 2103 (nyse ticker symbol:AKT); 5.95% Debentures, due February 28, 2103 (nyse ticker symbol:AKF); and 9.50% Equity Units, due February 15, 2021 (nyse ticker symbol:ABK PRZ). As a result of the suspension, the Company's common stock and the shares of its equity units began trading exclusively on the OTC market on November 9, 2010. On the OTC market, shares of the Company's common stock, which previously traded on the NYSE under the symbol ABK, trade under the symbol ABKFQ. Shares of the Company's equity units, which previously traded on the NYSE under the symbol ABK-PRZ, trade under the symbol ABKOQ. The transition to the OTC market will not affect the company's obligation to file periodic and certain other reports with the SEC under applicable federal securities laws. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Case No. 10-15973) on November 8, 2010. Ambac said it will continue to operate in the ordinary course of business as "debtor-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Ambac's bond insurance unit, Ambac Assurance Corp., did not file for bankruptcy. AAC is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Ambac's consolidated balance sheet -- which includes non-debtor Ambac Assurance Corp -- showed $30.05 billion in total assets, $31.47 billion in total liabilities, and a $1.42 billion stockholders' deficit, at June 30, 2010. On an unconsolidated basis, Ambac said in a court filing that it has assets of ($394.5 million) and total liabilities of $1.6826 billion as of June 30, 2010. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about $1.62 billion. The Vanguard Group, Inc., holds 5.46% of the stock of Ambac and is its largest shareholder. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP represent the Debtor. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. Bankruptcy Creditors' Service, Inc., publishes AMBAC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Ambac Financial Group Inc. (http://bankrupt.com/newsstand/or 215/945-7000) AMBRILIA BIOPHARMA: Filing of 3rd Quarter Results Will be Delayed ----------------------------------------------------------------- Ambrilia Biopharma Inc. disclosed that the filing of its interim financial statements, management's discussion and analysis and related CEO and CFO certifications for the third quarter ended on September 30, 2010, will be delayed beyond the filing deadline of November 12, 2010. As a result of Ambrilia's ongoing review process while under the Companies' Creditors Arrangement Act (Canada) ("CCAA") protection, there is a high degree of measurement uncertainty with respect to the appropriate carrying value of certain of Ambrilia's assets on its balance sheet and as a result Ambrilia is unable to prepare its Interim Filings. About Ambrilia Biopharma Ambrilia Biopharma Inc. is a biotechnology company focused on the discovery and development of novel treatments for viral diseases and cancer. The Company's strategy aims to capitalize on its broad portfolio and original expertise in virology. Ambrilia's product portfolio is comprised of oncology and antiviral assets, including two new formulations of existing peptides for cancer treatment, a targeted delivery technology for cancer, an HIV protease inhibitor program as well as HIV integrase and entry inhibitors, Hepatitis C virus inhibitors and anti-Influenza A compounds. Ambrilia's head office is located in Montreal. The Company is currently subject to court protection under the CCAA. AMERICAN APPAREL: Posts $9.5 Million Net Loss in Q3 2010 -------------------------------------------------------- American Apparel, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $9.5 million on $134.5 million of revenue for the three months ended September 30, 2010, compared with net income of $4.2 million on $150.3 million of revenue for the same period last year. The Company incurred a loss from operations of $8.0 million for the three months ended September 30, 2010, as compared to income from operations of $11.2 million for the same period last year. The Company's balance sheet at September 30, 2010, showed $322.7 million in total assets, $231.3 million in total liabilities, and stockholders' equity of $91.4 million. American Apparel discloses that as of September 30, 2010, the Company was in compliance with all required covenants of the revolving credit facility of $75,000,000 with Bank of America, N.A., and the $80,000,000 term loan agreement with Lion Capital LLP. However, as of September 30, 2010, the Company was not in compliance with the covenant under the C$11,000,000 credit agreement with Bank of Montreal, which required furnishing audited financial statements of American Apparel's Canadian operations to Bank of Montreal within 120 days after December 31, 2009. "The Company incurred a substantial loss from operations and had negative cash flows from operating activities for the nine months ended September 30, 2010. Based upon results of operations for the nine months ended September 30, 2010, and through the issuance date of these financial statements and projected for the remainder of 2010, the Company may not have sufficient liquidity necessary to sustain operations for the next twelve months. The Company's current operating plan indicates that it will incur a loss from operations for fiscal 2010. The Company believes that it is probable that beginning January 31, 2011, the Company will not be in compliance with the minimum Consolidated EBITDA covenant under the Lion Credit Agreement. Based upon the foregoing, the Company has classified its obligations outstanding under the Lion Credit Agreement as current liabilities in the accompanying condensed consolidated balance sheets as of September 30, 2010," the Company said in the filing. "Noncompliance with covenants under the Lion Credit Agreement would constitute an event of default under the BofA Credit Agreement, which, if not waived, could block the Company from making borrowings under the BofA Credit Agreement. In addition, all indebtedness under the BofA Credit Agreement and the Lion Credit Agreement could be declared immediately due and payable. The Company anticipates working with its lenders to obtain amendments or waivers prior to any possible covenant noncompliance; however, the Company cannot provide assurance that it will be able to secure such amendments or waivers or the terms and conditions of such amendments or waivers. If such indebtedness is declared due and immediately payable or the Company cannot borrow under the BofA Credit Agreement, the Company would have to obtain alternative sources of liquidity; however, the Company cannot provide assurance that it will be able to obtain such alternative sources of liquidity and/or modify its operations to maintain liquidity on terms that are acceptable to the Company, or at all. These factors, among others, raise substantial doubt that the Company will be able to continue as a going concern." As of September 30, 2010, the Company had (i) approximately $8.5 million in cash, (ii) $9.6 million available and $45.4 million outstanding under the BofA Credit Agreement, (iii) $76.0 million of borrowings outstanding under the Lion Credit Agreement, and (iv) $3.7 million available and $4.4 million outstanding under Bank of Montreal Credit Agreement. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6e12 In a press release dated November 9, 2010, Dov Charney, Chairman, CEO and founder of American Apparel stated: "We are excited to be working with Lion Capital to develop a strategic plan consistent with our capital structure. We recently announced the hiring of Tom Casey as Acting President and we are in the process of hiring several additional new executives. The American Apparel brand remains strong and many of our customers appreciate that our high quality, fashionable basics are made in America. I have seen reinvigorated interest in our brand and our customers are recognizing us for our new products. We plan to continue driving sales of our basics as we align product design and development with more efficient manufacturing." Tom Casey, Acting President, added: "We expect to improve financial results by supporting the brand with a customer-focused supply chain, leveraging our speed to market capability with lower distribution costs. We are optimizing our retail store base through investments in technology and improved allocation while lowering our lease costs." A complete text of the earnings release is available for free at: http://researcharchives.com/t/s?6e13 About American Apparel Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP) -- http://www.americanapparel.com/-- is a vertically integrated manufacturer, distributor, and retailer of branded fashion basic apparel. As of September 30, 2010, American Apparel employed over 10,000 people and operated 278 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: To Hold 2010 Stockholders' Meeting on Dec. 10 --------------------------------------------------------------- American Apparel, Inc., will hold its 2010 Annual Meeting of Stockholders at the Company's headquarters located at 747 Warehouse Street, Los Angeles, California 90021, on Friday, December 10, 2010, at 2:00 p.m., Pacific Time. Proxy materials are available for review at http://www.cstproxy.com/americanapparel/2010. About American Apparel Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP) -- http://www.americanapparel.com/-- is a vertically integrated manufacturer, distributor, and retailer of branded fashion basic apparel. As of September 30, 2010, American Apparel employed over 10,000 people and operated 278 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. The Company's balance sheet at September 30, 2010, showed $322.7 million in total assets, $231.3 million in total liabilities, and stockholders' equity of $91.4 million. American Apparel disclosed in its quarterly report on Form 10-Q for the third quarter of 2010 that based upon results of operations for the nine months ended September 30, 2010, and through the issuance of the financial statements and projected for the remainder of 2010, the Company may not have sufficient liquidity necessary to sustain operations for the next twelve months, and that it is probable that beginning January 31, 2011, the Company will not be in compliance with the minimum Consolidated EBITDA covenant under the $80,000,000 term loan with Lion Capital LLP. "Noncompliance with covenants under the Lion Credit Agreement would constitute an event of default under the BofA Credit Agreement, which, if not waived, could block the Company from making borrowings under the BofA Credit Agreement," the Company said in the filing. "These factors, among others, raise substantial doubt that the Company will be able to continue as a going concern." AMERICAN HOME: Creditors Object to Borrowers' Attorney Fees ----------------------------------------------------------- Bankruptcy Law360 reports that American Home Mortgage Holdings Inc. and its creditors have come out against Gilbert LLP and Zuckerman Spaeder LLP's request for roughly $700,000 in fees for representing mortgage borrowers in the Chapter 11 liquidation. Law360 says AHM and the creditors committee urged Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware to reject the final fee applications. About American Home Based in Melville, New York, American Home Mortgage Investment Corp. (NYSE: AHM) -- http://www.americanhm.com/-- was a mortgage real estate investment trust engaged in the business of investing in mortgage-backed securities and mortgage loans resulting from the securitization of residential mortgage loans originated and serviced by its subsidiaries. American Home Mortgage and seven affiliates filed for Chapter 11 protection on August 6, 2007 (Bankr. D. Del. Case Nos. 07-11047 through 07-11054). James L. Patton, Jr., Esq., Joel A. Waite, Esq., and Pauline K. Morgan, Esq. at Young, Conaway, Stargatt & Taylor LLP represent the Debtors. Epiq Bankruptcy Solutions LLC acts as the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors selected Hahn & Hessen LLP as its counsel. As of March 31, 2007, American Home Mortgage's balance sheet showed total assets of $20,553,935,000, total liabilities of $19,330,191,000. American Home filed a de-consolidated plan of liquidation on August 15, 2008. The former home mortgage lender's liquidating Chapter 11 plan was confirmed in February 2009. ANGIOTECH PHARMA: Receives Forbearance Extension, More Funds ------------------------------------------------------------ Angiotech Pharmaceuticals, Inc., said Tuesday it had entered into an updated and amended credit facility and Forbearance Agreement with Wells Fargo Capital Finance, LLC. The updated and amended credit facility will provide the Company with up to $35 million of liquidity, with the applicable interest rate and other material terms being consistent with its current credit facility with Wells Fargo, except that the updated and amended credit facility is expected to increase its borrowing base, thereby assuring the Company immediate access to approximately $25 million under the facility, and provides for amended levels of material financial covenants. The Amended and Restated Forbearance Agreement provides for the credit facility to be available under the amended terms through the earlier of April 30, 2011, or the completion of Angiotech's recapitalization transaction, subject to certain terms and conditions. Under the Amended and Restated Forbearance Agreement, Wells Fargo agreed to not immediately exercise any rights or remedies it has related to: (a) the Company's failure to make a $9.7 million interest payment due to subordinated noteholders on October 1, 2010; (b) the Company's ongoing litigation with QSR Holdings, Inc.; or (c) any failure to deliver audited financial statements with an unqualified audit opinion with respect to the going concern assumption for the fiscal year ending December 31, 2010. The Company incurred $100,000 in amendment fees to complete both the Forbearance Agreement and Amended and Restated Forbearance Agreement and $300,000 to complete the amendment to the credit facility. The Company currently has no borrowings outstanding under the credit facility other than amounts specified under the letters of credit. About Angiotech Based in Vancouver, British Columbia, in Canada, 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. As reported by the Troubled Company Reporter on November 8, 2010, Angiotech has entered into a Recapitalization Support Agreement with the holders of roughly 73% of its 7.75% Senior Subordinated Notes to effectuate a recapitalization of the Company that will result in a significant reduction of its debt. Upon implementation, the recapitalization transaction will eliminate $250 million in total indebtedness and provide significant improvements to Angiotech's credit ratios, liquidity and financial flexibility. Under the Support Agreement, the Consenting Noteholders have agreed to exchange their Subordinated Notes for new common stock in the Company. Noteholders participating in the Exchange Offer would receive 90% of new common stock. A full-text copy of the Recapitalization Support Agreement is available for free at http://ResearchArchives.com/t/s?6da9 * * * Standard & Poor's Ratings Services lowered its long-term corporate credit rating on 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. Moody's Investors Service downgraded the probability of default rating of Angiotech Pharmaceuticals, Inc., to Ca/LD from Ca and affirmed the Corporate Family Rating at Ca. The company's other existing debt ratings were affirmed. The outlook is developing. ANGIOTECH PHARMA: Net Loss Widens to $18.5MM at Q3 2010 ------------------------------------------------------- Angiotech Pharmaceuticals, Inc., on Tuesday released its financial results for the third quarter ended September 30, 2010. Angiotech reported a net loss of $18,500,000 for the three months ended September 30, 2010, from a net loss of $7,802,000 for the same period a year ago. Net loss widened to $39,269,000 for the nine months ended September 30, 2010, from a net loss of $7,235,000 for the same period a year ago. The Company said revenues narrowed to $58,984,000 for the three months ended September 30, 2010, from $63,244,000 for the same period a year ago. Revenues were $184,211,000 for the nine months ended September 30, 2010, from $216,117,000 in the year ago period. At September 30, 2010, the Company had total assets of $326,800,000, total current liabilities of $60,300,000 and total non-current liabilities of $622,168,000, and shareholders' deficit of $355,668,000. A full-text copy of Angiotech's earnings release is available at http://is.gd/gT3g1 About Angiotech Based in Vancouver, British Columbia, in Canada, 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. As reported by the Troubled Company Reporter on November 8, 2010, Angiotech has entered into a Recapitalization Support Agreement with the holders of roughly 73% of its 7.75% Senior Subordinated Notes to effectuate a recapitalization of the Company that will result in a significant reduction of its debt. Upon implementation, the recapitalization transaction will eliminate $250 million in total indebtedness and provide significant improvements to Angiotech's credit ratios, liquidity and financial flexibility. Under the Support Agreement, the Consenting Noteholders have agreed to exchange their Subordinated Notes for new common stock in the Company. Noteholders participating in the Exchange Offer would receive 90% of new common stock. A full-text copy of the Recapitalization Support Agreement is available for free at http://ResearchArchives.com/t/s?6da9 * * * Standard & Poor's Ratings Services lowered its long-term corporate credit rating on 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. Moody's Investors Service downgraded the probability of default rating of Angiotech Pharmaceuticals, Inc., to Ca/LD from Ca and affirmed the Corporate Family Rating at Ca. The company's other existing debt ratings were affirmed. The outlook is developing. ATLANTIC COAST PALADIN: Court Dismisses Ch. 11 Case for 2nd Time ---------------------------------------------------------------- The Hon. Paul G. Hyman, Chief Judge of the U.S. Bankruptcy Court for the Southern District of Florida, has dismissed for a second time Atlantic Coast Paladin Shores, LLC's Chapter 11 case, without prejudice to the Debtor's filing of a petition under any chapter of the Bankruptcy Code for a period of 6 months from November 3, 2010, the date of the order. Judge Hyman did not give the reasons for his dismissal of the Chapter 11 case. As reported in the Troubled Company Reporter on May 19, 2010, Judge Hyman reinstated the Debtor's Chapter 11 case, which was dismissed in April 2010 because the U.S. Trustee for Region 21 said that the Debtor failed to appear at the meeting of creditors. Sebastian, Florida-based Atlantic Coast Paladin Shores, LLC, filed for Chapter 11 bankruptcy protection on March 2, 2010 (Bankr. S.D. Fla. Case No. 10-15275). Martin Werner, Esq., who has an office in Boca Raton, Florida, assists the Company in its restructuring effort. In its schedules, the Debtor listed $13,503,039 in total assets and $3,063,543 in total liabilities as of the Petition Date. BEARINGPOINT INC: Bankruptcy Judge Denies Indonesia's Tax Claim --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. Bankruptcy Judge Robert F. Gerber issued a ruling on Nov. 5 rejecting the government of Indonesia's proofs of claim against BearingPoint Inc. based on about $4 million in taxes that weren't paid by a BearingPoint subsidiary in Indonesia. Mr. Rochelle relates that although Judge Gerber assumed that the BearingPoint parent company was liable for taxes owing by the non-bankrupt Indonesian subsidiary, he denied the claims based on what he called the longstanding common law doctrine know as the "Revenue Rule." Judge Gerber said that "it has long been a general rule that one sovereignty may not maintain an action in the courts of another state for the collection of a tax claim." Judge Gerber said that Indonesia's "eloquent pleas for fairness" can't overcome a rule of common law establish by the U.S. Supreme Court. John DeGroote, the liquidating trustee in the bankruptcy cases of BearingPoint and its affiliates, moved to disallow two claims filed by the Republic of Indonesia, in the amounts of $389,000 and $3.5 million. A copy of Judge Gerber's decision, dated November 5, 2010, is available at http://is.gd/gV77Ofrom Leagle.com. About BearinPoint Inc. BearingPoint, Inc. -- http://www.BearingPoint.com/-- was one of the world's largest providers of management and technology consulting services to Global 2000 companies and government organizations in more than 60 countries worldwide. BearingPoint, Inc., fka KPMG Consulting, Inc., together with its units, filed for Chapter 11 protection (Bankr. S.D.N.Y., Case No. 09-10691) on February 18, 2009. The Debtors' legal advisor was Weil, Gotshal & Manges, LLP. Their restructuring advisor was AlixPartners LLP, and their financial advisor and investment banker was Greenhill & Co., LLC. Jeffrey S. Sabin, Esq., at Bingham McCutchen LLP represented the Creditors' Committee. Garden City Group served as claims and notice agent. BearingPoint disclosed total assets of $1.655 billion and debts of $2.201 billion as of December 31, 2008. On the petition date, BearingPoint filed a Chapter 11 plan of reorganization negotiated with lenders prepetition. BearingPoint, however, changed course and pursued a sale of its units, after determining that creditor recoveries would be maximized through sales of the businesses. On December 22, 2009, the Bankruptcy Court entered an order confirming the Debtors' Modified Second Amended Joint Plan Under Chapter 11 of the Bankruptcy Code, dated December 17, 2009. On December 30, 2009, the Debtors satisfied the conditions precedent to the effectiveness of the Plan and on December 31, 2009, a Notice of Effective Date of the Plan was filed with the Bankruptcy Court. John DeGroote was appointed as liquidating trustee under the Plan. BERRY PLASTIC: S&P Assigns 'CCC' Rating to $800 Mil. Notes ---------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned a debt rating of 'CCC' (two notches below the 'B-' corporate credit rating) and a recovery rating of '6' to Berry Plastic Corp.'s proposed offering of $800 million second-priority senior secured notes due 2020. These ratings indicate S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. At the same time, S&P affirmed all its other ratings on Berry and its holding company parent, Berry Plastics Group Inc. Pro forma for the proposed debt issue and refinancing, as of Oct. 2, 2010, Evansville, Ind.-based Berry had total adjusted debt of about $4.7 billion. S&P adjusted debt to include about $260 million of capitalized operating leases, $10 million of tax- effected unfunded postretirement obligations, and $50 million of parent company debt as of that date. "The ratings on Berry reflect the risks associated with the company's highly leveraged financial profile and acquisition- driven growth strategy as well as its fair business risk profile," said Standard & Poor's credit analyst Cynthia Werneth. Berry is a leading producer of rigid plastic packaging products for relatively stable dairy, food, beverage, health care, and other consumer product applications. The company also manufactures flexible packaging products, some of which serve more cyclical end markets. The stable outlook incorporates S&P's expectation that Berry can stabilize operating cash flow and liquidity, and that it will reduce total adjusted debt to EBITDA to the 7x area during the next few years, with funds from operations to total adjusted debt above 5%. However, S&P could lower the ratings if operating results and credit metrics fail to improve in line with expectations and free operating cash flow remains negative. S&P could also lower the ratings in the event of a large, debt- financed acquisition that strains leverage and liquidity. Weak credit measures and very aggressive financial policies limit prospects for an upgrade during the next several quarters. BLACK CROW: Files Chapter 11 Reorganization Plan ------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Black Crow Media Group LLC filed a Chapter 11 plan on Nov. 8, just as the exclusive right to propose a reorganization plan was expiring. The Plan, according to the report, offers alternatives to General Electric Capital Corp., the secured lender owed $38.9 million at the outset of the reorganization in January: 1. The first option would allow GECC to take $13 million in cash and walk away 2. The second option would give GECC a 10-year note for about $15.6 million, representing the value of the collateral. The note would pay 4% interest and 1% a year in principal, plus a portion of excess cash flow. For the deficiency claim, GECC would receive 20% of sale proceeds above $3 million. 3. If GECC votes against the plan, it would take the second option if the judge approves the plan. About Black Crow Daytona Beach, Florida-based Black Crow Media Group, LLC, owns and operates 17 FM and 5 AM radio stations in Daytona Beach, Live Oak, Valdosta, Huntsville, Alabama, and Jackson, Tennessee. Black Crow filed for Chapter 11 protection in January, two days before a hearing in U.S. district court where GECC was seeking appointment of a receiver following default on term loans and a revolving credit. The Company filed for Chapter 11 bankruptcy protection on January 11, 2010 (Bankr. M.D. Fla. Case No. 10-00172). The Company's affiliates -- Black Crow Media, LLC, et al. -- also filed separate Chapter 11 petitions. Mariane L. Dorris, Esq., and R. Scott Shuker, Esq., at Latham Shuker Eden & Beaudine LLP, assist the Company in its restructuring effort. The Company estimated assets of $10 million to $50 million and debts of $50 million to $100 million in its Chapter 11 petition. BOCA BRIDGE: Creditors Succeed with Involuntary Petition -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a bankruptcy judge in West Palm Beach, Florida, entered a ruling placing the Boca Raton Bridge LLC into Chapter 11. In August, 10 creditors owed $69,400 filed an involuntary Chapter 11 petition (Bankr. S.D. Fla. Case No. 10-34538) against Boca Bridge, the owner of the Boca Raton Bridge Hotel. According to Mr. Rochelle, the bankruptcy judge ruled in mid- October that the hotel isn't generally paying its debts as they mature. Consequently, the judge put the hotel into Chapter 11 reorganization. C-D JONES: Secured Creditor Not Liable for Daakes Claim ------------------------------------------------------- The Hon. Margaret A. Mahoney rules that the evidence of record does not support a finding that 331 Partners LLC should be liable for the debts of bankrupt homebuilder C-D Jones on the basis of successor liability, alter ego, or joint venture. Accordingly, Judge Mahoney says 331 Partners should not be held liable for Thomas and Adele Daakes' judgment against C-D Jones and the Debtor's objection to the Daakes' Claim is sustained. The Daakes filed a proof of claim for $6,127,273 in the C-D Jones bankruptcy on October 20, 2009. The Daakes filed a proof of claim in 331 Partners' bankruptcy on August 18, 2010. The Daakes amended that claim on October 14, 2010, to $6,333,453 to include attorneys' fees, costs, and post-judgment interest. C-D Jones filed a Chapter 11 bankruptcy petition on July 30, 2009, in the Northern District of Florida. In its schedules it listed 331 Partners as a secured creditor with a contract claim for unbuilt homes and a first mortgage on 37 vacant lots. 331 Partners obtained relief from the automatic stay as to assets under the Lot Sales and Houses Notes. C-D Jones' schedules also listed the Daakes as unsecured judgment creditors. A copy of the Court's order dated November 9, 2010, is available at http://is.gd/gTMOZfrom Leagle.com. Based in Mobile, Alabama, 331 Partners, LLC, was formed by Bill Clay in 2004 for the purpose of acquiring Sandestin parcel number 331 in Sandestin, Florida. Parcel 331 was the only remaining tract of undeveloped single-family use property in the Sandestin resort. 331 Partners filed for Chapter 11 bankruptcy (Bankr. S.D. Ala. Case No. 10-00846) on February 27, 2010. A. Richard Maples, Jr., Esq., serves as the Debtor's bankruptcy counsel. In its schedules, 331 Partners disclosed assets of $2,756,142 and liabilities of $3,807,368. CAPRIUS INC: Increases Vintage Securities Deal to $4.5 Million -------------------------------------------------------------- Caprius Inc. and its subsidiaries entered into Amendment No. 2 to the Securities Purchase and Sale Agreement, dated as of September 16, 2009, with Vintage Capital Group, LLC, whereby the maximum availability thereunder was increased up to $4.5 million. There were no other material changes to the terms of Securities Purchase and Sale Agreement, dated September 16, 2009 as amended in Amendment No. 1 dated September 8, 2010. Vintage had advanced approximately $4.0 million in cash to the Company, exclusive of amounts related to capitalized obligations. The Company will use the proceeds of the funding under the Amendment for working capital, production and further marketing of the SteriMed Systems, as well as the settlement of certain outstanding obligations. A full-text copy of the Amended Securities Purchase And Sale Agreement is available for free at: http://ResearchArchives.com/t/s?6dfd About Caprius, Inc. Paramus, N.Y.-based Caprius, Inc., is engaged in the infectious medical waste disposal business, through its wholly-owned subsidiary M.C.M. Environmental Technologies, Inc., which developed, markets and sells the SteriMed and SteriMed Junior compact systems that simultaneously shred and chemically disinfect regulated medical waste, utilizing its proprietary, EPA registered, bio-degradable chemical known as Ster-Cid. The Company's balance sheet at June 30, 2010, showed $1.66 million in total assets, $5.87 million in total liabilities, and a $4.22 million stockholders' deficit. * * * Marcum LLP, in New York City, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial results for fiscal 2009. The independent auditors noted of the Company's working capital deficiency and substantial recurring losses from operations. CENTRAL PACIFIC: Fitch Puts Junk Long-term IDR on Watch Evolving ---------------------------------------------------------------- Fitch Ratings has placed the ratings of Central Pacific Financial Corp. and its banking subsidiary Central Pacific Bank, on Rating Watch Evolving following the company's announcement of a $325 million capital raising initiative. The potential equity includes $98 million each from both The Carlyle Group and Anchorage Capital Group. Both private equity firms' investments are contingent however, upon CPF raising an additional $130 million from other sources, an exchange of the U.S. Treasury's Capital Purchase Program (preferred stock for common stock, and necessary regulatory approvals. The capital infusion is expected to close during the first quarter of 2001 (1Q'11). Placement on Rating Watch Evolving indicates that ratings may be raised, lowered, or affirmed at current levels. The placement on Rating Watch Evolving recognizes The Carlyle Group's track record with similar transactions. In tandem with other third party investors, Carlyle has participated in several re-capitalizations of troubled financial institutions. Fitch believes that the capital raise has been sized to restore CPF's regulatory capital levels. To the extent that CPF can be appropriately recapitalized, ratings could be raised from their current levels. At present, CPF has fallen below 'well capitalized' status with a total capital ratio of 8.6%. Conversely, in Fitch's opinion, if CPF is unable to complete a recapitalization, receivership of the bank and default of the holding company become increasingly likely. Since 2009, CPF has been operating under a Consent Order with the FDIC and its state regulator, in addition to a Written Agreement with the Federal Reserve Bank of San Francisco, requiring the company to enhance capital ratios. CPF's capital issues stem primarily from losses related to its sizeable California commercial real estate exposure. Even with the potential recapitalization, CPF is expected to possess elevated Non- Performing Assets (NPAs including restructured loans totaled $387 million or 15.66% at Sept. 30, 2010). Fitch anticipates resolving the Rating Watch upon successful completion of the equity raise, which is expected to close in 1Q'11. In addition, resolution of the Rating Watch will encompass the adequacy of new capital levels relative to remaining problem assets levels, CPF's prospects for returning to profitability, and longer-term strategic objectives. If the CPP is converted to common equity, Fitch would withdraw the rating on the CPP. CPF is a $4.2 billion banking company headquartered in Honolulu, HI. CPF provides a full range of traditional commercial consumer and banking services. Through its bank subsidiary, Central Pacific Bank, the company operates 35 branches throughout Hawaii. Fitch has placed these ratings on Rating Watch Evolving: Central Pacific Financial Corp. -- Long-term IDR 'CC'; -- Short-term IDR 'C'; -- Individual 'E'; -- Preferred Stock 'C/RR6'. Central Pacific Bank -- Long-term IDR 'CC'; -- Long-term deposits 'CCC/RR3'; -- Short-term IDR 'C'; -- Short-term deposits 'C'; -- Individual 'E'. CPB Capital Trust I, II, & IV CPB Statutory Trust III & V -- Trust Preferred Securities 'C/RR6'. Fitch has affirmed these ratings: Central Pacific Financial Corporation -- Support at '5'; -- Support floor at 'NF'. Central Pacific Bank -- Support at '5'; -- Support floor at 'NF'. CHEMTURA CORP: Completes Restructuring and Emerges from Ch. 11 -------------------------------------------------------------- Chemtura Corporation has successfully completed its financial restructuring and emerged from protection under Chapter 11 of the United States Bankruptcy Code. The Company also announced that Chemtura Canada Co./Cie has concluded its Companies' Creditors Arrangement Act proceedings and has emerged from Chapter 11 at the same time as the Company's U.S. operations. In connection with the Company's emergence, Chemtura expects to be listed on the New York Stock Exchange on November 11, 2010 and trade under the ticker "CHMT". "Today marks a new beginning for our company, and our employees, customers and suppliers," said Craig A. Rogerson, Chemtura's Chairman, President and Chief Executive Officer. "With the successful completion of our financial restructuring, we have significantly reduced our debt, improved our cost structure and resolved a considerable amount of environmental and other liabilities." Rogerson continued, "Looking forward, we will remain focused on our longer term corporate objective of growing a global portfolio of leading specialty chemical businesses, committed to innovation and the creation of value for our stakeholders. We will build from our current globally diverse assets that are well-positioned for success in each segment we serve. We look forward to working with all of our stakeholders for the long-term. I thank our dedicated employees for helping us to achieve solid results throughout this process, and our customers and suppliers for their support." Under the Plan, the Company will satisfy creditors' claims in cash and/or stock in the reorganized Company and also provide value to equity holders. Additional information with respect to distributions under the Plan is available free of charge in the investors section at http://www.chemtura.comand at http://www.kccllc.net/chemtura/ Holders of allowed claims should allow 21 days from the Effective Date to receive both the new common stock and the cash. If either is not received after 21 days, please contact Chemtura's claims agent at (866) 967-0261. On November 3, 2010, the United States Bankruptcy Court for the Southern District of New York entered an order confirming Chemtura's Plan of Reorganization. The Court's order confirming the Plan is available free of charge at http://www.kccllc.net/chemtura/ About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation (CEM) -- http://www.chemtura.com/-- with 2008 sales of $3.5 billion, is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura Corporation and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. CHEMTURA CORP: Court Denies Pentair's Bid for Mandatory Injunction ------------------------------------------------------------------ To avoid the risk of equitable mootness on issues it wishes to raise on appeal, Pentair Water Pool and Spa Inc. asked the Bankruptcy Court in Chemtura Corporation's case for (1) a mandatory injunction requiring an additional $20 million in value to be put into the Disputed Claims Reserve, and (2) a stay of the distributions to equity security holders of $20 million worth of value to which, based on the Court's TEV findings, they'd otherwise be entitled. The Debtors, joined by the Official Creditors' Committee, Ad Hoc Committee of Bondholders, and the Equity Committee (whose constituency would be prejudiced most be Pentair's requests), oppose the motion in each of its possible variants. The Hon. Robert Gerber denies Pentair's motion. He says Pentair has failed to meet the requirements for relief under Fed.R.Bankr.P. 8005, and especially for a mandatory injunction. Judge Gerber adds that he considered, and ultimately rejected, whether the posting of a bond of sufficient size might permit Pentair's request. "While I initially thought it could, I've come to the view that such wouldn't be adequate under the law, and that, even with a bond, granting the relief at all would be unduly prejudicial to equity security holders (the majority of whom are 'retail' or 'mom and pop' shareholders, who would legitimately be looking for their Plan entitlements), and that the bond would not sufficiently help them. In any event, Pentair's counsel has acknowledged, understandably, that he could not advise his client to post a bond in any substantial size, in light of the uncertain prejudice his client might ultimately suffer if the Disputed Claims Reserve remains as is, and with the risk-reward imbalance that such a decision would entail," Judge Gerber says. A copy of Judge Gerber's bench decision, dated November 8, 2010, is available at http://is.gd/gTYXrfrom Leagle.com. About Chemtura Corp. Based in Middlebury, Connecticut, Chemtura Corporation -- http://www.chemtura.com/-- is a global manufacturer and marketer of specialty chemicals, crop protection products, and pool, spa and home care products. Chemtura and 26 of its U.S. affiliates filed voluntary petitions for relief under Chapter 11 on March 18, 2009 (Bankr. S.D.N.Y. Case No. 09-11233). M. Natasha Labovitz, Esq., at Kirkland & Ellis LLP, in New York, serves as bankruptcy counsel. Wolfblock LLP serves as the Debtors' special counsel. The Debtors' auditors and accountant are KPMG LLP; their investment bankers are Lazard Freres & Co.; their strategic communications advisors are Joele Frank, Wilkinson Brimmer Katcher; their business advisors are Alvarez & Marsal LLC and Ray Dombrowski serves as their chief restructuring officer; and their claims and noticing agent is Kurtzman Carson Consultants LLC. As of December 31, 2008, the Debtors had total assets of $3.06 billion and total debts of $1.02 billion. Judge Robert E. Gerber confirmed the Debtors' reorganization plan on October 22, 2010. The Debtors' equity security holders tried to derail the plan, arguing it undervalued the company. CINCINNATI BELL: Sept. 30 Balance Sheet Upside Down by $611MM ------------------------------------------------------------- Cincinnati Bell Inc.'s balance sheet at Sept. 30, 2010, showed $2.59 billion in total assets, $3.20 billion in total liabilities, and a stockholder's deficit of $611.4 million. The Company also disclosed in the Form 10-Q filed with the Securities and Exchange Commission that revenue for the third quarter of 2010 was $352 million, an increase of 4% compared to the third quarter of 2009. Net income for the third quarter of $15 million decreased from $28 million in 2009, and diluted earnings per share of 6 cents decreased from 12 cents. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6e0e A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6da6 A full-text copy of the third quarter 2010 review is available for free at http://ResearchArchives.com/t/s?6da7 About Cincinnati Bell Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio, provides telecommunications products and services to residential and business customers in Ohio, Kentucky and Indiana. * * * The Company carries a 'B+' corporate credit rating from Standard & Poor's. In June 2010, when Fitch Ratings downgraded the Issuer Default Rating to 'B' from 'B+', the rating agency said, "The downgrade reflects the increase in financial and business risk caused by Cincinnati Bell's acquisition of privately held data center operator CyrusOne Networks, LLC, as well as a potentially more aggressive strategy on the part of CBB to expand its data center business." Fitch Ratings has issued its Recovery Rating review of the U.S. & Canada Telecommunications and Cable sector. This review includes an analysis of valuation multiples, EBITDA discounts applied and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. CINCINNATI BELL: To Issue Add'l $275-Mil. of Senior Notes --------------------------------------------------------- Cincinnati Bell Inc. said it intends to publicly offer an additional $275 million in aggregate principal amount of its 8 3/8% senior notes due 2020. These notes will be issued as additional notes under the indenture pursuant to which the company issued $500 million in aggregate principal amount of its 8 3/8% senior notes due 2020 on October 13, 2010. The additional notes will be treated as a single series with, and will have the same terms as, the existing 2020 notes and will be interchangeable with the existing 2020 notes. The offering and sale of the additional notes will be made pursuant to an automatic shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission. The company intends to use the net proceeds from the sale of the additional notes to repay remaining outstanding indebtedness under its secured term loan facility and to pay related fees and expenses. Deutsche Bank Securities Inc. will act as the Sole Bookrunning Manager for the additional senior notes offering. About Cincinnati Bell Cincinnati Bell Inc., with headquarters in Cincinnati, Ohio, provides telecommunications products and services to residential and business customers in Ohio, Kentucky and Indiana. Cincinnati Bell's balance sheet at Sept. 30, 2010, showed $2.59 billion in total assets, $3.20 billion in total liabilities, and a stockholder's deficit of $611.4 million. * * * The Company carries a 'B+' corporate credit rating from Standard & Poor's. In June 2010, when Fitch Ratings downgraded the Issuer Default Rating to 'B' from 'B+', the rating agency said, "The downgrade reflects the increase in financial and business risk caused by Cincinnati Bell's acquisition of privately held data center operator CyrusOne Networks, LLC, as well as a potentially more aggressive strategy on the part of CBB to expand its data center business." Fitch Ratings has issued its Recovery Rating review of the U.S. & Canada Telecommunications and Cable sector. This review includes an analysis of valuation multiples, EBITDA discounts applied and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. CIRCUIT CITY: Trust Filing 600 Preference Suits ----------------------------------------------- The liquidating trust created under the confirmed Chapter 11 plan of Circuit City Stores Inc. is filing 600 lawsuits, mostly to recover preferences, said Robert J. Feinstein, a lawyer with Pachulski Stang Ziehl & Jones LLP, which represents the trust. A preference is a payment made within 90 days of bankruptcy on account of overdue unsecured claims. About Circuit City Headquartered in Richmond, Virginia, Circuit City Stores Inc. (NYSE: CC) -- http://www.circuitcity.com/-- was a specialty retailer of consumer electronics, home office products, entertainment software and related services in the U.S. and Canada. Circuit City Stores together with 17 affiliates filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code on November 10, 2008 (Bankr. E.D. Va. Lead Case No. 08-35653). InterTAN Canada, Ltd., which runs Circuit City's Canadian operations, also sought protection under the Companies' Creditors Arrangement Act in Canada. Gregg M. Galardi, Esq., and Ian S. Fredericks, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, are the Debtors' general restructuring counsel. Dion W. Hayes, Esq., and Douglas M. Foley, Esq., at McGuireWoods LLP, are the Debtors' local counsel. The Debtors also tapped Kirkland & Ellis LLP as special financing counsel; Wilmer, Cutler, Pickering, Hale and Dorr, LLP, as special securities counsel; and FTI Consulting, Inc., and Rotschild Inc. as financial advisors. The Debtors' Canadian general restructuring counsel is Osler, Hoskin & Harcourt LLP. Kurtzman Carson Consultants LLC is the Debtors' claims and voting agent. The Debtors disclosed total assets of $3,400,080,000 and debts of $2,323,328,000 as of August 31, 2008. Circuit City has liquidated its 721 stores, held going-out-of- business sales, and sold store leases. In May 2009, Systemax Inc., a multi-channel retailer of computers, electronics, and industrial products, acquired certain assets, including the name Circuit City, from the Debtors through a Court-approved auction. CITIZENS DEV'T: Files New List of 20 Largest Unsecured Creditors ---------------------------------------------------------------- Citizens Development Corp. has filed with the U.S. Bankruptcy Court for the Southern District of California a new list of its 20 largest unsecured creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Ron Frazar Guarantee of Loan $6,000,000 P.O. Box 4970 to Affiliate Whitefish, MT 59937 California Credit Union $5,922,568 701 N. Brand Blvd., 3rd Floor Glendale, CA 91203 El Toreador Prop Grp/J Serhan Guarantee of Loan $4,000,000 c/o WM J. Caldarelli, Esq. To Affiliate 550 W. C Street, Suite 700 San Diego, CA 92101 Bank of the West $3,000,000 San Diego County Treasurer - $237,637 Tax Collector Jani-King of Calif, Inc.- SDO $77,761 California State Board of Sales & Use Tax $58,892 Equalization California State Board of $56,241 Equalization Foley & Lardner LLP $36,637 San Diego County Treasurer Transient Occupancy $31,664 Tax Vallecitos Water District $31,133 San Diego Gas & Electric $31,075 San Diego County Treasurer - Property Taxes $28,142 Tax Collector Vanorsdale Insurance Services $25,519 San Diego County Treasurer Personal Property $25,219 Unsecured Taxes Haineslaw $24,871 Kitabayashi Design Studio $19,427 Steve I. Kastner, Esq. Legal Services $17,570 Acushnet/Titlest $15,880 Bank of America $13,030 The following creditors were removed from the list: Entity Nature of Claim Claim Amount ------ --------------- ------------ German American Capital Corp Guarantee of debt $11,018,955 60 Wall Street, 10th Floor New York, NY 10005 Dept of Water Resources Trade - Gov't Fees $12,500 Worlwide Payment Systems, S.A. Trade Debt $10,597 TIG Global LLC Trade Debt $10,000 The following creditors were added to the list: Entity Nature of Claim Claim Amount ------ --------------- ------------ California State Board of Sales & Use Tax $58,892 Equalization San Diego County Treasurer Transient Occupancy $31,664 Tax San Diego County Treasurer - Property Taxes $28,142 Tax Collector San Diego County Treasurer Personal Property $25,219 Unsecured Taxes San Marcos, California-based Citizens Development Corp. filed a voluntary petition for relief under Chapter 11 (Bankr. S.D. Calif. Case No. 10-15142) on August 26, 2010. Ron Bender, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $10 million to $50 million. Chapter 11 petitions were also filed by affiliates LSM Executive Course, LLC (Bankr. S.D. Calif. Case No. 10-07480), and LSM Hotel, LLC (Bankr. S.D. Calif. Case No. 10-13024). CITIZENS DEV'T: Taps Levene Neale as General Bankruptcy Counsel --------------------------------------------------------------- Citizens Development Corp. asks the U.S. Bankruptcy Court for the Southern District of California for permission to employ Levene, Neale, Bender, Yoo & Brill L.L.P., as general bankruptcy counsel, nunc pro tunc to August 26, 2010. Levene Neale will, among other things: a. advise the Debtor with regard to the requirements of the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office of the United States Trustee as they pertain to the Debtor; b. advise the Debtor with regard to certain rights and remedies of its bankruptcy estate and the rights, claims and interests of creditors; and c. represent the Debtor in any proceeding or hearing in the Bankruptcy Court involving its estate unless the Debtor is represented in such proceeding or hearing by other special counsel. During the one-year period prior to its Chapter 11 filing, the Debtor paid the total sum of $100,000 to Levene Neale for legal services in contemplation of and in connection with the Debtor's Chapter 11 case, which retainer was in addition to the Debtor's $1,039 Chapter 11 bankruptcy filing fee. Levene Neale will be paid based on the standard hourly rates of its professionals. Levene Neale will also also seek reimbursement of expenses in accordance with all applicable rules and regulations. Ron Bender, a partner at LNBYB, assures the Court that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ron Bender, Esq. Krikor J. Meshefejian, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 Fax: (310) 229-1244 E-mail: rb@lnbyb.com kjm@lnbyb.com San Marcos, California-based Citizens Development Corp. filed a voluntary petition for relief under Chapter 11 (Bankr. S.D. Calif. Case No. 10-15142) on August 26, 2010. The Debtor estimated its assets at $10 million to $50 million and debts at $10 million to $50 million. Chapter 11 petitions were also filed by affiliates LSM Executive Course, LLC (Bankr. S.D. Calif. Case No. 10-07480), and LSM Hotel, LLC (Bankr. S.D. Calif. Case No. 10-13024). CLEARWIRE CORP: S&P Junks Corporate Credit Rating From 'B-' ----------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its corporate credit rating, and all other ratings, on Kirkland, Wash.-based wireless carrier Clearwire Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch listing on the company from negative to developing. S&P had initially placed the ratings on CreditWatch with negative implications on Oct. 6, 2010, based on S&P's view that Clearwire faced significant near-term liquidity risks. The downgrade follows the company's recent disclosure with the Securities and Exchange Commission regarding the uncertainty about its ability to obtain additional capital and continue as a going concern. In Clearwire's 2010 third-quarter earnings report and conference call, the company indicated that it expected to run out cash by mid-2011, which is consistent with S&P's earlier comments. Cash totaled around $1.4 billion as of Sept. 30, 2010. "Although Clearwire is initiating several cost-reduction measures," said Standard & Poor's credit analyst Allyn Arden, "S&P still expect that its cash balances will reach dangerously low levels in early 2011 given its substantial capital requirements and operating losses to support the network deployment." Moreover, while the company is pursuing several options to raise capital, including potential spectrum sales, additional debt, or equity, it is uncertain, in S&P's view, that it will be able to obtain sufficient funding. In resolving the CreditWatch listing, S&P will continue to monitor Clearwire's progress in addressing near-term liquidity concerns, including new equity or debt or potential spectrum sales. S&P could raise the ratings if the company can raise sufficient capital for the next 12 to 18 months, depending on S&P's assessment of its business and financial plans. S&P could lower the ratings if Clearwire is unable to secure new funding over the next few months and a financial restructuring appears imminent. CMB III: May Employ Perkins Coie as Bankruptcy Counsel ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Arizona has granted C.M.B. III, L.L.C., permission to employ Perkins Coie Brown & Bain P.A. as the Debtor's primary bankruptcy counsel, effective October 8, 2010. The Bankruptcy Court also ordered the transfer from unencumbered funds of the estate a retainer of $100,000. The retainer will be held and not applied pending further of the Court after notice and an opportunity for hearing, the order stated. No payment of legal fees and costs will be made from property of the estate except upon application and further order of the Bankruptcy Court. Richard M. Lorenzen, a partner at Perkins Coie, assured the Bankruptcy Court that the firm is a disinterested party and will represent no other interest than the Debtor's during the Chapter 11 proceeding. The firm can be reached at: COIE PERKINS BROWN & BAIN P.A. 2901 N. Central Avenue, Suite 2000 Phoenix, AZ 85012-2788 Tel: (602) 351-8000 Fax: (602) 648-7000 Phoenix, Arizona-based C.M.B. III, L.L.C., filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-30496) on September 23, 2010. Richard M. Lorenzen, Esq., Perkins Coie Brown & Bain P.A., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Chapter 11 filing. CMB III: Files Schedules of Assets and Liabilities -------------------------------------------------- C.M.B. III, L.L.C., filed with the U.S. Bankruptcy Court for the District of Arizona its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- --------- ----------- A. Real Property Unknown B. Personal Property $579,074 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $17,263,740 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $66,156 --------- ----------- TOTAL $579,074 $17,329,896 + Unknown A copy of the schedules is available for free at: http://bankrupt.com/misc/CMBIII_SAL.pdf Phoenix, Arizona-based C.M.B. III, L.L.C., filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-30496) on September 23, 2010. Richard M. Lorenzen, Esq., Perkins Coie Brown & Bain P.A., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Chapter 11 filing. COGECO CABLE: S&P Raises Corporate Credit Rating to 'BB+' --------------------------------------------------------- Standard & Poor's Ratings Services said it raised its ratings on Montreal-based cable television service provider, Cogeco Cable Inc., including its long-term corporate credit rating to 'BB+' from 'BB'. The outlook is stable. At Aug. 31, 2010, the company had C$955 million of reported debt outstanding. S&P raised the issue-level ratings on the company's senior secured debt, which includes a C$750 million term revolving facility and about C$728 million equivalent of senior secured notes and debentures outstanding, to 'BBB' (two notches above the corporate credit rating). The recovery rating of '1' is unchanged. The '1' recovery rating reflects S&P's opinion as to an expectation of very high (90%- 100%) recovery in a default scenario. "The upgrade primarily reflects S&P's view that while the company is likely to pursue its acquisitive growth strategy, pro forma debt to EBITDA will likely not increase by more than 3.5x for a prolonged period" said Standard & Poor's credit analyst Madhav Hari. "In the interim, S&P expects that the strength of the Canadian operations will more than offset potential weakness in the company's Portuguese operations such that the company's credit protection measures will remain relatively conservative for the ratings," he added. The ratings on Cogeco reflect the consolidated risk profile of the company's 100%-owned Canadian and Portuguese cable subsidiaries. In Standard & Poor's opinion, the ratings underpin the satisfactory business risk profile of Cogeco's Canadian cable operations, which comprise about 85% of total revenue, partially offset by what S&P views as the vulnerable business risk profile of the company's Portugal-based cable operator, Cabovisao- Televisao por Cabo S.A. The ratings are also supported by Cogeco's relatively strong adjusted debt-to-EBITDA ratio and corresponding credit metrics. The ratings are tempered by what S&P views as an aggressive financial policy, given management's stated desire to pursue additional debt-financed acquisitions in the future, potentially in new geographic markets where there are few synergies available; and its high capital expenditures. Cogeco is the second-largest cable operator in Ontario and Quebec, as well as in Portugal, in terms of basic cable TV subscribers. The company offers analog and digital cable TV, high-speed Internet, and digital telephony services to about 2.5 million combined households, typically located in midsize urban communities. At Aug. 31, 2010, the company serviced about 3.2 million revenue-generating units, and for the 12 months ended Aug. 31, 2010, reported revenue and EBITDA of C$1.28 billion and C$510 million, respectively. Favorable market conditions along with the company's solid execution have, in S&P's opinion, supported the Canadian operations' strength in recent years, as evidenced by growth in new service subscriptions and the retention of analog cable TV customers. As an incumbent cable operator, Cogeco retains what S&P views as a solid market position within its addressable footprint of about 1.6 million homes in Ontario and Quebec, with a relatively stable 55% penetration of basic cable TV subscribers at Aug. 31. The company also has a solid share of the high-margin and faster-growing HSI customers that total 559,418, which equates to about 64% penetration of basic cable and about 35% penetration of households. The stable outlook reflects Standard & Poor's expectation that in the next two years, the strength of the company's Canadian operations will offset potential weakness at the Portuguese operations. As such, S&P expects Cogeco to be able to maintain healthy credit metrics with adjusted debt to EBITDA remaining at the 2x level, barring additional debt-financed acquisitions. Upside for the ratings is currently constrained by the company's stated desire to seek additional cable acquisitions which, in S&P's opinion, could increase debt leverage and potentially result in greater earnings volatility at the company. S&P could consider a downgrade should adjusted debt leverage increase to more than 3.5x for a prolonged period, likely owing to a large debt-financed acquisition and subsequent difficulties in de-leveraging owing to operational challenges. CONGRESS SAND: DIP Financing, Cash Collateral Use Get Interim OK ---------------------------------------------------------------- Congress Sand & Gravel, LLC, et al., sought and obtained interim authorization from the Hon. Stacey G. Jernigan of the U.S. Bankruptcy Court for the Northern District of Texas to obtain postpetition secured financing from Presidential Financial Corporation and use cash collateral. The DIP Lender has committed to provide up to $1.75 million. The Debtors and the DIP Lender have contemplated raising the maximum loan amount to $1.90 million by agreement, but in the DIP Lender's sole discretion. A copy of the DIP financing is available for free at: http://bankrupt.com/misc/CONGRESS_SAND_dipfinancingpact.pdf Douglas S. Draper, Esq., at Heller, Draper, Hayden, Patrick & Horn, L.L.C., explained that the Debtors need the money to fund their chapter 11 cases, pay suppliers and other parties. The Debtors will grant, super-priority administrative, first priority and junior priority liens to the DIP Lender. The DIP facility will terminate on the (a) 12-month anniversary of the effective date; (b) 30 days after the commencement of the Chapter 11 case, if at the time there is no Final Order, (c) the confirmation and substantial consummation of a plan of reorganization. The DIP Lender will receive a $25,000 DIP facility fee. The Debtors will also pay the DIP Lender: (a) a service charge of (a) 1% based on the average daily A/R loan balance and (b) .7% on the average daily inventory loan balance when the average inventory loan balance is equal to or greater than $250,000, or .6% when the average inventory loan balance is less than $250,000, payable on the 15th and last day of each month so long as any of the Obligations are outstanding; (b) a charge of $30 for each outgoing wire sent to, or on behalf, of any of the borrower, and a charge of $15 for each incoming domestic wire received, or $30 for each foreign wire received for the benefit of any borrower; (c) a charge of $10 for each outgoing ACH transaction and a charge of $10 for each incoming ACH transaction; (d) a fee of $750 per person per day plus out of pocket expenses for each field examination conducted by or on behalf of Lender; provided however, field examinations will be limited to four per year assuming no Event of Default has occurred and is continuing; (e) a fee of $1 per letter, plus the cost of mailing; (f) a fee of $10 per day for each report not received by The Lender as required under this Agreement, the Procedures Letter or any other loan document; (g) a fee of $25 for each change of any borrower's bank of record for wires and ACHs; (h) for each such occurrence, the borrowers will pay to the Lender an amount equal to 15% of any payment on account of any invoice where said payment has been received by a borrower and not delivered in kind or the proceeds paid by the borrower to Lender within two business days of receipt of the payment by the borrower; and (i) the borrowers will pay to Lender $25,000 in connection with the execution of this Agreement. The fee will be payable in four equal monthly instalments beginning on the date of entry of the interim court order. These conditions subsequent must be performed, time being of the essence: (i) JK Air Investment Group, LLC, and Chiron, both affiliates of the Debtors, will fund the Last-Out Participation (ii) the Debtors will deliver to Presidential within 15 days of the Closing Date, consents from the lessors and fully executed leasehold mortgages granting Lender a first priority lien against Borrowers' leasehold interest in (aa) that certain Commercial Lease Agreement, effective as of September 18, 2007, by and between the City of Garland, Texas, a Texas municipal corporation, as lessor, and Garland GAI, Inc., a Texas corporation, as lessee; and (bb) that certain Lease Agreement, effective September 1, 2001, by and between J & W Sand & Gravel, Inc., a Texas corporation, as lessor, and Recycled Aggregates, Inc., a Texas corporation, as lessee, in form and substance satisfactory to Lender in its sole discretion; and (iii) all reports and certificates provided by Debtors related to the DIP Loan Agreement will be certified by Jay Krasoff or other authorized signer approved by the Lender. A copy of the budget is available for free at: http://bankrupt.com/misc/CONGRESS_SAND_budget.pdf The Court has set a final hearing for November 23, 2010, at 3:00 p.m. (prevailing Central time), on the Debtors' request to obtain DIP financing and use cash collateral. About Congress Materials Bridgeport, Texas-based Congress Materials, LLC -- dba Green Aggregates and Union Materials, LP -- filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10-37526). It estimated its assets and debts at $10 million to $50 million. Affiliate Green Aggregates, Inc. (Bankr. N.D. Tex. Case No. 07- 53439) filed a separate Chapter 11 petition on December 31, 2007. Congress Materials' bankruptcy case is jointly administered with Congress Sand & Gravel, LLC. Congress Sand is the lead case. Kerens, Texas-based Congress Sand filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10- 37522). It estimated its assets and debts at $1 million to $10 million. Douglas S. Draper, Esq., at Heller Draper Hayden Patrick & Horn, LLC, assists Congress Sand and Congress Materials in their restructuring efforts. CONGRESS SAND: Section 341(a) Meeting Scheduled for Nov. 30 ----------------------------------------------------------- The U.S. Trustee for Region 6 will convene a meeting of the creditors of Congress Sand & Gravel, LLC, and Congress Materials, LLC, on November 30, 2010, at 2:00 p.m. The meeting will be held at the Office of the U.S. Trustee, 1100 Commerce Street, Room 976, Dallas, TX 75242. 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 Congress Materials Bridgeport, Texas-based Congress Materials, LLC -- dba Green Aggregates and Union Materials, LP -- filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10-37526). It estimated its assets and debts at $10 million to $50 million. Affiliate Green Aggregates, Inc. (Bankr. N.D. Tex. Case No. 07- 53439) filed a separate Chapter 11 petition on December 31, 2007. Congress Materials' bankruptcy case is jointly administered with Congress Sand & Gravel, LLC. Congress Sand is the lead case. Kerens, Texas-based Congress Sand filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10- 37522). It estimated its assets and debts at $1 million to $10 million. Douglas S. Draper, Esq., at Heller Draper Hayden Patrick & Horn, LLC, assists Congress Sand and Congress Materials in their restructuring efforts. CONGRESS SAND: Taps Heller Draper as Bankruptcy Counsel ------------------------------------------------------- Congress Sand & Gravel, LLC, et al., ask for authorization from the U.S. Bankruptcy Court for the Northern District of Texas to employ Heller, Draper, Hayden, Patrick & Horn, LLC, as bankruptcy counsel, nunc pro tunc as of the Petition Date. Heller Draper will, among other things: a. prepare and pursue confirmation of a plan of reorganization and approval of a disclosure statement; b. prepare applications, motions, answers, proposed orders, other pleadings, notices, schedules and other documents, and review all financial and other reports to be filed; c. advise the Debtors concerning and prepare responses to applications, motions, pleadings, notices and other documents which may be filed by other parties herein; and d. appear in Court to protect the interests of the Debtors. Heller Draper will be paid based on these rates: Douglas S. Draper $350-425 Other Senior Partners $350-425 Associates $300 Paralegals $100 Douglas S. Draper, Esq., a member at Heller Draper, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Bridgeport, Texas-based Congress Materials, LLC -- dba Green Aggregates and Union Materials, LP -- filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10-37526). It estimated its assets and debts at $10 million to $50 million. Affiliate Green Aggregates, Inc. (Bankr. N.D. Tex. Case No. 07- 53439) filed a separate Chapter 11 petition on December 31, 2007. Congress Materials' bankruptcy case is jointly administered with Congress Sand & Gravel, LLC. Congress Sand is the lead case. Kerens, Texas-based Congress Sand filed for Chapter 11 bankruptcy protection on October 28, 2010 (Bankr. N.D. Tex. Case No. 10- 37522). It estimated its assets and debts at $1 million to $10 million. CW MINING: 10th Circ. Affirms Contempt Order on 2 Creditors ----------------------------------------------------------- An appeals court has shot down a bid by two C.W. Mining Co. creditors to overturn a contempt order, issued over their intentional violation of an automatic stay in the mining company's involuntary bankruptcy case, Bankruptcy Law360 reports. The U.S. Court of Appeals for the Tenth Circuit in a decision issued Monday was unswayed by arguments from Standard Industries Inc. and C.O.P. Coal Development Co., according to Law360. Based in Salt Lake City, Utah, C.W. Mining Co. dba Co-Op Mining Company operates the Bear Canyon Mine in Emery County, Utah, under the terms of a lease with C.O.P. Coal Development Company, which owns the mine. Three of C.W. Mining Co.'s creditors filed an involuntary Chapter 11 petition (Bankr. D. Utah Case No. 08-20105) on Jan. 8, 2008. As reported in the Troubled Company Reporter on Nov. 20, 2008, the Chapter 11 case was converted to a Chapter 7 liquidation proceeding. Kenneth A. Rushton serves as the Chapter 7 Trustee, and is represented by Brent D. Wride, Esq., at Ray Quinney & Nebeker, in Salt Lake City. DELVAG: To Get US Recognition of U.K. Scheme of Arrangement ----------------------------------------------------------- Bankruptcy Law360 reports that Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York said he will grant recognition to reorganization proceedings for the now-dissolved, U.K.-based Camomile Underwriting Agencies Ltd. (CUAL) pool, including those involving two affiliates of German financial services giant Allianz Group. Judge Bernstein held a hearing on November 9. In September 2010, David McGuigan, as foreign representative filed, on behalf of Allianz Global Corporate & Specialty (France), Allianz Iard, Delvag Luftfahrtversicherungs-AG, and Nurnberger Allgemeine versicherungs-AG, petitions pursuant to Chapter 15 of the U.S. Bankruptcy Code, with the United States Bankruptcy Court for the Southern District of New York (Lead Case No. 10-10-14990). Allianz Global, et al., are subject to jointly administered adjustment of debt proceedings and bound by those certain schemes of arrangement pursuant to Part 26 of the Companies Act 2006 sanctioned by the High Court of Justice of England and Wales on July 9, 2010. The Companies wrote both direct and reinsurance business in the London insurance market, through CUAL, in a pooling arrangement from 1978 to 1995. Allianz Global and Allianz IARD maintain their registered offices in France. Delvag and Nurnberger maintain their registered offices in Germany. Following creditors' meetings held in London on June 10, 2010, at which creditors unanimously voted in favour of the solvent schemes proposed by each Company, the High Court of Justice of England and Wales has sanctioned the schemes of arrangement between the Companies and their creditors. The aim of the Schemes is to finalise the run-off of the Companies' involvement in the CUAL business. The CUAL Business has been in solvent "run-off" since December 31, 1995, and in the normal course, it is estimated that it would take at least another 30 to 40 years to run-off the remaining liabilities. The Schemes establish a method by which present and future claims of scheme creditors will be estimated and full and final payments, adjusted by the application of a time value discount, will be made to creditors holding such claims considerably sooner than if the run- off of the Companies continued in the ordinary course. The Companies sought Chapter 15 protection so that their Schemes will be given full force and effect in the United States. The Companies have creditors and assets located in the U.S. The Chapter 15 petitioner said that if creditors in the United States are permitted to seek their own remedies, assets of the Companies could be depleted unnecessarily to defend actions brought in the United States in contravention of the intent of the Schemes and the sanction orders granted by the English Court. The Scheme Manager can be contacted at: David McGuigan CUAL Scheme Manager PO Box 683, Redhill, RH1 9BY United Kingdom Fax: +44 (0)207 626 7937 E-mail: dmcguigan@limbo.eu The Chapter 15 petitioner's counsel can be contacted at: Lee S. Attanasio, Esq. Alex R. Rovira, Esq. Debra W. Minoff, Esq. SIDLEY AUSTIN LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 839-5300 DYNEGY INC: ISS Supports Merger Into Blackstone Affiliate --------------------------------------------------------- Dynegy Inc. announced that Institutional Shareholder Services recommended that Dynegy stockholders vote for the proposal to adopt the merger agreement with an affiliate of The Blackstone Group L.P. at Dynegy's November 17, 2010 Special Meeting of Stockholders. Under the terms of the merger agreement, Dynegy stockholders will receive $4.50 in cash for each outstanding share of Dynegy common stock they own in a transaction valued at $4.7 billion, including the assumption of existing debt. "We are pleased that ISS supports the Dynegy Board's view that the merger provides fair value to all Dynegy stockholders," said Bruce A. Williamson, Chairman, President and Chief Executive Officer of Dynegy Inc. "ISS analyzed the situation correctly and also points out that the near-term risk in natural gas pricing, which our Board was very concerned about, has in effect come to pass and, therefore, this transaction represents substantial and certain value over where the stock would likely be trading. ISS further recognizes that Dynegy continues to face challenges, many of which are beyond its control, including low and declining commodity prices and continued economic weakness." Williamson concluded, "Over the past two years, Dynegy's Board conducted a thorough review of strategic alternatives to maximize value for stockholders; the Board believes that the Blackstone transaction is the best alternative available. Dynegy urges stockholders to follow the recommendation of ISS and to vote for the adoption of the merger agreement in order to capture this premium and certainty of value." ISS is the leading independent proxy voting and corporate governance advisory firm. The recommendations of ISS are relied upon by hundreds of major institutional investment firms, mutual funds and other fiduciaries throughout the country. Dynegy's Special Meeting of Stockholders will be convened as scheduled at 10 a.m. CT/11 a.m. ET on Wednesday, November 17, 2010, at the company's corporate headquarters, 1000 Louisiana St., Houston, Texas 77002. Dynegy stockholders of record at the close of business on Friday, October 1, 2010, will be entitled to receive notice of the special meeting and to vote at the special meeting. The Dynegy Board of Directors recommends stockholders vote FOR the proposal to adopt the merger agreement today - by telephone, by Internet or by signing, dating and returning the Company's WHITE proxy card. A failure to vote will have the same effect as a vote AGAINST the proposal to adopt the merger agreement. A full-text copy of the Open Letter To Stockholders is available for free at http://ResearchArchives.com/t/s?6e01 Supplemental Disclosure Dynegy Inc. said it will be mailing to its stockholders certain supplemental disclosures to the Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission by the Company on October 4, 2010, pursuant to a memorandum of understanding relating to the settlement of certain stockholder lawsuits filed in Texas state court and the Delaware Court of Chancery. A full-text copy of the Supplemental Disclosure is available for free at http://ResearchArchives.com/t/s?6e02 About Dynegy Inc. Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE:DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Inc. and Dynegy Holdings each has a 'B-' issuer default rating from Fitch. In October 2010, Moody's Investors Service lowered the ratings of Dynegy Holdings, including its Corporate Family Rating, to Caa1 from B3 along with the ratings of various affiliates or parent company Dynegy Inc. The rating outlook for DHI and Dynegy remains negative. The rating action follows the expiration of the 40-day "go shop" period, increasing the probability that Dynegy will be acquired by an affiliate of The Blackstone Group L.P. in a transaction valued at approximately $4.7 billion, including the assumption of existing debt. Moody's said Dynegy's financial profile is expected to be quite fragile, particularly during 2011 and 2012, when the company is projected to generate both negative operating cash flow and negative free cash flow due to weak operating margins and the required funding of their capital investment programs. To the extent that the transactions with Blackstone and NRG are not completed, Moody's said downward rating pressure at DHI and Dynegy will continue to exist given the weak financial prospects for the company over the next few years coupled with the liquidity concerns. EMPIRE RESORTS: Gets $35-Mil. Financing from Kien Huat Realty ------------------------------------------------------------- Empire Resorts Inc., has received a financing commitment from Kien Huat Realty III Limited, the company's largest stockholder, to provide a short-term bridge loan to the company in the aggregate principal amount of $35 million. If consummated, the proceeds of the Bridge Loan, together with available funds, will be used to repay in full the company's obligations under its 5�% convertible senior notes due 2014. Any proceeds not necessary for repayment of the Notes will be used for working capital and related fees and expenses. The repayment of the Notes from the proceeds of the Bridge Loan would be made in accordance with the terms of that certain settlement agreement entered into by the company on September 23, 2010 among the trustee under the indenture governing the Notes and the beneficial owners of the Notes party thereto. Following the extension of the Bridge Loan and the repayment of the Notes, the company intends to conduct a rights offering upon terms to be determined by the board of directors of the company. In the rights offering, if conducted, the company would distribute to all holders of the company's common stock a non-transferrable right to purchase additional shares of the company's common stock at a price of $0.8837 per share, which is equivalent to the conversion price of the restated notes that would be issued pursuant to the settlement agreement if the Notes are not repurchased. Kien Huat has also committed to exercise all of its basic rights to purchase additional shares allocated to Kien Huat with respect to its current ownership of the company's common stock. If, upon the completion of the rights offering, the proceeds of the rights offering are insufficient to repay in full all amounts outstanding on the Bridge Loan, Kien Huat has agreed to convert the full amount remaining unpaid into a convertible term loan with a term of two years at an interest rate of 5% per annum convertible into the company's common stock at a price equal to the $0.8837 per share exercise price of the rights issued in the rights offering. About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. The Company's balance sheet at June 30, 2010, showed $85.95 million in total assets, $73.60 million in total liabilities, and $12.35 million in stockholders' equity. Auditor Friedman LLP, in New York, after auditing the Company's 2009 results, said Empire Resorts' ability to continue as a going concern depends on the Company's ability to fulfill its obligations with respect to its $65 million of 5-1/2% senior convertible notes. Friedman also noted of the Company's continuing net losses and negative cash flows from operating activities. ERIE COUNTY PLASTICS: Preference Suit v. Dow Goes to Trial ---------------------------------------------------------- The Official Committee of Unsecured Creditors in the bankruptcy case of Erie County Plastics Corp., sued The Dow Chemical Company on July 29, 2009, to avoid and recover preferential or fraudulent transfers pursuant to 11 U.S.C. Sections 547, 548, 549, and 550. The Committee seeks summary judgment as to $420,000 in payments made by the Debtor to Dow during the preference period plus interest from the date of each transfer. The payments were paid pursuant to a payment plan designed to enable the Debtor to continue to make purchases from Dow on a "cash in advance" or "cash on delivery" basis while at the same time make weekly payments on the past-due, unpaid invoices. Dow was one of the Debtor's major suppliers. The Hon. Thomas P. Agresti, however, rejects the Summary Judgment Motion, citing the existence of a genuine dispute as to a material fact. The judge says Dow must be afforded an opportunity to present its evidence. "Although it appears that Dow may have difficulty at trial defeating the preference claim with differing standards of proof at play, for purposes of summary judgment, only, the Motion must be denied," Judge Agresti rules. A copy of Judge Agresti's memorandum opinion and order dated November 8, 2010, is available at http://is.gd/gTOtFfrom Leagle.com. About Erie County Plastics Headquartered in Corry, Pennsylvania, Erie County Plastics Corp. -- http://www.erieplastics.com/-- made custom injection molders of plastics packaging and components including lids, closures and vials. The company filed for Chapter 11 relief (Bankr. W.D. Pa. Case No. 08-11860) on Sept. 29, 2008. Lawrence C. Bolla, Esq., at Quinn Buseck Leemhuis Toohey & Kroto Inc. represented the Debtor as counsel. When the company filed for protection from its creditors, it listed assets and debts of $10 million to $50 million, and debts of $10 million to $50 million. As reported by the Troubled Company Reporter on November 24, 2008, Berry Plastics Corporation completed the acquisition of certain assets of Erie County Plastics. Total consideration was roughly $6.5 million which included roughly $1.0 million of cash on hand at Erie Plastics and roughly $1.8 million of accounts receivable that were retained by the senior secured lenders. The remaining $3.7 million was paid by Berry Plastics from available cash on hand. By Order dated July 28, 2009, the Debtor's Chapter 11 Plan of Orderly Liquidation was confirmed. The Plan vested the right to pursue preference litigation with the Creditors' Committee. FERRELLGAS LP: S&P Assigns 'B+' Rating to Senior Unsec. Debt ------------------------------------------------------------ Standard & Poor's Ratings Services said that it assigned its 'B+' senior unsecured debt rating to operating company Ferrellgas L.P. and Ferrellgas Finance Corp.'s $470 million senior unsecured notes due 2021. At the same time, S&P assigned a recovery rating of '4', indicating S&P's expectation that creditors can expect average (30% to 50%) recovery in the event of a payment default. Ferrellgas plans to use the proceeds to refinance the existing senior notes due 2014. As of July 31, 2010, Ferrellgas Partners L.P. had $1.18 billion of balance-sheet debt. Ferrellgas' corporate credit rating is 'B+' and the outlook is stable. Ratings List New Rating Ferrellgas L.P. $470 Senior Unsecured Notes Due 2021 B+ Recovery Rating 4 FIFTH THIRD: S&P Assigns Corporate Credit Rating at 'B+' -------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B+' corporate credit rating to Cincinnati-based Fifth Third Processing Solutions, LLC. The outlook is stable. At the same time, S&P assigned a 'BB-' rating to the company's $150 million senior secured revolving credit facility and $1.575 billion first-lien term loan with a recovery rating of '2', indicating S&P's expectation for substantial (70%-90%) recovery in the event of a payment default. In addition, S&P assigned a 'B-' rating to the proposed $275 million second-lien term loan with a recovery rating of '6', indicating S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. The company is using the proceeds in part to finance the acquisition of National Processing Co. Group Inc. (NPC; B/Stable/- -) and to refinance its existing debt. "The rating reflects FTPS' leveraged financial profile and S&P's view that the company's ownership structure is likely to preclude sustained deleveraging, despite a solid U.S. market position and consistent operating performance," said Standard & Poor's credit analyst Alfred Bonfantini. FINANCIAL MORTGAGE: Court Directs SBK to Release Escrowed Funds --------------------------------------------------------------- The Hon. Thomas J. Catliota rules that $593,949.80 of escrowed funds are property of the bankruptcy estate of Financial Mortgage, Inc., and will be released by SBK Settlements Corp. to H. Jason Gold, as Trustee for the chapter 11 bankruptcy estate of Financial Mortgage. The judge says $3,225.26 of the Escrowed Funds will be paid to SBK's counsel to cover costs and the reasonable attorneys fees incurred by SBK through September 30, 2010. SBK is holding in escrow $636,000. SBK commenced the Interpleader action, SBK SETTLEMENTS CORPORATION, v. EMC MORTGAGE CORPORATION, et al., (Bankr. D. Md. Adv. Pro. No. 10-592), pursuant to Maryland Rule Civ. P. 2-221, seeking a judicial determination as to which defendant may be entitled to certain funds SBK received in July 2006. A copy of the First Stipulation and Consent Order Releasing Funds Held By Plaintiff signed by the Court is available at http://is.gd/gV4dYfrom Leagle.com. The bankruptcy case is In re: Financial Mortgage, Inc., Bankr. D. Md. Case No. 08-13287. FINANCIAL MORTGAGE: Trustee to Get 67% of Remaining Escrowed Funds ------------------------------------------------------------------ The Hon. Thomas J. Catliota rules that $38,824.94 in escrowed funds will be split between H. Jason Gold, as Trustee for the chapter 11 bankruptcy estate of Financial Mortgage, Inc., and EMC Mortgage Corporation. The Trustee will receive 67% and EMC will receive 33%. The judge directs SBK Settlements Corporation to release the funds. SBK commenced the Interpleader action, SBK SETTLEMENTS CORPORATION, v. EMC MORTGAGE CORPORATION, et al., (Bankr. D. Md. Adv. Pro. No. 10-592), pursuant to Maryland Rule Civ. P. 2-221, seeking a judicial determination as to which defendant may be entitled to certain funds SBK received in July 2006. A copy of the Second Stipulation and Consent Order Releasing Funds Held By Plaintiff signed by the Court is available at http://is.gd/gT8wl from Leagle.com. The bankruptcy case is In re: Financial Mortgage, Inc., Bankr. D. Md. Case No. 08-13287. FORD MOTOR: Reports $1.7-Bil. Net Income in Third Quarter --------------------------------------------------------- Ford Motor Company reported third quarter net income of $1.7 billion a $690 million improvement from third quarter 2009, as strong products, momentum in North America and continued success at Ford Credit fueled growth amid still-challenging business conditions. Ford's third quarter revenue was $29 billion, a decline of $1.3 billion from the same period a year ago. Excluding Volvo revenue from 2009, Ford's revenue in the third quarter was up $1.7 billion compared with the same period a year ago. Ford North America posted a third quarter pre-tax operating profit of $1.6 billion, a $1.3 billion improvement from third quarter 2009. The company is on track to gain full-year market share in the U.S. for the second straight year, marking the first time since 1993 that Ford has achieved consecutive annual increases. Ford's balance sheet at Sept. 30, 2010, showed $177.07 billion in total assets, $178.81 billion in total liabilities, and a stockholder's deficit of $1.77 billion. A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d1e About Ford Motor Headquartered in Dearborn, Michigan, Ford Motor Co. (NYSE: F) -- http://www.ford.com/-- manufactures or distributes automobiles across six continents. With about 200,000 employees and about 90 plants worldwide, the company's automotive brands include Ford, Lincoln, Mercury and Volvo. The Company provides financial services through Ford Motor Credit Company. * * * In August 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Ford Motor Co. and FordMotor Credit Co. LLC to 'B+' from 'B-'. "The upgrade reflects S&P's reassessment of Ford's business risk profile to weak from vulnerable, and its financial risk profile to aggressive from highly leveraged," said Standard & Poor's credit analyst Robert Schulz. S&P believes Ford is making progress in stabilizing, and perhaps improving, its U.S. market shares Still, S&P believes underlying business risks remain high. Ford Motor and its unit, Ford Motor Credit, carry 'BB-' issuer default ratings from Fitch Ratings. In August 2010, when Fitch raised the rating from 'B', it said, Ford's ratings reflect its continued strong financial performance and the substantial debt reduction accomplished in the second quarter." Ford Motor has a 'B1' corporate family rating from Moody's. Moody's has placed on review for possible upgrade eleven tranches from five auto floorplan securitizations sponsored by Ford Motor Credit Company during 2006 and 2010. In addition, Moody's has also placed on review for possible upgrade Class B notes issued by Morgan Stanley Resecuritzation Trust 2010-F backed by Ford Credit Floorplan Master Owner Trust 2006-4 notes. Moody's Investors Service raised the Corporate Family Rating of Ford Motor Company to Ba2 from B1. Other ratings that were raised include Probability of Default to Ba2 from B1; senior secured credit facility to Baa3 from Ba1; senior unsecured to Ba3 from B2; and, preferred stock to B1 from B3. In a related action, Moody's also raised the CFR and senior unsecured ratings of Ford Motor Credit Company LLC, FCE Bank Plc, and Ford Credit Canada Limited to Ba2 from Ba3. The rating outlook for Ford and Ford Credit is stable. FRONTIER OIL: S&P Assigns 'BB' Rating to $150 Mil. Senior Notes --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue- level rating to Frontier Oil Corp.'s (BB/Stable/--) proposed $150 million senior unsecured notes due 2018 based on preliminary terms and conditions. The recovery rating on this debt is '3', indicating S&P's expectation of meaningful (50% to 70%) recovery in the event of a payment default. Although numerically S&P's analysis indicates the potential for full recovery S&P generally caps the recovery rating at '3' for unsecured debt of issuers with a corporate credit rating in the 'BB' category. S&P expects the company to use proceeds to fund the tender offer for the existing $150 million senior notes due 2011 that the company announced on Nov. 5, 2010, and which expires on Dec. 6, 2010. S&P plans to withdraw the ratings on the existing notes when they have been redeemed. The ratings on Houston-based Frontier Oil Corp. reflect currently poor industry conditions and the challenges the company faces as a small, independent oil refiner with limited cash flow diversification from only two refineries. The company operates in a competitive, erratically profitable industry, compounded by high fixed-cost requirements for refinery equipment and regulatory compliance. Standard & Poor's Ratings Services' ratings also reflect Frontier's adequate liquidity position and conservative financial Ratings List Frontier Oil Corp. Corporate Credit Rating BB/Stable/-- Ratings Assigned Frontier Oil Corp. $150 Mil. Sr. Unsec. Notes Due 2018 BB Recovery Rating 3 FX LUXURY: Set to Emerge from Chapter 11 ---------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that U.S. Bankruptcy Judge Bruce A. Markell in Las Vegas said he would sign an order confirming a Chapter 11 plan for FX Luxury Las Vegas I LLC. Mr. Rochelle relates that the Plan resulted from a compromise between first- and second-lien lenders. The compromise was reached after the judge granted a request by second-lien creditors and took away the current owners' exclusive right to propose a plan. With the settlement, the Debtor abandoned the plan that would have given ownership to the senior lenders absent a cash bid of $256 million. The latest iteration of the Plan gives a new first-lien note for $188 million to the first-lien lenders in return for their $271 million in claims. They also will receive a junior note for $71 million plus $7.5 million in accrued interest. Both notes will mature in six years with options for three one-year extensions. Ownership goes to second-lien lenders owed $233 million. They receive the new equity along with junior lenders providing $7.5 million in equity. There were no votes against the plan. The judge gave permission for the plan to become effective immediately, according to Mr. Rochelle. About FX Luxury New York-based FX Luxury Las Vegas I, LLC, fka Metroflag BP, LLC, owns approximately 17.72 contiguous acres of real property located at the southeast corner of Las Vegas Boulevard and Harmon Avenue in Las Vegas, Nevada, which secures mortgage loans in the aggregate principal amount of $454 million as of April 21, 2010. FX Luxury is the remaining Las Vegas subsidiary of FX Real Estate and Entertainment Inc. The Company filed for Chapter 11 bankruptcy protection on April 21, 2010 (Bankr. D. Nev. Case No. 10-17015). Deanna L. Forbush, Esq., at Fox Rothschild, LLP, serves as bankruptcy counsel to the Debtor. Greenberg Traurig, LLP, is the Company's special counsel. Sierra Consulting Group, LLC, is the Company's financial advisor. The Company disclosed $139,636,791 in assets and $492,568,036 in debts at the time of the filing. GENERAL GROWTH: Summerlin Settles Vratsinas Mechanics Lien Claim ---------------------------------------------------------------- Debtor Summerlin Centre LL and Vratsinas Construction Company entered into a Bankruptcy Court-approved stipulation resolving Vratsinas' mechanic's lien claim against Summerlin. Pursuant to a previous Court-approved stipulation, the Debtor has paid Vratsinas a total of $13.5 million in monthly adequate protection payments, thus reducing the stipulated principal amount of Vratsinas's lien of $28,285,796, to $13,480,907. Vratsinas filed its notice of applicable rate of interest pursuant to the Third Amended Joint Plan of Reorganization. By this stipulation, the parties have agreed to settle the amount of interest and attorneys' fees due in connection with the VCC Lien for $5,300,000. Specifically, the Settlement provides for these terms: (1) The Debtors agree to pay to the escrow agent on behalf of Vratsinas $18,780,907, which is comprised of $13,480,907 - - the Stipulated Claim Amount, and $5,300,000 -- the Stipulated Interest and Attorneys' Fees. (2) Upon receipt by Vratsinas of the Settlement Amount, Vratsinas will satisfy any liens or claims arising from failure to pay all subcontractors, suppliers and materialmen with which Vratsinas contracted directly or were contracted through Vratsinas' subcontractors, suppliers or materialmen for work performed on the Summerlin Centre Project pursuant to a Construction Management Agreement between Summerlin and Vratsinas. (3) Prior to payment of the Settlement Amount, Vratsinas will deliver to the Escrow Agent, to be held in trust, fully executed, original, recordable, unconditional final lien releases for the VCC Lien to the extent of the amount remaining on the VCC Lien. Vratsinas will also deliver to the Escrow Agent, to be held in trust, fully executed, original, recordable final lien releases or final waivers of subcontractor lien. (3) Vratsinas further agrees that it has a continuing obligation to satisfy all liens or claims of any kind arising from its Work on the Summerlin Centre Project through the effective date of this stipulation, against the Settlement Amount. (4) The Debtor and Vratsinas will also deposit with the Escrow Agent executed dismissals of Vratsinas, the VCC Subcontractors and the Debtor, in these actions: -- Precision Concrete v. Vratsinas Construction Company, et al., Case No. A578891 (District Court Clark County, Nevada), filed February 24, 2009; and -- Uintah Investments, LLC d/b/a Sierra Reinforcing v. J.D. Construction, Inc., et al., Case No. A583287 (District Court, Clark County, Nevada), filed March 2, 2009 (5) Vratsinas agrees to waive any and all claims it has at the time of execution of the Parties' Stipulation or may have in the future to attorneys' fees, interest and penalties associated with the VCC-Summerlin Claim or the VCC Lien. (6) Claim No. 2229 will be deemed satisfied and will be expunged from the Debtors' claims register. In addition, the Scheduled Claim and any other claims scheduled in connection with the VCC-Summerlin Claim will be deemed satisfied and expunged. Vratsinas will also withdraw any remaining proofs of claim filed by the VCC Subcontractors and assigned to Vratsinas. (7) The Parties release or forever discharge each other from any and all claims, arising directly or indirectly out of any events, which the parties may or might have relating to the Contract, the Work, the Summerlin Centre Project, the Dispute, or the termination of the Agreement. (8) Vratsinas agrees to indemnify, defend and hold harmless Summerlin and its officers, from and against, any and all claims, asserted against Summerlin. 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. General Growth Properties on November 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully restructured approximately $15 billion of project-level debt Recapitalized with $6.8 billion in new equity capital Paid all creditor claims in full achieved substantial recovery for equity holders. As part of its plan of reorganization, GGP has split itself into two separate and independent publicly traded corporations. GGP shareholders as of the record date of November 1, 2010 received common stock in both companies. The new GGP, which will commence trading November 10 on The New York Stock Exchange under the ticker symbol "GGP," is the second-largest shopping mall owner and operator in the country, with more than 183 regional malls in 43 states. The spin-off company, The Howard Hughes Corporation, consists of GGP's portfolio of master planned communities and other strategic real estate development opportunities. This company will trade under the ticker symbol "HHC" on The New York Stock Exchange. 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: Sandeep Mathrani to Take Over as CEO in 2011 ------------------------------------------------------------ General Growth Properties, Inc. appointed Sandeep Mathrani as the company's chief executive officer in a public statement dated October 28, 2010. Mr. Mathrani, 48, was previously president, Retail Division at Vornado Realty Trust, the general partner of Vornado Realty LP, a position he held since March 2002. Prior to joining Vornado, he served as an executive vice president of Forest City Ratner, an affiliate of Forest City Enterprises, from 1994 to February 2002 and was responsible for its retail development and related leasing in the New York City metropolitan area. GGP chairman-elect Bruce Flatt said Mr. Mathrani is the ideal candidate to lead GGP as it enters a new era. "Sandeep is an exceptionally talented individual who has a proven track record as one of the best retail executives in America. Sandeep helped build two of the highest quality retail portfolios over the past 15 years and has been responsible for retail at both Vornado and Forest City. His knowledge and expertise of the shopping center industry will undoubtedly help GGP retain its reputation as a premier shopping center REIT," said Mr. Flatt. Sandeep Mathrani will officially assume the CEO position at the beginning of 2011. He will succeed Adam Metz, who served as CEO during GGP's bankruptcy process. Mr. Mathrani stated, "This is an exciting time to join GGP as we re-energize the organization to be the best-in-class retail company in the United States." Bruce Flatt further commented, "We would like to extend our sincere gratitude to the former board of directors of GGP, in particular Adam Metz and Tom Nolan, for their hard work and dedication in seeing GGP through bankruptcy and positioning the company to successfully move forward." Mr. Mathrani's Employment Terms New GGP, Inc., a wholly-owned subsidiary of GGP, entered into an employment agreement with Mr. Mathrani, pursuant to which he has agreed to serve, commencing on January 17, 2011, as Chief Executive Officer of New GGP and of GGP Limited Partnership, according to GGP's disclosure with the SEC on October 29, 2010. GGP LP will become a party to the Employment Agreement by joinder upon GGP's emergence from bankruptcy. New GGP has agreed to nominate Mr. Mathrani to New GGP's board of directors for so long as Mr. Mathrani serves as Chief Executive Officer of New GGP. Before January 17, 2011, Mr. Mathrani will serve as a consultant to New GGP and GGPLP. The Employment Agreement provides for a five-year initial term commencing on January 17, 2011 that automatically renews for one- year terms thereafter. The Employment Agreement further provides for a $1,000,000 signing bonus, reimbursement of reasonable relocation expenses up to $350,000, an annual base salary of $1,200,000 and a target annual bonus of $1,500,000, including a guaranteed minimum annual bonus of $1,000,000 for 2011 and 2012. In accordance with the Employment Agreement: (i) New GGP will grant to Mr. Mathrani, at GGP's emergence from bankruptcy, 1,500,000 shares of New GGP common stock, which will vest in three equal installments on each of the first three anniversaries of the grant date; and (ii) pursuant to a Nonqualified Stock Option Award Agreement, on October 27, 2010, New GGP granted to Mr. Mathrani options to acquire 2,000,000 shares of New GGP's common stock, which will vest in four equal installments on each of the first four anniversaries of the grant date. The Options have an exercise price of $10.25 per share. The Restricted Stock and Options were awarded pursuant to, and subject to the terms and conditions of, the General Growth Properties, Inc. 2010 Equity Incentive Plan. Under the Equity Plan, the number of shares of New GGP common stock reserved for issuance under the Equity Plan is equal to 4% of New GGP's outstanding shares on a fully diluted basis as of GGP's emergence from bankruptcy. Commencing in 2012, Mr. Mathrani will be entitled to receive, on an annual basis, at his election, either options to purchase an additional number of shares of New GGP's common stock equal to five times his previous year's annual base salary divided by the then current trading price of New GGP common stock, or shares of restricted stock of equivalent value. GGP Senior Vice President and Chief Accounting Officer Edmund Hoyt relates that if New GGP terminates Mr. Mathrani's employment without "cause" or does not renew the Employment Agreement after the Initial Term, or if Mr. Mathrani terminates his employment for "good reason," then Mr. Mathrani is eligible to receive two years of salary continuation, two times his annual bonus for the previous year, pro rata annual bonus for the year of termination, full vesting of the Restricted Stock and Options, vesting of the portion of the annual equity awards that would otherwise vest during the two year period following termination and two years of welfare benefit continuation. If Mr. Mathrani's employment is terminated due to death or disability, then Mr. Mathrani is eligible to receive pro rata annual bonus for the year of termination and full vesting of the Restricted Stock, the Options and the annual equity awards, Mr. Hoyt adds. 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. General Growth Properties on November 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully restructured approximately $15 billion of project-level debt Recapitalized with $6.8 billion in new equity capital Paid all creditor claims in full achieved substantial recovery for equity holders. As part of its plan of reorganization, GGP has split itself into two separate and independent publicly traded corporations. GGP shareholders as of the record date of November 1, 2010 received common stock in both companies. The new GGP, which will commence trading November 10 on The New York Stock Exchange under the ticker symbol "GGP," is the second-largest shopping mall owner and operator in the country, with more than 183 regional malls in 43 states. The spin-off company, The Howard Hughes Corporation, consists of GGP's portfolio of master planned communities and other strategic real estate development opportunities. This company will trade under the ticker symbol "HHC" on The New York Stock Exchange. 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: Incurred $231,185,000 Net Loss in Third Quarter --------------------------------------------------------------- General Growth Properties, Inc. (NYSE: GGP) announced operating results for the three months ending September 30, 2010. For the third quarter of 2010, Retail and Other Segment net operating income (NOI) was $581.8 million compared to $582.9 million for the third quarter of 2009. Loss per share was $0.73 in the third quarter of 2010 compared to a loss of $0.38 in the third quarter of 2009. Core Funds from Operations (Core FFO) were losses of $29.3 million in the third quarter of 2010 compared to a positive $88.9 million in the third quarter of 2009. Decreases in the third quarter of 2010 were primarily the result of net incremental reorganization expense items of approximately $79.9 million and incremental accrued interest expense (related to final consensual plans of reorganization which were approved on October 21, 2010) of approximately $83.7 million. During the quarter, tenant sales at comparable properties increased by 10.2% over the third quarter of 2009, building on the year-over-year sales growth momentum in the first and second quarter of 7.5% and 7.8% respectively. A link to the schedule showing adjustments and non-comparable income and expense items and their impact on 2010 and 2009 NOI from the Retail and Other Segment is provided at the end of this release. Concurrent with this release, the Company has made available on this website its quarterly package of supplemental financial information, which provides additional operational result detail. "GGP's underlying operating performance continues to improve. We are particularly pleased with the improving retail sales performance of our malls," said Adam Metz, chief executive officer of GGP. "Comparable tenant sales rose more than 10 percent in the quarter from the same quarter in 2009, which is evidence that our operational strategy is working. During the restructuring, GGP's employees remained very focused on maintaining high standards at our properties to ensure that they continue to perform for our shoppers and retailers. I am happy to report that we accomplished that. We expect these sales results to drive rents on a long-term basis, which bodes well for the future performance of 'new' GGP once it emerges from bankruptcy early next month. As the next management team takes the helm, I am confident that GGP has a strong financial and operational foundation for a successful future." As previously announced on October 28, 2010, Sandeep Mathrani will become the chief executive officer of the "new" GGP at the beginning of 2011. Mr. Metz will step down as CEO at the end of the year. Capital Transactions During the third quarter of 2010, General Growth Properties, on behalf of certain of its Unconsolidated Joint Ventures, refinanced three individual secured mortgage loans totaling approximately $615 million at a weighted average interest rate of approximately 4.66% and at a weighted average term of approximately 10 years. Total net proceeds, at GGP's share, were approximately $98.2 million and the weighted average loan to value ratio at closing was approximately 45%. Also during the quarter, General Growth Properties restructured a $260.0 million secured mortgage loan on behalf of another Unconsolidated Joint Venture, at an interest rate of approximately 6.65%. Total net proceeds, at GGP's share, were approximately ($10.4 million) and the maturity date was extended an additional 5 years. Operational Highlights GGP continues to strengthen its assets and operational performance in order to maximize value over the long term. GGP invests in its properties to enhance their positions in the market and their appeal to shoppers and tenants and is committed to fostering long-lasting relationships with its retail partners. During the third quarter, the company signed 1.8 million square feet of new and renewal leases. GGP continues to attract some of the nation's leading retailers and new concept stores. In the third quarter, Forever 21 opened five new stores totaling more than 393,000 square feet, including three in Texas (Baybrook Mall and The Woodlands in Houston and North Star Mall in San Antonio). Luxury fashion designer Michael Kors opened five new stores at Oakbrook Center, Park Meadows, Towson Town Center, Staten Island Mall, and Tysons Galleria; and Australian-based retailer Cotton On signed leases to open seven new stores at California and Florida-based properties. The company also opened another new Apple store at Boise Towne Square in September. Segment Results Retail and Other Segment Comparable tenant sales on a trailing 12 month basis increased to $426 per square foot or 3.6% compared to the same period last year. On a quarterly basis, comparable tenant sales rose a strong 10.2% year-over-year, with first half momentum growing in the third quarter. Retail Center occupancy increased to 91.4% at September 30, 2010, from 91.3% at September 30, 2009. NOI in this segment was $581.8 million for the third quarter of 2010 compared to $582.9 million for the third quarter of 2009. Excluding the items detailed in the attached schedule of significant items that impact comparability, NOI for the third quarter of 2010 declined 1.0% year-over-year primarily due to lower temporary tenant revenue and occupancy and lower NOI at GGP's Special Consideration Properties (the 13 properties identified as underperforming assets as part of our bankruptcy emergence and loan restructuring process). At those properties, aggregate NOI decreased approximately $2.0 million in the third quarter of 2010 compared to the third quarter of 2009. Revenues from consolidated properties declined $1.9 million, or approximately 0.3%, for the third quarter of 2010 to $732.2 million from $734.0 million in the third quarter of 2009. Revenues from unconsolidated properties at the Company's ownership share were $144.2 million for the third quarter of 2010, a decline from $147.6 million in 2009, primarily due to declines in temporary tenant rents. Master Planned Communities Segment GGP's Master Planned Community segment includes The Woodlands and Bridgeland, both in the Houston metropolitan area; Summerlin in Las Vegas; and Columbia and Emerson in Maryland. This segment also includes the Nouvelle at Natick condominium project in Massachusetts. As a result of the confirmation of GGP's plan of reorganization on October 21, 2010, the projects in this segment will be part of the assets included in The Howard Hughes Corporation ("THHC"), a new company that will be created upon GGP's emergence from bankruptcy. During the quarter, GGP sold 24 units at its Nouvelle Natick condominium project and has executed sales contracts pending for an additional 7 units. Such unit sales yielded recognized revenues of approximately $10.3 million for the third quarter of 2010. Land sale revenues for the third quarter of 2010 were $10.0 million for consolidated master planned communities and $10.8 million (at the Company's ownership share) for The Woodlands, the company's unconsolidated community, compared to $7.4 million and $7.8 million, respectively, for the third quarter of 2009. Increases in land sale revenues for the consolidated master planned communities were largely a result of the collection of participation amounts on previous sales as lot sales to residential builders continue to reflect continued weak overall demand for individual lots. The increases in revenues at The Woodlands are predominantly due to increases in commercial acreage sold, with 11.3 acres sold in 2010 compared to 0.6 acres sold in 2009. NOI from the Master Planned Communities segment for the third quarter of 2010 was $0.5 million for consolidated properties and $2.7 million for the unconsolidated properties, as margins from lot or unit sales did not significantly exceed selling and community/property-specific general and administrative costs, which are largely fixed. Summary of Bankruptcy Emergence Plans On October 21, 2010, the U.S. Bankruptcy Court for the Southern District of New York confirmed the Company's plan of reorganization. GGP expects to emerge from Chapter 11 restructuring on or around November 8th. GGP will emerge from its financial restructuring with a strong balance sheet and substantially less debt, providing it with a solid financial foundation on which to execute its growth strategy. Upon emergence, GGP will have a significantly improved capital structure, having secured $6.8 billion in equity commitments from Brookfield Asset Management, Fairholme Funds, Pershing Square Capital Management, and The Teacher Retirement System of Texas (and Blackstone, if it elects, as anticipated, to subscribe to a portion of such $6.8 billion in equity). As part of its plan of reorganization, GGP will split upon emergence into two separate publicly traded corporations, a reorganized GGP ("New GGP") and The Howard Hughes Corporation ("THHC"), with current shareholders receiving common stock in both companies. New GGP will remain the second-largest shopping mall owner and operator in the country, with more than 185 regional malls in 43 states, and will focus on largely stable, income- producing shopping malls and other real estate assets. THHC, a spin-off company, will consist of GGP's portfolio of master planned communities and other strategic real estate development opportunities. The plan of reorganization yields a substantial recovery to current common stockholders of GGP, who will as a group own a majority of the outstanding common stock of THHC and a significant minority of the outstanding common stock of New GGP upon emergence. All prepetition GGP creditors will be satisfied in full. The restructured loans provide for the repayment of such restructured secured mortgage debt without any prepayment penalties. In addition, the holders of $1.65 billion of certain corporate bonds have elected to either exchange their holdings for new, longer- dated bonds or be reinstated at existing rates, thereby providing the Company an even more attractive maturity profile while allowing the Company to forgo the more costly standby term debt facility it had arranged. Equity Offering A key feature of the $6.8 billion of new capital to be received pursuant to the investment agreements is a clawback provision that provides GGP with the option to replace up to $2.15 billion of the capital being committed by Fairholme, Pershing Square and Teacher Retirement System of Texas with the proceeds of equity issuances at more advantageous pricing. New GGP has filed a registration statement on Form S-11 with the Securities and Exchange Commission to raise public equity shortly after emergence from Chapter 11. The offering of equity shortly after emergence from Chapter 11 will be made only by means of a prospectus. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The registration statement on Form S-11 may be accessed through the Securities and Exchange Commission's website at www.sec.gov. * * * GGP filed with the Securities and Exchange Commission on October 29, 2010, a quarterly report on Form 10-Q for the quarter ended September 30, 2010. A full-text copy of the Form 10-Q is available for free at: http://ResearchArchives.com/t/s?6d4a GGP also submitted to the SEC on October 29, 2010, supplemental financial data as of September 30, 2010, which should be read in conjunction with the Company's third quarter earnings information as certain disclosures and reconciliations in that announcement have not been included in the supplemental financial data. A full-text copy of the supplemental financial data is available for free at http://ResearchArchives.com/t/s?6d4b General Growth Properties, Inc. Consolidated Balance Sheet As of September 30, 2010 Assets: Investment in real estate: Land $3,326,422,000 Buildings and equipment 22,827,890,000 Less accumulated depreciation (4,882,862,000) Developments in progress 424,616,000 ----------------- Net property and equipment 21,696,066,000 Investment in and loans to/from Unconsolidated Real Estate Affiliates 1,915,480,000 Investment property and property held for development and sale 1,906,163,000 ----------------- Net investment and real estate 25,517,709,000 Cash and cash equivalents 630,014,000 Accounts and notes receivable, net 373,001,000 Goodwill 199,664,000 Deferred expenses, net 260,978,000 Prepaid expenses and other assets 761,567,000 ----------------- Total assets $27,742,933,000 ================= Liabilities and equity: Liabilities not subject to compromise Mortgages, notes and loans payable $16,927,928,000 Investment in and loans to/from Unconsolidated Real Estate Affiliates 46,099,000 Deferred tax liabilities 792,170,000 Accounts payable and accrued expenses 1,317,622,000 ----------------- Liabilities not subject to compromise 19,083,819,000 Liabilities subject to compromise 7,836,856,000 ----------------- Total liabilities 26,920,675,000 Equity: Common stock 3,188,000 Additional paid-in capital 3,750,360,000 Retained earnings (accumulated deficit) (3,129,683,000) Accumulated other comprehensive loss 15,300,000 Less common stock in treasury (76,752,000) ----------------- Total stockholders' equity 562,413,000 Noncontrolling interests in consolidated real estate affiliates 23,972,000 ----------------- Total equity 586,385,000 ----------------- Total liabilities and equity $27,742,933,000 ================= General Growth Properties, Inc. Consolidated Statements of Income Three Months Ended September 30, 2010 Revenues: Minimum rents $487,433,000 Tenant recoveries 217,906,000 Overage rents 10,333,000 Land and condominium sales 20,290,000 Management and other fees 14,075,000 Other 19,655,000 ----------------- Total revenues 769,692,000 ----------------- Expenses: Real estate taxes 71,339,000 Property maintenance costs 27,176,000 Marketing 9,043,000 Other property operating costs 132,441,000 Land and condominium sales operations 19,770,000 Provision for doubtful accounts 5,628,000 Property management and other costs 41,057,000 General and administrative 9,401,000 Strategic initiatives - Provisions for impairment 4,620,000 Depreciation and amortization 175,336,000 ----------------- Total expenses 495,811,000 ----------------- Operating income (loss) 273,881,000 Interest income 274,000 Interest expense (413,237,000) ----------------- Loss before income taxes, noncontrolling interests and equity in income of Unconsolidated Real Estate Affiliates (139,082,000) Benefit from (provision for) income taxes (1,913,000) Equity in income of Unconsolidated Real Estate Affiliates 9,789,000 Reorganization items (102,517,000) ----------------- Income (loss) from continuing operations (233,723,000) Discontinued operations - loss on dispositions - ----------------- Net (loss) income (233,723,000) Allocation to noncontrolling interests 2,538,000 ----------------- Net (loss) income attributable to controlling interests ($231,185,000) ================= General Growth Properties, Inc. Consolidated Statements of Cash Flows Nine Months Ended September 30, 2010 Cash flows from operating activities: Net income (loss) ($295,410,000) Adjustments to reconcile net (loss) income to net cash provided by operating activities: Equity in income of Unconsolidated Real Estate Affiliates (60,441,000) Provision for doubtful accounts 15,575,000 Distributions received from Unconsolidated Real Estate Affiliates 40,427,000 Depreciation 494,475,000 Amortization 33,481,000 Amortization of deferred finance costs 26,753,000 Amortization of debt market rate adjustments 43,330,000 Amortization of intangibles other than in-place leases (352,000) Straight-line rent amortization (27,153,000) Non-cash interest expense on Exchangeable Senior Notes 21,618,000 Non-cash interest expense resulting from termination of interest rate swaps 9,636,000 Non-cash interest expense related to Special Consideration entities (33,417,000) Provisions for impairment 35,893,000 Participation expense pursuant to Contingent Stock Agreement - Land/residential development and acquisitions expenditures (53,540,000) Cost of land sales 62,528,000 Revenue recognition of deferred land and condominium sales (36,443,000) Reorganization items - finance costs related to emerged entities 138,548,000 Accrued interest expense related to the Plan 83,739,000 Non-cash reorganization items (127,401,000) (Increase) decrease in restricted cash (48,739,000) Glendale Matter deposit - Net changes: Accounts and notes receivable 43,155,000 Prepaid expenses and other assets 26,134,000 Deferred expenses (24,238,000) Accounts payable and accrued expenses and deferred tax liabilities 177,845,000 Other, net (170,000) ----------------- Net cash provided by operating activities 545,833,000 ----------------- Cash flows from investing activities: Acquisitions/development of real estate and property additions/improvements (204,599,000) Proceeds from sales of investment properties 94,000 Proceeds from sales of investment in Unconsolidated Real Estate Affiliates 7,450,000 Decrease in investments in Unconsolidated Real Estate Affiliates (17,229,000) Distributions received from Unconsolidated Real Estate Affiliates 107,431,000 Loans (to) from Unconsolidated Real Estate Affiliates, net - (Increase) decrease in restricted cash (8,849,000) Other, net (4,144,000) ----------------- Net cash used in investing activities (119,846,000) ----------------- Cash flows from financing activities: Proceeds from refinance/issuance of the DIP Facility 400,000,000 Principal payments on mortgages, notes and loans payable (704,155,000) Deferred financing costs - Finance costs related to emerged entities (138,548,000) Cash distributions paid to common stockholders (5,957,000) Cash distributions paid to holders of Common Units - Proceeds from issuance of common stock, including common stock plans - Other, net (1,709,000) ----------------- Net cash (used in) provided by financing activities (450,369,000) ----------------- Net change in cash and cash equivalents (24,382,000) Cash and cash equivalents at beginning of period 654,396,000 ----------------- Cash and cash equivalents at end of period $630,014,000 ================= 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. General Growth Properties on November 9, 2010, successfully completed the final steps of its financial restructuring and emerged from Chapter 11. GGP successfully restructured approximately $15 billion of project-level debt Recapitalized with $6.8 billion in new equity capital Paid all creditor claims in full achieved substantial recovery for equity holders. As part of its plan of reorganization, GGP has split itself into two separate and independent publicly traded corporations. GGP shareholders as of the record date of November 1, 2010 received common stock in both companies. The new GGP, which will commence trading November 10 on The New York Stock Exchange under the ticker symbol "GGP," is the second-largest shopping mall owner and operator in the country, with more than 183 regional malls in 43 states. The spin-off company, The Howard Hughes Corporation, consists of GGP's portfolio of master planned communities and other strategic real estate development opportunities. This company will trade under the ticker symbol "HHC" on The New York Stock Exchange. 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) GENTA INC: Gets Investors' Nod to Waive Defaults Under Notes ------------------------------------------------------------ Genta Incorporated entered On November 5, 2010, into an Amendment and Acknowledgement Agreement with certain investors. Pursuant to the Agreement, the Investors agreed to amend the Company's March 2010 Senior Unsecured Convertible Notes, March 2010 Senior Unsecured Convertible Notes, March 2010 Senior Secured Convertible Notes, March 2010 Senior Unsecured Convertible Notes, September 2009 Subordinated Unsecured Convertible Notes, April 2009 Senior Secured Convertible Notes and the March 2010 Senior Unsecured Convertible Notes issuable upon future exercise of outstanding Purchase Options and Purchase Rights. The purpose of the Agreement was to obtain the Investors' agreement to amend the Notes to waive any event of default occurring under the Notes resulting from the Company's delay in obtaining approval for a reverse stock split and increasing its authorized shares of common stock to ensure it has sufficient shares of common stock authorized to cover the conversion of the Notes and the Company's other outstanding convertible notes, to the extent the event of default arises due to regulatory delays in connection with the proxy statement filed by the Company seeking stockholder approval for up to two reverse stock splits and increase in authorized shares. In addition, the Company agreed not effect any reverse stock split between November 5, 2010 and September 30, 2011 without the approval of: i) the holders of at least 66 2/3% of the combined principal amount of the B Notes outstanding as of November 5, 2010, ii) the holders of at least 66 2/3% of the combined principal amount of the C Notes outstanding as of November 5, 2010, iii) the holders of at least 66 2/3% of the combined principal amount of the D Notes outstanding as of November 5, 2010, iv) the holders of at least 66 2/3% of the combined principal amount of the E Notes outstanding as of November 5, 2010, v) the holders of at least two-thirds of the principal amount of the outstanding September 2009 Notes as of November 5, 2010, and vi) the holders of at least two-thirds of the principal amount of the outstanding April 2009 Notes as of November 5, 2010, unless the Board of Directors of the Company deems such reverse stock split to be in the best interest of the Company and its stockholders to avoid an imminent event of default under any of the outstanding Notes at such time prior to such date. A full-text copy of the Amendment And Acknowledgement Agreement is available for free at http://ResearchArchives.com/t/s?6e00 About Genta Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB) -- http://www.genta.com/-- is a biopharmaceutical company with a diversified product portfolio that is focused on delivering innovative products for the treatment of patients with cancer. * * * Genta's balance sheet at June 30, 2010, showed $24.11 million in total assets, $6.39 million in total current liabilities, $145.17 million in total long-term liabilities, and a stockholders' deficit of $127.44 million. GENTA INC: Launches New Phase 2b Clinical Trial for Tesetaxel ------------------------------------------------------------- Genta Incorporated has initiated a new Phase 2b clinical trial of tesetaxel as 1st-line chemotherapy for women with metastatic breast cancer. Tesetaxel is the leading oral taxane currently in clinical development. The new trial will be conducted at Memorial Sloan-Kettering Cancer Center, New York, and at the Accelerated Community Oncology Research Network based in Memphis, Tennessee. The new trial is designed to confirm and extend the efficacy and safety results observed in a preliminary Phase 2a study of tesetaxel as 2nd-line treatment of patients with advanced breast cancer. The new study includes women with Her2-negative breast cancer who have developed progressive disease after primary surgery but who have not previously received chemotherapy for metastatic disease. Patients who received adjuvant post-operative chemotherapy are also eligible if they have been disease-free for at least 12 months since the last dose of chemotherapy. The primary endpoint of the study is percent overall response. Secondary endpoints include response duration, disease control at 3 months, percent progression-free survival at 6 months, durable response > 6 months, and time-to-progression. A total of 25 patients are expected to be accrued, and enrollment should be completed in 2011. About Genta Berkeley Heights, New Jersey, Genta Incorporated (OTCBB: GETA.OB) -- http://www.genta.com/-- is a biopharmaceutical company with a diversified product portfolio that is focused on delivering innovative products for the treatment of patients with cancer. * * * Genta's balance sheet at June 30, 2010, showed $24.11 million in total assets, $6.39 million in total current liabilities, $145.17 million in total long-term liabilities, and a stockholders' deficit of $127.44 million. GEORGE STOVER: Butzel Long to Get $13,955 for Legal Work -------------------------------------------------------- The Hon. Scott W. Dales grants Butzel Long, LLP, G. Woodward Stover II and Betsy Upton Stover's counsel in their Chapter 11 case, an administrative claim under 11 U.S.C. Sections 330 and 503(b)(2) in the amount of $13,955 for professional fees and $3,576 for expenses, to be paid from the retainer, pending final distribution. Butzel Long sought payment of $42,168 in fees and expenses. Butzel Long received $52,910 from the Debtors for pre- bankruptcy work. Judge Dales, mindful of the prepetition fees, finds the firm's bill unreasonably high. Summit Community Bank, the Debtors' lender, objected to the firm's fee request. A copy of the Court's opinion and order, dated Nov. 5, 2010, is available at http://is.gd/gTXgrfrom Leagle.com. Based in Walloon Lake, Michigan, George Woodward Stover, II, and Betsy Upton Stover filed for Chapter 11 bankruptcy protection (Bankr. W.D. Mich. Case No. 10-06192) on May 13, 2010. Thomas B. Radom, Esq., at Butzel Long, in Bloomfield Hills, Michigan, served as Chapter 11 counsel. The Debtors estimated $100,001 to $500,000 in assets and $10 million to $50 million in debts in their petition. The case was converted to a Chapter 7 liquidation proceeding 27 days later. GEORGE TRAKAS: Case Summary & 6 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: George S. Trakas, Jr., LLC dba Aquarius Motels 204 11th Avenue North Myrtle Beach, SC 29577 Bankruptcy Case No.: 10-07965 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court District of South Carolina (Charleston) Judge: John E. Waites Debtor's Counsel: Michael J. Cox, Esq. MICHAEL J. COX, ATTORNEY AT LAW, LLC 6160 St. Andrews Road, Suite 1 Columbia, SC 29212 Tel: (803) 254-6041 E-mail: ecf@michaeljcoxlaw.com Scheduled Assets: $1,350,000 Scheduled Debts: $1,524,061 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/scb10-07965.pdf The petition was signed by George S. Trakas, Jr., managing member. GLOBAL CROSSING: S&P Assigns 'CCC+' Rating to $150 Mil. Notes ------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'CCC+' issue-level rating and '6' recovery rating to Bermuda-based Global Crossing Ltd.'s proposed $150 million of senior unsecured notes due 2019. The '6' recovery rating indicates S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. The company intends to use issue proceeds to redeem all of the 5% convertible notes that mature on May 15, 2011 ($144 million outstanding), and to pay transaction fees and expenses associated with the notes offering. At the same time, S&P affirmed the 'B' corporate credit rating on GCL. The ratings outlook is stable. "The ratings on global communications solutions provider GCL reflect what S&P considers the company's vulnerable business risk profile," said Standard & Poor's credit analyst Naveen Sarma. GCL operates in the highly competitive long-haul telecommunications industry, which is dominated by large, well-capitalized competitors, including many national telephone companies. S&P expects industry pressures to continue, including price compression despite rising demand for bandwidth from increased broadband communications services and Internet content. "The ratings also reflect the company's improved, but still aggressively leveraged balanced sheet," added Mr. Sarma. Tempering factors include the company's global network and adequate liquidity from sizable cash on its balance sheet. GOLDEN RESTAURANTS: 5th Cir. Won't Hear Appeal on Polley Judgment ----------------------------------------------------------------- Golden Restaurants Incorporated et al. appeal to the United States Court of Appeals for the Fifth Circuit the district court's decision to remand the Jessica Polley case to Texas state court and to vacate several bankruptcy court orders. Ms. Polley won a judgment for $869,172.92 in 2007 against Metro Restaurants, based on the finding that she was sexually assaulted by a supervisor at one of Metro's Burger King franchises. She has moved to dismiss the appeal for lack of subject matter jurisdiction pursuant to 28 U.S.C. Sections 1334(d) and 1452(b). The issues presented before the Fifth Circuit are (1) whether it lacks jurisdiction to hear the appeal under 28 U.S.C. Secs. 1334(d) and 1452(b), or instead under 28 U.S.C. Sec. 1447(d), and (2) if so, if any portion of the district court's decision is separable and may be heard on appeal. The Fifth Circuit finds that the district court's decision to remand and its related orders to vacate were jurisdictional under 28 U.S.C. Sec. 1447(d), and none of the opinion is separable. Accordingly, the Fifth Circuit grants Ms. Polley's motion to dismiss. A copy of the Fifth Circuit's decision dated November 8 is available at http://is.gd/gT9E9from Leagle.com. About Golden Restaurants Golden Restaurants, Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 09-44425) on March 24, 2009. Affiliates Denar Restaurants, LLC (Bankr. N.D. Tex. Case No. 09-41675), and Denar, LLC (Bankr. N.D. Tex. Case No. 09-42389), filed for Chapter 11 on the same day. Three affiliates -- Kansas Corral, LLC (Bankr. N.D. Tex. Case No. 09-44426); TAG Corral, LLC (Bankr. N.D. Tex. Case No. 09-44427); and Indy Corral, LLC (Bankr. N.D. Tex. Case No. 09-44428) -- filed for Chapter 11 on July 23, 2009. Affiliate Metro Restaurants, LLC filed a Chapter 7 petition (Bankr. N.D. Tex. Case No. 08-33377) July 10, 2008. Deborah M. Perry, Esq., at Munsch Hardt Kopf & Harr, P.C., in Dallas, serves as counsel to the Chapter 11 Debtors. Golden Restaurants estimated $1 million to $10 million in assets and $10 million to $50 million in debts in its petition. GRAMERCY PARK: Situs Led Sale of Condominums -------------------------------------------- Situs Inc. said it represented the Chapter 7 bankruptcy trustee in the successful sale of the Gramercy Park Condominiums, a luxury mid-rise multi-family asset located in the prime Medical Center submarket of Houston, Texas. Situs actively exposed the fractured condominium property to the market over the past year during protracted court proceedings. The property was constructed in 2005/2006 and was financed by 230+ individual investors. In 2006, various entities that controlled the servicing rights initiated a series of bankruptcies with Asset Resolution, an entity affiliated with Silar Advisors, LLC, ultimately controlling the servicing. The property was foreclosed in late-2008, and 220 units remained unsold. Situs began marketing the property in September 2009. Shortly thereafter, Asset Resolution filed chapter 11 bankruptcy in New York. The proceedings were transferred to Nevada, and ultimately converted to a Chapter 7 bankruptcy case in January 2010. Situs continued to market the asset and generate offers throughout the contentious legal proceedings. A total of 24 offers were generated. According to David Malev of Situs Inc, "There was a great deal of interest in the property from a variety of buyers due to its location and the fact there are very few, if any, larger sites with comparable visibility in this market area. The biggest challenge was keeping buyers interested during an extended period of litigation." Mitch Siegler, senior managing director of Pathfinder Partners, LLC, represented CCM Pathfinder Gramercy Court, LLC, the largest investor in Gramercy Park, and worked closely with Situs in structuring and negotiating the transaction. "Situs demonstrated tremendous patience, perseverance and creativity throughout a long and arduous process, and worked diligently to keep the parties together and the deal moving forward," Siegler said. On September 7, 2010, the US Bankruptcy Court conducted a 363 auction in Reno, Nevada. Situs was critical to the auction process and was able to identify and negotiate terms with the stalking horse bidder, Alliance Realty Partners, LLC, who ultimately closed on the property. The Situs team was led by Martin Bronstein, and included David Malev, Randall Tuller, Maury Bronstein, and John S. Wall, Jr. About Situs Situs Inc is the brokerage arm of The Situs Companies, a leading provider of global commercial real estate advisory services to the financial services industry. Since 1985, clients have relied on Situs' experience, insight and best-in-class processes. Combining creativity, flexibility and strategic planning, the company offers life of the loan solutions from due diligence to disposition. The company is recognized throughout the industry for consulting, advisory, servicing, outsourcing and disposition solutions. Constructed in 2005/2006, the property was financed by individual investors holding fractionalized interests. Various entities that controlled the servicing rights went through a series of bankruptcies beginning in 2006, with Asset Resolution, an entity affiliated with Silar Advisors, LLC, ultimately controlling the servicing. With only 4 of the units sold, the property was foreclosed in late 2008. GRAY TELEVISION: Earns $5.51 Million in Third Quarter ----------------------------------------------------- Gray Television Inc. reported net income of $5.51 million on $85.34 million of revenues for the three months ended Sept. 30, 2010, compared with a net loss of $5.52 million on $66.44 million for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $1.25 billion in total assets, $1.10 billion in total liabilities, and stockholder's equity of $111.81 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6e03 A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6e04 Formerly known as Gray Communications System, Atlanta, Georgia- based Gray Television, Inc., is a television broadcast company. Gray currently operates 36 television stations serving 30 markets. Each of the stations are affiliated with either CBS (17 stations), NBC (10 stations), ABC (8 stations) or FOX (1 station). In addition, Gray currently operates 38 digital second channels including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal Sports Network affiliates plus 8 local news/weather channels and 1 "independent" channel in certain of its existing markets. Gray Television carries 'CCC' issuer credit ratings from Standard & Poor's and 'Caa1' corporate family rating from Moody's. HAMPTON ROADS: Posts $84.5 Million Net Loss in Q3 2010 ------------------------------------------------------ Hampton Roads Bankshares, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $84.5 million on $17.9 million of net interest income for the three months ended September 30, 2010, compared with a net loss of $13.4 million on $26.5 million of net interest income for the same period last year. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company said in the filing that due to its financial results, the substantial uncertainty throughout the U.S. banking industry, and the Written Agreement the Company and BOHR have entered into, doubts existed regarding the Company's ability to continue as a going concern through the second quarter of 2010. However, management believes this concern has been mitigated by the initial closing of the Private Placement that occurred on September 30, 2010. With the receipt of $235.0 million of new capital, the Company and BOHR returned to "well-capitalized" status, the Company said. The Company's balance sheet at September 30, 2010, showed $3.068 billion in total assets, $2.899 billion in total liabilities, and stockholders' equity of $168.5 million. Yount, Hyde & Barbour, P.C., in Winchester, Va., expressed substantial doubt about the Company's ability to continue as a going concern in its report on the Company's restated consolidated financial statements for the year ended December 31, 2009. The independent auditors noted that quantitative measures established by regulation to ensure capital adequacy require the Company and its subsidiary banks to maintain minimum amounts and ratios of total and Tier I capital to risk-weighted assets, and Tier I capital to average assets. In addition, the Company has suffered recurring losses from operations and declining levels of capital. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?6e10 About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and fifteen ATMs. HARRAH'S ENTERTAINMENT: Posts $164.8-Mil. Net Loss in 3rd Quarter ----------------------------------------------------------------- Harrah's Entertainment Inc. said 2010 third quarter revenues increased approximately 0.3% to $2.288 billion from $2.282 million in the 2009 third quarter. Income from operations for the third quarter of 2010 was $175.7 million, compared with a loss from operations of $1,050.2 million for the 2009 third quarter. Net loss attributable to Harrah's Entertainment was $164.8 million in the third quarter of 2010, compared with a net loss of $1.624 billion in the same period in 2009. "Revenue rose slightly during the third quarter," said Gary Loveman, Harrah's Entertainment chairman, president and chief executive officer. "Although visitation also increased slightly in certain markets, including Las Vegas, and there are signs consumer spending may be stabilizing, we're continuing to exercise cost discipline while pursuing innovative ways to provide rewarding customer experiences. We have targeted $129 million in additional expense reductions for the 2010 fourth quarter. "We're also focused on potential growth opportunities," Loveman said. "On October 15, we filed a registration statement with the Securities and Exchange Commission regarding our plans to sell equity. As noted in the prospectus for the initial public offering, we plan to use net proceeds of the offering to fund growth projects and for general corporate purposes. "Growth projects under consideration include a previously announced retail, dining and entertainment development between the Flamingo and Imperial Palace hotel-casinos in Las Vegas, completion of a 660-room hotel tower at Caesars Las Vegas when demand warrants, and a potential joint venture with Rock Gaming, LLC, to build casinos in Cleveland and Cincinnati," Mr. Loveman said. "In October 2010, we signed a non-binding term sheet to acquire a minority interest in Philadelphia Entertainment and Development Partners, L.P., which holds a license to develop and operate a casino in Philadelphia," Loveman said. "The term sheet, which is subject to execution of definitive documentation, receipt of regulatory approvals, acceptable financing and other conditions, calls for us to be primarily responsible for design, development and management of the casino project, which is expected to open in 2012." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6e05 About Harrah's Entertainment Las Vegas, Nevada-based Harrah's Entertainment, Inc. -- http://www.harrahs.com/-- through its wholly owned subsidiary, Harrah's Operating Company, Inc., operates nearly 40 casinos across the United States, primarily under the Harrah's(R), Caesars(R) and Horseshoe(R) brand names; Harrah's also owns the London Clubs International family of casinos and the World Series of Poker(R). Private equity firms Apollo Global Management and TPG Capital LP acquired Harrah's in January for $31 billion. Harrah's Entertainment, Inc., reported its financial results for the first quarter March 31, 2010, showing a $193.6 million net loss on $2.19 billion of net revenues for quarter ended March 31, 2010, compared with a $127.5 million net loss on $2.25 billion of net revenues for the same period a year earlier. At March 31, 2010, the Company had $29.26 billion of total assets, $27.73 billion of total liabilities, $1.53 billion in stockholders' equity. The March 31 balance sheet showed strained liquidity with $1.67 billion in total current assets against $1.82 billion of total current liabilities. Harrah's carries 'Caa3' corporate family and probability of default ratings, with "positive outlook", from Moody's Investors Service. It has 'B-' issuer credit ratings, with "stable" outlook, from Standard & Poor's. HARRISBURG, PA: Taps Cravath as Counsel on Pro Bono Basis --------------------------------------------------------- Romy Varghese, writing for Dow Jones Newswires, reports that The Harrisburg City Council, in a 6-0 vote late Tuesday, approved the hiring of Cravath, Swaine & Moore, one of two finalists in its search for attorneys. According to Dow Jones, the city council tapped Cravath, at no charge, about a possible bankruptcy filing. According to Dow Jones, councilman Brad Koplinski said Wednesday that council members were "pleasantly surprised" by Cravath's pitching its services pro bono, worth millions of dollars. "We have someone in Cravath who we believe will give us a fair, impartial view of all of our options," Mr. Koplinski said. Dow Jones relates Mayor Linda Thompson, who opposes a bankruptcy filing, welcomes the offer and will work with the attorneys, according to her spokesman Chuck Ardo. According to Dow Jones, details of the contract must still be finalized. Dow Jones relates Paul Zumbro, Esq., a partner in the restructuring practice in Cravath's Corporate Department, said he has made no conclusions yet on whether Harrisburg should file for Chapter 9. Dow Jones reports Mr. Zumbro said the other partner on the case, Richard Levin, Esq., has had experience with Chapter 9, such as the pending case of New York City Off Track Betting Corp., and worked on the bankruptcy code itself in 1978. Mr. Levin has also represented municipal-debt issuers, such as Gardena, Calif., in negotiating solutions to avert bankruptcy filings. According to Dow Jones, Mr. Zumbro said Cravath decided to offer its services free because Harrisburg "is a significant situation. It's a state capital." He added, "we do have a long history of doing challenging pro bono work, and it fit with our tradition." Dow Jones also reports that an attorney hired by Pennsylvania's Department of Community and Economic Development is working on Harrisburg's cash-flow problems. Dow Jones says Robert O'Donnell was to conduct "triage" Wednesday. Harrisburg has this year missed more than $10 million in debt payments tied to the project and is being sued by the bond insurer Assured Guaranty Ltd. and Dauphin County, which made the payments to bond holders. According to Dow Jones, Assured Guaranty on Monday filed a motion in the Court of Common Pleas of Dauphin County requesting the appointment of a receiver to manage the affairs of the incinerator. Dow Jones says Assured Guaranty declined to comment Wednesday on the Cravath hiring, and a Dauphin County spokeswoman didn't respond with a comment. As reported by the Troubled Company Reporter on November 10, 2010, DCED will hear further testimony at a Nov. 17 public hearing regarding Harrisburg's request to be designated as "financially distressed" under Act 47, the agency said November 9. The official order, including the additional rulings, is available at http://www.newpa.com/by searching keyword "Act 47" and clicking on the link titled "Municipalities Financial Recovery Act of 1987," or at http://is.gd/gSYND Mr. O'Donnell, a former speaker of the Pennsylvania House, is an attorney with a multi-state practice in government relations and public finance. His clients have included numerous government entities, public pension funds, municipal bond insurers, and private corporations. The continued public hearing will take place at 4 p.m. on Wednesday, Nov. 17, at the Harrisburg Government Center, 10 N. Second St., Harrisburg. Individuals requiring special accommodations to attend the hearing should contact DCED at least five days prior to the hearing. After that hearing, DCED Secretary Austin Burke will review the entire record and will rule on Harrisburg's request for Act 47 designation. About Harrisburg, PA The city of Harrisburg is coping with debt related to a failed revamp of an incinerator. The outstanding principal on the Incinerator debt is $288 million. Total principal and interest on this debt would amount to approximately $458 million. Debt service payments on the total incinerator debt are $20 million per year. Of this total, Dauphin County, Pennsylvania, is responsible for roughly $10 million and Harrisburg is responsible for the other $10 million. The city is guarantor on 100% of the $288 million Incinerator debt. The City Council of Harrisburg, Pennsylvania, voted 5-2 on September 28 to seek professional advice on bankruptcy or state oversight. Harrisburg needed state aid to avoid default on $3.3 million of bond payments this month. The city has missed about $8 million in debt-service payments this year on bonds issued in connection with a trash-to-energy incinerator. The city owes another $40 million by the end of the year, and was sued by its home county Dauphin County; bond insurer Assured Guaranty Municipal Corp., a unit of Assured Guaranty Ltd.; and bond trustees TD Bank and M&T Bank Corp. over $19 million in skipped bond payments. As reported by the Troubled Company Reporter on November 4, 2010, Dow Jones' DBR Small Cap said Harrisburg doesn't have enough money now to make two debt payments totaling $305,952 on November 15. Chuck Ardo, spokesman for Mayor Linda Thompson, said the city intends to make the payments. HCA INC: Fitch Affirms Issuer Default Rating at 'B' --------------------------------------------------- Fitch Ratings has affirmed the ratings of HCA Inc.: -- Issuer Default Rating at 'B'; -- Secured bank credit facility at 'BB/RR1'; -- Senior secured first lien notes at 'BB/RR1'; -- Senior secured second lien notes at 'BB-/RR2'; -- Senior unsecured notes at 'CCC/RR6'. HCA plans to create a holding company structure. The newly created holding company, to be called HCA Holdings Inc., will be issuing a proposed $1.525 billion of senior unsecured notes due 2021 to fund a portion of an approximate $2 billion distribution to shareholders to be made in the fourth quarter of 2010 (4Q'10). Pending regulatory approvals of a corporate reorganization plan, HCA will become a wholly owned subsidiary of Hold Co. All relevant operations will be housed at HCA and the Hold Co. senior notes are anticipated to be structurally subordinated to all existing and future debt of HCA in right of payment. Fitch is assigning ratings to Hold Co.: -- IDR 'B'; -- Proposed senior unsecured notes 'CC/RR6'. The ratings apply to approximately $26.1 billion of debt outstanding at Sept 30, 2010. The Rating Outlook is Positive. HCA's ratings reflect these factors: Positive Credit Momentum Related To Planned Ipo, But Timing Is Uncertain: The Rating Outlook is Positive on the basis of recent improvement in HCA's operating and credit metrics, as well as the potential for significant debt reduction using proceeds from the company's planned initial public offering. HCA's May 7, 2010 filing for an IPO of up to $4.6 billion and the company's planned use of $2.5 billion of the proceeds for debt reduction support Fitch's expectation that HCA will operate with lower debt leverage as a publicly traded company. A ratings upgrade of one-to-two notches to the 'B+' or 'BB-' IDR level is likely if the company is able to successfully execute on its IPO strategy and proceeds are applied to debt reduction as planned. Based on its pro forma analysis of a post IPO capital structure, Fitch believes the company could achieve post IPO debt leverage of between 3.5 times and 4.0x, versus the Sept. 30, 2010 4.7x level. The timing of the execution of the IPO has become increasingly uncertain, but HCA's credit profile has positive momentum otherwise, as reflected in improvement in operating and credit metrics since the 2006 leveraged buyout, but particularly over the past 12-18 months. Even if the company's IPO strategy is not executed in the intermediate term, there is the potential for a one-notch upgrade for the IDR in the next 12-24 months assuming continuation of a mildly positive operating trend. Debt Levels Remain High From The LBO, But Stable Industry Operating Trends Are Supporting Lower Debt Leverage: HCA's operating results have been fairly strong since the 2006 LBO. Despite the fact that the company did not undertake a significant organizational restructuring post the LBO, Fitch calculates that EBITDA has expanded by more than 25% or $1.2 billion, to about $5.5 billion for the latest 12 months period ended Sept. 30, 2010, from about $4.3 billion in 2006. Annual top line revenue growth of 4%-6% has tracked the broader for-profit hospital industry, and EBITDA growth has also been supported by enhanced profitability as the EBITDA margin expanded by about 140 basis points since 2006 to an industry leading 18% at Sept. 30, 2010. Fitch calculates that debt equaled about 4.7x LTM EBITDA at Sept. 30, 2010, versus 6.6x immediately post the LBO. The reduction in debt leverage has been the combined result of expansion in EBITDA and a $2.3 billion reduction in the debt balance to $26.1 billion versus $28.4 billion post the LBO. Fitch's base case operating outlook for HCA contemplates low single digit top-line revenue growth, and slight expansion of the EBITDA margin, leading to nominal but steady EBITDA growth in the intermediate term. These expectations are in-line with Fitch's near-term stable operating outlook for the for-profit hospital industry. Fitch believes that the most important driver of the sector's near-term operating outlook is the pace and progress of economic recovery. Poor macroeconomic conditions are creating significant headwinds for patient utilization and therefore top- line revenue trends in the acute-care hospital industry. However, Fitch expects certain offsets which are stabilizing revenue trends and supporting the industry's recently improved profitability to persist in the intermediate term. Some of these factors include a low inflationary environment with respect to controllable operating costs, strong commercial insurance pricing trends, and a seemingly declining rate of acceleration in levels of uncompensated care. Furthermore, Fitch believes the industry is well positioned to weather scheduled cuts to Medicare reimbursement in the early going of the implementation of healthcare reform due to a strong focus on cost containment and operational efficiency during the economic recession. Most Significant Risk To The Credit Profile Is Debt Maturity Schedule; Liquidity Is Otherwise Solid: HCA has the most concerning debt maturity structure amongst the Fitch rated for-profit hospital provider universe; the company has $7.5 billion of bank debt coming due in 2011-2013. HCA has recently taken action to reduce its near-term maturity schedule. Between February 2009 and March 2010, HCA accessed the high yield bond market on four separate occasions, issuing an aggregate $310 million second lien notes and $4.2 billion first lien notes and applying the proceeds to reduce borrowings under the bank facility term loans due 2012 and 2013. In April 2010, the company entered into an amend-and-extend agreement with its bank lenders to extend maturity of $2 billion of its $5.5 billion term loan B to March 2017 from November 2013 in exchange for a 100 bp increase in pricing. Credit risk related to the company's inability to organically address its upcoming maturities is offset by its recently demonstrated strong debt capital market access. For example, the company's most recent note issuance in March 2010 was oversubscribed and upsized to $1.4 billion from $1 billion. At Sept 30, 2010, HCA's solid liquidity was provided by about $2.2 billion of availability on the company's bank credit facilities and $377 million of cash on hand. HCA generated $1.4 billion of free cash flow (FCF; calculated as cash from operations less dividends and capital expenditure) in 2009, representing a strong for the industry 4.8% FCF margin, and up significantly from the 2008 level of $390 million. HCA has been successful in converting its recent growth in EBITDA into improved cash flow, and a reduced level of capital expenditure has also supported the positive trend. In the first nine months of 2010, HCA generated FCF of ($500) million, which was significantly impacted by special dividend payments to the company's private equity owners. Fitch believes full year 2010 FCF will be negative on the basis of the dividend payments, but in 2011 expects FCF to rebound to above $1 billion on the basis of a mildly positive operating outlook. Through Sept. 30, 2010, the company's private equity owners have monetized $2.3 billion of their initial $4.7 billion equity investment through the LBO; taking dividend payments of $1.8 billion and $500 million in February and May of 2010. The dividend payments were funded through draws on the bank facility, somewhat undoing HCA's recent progress in addressing the bank maturity cliff. The planned $2 billion 4Q'10 distribution is also anticipated to be entirely debt funded through a combination of draws on the HCA credit facilities and the proposed Hold Co notes. Pro forma for the debt funding of the 4Q'10 distribution, Fitch calculates debt-to-EBITDA of about 5.1x. As of Sept. 30, 2010, bond maturities through 2014 include: approximately $190 million maturing in 2010, $273 million maturing in 2011, $900 million maturing in 2012, $1 billion maturing in 2013, and $1.6 billion maturing in 2014. Bank debt maturities through 2014 include: $240 million in 2011, $3.4 billion in 2012 and $3.9 billion in 2013. At Sept. 30, 2010, Fitch calculates debt-to-EBITDA equaled 1.7x through the bank facility, 2.4x through the first lien notes, 3.5x through the second lien notes and 4.7x through the unsecured notes. Fitch believes HCA has ample room under its bank facility financial maintenance covenants. Fitch calculates that EBITDA would have to decline by about 40% from the Sept. 30, 2010 LTM level to trip the 7.75x leverage covenant. Beginning with the quarter ending March 31, 2011, the covenant level will step down by 50 bp to 7.25x. Based on Fitch's projected EBITDA and debt level, HCA is expected to maintain a solid EBITDA operating cushion even under the tightened covenant. Guidelines For Further Rating Actions: A one-notch upgrade to a 'B+' IDR would be supported by debt-to- EBITDA declining to between 4.5x and 4.0x, and a two-notch upgrade to a 'BB-' IDR would be supported by an expectation of debt leverage sustained at 4.0x or below. Reductions in debt leverage could occur through some combination of growth in EBITDA due to improved operating performance and the application of IPO proceeds and/or FCF to debt reduction. Other factors that would support an upgrade include continued progress in addressing the 2012-2013 debt maturity cliff, and sustained positive FCF generation of around $1 billion annually. A return to Stable Outlook at a 'B' IDR could be precipitated by an expectation that debt-to-EBITDA will be sustained above 5.0x over the next 12-24 months. This could be caused by some combination of a deterioration in the operating trend and continued debt funding of shareholder distributions beyond the $2 billion anticipated in 4Q'10. Debt Issue Ratings: HCA's recovery ratings reflect Fitch's expectation that the enterprise value of the company and recovery rates for its creditors will be maximized in a restructuring scenario (going concern) rather than liquidation. Based on LTM Sept. 30, 2010, EBITDA and employing a 40% EBITDA discount and 7.0x multiple, Fitch estimates a distressed enterprise value of $23.3 billion for HCA. The 'BB/RR1' rating for the bank facility and first lien notes reflect an expectation of 100% recovery for these lenders under a bankruptcy scenario. The 'BB-/RR2' rating reflects expectation of recovery at the high end of the 71%-91% range. The 'CCC/RR6' rating on the unsecured notes reflects expectation of 0% recovery. Hold Co.'s proposed senior notes are rated 'CC/RR6', one notch below HCA's unsecured notes rating, reflecting the structural subordination of the Hold Co. notes. Fitch anticipates that a one-or-two notch upgrade of HCA's IDR to 'B+' or 'BB-' would result in a one-notch upgrade of the bank debt and first lien notes to 'BB+' from 'BB'. If an upgrade occurs in conjunction with first lien debt reduction -- for example, as a result of applying IPO proceeds to pay down debt -- the rating on the second lien notes would probably improve to on par with the first lien rating. Assuming $2.5 billion of IPO proceeds is used to pay down first lien debt, it would improve Fitch's estimated recovery for the second lien holders to 100%, implying a two-notch upgrade to 'BB+/RR1' at a 'B+' IDR. In any scenario, recovery for holders of the HCA unsecured notes and Hold Co. proposed senior notes will remain significantly prejudiced by the large amount of secured debt in the capital structure (currently 75% of debt is secured), making it likely the HCA unsecured notes will remain rated below the IDR by at least one-notch, and the Hold Co. notes by at least two-notches, reflecting the structural subordination. HCA INC: S&P Affirms Corporate Credit Rating at 'B+' ---------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on Nashville-based hospital giant HCA Inc. The outlook is stable. At the same time, S&P removed all ratings on HCA from CreditWatch with positive implications, where they were placed on May 17, 2010, when the company announced that it planned an IPO and would use proceeds to pay down debt. In addition, S&P assigned a 'B-' issue-level rating to proposed $1.525 billion senior unsecured notes to be issued by a newly formed holding company, HCA Holdings Inc. S&P also assigned a '6' recovery rating to the notes, indicating S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. "The rating affirmation and removal from CreditWatch reflects HCA's aggressive financial policy," said Standard & Poor's credit analyst David Peknay, "and in S&P's view, the upcoming largely debt-financed dividend payment of $2 billion to its shareholders, in addition to the $2.25 billion paid in the first half of 2010, suggests that the company is not committed to achieving and sustaining a financial risk profile consistent with a higher rating." The speculative-grade rating on HCA reflects uncertain prospects for third-party reimbursement, its highly leveraged financial risk profile, significant bad debt expense, and relatively weak patient volume trends. Still, its relatively diversified portfolio of 162 hospitals and 106 ambulatory surgery centers, generally favorable positions in its competitive markets, and experienced management team partially mitigate these risks and contribute to S&P's assessment that HCA has a fair business risk profile. These factors also mitigate the company from conditions that confront several of its far smaller peers. HENARD ENTERPRISES: Case Summary & 9 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Henard Enterprises, Inc. P.O. Box 727 Bristol, TN 37621 Bankruptcy Case No.: 10-52888 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Eastern District of Tennessee (Greeneville) Judge: Marcia Phillips Parsons Debtor's Counsel: Fred M. Leonard,Esq. 27 Sixth Street Bristol, TN 37620 Tel: (423) 968-3151 E-mail: fredmleonard@earthlink.net Scheduled Assets: $4,258,550 Scheduled Debts: $4,311,850 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/tneb10-52888.pdf The petition was signed by Bruce Martin, executive vice president. HMP SERVICES: To Liquidate & Distribute Assets in Chapter 11 ------------------------------------------------------------ HMP Services Holdings Sub III LLC filed a Chapter 11 petition on Nov. 8 (Bankr. D. Del. Case No. 10-13618) to liquidate and distribute the remainder of its assets. Bill Rochelle, the bankruptcy columnist for Bloomberg News, citing a court filing, says HMP Services used to be one of the largest U.S. suppliers to the graphics industry. Most of the assets were sold in August to Agfa Corp. for $74.9 million in cash and other considerations. The sale paid off one secured loan, leaving $4.2 million owing to Orix Finance Corp., another secured creditor. The sale took away all assets except tax refunds, the surrender value of insurance policies, and lawsuits against third parties. According to Mr. Rochelle, the Debtor filed a proposed liquidating Chapter 11 plan and disclosure statement along with the petition. Orix would get most of the liquidation proceeds under the plan. The Debtor owes $9.4 million on unsecured claims. Financial failure resulted from the 2007 acquisition of a company called Charrette and a sales decline of 29 percent from fiscal 2007 through fiscal 2010. The loss was $8.1 million for Brown Rudnick LLP serves as counsel to the Debtor. Saul Ewing LLP is the co-counsel. HOLLIFIELD RANCHES: U.S. Trustee Names 3 to Creditors Committee --------------------------------------------------------------- Robert D. Miller, Jr. ,the United States Trustee for Region 18, has appointed three creditors to serve as members of the Unsecured Creditors' Committee in the Chapter 11 case of Hollifield Ranches, Inc. The Committee Members are: (1) Dwight Smith Gavilon Grain, dba Peavey Co. 11 ConAgra Drive, MS 11-160 Omaha, NE 68102 Tel: (402) 889-4117 Fax: (402) 221-0348 E-mail: dwight.smith@gavilon.com (2) Arthur Baily Baily's Garage 4034 E. 3800 N. Hansen, ID 83334 Tel: (208) 423-5083 (3) Clint Schnoor Argi-Service, Inc. P.O. Box 285 Twin Falls, ID 83303-0285 Tel: (208) 734-7772 Fax: (208) 734-7775 E-mail: clintschnoor@agri-service.com Hansen, Idaho-based Hollifield Ranches, Inc., filed for Chapter 11 bankruptcy protection on September 9, 2010 (Bankr. D. Idaho Case No. 10-41613). Brent T. Robinson, Esq., in Rupert, Idaho, assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. IMPERIAL CAPITAL: Unsecured Creditors Object to KMPG Appointment ---------------------------------------------------------------- BankruptcyData.com reports that Imperial Capital Bancorp's official committee of unsecured creditors filed with the U.S. Bankruptcy Court an objection to the Debtors' request to hire KPMG Corporate Finance as investment banker. The Creditors Committee said in a court filing, "KPMG's retention would result not only in unnecessary fees being incurred in this chapter 11 case, but also in increased administrative and other professional fees as a result of unnecessarily prolonging these proceedings. In addition, distributions to creditors will be unnecessarily diminished and delayed by the Debtor's pursuit of an elusive 'white knight.' Instead of gambling with estate assets by retaining KPMG, the Debtor should focus on confirming a plan of liquidation that is acceptable to creditors and making prompt distributions to creditors." La Jolla, California-based Imperial Capital Bancorp, Inc., filed for Chapter 11 bankruptcy protection on December 18, 2009 (Bankr. S.D. Calif. Case No. 09-19431). Gregory K. Jones, Esq., at Stutman, Treister & Glatt, P.C., represents the Company in the Chapter 11 case. The Company estimated $10 million to $50 million in assets and up to $100 million in debts in its Chapter 11 petition. INTELSAT SA: Posts $106.4-Mil. Net Loss in Third Quarter -------------------------------------------------------- Intelsat S.A. reported revenue of $644.3 million and a net loss of $106.4 million for the three months ended September 30, 2010. The Company also reported Intelsat S.A. EBITDAi, or earnings before net interest, loss on early extinguishment of debt, taxes and depreciation and amortization, of $478.1 million, and Intelsat Luxembourg Adjusted EBITDAi of $506.0 million for the three months ended September 30, 2010. Intelsat CEO Dave McGlade stated, "[The]report, with solid revenue growth of 4.3 percent in the third quarter of 2010, as compared to the third quarter of 2009, is in line with our previous indications that we expected to achieve a higher revenue growth profile in the second half of 2010. Extending the trends of the past several quarters, strong performance in our government business outpaced that of our network services and media businesses." Mr. McGlade continued, "We remain focused on increasing the value of our video neighborhoods, and on executing our business strategies with respect to growing applications, such as maritime and government, among others. We are successfully maintaining our strong contracted backlog, with pre-commitments from customers for capacity on soon to be launched satellites contributing to our $9.3 billion backlog at September 30, 2010, and providing visibility and stability of future cash flows." The Company's balance sheet at $17.34 billion in total assets, $814.64 total current liabilities, $15.22 billion in deferred satellite performance incentives, $128.77 million in deferred revenue, $254.64 million in deferred income taxes, $548.72 million in accrued retirement benefits, $239.87 million in other long-term liabilities, $335.16 million in redeemable noncontrolling interest, $8.88 million in commitments and contingencies, and a stockholder's deficit of $210.76 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6e06 A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6e07 About Intelsat S.A. Based in Luxembourg, Intelsat S.A. provides fixed satellite services worldwide. Its unit Intelsat Corporation, -- http://www.intelsat.com/-- formerly known as PanAmSat Corporation, is a global provider of video, corporate, Internet, voice and government communications services with a fleet of 25 satellites in-orbit. Intelsat S.A.'s balance sheet at June 30, 2010, showed US$17.34 billion in total assets, US$814.64 million in total current liabilities, US$15.22 billion in long term debt, US$128.77 million in deferred revenue, US$254.63 million in deferred satellite performance, US$548.71 million in deferred income taxes, US$239.87 million in accrued retirement benefits, a US$335.15 million redeemable non-controlling interest, US$8.88 million commitment and contingencies, and a stockholders' deficit of US$210.76 million. Intelsat S.A. reported revenue of US$635.3 million and a net loss of US$180.6 million for the three months ended June 30, 2010. Intelsat S.A., formerly Intelsat, Ltd., carries a 'Caa1' corporate family rating from Standard & Poor's. ISTAR FINANCIAL: Said to Seek Debt Exchange, $2BB Credit Line ------------------------------------------------------------- IStar Financial Inc. is in talks with creditors about exchanging debt and lining up as much as $2 billion in new financing to avoid a bankruptcy filing next year, Jeffrey McCracken and Jonathan Keehner at Bloomberg News reported, citing three people with direct knowledge of the matter. According to the Bloomberg report, the people said that Franklin Resources Inc., IStar's largest bondholder, is leading one of the groups offering financing. The company is also in talks with Centerbridge Capital Partners LLC as well as other lenders, including its banks, about potential financing, according to the people. IStar may refinance its loans with a new $1 billion to $2 billion credit line as an alternative to seeking bankruptcy protection, the people said, according to Bloomberg. IStar, which is being advised by Lazard, had about $2.8 billion of non-performing loans as of Sept. 30 and reported that its third- quarter net loss narrowed to $75.5 million from $248 million a year earlier. About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company's balance sheet at Sept. 30, 2010, showed $10.47 billion in total assets, $8.70 billion in total liabilities, and stockholder's equity of $1.76 billion. * * * iStar carries a 'C' issuer default rating from Fitch Ratings Services. Fitch lowered, among other things, the IDR from 'CC' to 'C' in October, noting that there is substantial amount of debt maturities in the second quarter of 2011, consisting primarily of a second lien term loan and second lien revolving credit agreement in aggregate amounting to approximately $1.7 billion, and an unsecured revolving credit facility of approximately $500 million. In order to avoid maturity defaults on the second lien obligations and unsecured revolving credit facility due June 2011, a coercive debt exchange would need to be effected, whereby the company negotiates with certain of its debt holders a material reduction in terms to avert bankruptcy, Fitch said. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. ISTAR FINANCIAL: Reports $83.5-Mil. Net Loss in 3rd Quarter ----------------------------------------------------------- iStar Financial Inc. filed its quarterly report on Form 10-Q with the Securities and Exchange Commission, reporting a net loss allocable to common shareholders for the 2010 third quarter of $83.5 million compared to $251.3 million for the third quarter 2009. The Company's balance sheet at Sept. 30, 2010, showed $10.47 billion in total assets, $8.70 billion in total liabilities, and stockholder's equity of $1.76 billion. Revenues for the third quarter 2010 were $134.4 million versus $178.2 million for the third quarter 2009. The year-over-year decrease is primarily due to a smaller asset base resulting from loan repayments and sales and a reduction of interest income resulting from performing loans moving to non-performing status. A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d50 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6e0b About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. * * * iStar carries a 'C' issuer default rating from Fitch Ratings Services. Fitch lowered, among other things, the IDR from 'CC' to 'C' in October, noting that there is substantial amount of debt maturities in the second quarter of 2011, consisting primarily of a second lien term loan and second lien revolving credit agreement in aggregate amounting to approximately $1.7 billion, and an unsecured revolving credit facility of approximately $500 million. In order to avoid maturity defaults on the second lien obligations and unsecured revolving credit facility due June 2011, a coercive debt exchange would need to be effected, whereby the company negotiates with certain of its debt holders a material reduction in terms to avert bankruptcy, Fitch said. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. JACKSON 299: Organizational Meeting to Form Panel on Nov. 12 ------------------------------------------------------------ Roberta A. DeAngelis, United States Trustee for Region 3, will hold an organizational meeting on November 12, 2010, at 10:00 a.m. in the bankruptcy cases of 15-35 Hempstead Properties, LLC, and Jackson 299 Hempstead, LLC. The meeting will be held at the United States Trustee's Hearing Room, Bridge View, 800-840 Cooper Street, Suite 102, Camden, NJ 08102. The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' cases. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. 15-35 Hempstead Properties, LLC, owns real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N. J. Case No. 10-43178). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists 15-35 Hempstead in its restructuring effort. 15-35 Hempstead estimated its assets and debts at $10 million to $50 million. Affiliate Jackson 299 Hempstead LLC filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N. J. Case No. 10-43180). Jackson 299 Hempstead, LLC, owns a certain parcel of real property at 101 Boardwalk in Atlantic City, New Jersey. It filed for Chapter 11 bankruptcy protection on October 26, 2010 (Bankr. D. N.J. Case No. 10-43180). Albert A. Ciardi, III, Esq., at Ciardi Ciardi & Astin, P.C., assists Jackson 299 in its restructuring effort. Jackson 299 estimated its assets and debts at $10 million to $50 million. Affiliate 15-35 Hempstead Properties, LLC, filed a separate Chapter 11 petition on October 26, 2010 (Bankr. D. N.J. Case No. 10-43178). JOHN POLK: Case Summary & 19 Largest Unsecured Creditors -------------------------------------------------------- Joint Debtors: John David Polk, II aka John David Polk aka John D Polk, II aka John Polk, II aka John D Polk aka J David Polk aka John Polk Susan Shea Polk aka Susan S Polk aka Susan Polk aka S Shea Polk 135 Sunset Blvd Ladys Island, SC 29907 Bankruptcy Case No.: 10-07967 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court District of South Carolina (Charleston) Judge: John E. Waites Debtor's Counsel: Felix B. Clayton, Esq. P.O. Box 1044 Beaufort, SC 29901 Tel: (843) 379-9363 Fax: (843) 379-9844 E-mail: butch@butchclaytonlaw.com Scheduled Assets: $1,662,178 Scheduled Debts: $4,636,500 A list of the Joint Debtors' 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/scb10-07967.pdf JULIE PALMER: No Stay in Second Small Business Chapter 11 Case -------------------------------------------------------------- WestLaw reports that no stay arose in a successive small business Chapter 11 case filed by a debtor less than two years after a prior small business Chapter 11 case was dismissed based on the debtor's failure to obtain confirmation of a plan in a timely fashion. A federal district court judge in Wisconsin held that the phrase "case then pending," as used in a bankruptcy statute providing that the statutory bar against application of the stay in a successive small business Chapter 11 case does not apply if the filing of debtor's latest petition was due to circumstances beyond the control of the debtor not foreseeable when the "case then pending" was filed, referred to a separate case that was pending when the second petition was filed. The statute was inapplicable where the debtor's prior small business Chapter 11 case had been dismissed and there were no other cases pending as of commencement of the current case. Palmer v. Bank of the West, --- F.Supp.2d ----, 2010 WL 4064810 (E.D. Wis.) (Randa, J.). Julie M. Palmer commenced a chapter 11 small business debtor case (Bankr. E.D. Wis. Case No. 09-24622) on Apr. 9, 2009, and filed her reorganization plan and disclosure statement on Feb. 3, 2010. Various creditors objected, including Bank of the West. On Apr. 1, 2010, the bankruptcy court dismissed Ms. Palmer's first bankruptcy case because she failed to confirm her plan within 45 days of the plan having been filed, as required by 11 U.S.C. Sec. 1129(e). On April 9, 2010, Ms. Palmer filed a second small business chapter 11 case (Bankr. E.D. Wis. Case No. 10-25464), disclosing about $900,000 in assets and $1.5 million in liabilities. On Apr. 21, 2010, Ms. Palmer moved to extend the automatic stay. Bank of the West objected to the extension. On May 6, 2010, the bankruptcy court held a hearing and issued an oral ruling that the automatic stay in 11 U.S.C. Sec. 362(a) did not apply to the second bankruptcy case. The bankruptcy court entered an order on May 19, 2010, a final order for purposes of the District Court's appellate jurisdiction under 28 U.S.C. Sec. 158(a). Because Ms. Palmer's first small business case was dismissed on Apr. 1, 2010 -- within the two-year period ending on Apr. 9, 2010, the date of the order for relief in Ms. Palmer's second case -- the Honorable Rudolph T. Randa says that 11 U.S.C. 362(n)(1)(B) applies to Ms. Palmer's second bankruptcy petition and renders the automatic stay inapplicable in her second small business chapter 11 proceeding. Ms. Palmer is represented by: Mark Bromley, Esq. Bromley & Nason W5838 Greening Road Whitewater, WI 53190-4026 Tel: (262) 495-8530 E-mail: bromley.mark@gmail.com Bank of the West is represented by: David T.B. Audley, Esq. Michael Benz, Esq. Chapman & Cutler LLP 111 West Monroe Street Chicago, IL 60603-4080 Telephone: (312) 845-3000 E-mail: audley@chapman.com benz@chapman.com - and - Rebecca H. Simoni, Esq. Shay A. Agsten, Esq. von Briesen & Roper SC 411 East Wisconsin Avenue, Suite 700 Milwaukee, WI 53202 Telephone: (414) 276-1122 E-mail: rsimoni@vonbriesen.com sagsten@vonbriesen.com KILEY RANCH: Wins Nod for Belding Harris as Counsel --------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada has granted Kiley Ranch Communities permission to employ Belding, Harris & Petroni, Ltd., as its attorneys under a general retainer. The Bankruptcy Court is satisfied that the firm represents no interest adverse to the estate and that it is a "disinterested person" as that term is defined under Sec. 101(14) of the Bankruptcy Code. The firm can be reached at: Stephen R. Harris, Esq. BELDING, HARRIS & PETRONI, LTD. 417 West Plumb Lane Reno, NV 89509 Tel: (775) 786-7600 Fax: (775) 786-7764 E-mail: steve@renolaw.biz Kiley Ranch Communities is a "live-work community" in progress in the Spanish Springs Valley of Sparks. Reno, Nevada-based Kiley Ranch Communities filed for Chapter 11 protection on August 26, 2010 (Bankr. D. Nev. Case No. 10-53393). In its schedules, the Debtor disclosed $70,534,892 in total assets and $59,039,258 in total liabilities as of the Petition Date. KUDZU IMPORT: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Kudzu Import and Design, Inc., a Corporation aka Atrium Foliage 1265 Oakbrook Drive, Building C Norcross, GA 30093 Bankruptcy Case No.: 10-93573 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Wendy L. Hagenau Debtor's Counsel: Theodore N. Stapleton, Esq. THEODORE N. STAPLETON, P.C. Suite 1740, Two Paces West 2727 Pace Ferry Road Atlanta, GA 30339 Tel: (770) 436-3334 Fax: (770) 436-5398 E-mail: tstaple@tstaple.com Estimated Assets: $0 to $50,000 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/ganb10-93573.pdf The petition was signed by Robert Albright, president. LAND LUBBER: Case Summary & 4 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Land Lubber, LLC dba Aquarius Motels 204 11th Ave North Myrtle Beach, SC 29577 Bankruptcy Case No.: 10-07964 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court District of South Carolina (Charleston) Judge: John E. Waites Debtor's Counsel: Michael J. Cox, Esq. MICHAEL J. COX, ATTORNEY AT LAW, LLC 6160 St. Andrews Road, Suite 1 Columbia, SC 29212 Tel: (803) 254-6041 E-mail: ecf@michaeljcoxlaw.com Scheduled Assets: $1,766,500 Scheduled Debts: $334,924 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/scb10-07964.pdf The petition was signed by George Trakas, Jr., managing member. LANDAMERICA 1031: Court OKs $95-Mil. Deal with Creditors -------------------------------------------------------- Richmond Times-Dispatch reports that U.S. Bankruptcy Judge Kevin R. Huennekens approved a settlement agreement wherein creditors of LandAmerica 1031 Exchange Services Inc. will receive $95.5 million under a settlement approved in federal bankruptcy court in Richmond. The Judge said the settlement was in the best interest of the LandAmerica Exchange Services estate. The report relates that Citigroup Global Markets Inc. will pay $95.5 million to buy back frozen auction-rate securities that it sold to the exchange company, which filed for Chapter 11 bankruptcy in November 2008 under the settlement. The money will go to customers who had placed money with the exchange company before it filed for Chapter 11. Liquidating trustee Gerard A. McHale Jr. said distribution of the money could begin in the first or second week of December, report notes. About LandAmerica Financial LandAmerica Financial Group, Inc., provides real estate transaction services with offices nationwide and a vast network of active agents. LandAmerica and its affiliates operate through approximately 700 offices and a network of more than 10,000 active agents throughout the world, including Mexico, Canada, the Caribbean, Latin America, Europe, and Asia. LandAmerica Financial Group and its affiliate LandAmerica 1031 Exchange Services, Inc., filed for Chapter 11 protection Nov. 26, 2008 (Bankr. E.D. Va. Lead Case No. 08-35994). Attorneys at Willkie Farr & Gallagher LLP and McGuireWoods LLP serve as co- counsel. Zolfo Cooper is the restructuring advisor. Epiq Bankruptcy Solutions serves as claims and notice agent. Attorneys at Akin Gump Strauss Hauer & Feld LLP and Tavenner & Beran, PLC, serve as counsel to the Creditors Committee of 1031 Exchange. Bingham McCutchen LLP and LeClair Ryan serve as counsel to the Creditors Committee of LFG. In its bankruptcy petition, LFG listed total assets of $3,325,100,000, and total debts of $2,839,800,000 as of Sept. 30, 2008. On March 6, 2009, affiliate LandAmerica Assessment Corporation, aka National Assessment Corporation, filed its own petition for Chapter 11 relief. Affiliate LandAmerica Title Company filed for for Chapter 11 relief on March 27, 2009. LandAmerica Credit Services, Inc., filed for Chapter 11 in July 2009. LESLIE'S POOLMART: S&P Downgrades Senior Debt Rating to 'B+' ------------------------------------------------------------ Standard & Poor's Ratings Services said that it lowered its senior secured debt rating on Leslie's Poolmart Inc. to 'B+' from 'BB-' and revised the senior secured recovery rating to '2' from '1'. The '2' recovery rating indicates S&P's expectations for a substantial (70% to 90%) recovery in the event of a payment default. This action follows the company upsizing its senior secured credit facility by $85 million. Concurrently, S&P assigned its 'B+' issue-level rating and '2' recovery rating to the $70 million revolving credit facility. S&P also affirmed the 'B' corporate credit rating. The outlook is stable. The company intends to use the proceeds of the $310 million term loan, along with cash on hand, to repay its currently outstanding $164 million of its 7.75% senior notes at Leslie's, retire $80 million of its senior notes due in 2017 at the Holdings, and repurchase the stake of a minority shareholder. "The rating on Leslie's reflects S&P's expectation that it will enhance credit metrics over time with better profitability as a result of new store growth and stable performance at its existing store base," said Standard & Poor's credit analyst Charles Pinson- Rose. Nonetheless, credit metrics will weaken in the near term due to the addition of debt and S&P believes the financial risk profile will remain highly leveraged, despite expected profitability increases. The additional term loan borrowings will be used to retire about $80 million of debt (and pay accrued interest) of debt currently at Leslie's Holdings Inc. Therefore, total funded debt does not change materially and leverage ratios are unaffected. Pro forma interest costs decrease by approximately $2 million due to the debt increase, which in S&P's view does not have a meaningful impact on interest coverage and cash flow ratios. "The change in the financing structure does not materially affect anticipated credit ratios since the additional term loan proceeds will pay down existing debt," said Mr. Pinson-Rose. "However, the additional secured debt lowers S&P's anticipated recovery prospects in the event of a default." The rating outlook is stable, which incorporates S&P's expectation that Leslie's will continue to open new stores, modestly increase profit, and maintain adequate credit protection measures for the current rating level. S&P could consider lowering the ratings if performance trends turn negative, leading to a change in S&P's assessment of the business profile and weakening of credit ratios from current levels. Alternatively, S&P could raise the rating if the company significantly improves leverage to approximately the mid-4x area, which would equate to about a 35% increase in EBITDA with current debt levels. Given S&P's performance expectations, S&P feels this could occur in the next two to three years. LOG LLC: Fidelity Foreclosure Did Not Violate Automatic Stay ------------------------------------------------------------ The Hon. Thomas W. Waldrep, Jr., declines LOG L.L.C.'s invitation to require The Fidelity Bank to show cause why the automatic stay provided by Section 362 of the Bankruptcy Code has not been violated and why Fidelity should not be held in contempt of court. Fidelity has foreclosed on a real property upon the Debtor's default on a $550,000 promissory note. The Note was secured by a Deed of Trust on the real property, which is owned solely by Marty and Susan McKenzie. Marty McKenzie is the sole member and manager of the Debtor. Fidelity believes the automatic stay was inapplicable because the Property is owned solely by non-debtors and is not property of the estate. The Bankruptcy Court agrees that the automatic stay does not apply to Fidelity's foreclosure on the Property. According to Judge Waldrep, the Debtor does not list any interest in the Property on its schedules, and the parties agree that the Property is not property of the estate. The Debtor does not assert any ownership interest in the Property. The interests of the Debtor in avoiding a deficiency judgment and in using the Property in its proposed plan of reorganization are far too attenuated to be protected by the automatic stay. A copy of the Court's Memorandum Opinion, dated November 9, 2010, is available at http://is.gd/gTLo9from Leagle.com. Based in Pinehurst, North Carolina, LOG, L.L.C., dba Olmsted Village East, filed for Chapter 11 bankruptcy protection (Bankr. M.D. N.C. Case No. 10-80378) on March 3, 2010. Gregory Byrd Crampton, Esq., at Nicholls & Crampton, P.A., in Raleigh, North Carolina, serves as the Debtor's bankruptcy counsel. LOG LLC estimated $1 million to $10 million in both assets and debts. LOUIS DI RAIMONDO: Declining Revenues Blamed for Filing ------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Louis Di Raimondo Worldwide Investment & Export Corp. said sales fell to $91,000 a month this year from $140,000 a month amid the recession. Louis Di Raimondo filed for Chapter 11 protection on November 2, 2010 (Bankr. S.D. Fla. Case No. 10-43886). Geoffrey S. Aaronson, Esq., in Miami Florida, serves as counsel to the Debtor. The Debtor is the largest manufacturer of hot dog carts in the U.S. The Company does business in Miami as All American Hot Dog Carts and advertises itself as The Hot Dog King. In its schedules, the Debtor disclosed assets of $200,600 and liabilities of $1,961,095 as of the petition date. MACLIN ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Maclin Enterprises, Inc. 17031 Westshore Rd Stanwood, WA 98292 Bankruptcy Case No.: 10-23422 Chapter 11 Petition Date: November 6, 2010 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Marc Barreca Debtor's Counsel: Olga Rotstein, Esq. TAX ATTORNEY, INC. 800 Bellevue Wy NE Ste 400 Bellevue, WA 98004 Tel: (425) 462-2550 E-mail: olga.tax@gmail.com Scheduled Assets: $794,631 Scheduled Debts: $1,288,861 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wawb10-23422.pdf The petition was signed by Justin Hamlin, member. MANUEL NEVAREZ: Case Summary & 10 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Manuel Perex Nevarez Ponce De Leon 450, PH-A San Juan, PR 00901 Bankruptcy Case No.: 10-10444 Chapter 11 Petition Date: November 3, 2010 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Carlos E. Rodriguez Quesada, Esq. P.O. Box 9023115 San Juan, PR 00902 Tel: (787) 724-2867 Fax: (787) 724-2463 E-mail: cerqlaw@coqui.net Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 10 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb10-10444.pdf MEDICOR LTD: Chapter 11 Plan of Liquidation Confirmed ----------------------------------------------------- BankruptcyData.com reports that the U.S. Bankruptcy Court signed an order confirming MediCor's Second Amended Chapter 11 Plan of Liquidation. The Plan, as twice amended, provides that net proceeds of the prior sale of the Debtors' assets will be distributed to certain holders of allowed claims. The Plan provides for these terms: -- MediCor's prepetition senior lenders owed in excess of $57 million will receive the cash, along with their pro rata share of certain proceeds of litigation to be pursued by a liquidating trustee; and -- Holders of allowed general unsecured claims will receive (i) $700,000 cash; (ii) an additional $275,000 pursuant to a D&O settlement, and; and (iii) certain proceeds of litigation to be pursued by the liquidating trustee. About Medicor Ltd. Headquartered in North Las Vegas, Nevada, MediCor Ltd. -- http://www.medicorltd.com/-- manufactures and markets products primarily for aesthetic, plastic and reconstructive surgery and dermatology markets. The Company and seven of its affiliates filed for Chapter 11 protection on June 29, 2007 (Bankr. D. Del. Lead Case No. 07-10877) to effectuate the orderly marketing and sale of their business. Dennis A. Meloro, Esq., and Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, represent the Debtors' as Delaware counsel. The Debtors engaged Alvarez & Marsal North America, LLC as their restructuring advisor. David W. Carickhoff, Jr., Esq., at Blank Rome LLP represents the Official Committee of Unsecured Creditors as counsel. In its schedules of assets and debts, MediCor Ltd. disclosed total assets of $96,553,019, and total debts of $158,137,507. MEXICANA AIRLINES: Bankruptcy Court Grants Ch. 15 Protection ------------------------------------------------------------ Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York on Monday granted Chapter 15 bankruptcy recognition to Compania Mexicana de Aviacion SA de CV. The U.S. court entered an order recognizing the proceedings in Mexico as the "foreign main proceeding," after, according to Bankruptcy Law 360, the Mexican airline resolved a dispute over fees owed to a group of U.S. airports and federal agencies. According to Bill Rochelle, the bankruptcy columnist for Bloomberg News, with exceptions carved out by the bankruptcy judge, recognition means that the Mexican court has the primary authority to reorganize the airline. Mr. Rochelle adds that the order signed by Judge Glenn lays out ground rules allowing aircraft owners to repossess aircraft and engines. Likewise, airport authorities are free to terminate leases with Mexicana and stop providing services if Mexicana doesn't pay debts arising after bankruptcy, according to the report. Mr. Rochelle notes that if an airport decides to continue doing business, Monday's order requires Mexicana to pay within seven days. Similarly, specified suppliers are not required to continue providing goods and services unless the airline pays for everything delivered after bankruptcy and pays in the future within seven days. Mexicana says it will perform in full under interline agreements and clearing house agreements with the air transport association. About Mexicana Airlines Compania Mexicana de Aviacion or Mexicana Airlines -- http://www.mexicana.com/-- is a privately held airline and a subsidiary of Nuevo Grupo Aeronautico. Founded in 1921, Mexicana is the oldest commercial carrier in North America. Charles Lindbergh piloted the first trip for Mexicana between Brownsville, Texas, and Mexico City. Grupo Mexicana de Aviacion is the parent of Compania Mexicana. Two other units are Aerovias Caribe S.A. de C.V. (Mexicana Click) and Mexicana Inter S.A. de C.V. (Mexicana Link). Compania Mexicana de Aviacion or Mexicana Airlines, Mexico's largest airline, filed for bankruptcy in the U.S. and Mexico on August 2, 2010. In the U.S., the company filed in the U.S. Bankruptcy Court in Manhattan for Chapter 15 bankruptcy protection (case no. 10-14182), and in Mexico, it filed for the equivalent of Chapter 11. Maru E. Johansen, foreign representative of Compania Mexicana, estimated in the Chapter 15 petition that the company has assets of US$500 million to US$1 billion and debts of more than US$1 billion. William C. Heuer, Esq., at Duane Morris LLP, serves as counsel to Ms. Johansen. Mexicana de Aviacion stated that despite its bankruptcy filing, it expects to continue to operate normally, and that such filings MEXICANA AIRLINES: Unions Get US$154 Million Offer to Save Company ------------------------------------------------------------------ Compania Mexicana de Aviacion or Mexicana Airlines may return to the skies in December if unions and other creditors accept a MXN1.9 billion (US$154 million) proposal to rescue the bankrupt airline, Crayton Harrison at Bloomberg News reports. According to Bloomberg, Humberto Trevino, deputy minister of transportation, said that PC Capital SAPI, a Mexican private equity firm, is offering the unions MXN975 million in cash and would arrange a 7-year, MXN926 million loan paying monthly interest to the workers. The unions would get an equity stake in exchange for the remaining MXN2.85 billion Mexicana owes them, he added, Bloomberg says. Mexicana would return with 28 planes, flying 17 international routes to the U.S. and Central America and seven domestic services, Mr. Trevino told the news agency in a phone interview. Creditors including Grupo Financiero Banorte SAB and Mexican development bank Banco Nacional de Comercio Exterior SNC view the proposal favorably, as does the government, he added, according to Bloomberg. "The unions would be getting compensation more than double what they would receive if Mexicana were to be liquidated," Bloomberg quoted Mr. Trevino as saying. PC Capital, led by managing directors Pablo Coballasi and Pablo Cervantes, would retain 35 percent of Mexicana's pre-bankruptcy workforce, Mr. Trevino said, Bloomberg notes. About Mexicana Airlines Compania Mexicana de Aviacion or Mexicana Airlines -- http://www.mexicana.com/-- is a privately held airline and a subsidiary of Nuevo Grupo Aeronautico. Founded in 1921, Mexicana is the oldest commercial carrier in North America. Charles Lindbergh piloted the first trip for Mexicana between Brownsville, Texas, and Mexico City. Grupo Mexicana de Aviacion is the parent of Compania Mexicana. Two other units are Aerovias Caribe S.A. de C.V. (Mexicana Click) and Mexicana Inter S.A. de C.V. (Mexicana Link). Compania Mexicana de Aviacion or Mexicana Airlines, Mexico's largest airline, filed for bankruptcy in the U.S. and Mexico on August 2, 2010. In the U.S., the company filed in the U.S. Bankruptcy Court in Manhattan for Chapter 15 bankruptcy protection (case no. 10-14182), and in Mexico, it filed for the equivalent of Chapter 11. Maru E. Johansen, foreign representative of Compania Mexicana, estimated in the Chapter 15 petition that the company has assets of US$500 million to US$1 billion and debts of more than US$1 billion. William C. Heuer, Esq., at Duane Morris LLP, serves as counsel to Ms. Johansen. Mexicana de Aviacion stated that despite its bankruptcy filing, it expects to continue to operate normally, and that such filings Bankruptcy Creditors' Service, Inc., publishes Mexicana Airlines Bankruptcy News. The newsletter tracks the chapter 11 proceedings and the ancillary proceedings undertaken by Compania Mexicana de Aviacion and its units. (http://bankrupt.com/newsstand/or 215/945-7000). MILACRON INC: Wants Case Converted to Chapter 7 Liquidation ----------------------------------------------------------- BankruptcyData.com reports that Milacron Inc. and its units are asking the U.S. Bankruptcy Court to enter an order converting their Chapter 11 reorganization cases to Chapter 7 liquidation status. Milacron says the only issue that remains outstanding is the Debtors' interest in real property located in Charlevoix, MI. The Debtors have attempted to sell the property, without success. At this time, the Debtors do not believe continued marketing of the property by the estate or using estate assets to pursue other sales methods will result in a positive return on investment. About Milacron Inc. Headquartered in Batavia, Ohio, Milacron Inc. (Pink Sheets: MZIAQ) supplies plastics-processing technologies and industrial fluids, with major manufacturing facilities in North America, Europe and Asia. First incorporated in 1884, Milacron also manufactures synthetic water-based industrial fluids used in metalworking applications. The Company and six of its affiliates filed for chapter 11 protection (Bankr. S.D. Ohio Case No. 09-11235) on March 10, 2009. On the same day, the Company filed an ancillary proceeding for reorganization of its Canadian subsidiary under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice in Canada. The petitions include the Company and its U.S. and Canadian subsidiaries and its non-operating Dutch holding company subsidiary only, and do not include any of the Company's operating subsidiaries outside the U.S. and Canada. Kim Martin Lewis, Esq., Tim J. Robinson, Esq., and Patrick D. Burns, Esq., at Dinsmore & Shohl LLP, represent the Debtors in their restructuring efforts. Conway, Del Genio, Gries Co., LLC, is the Debtors' financial advisor. Rothschild Inc. is the Debtors' investment banker and financial advisor. Kurtzman Carson Consultants LLC is the noticing, balloting and disbursing agent for the Debtors. Paul, Hastings, Janofsky & Walker LLP, represents DIP Lender General Electric Capital Corp. Timothy J. Hurley, Esq., and W. Timothy Miller, Esq., at Taft Stettinius & Hollister LLP serve as counsel for the Official Committee of Unsecured Creditors. At September 30, 2008, the Company's balance sheet showed $586.1 million in assets and $648.5 million in debts. On August 21, 2009, the Company completed a sale of substantially all of its assets to Milacron LLC, a company formed by affiliates of Avenue Capital Group, certain funds and accounts managed by DDJ Capital Management LLC and certain other entities that held roughly 93% of the Company's 11.5% Senior Secured Notes. Milacron Inc. asked the Bankruptcy Court to change its name to MI 2009 Inc. following the asset sale. MINOR FAMILY: U.S. Trustee Forms Six-Member Creditors Committee --------------------------------------------------------------- W. Clarkson McDow, Jr., the U.S. Trustee for Region 4 appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Minor Family Hotels, LLC. The Creditors Committee members are: 1. Mark Anderson Mark G. Anderson Consultants, Inc. 730 Eleventh Street, NW Washington, DC 20001 2. Michael Swarz eClaris, Inc. 99 Pasadena Ave, Building 10 South Pasadena, CA 91030 3. Aileen Schwartz Hill International, Inc. 303 Lippincott Centre Marlton, NJ 08053 4. Randy Burkett Randy Burkett Lighting Design, Inc. 609 E. Lockwood Ave., Suite 201 St. Louis, MO 63119 5. Frank J. Becker GHT Limited 1010 N. Glebe Road, Suite 200 Arlington, VA 22201-4749 6. Russell Stilwell Next Step Design 1116 West Street, Suite C Annapolis, MD 21401 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. Charlottesvile, Virginia-based Minor Family Hotels, LLC, is the owner of the Landmark Hotel project in downtown Charlottesville, Virginia. Minor Family filed for Chapter 11 bankruptcy protection on September 1, 2010 (Bankr. W.D. Va. Case No. 10-62543). Benjamin Webb King, Esq., at Woods Rogers Hazlegrove, serves as bankruptcy counsel. Minor Family estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. MOBILE MINI: S&P Assigns 'B+' Rating to $200 Mil. Senior Notes -------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'B+' rating to Mobile Mini Inc.'s proposed $200 million senior unsecured notes (one notch below the corporate credit rating) with a '5' recovery rating. The '5' recovery rating indicates S&P's expectations of a modest (10%-30%) recovery in a payment default scenario. S&P expects the company will use proceeds from the new notes to redeem its existing $200 million senior unsecured notes, after which S&P expects to withdraw its ratings on the notes. The ratings on Mobile Mini reflect its aggressive financial profile and exposure to cyclicality in certain end markets. The company's leading market position and its ability to significantly curtail capital spending in periods of weak demand somewhat offset these weaknesses. Ratings List Mobile Mini Inc. Corporate Credit Rating BB-/Stable New Rating Mobile Mini Inc. $200 mil. sr. unsecd notes B+ Recovery rating 5 MYLAN INC: S&P Assigns 'BB-' Rating to $800 Mil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'BB-' rating on Canonsburg, Pa.-based generic drug giant Mylan Inc.'s proposed $800 million of senior notes, to be issued in two maturities. At the same time, S&P has raised the senior secured rating on Mylan's secured term loans and revolving credit facility to 'BBB-' from 'BB+' with the recovery rating upgraded to '1' indicating an expectation of very high recovery (90%-100%) in light of the substantial reduction in secured borrowings. The rating outlook is stable. "The ratings on Mylan reflect the company's still-significant debt burden incurred to fund the 2007 acquisition of Merck KGaA's largely European generic drug business and $2.0 billion in debt maturities through 2014," said Standard & Poor's credit analyst David Lugg. Mylan's position as the No. 3 company in the growing generics market, where size and geographic reach are increasingly important competitive factors, partly offsets those factors. Also, S&P believes debt will continue to decline, given Mylan's increasing cash generation. S&P believes this deleveraging and continued solid operational performance will facilitate any refinancing needed to address the upcoming maturities. The global generic drug industry is highly competitive, with lower barriers to entry than the branded drug industry. Demand for these lower-cost alternatives reflects the increasing pressure on payers and governments worldwide to control rising drug costs. Also, the record number of patent expirations expected in 2011- 2013 will expand the range of generic drugs available, while creating the opportunity for significant but temporary outsized profits for those who are the first to launch generic versions. The recently enacted "Affordable Care Act" is, in S&P's opinion, a modest positive for the industry, because more patients will have insurance, and the provision limiting marketing arrangements between branded and generic drug manufacturers was dropped. The language in the bill providing for a minimum of 12 years of market exclusivity for biotechnology is a mild negative for the still- young generic biotechnology market; S&P therefore expects the industry to grow at a double-digit rate for the next several years. Mylan's satisfactory business risk profile is highlighted by its position as the world's third-largest generic drug company in terms of sales, with 12-month sales of $5.4 billion for the period ended Sept. 30, 2010. Its diverse generic drug portfolio contributes about 90% to its revenues with the balance derived from specialty pharmaceutical business primarily serving the respiratory and severe allergy markets. The purchase of Bioniche Pharma Group expanded Mylan's product offerings into injectible drugs -- a fast-growing and defensible sector of the overall generic market. NICOLE BAKER: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Nicole M Baker 13 Woodshire Estates Bolton Landing, NY 12814 Bankruptcy Case No.: 10-14132 Chapter 11 Petition Date: November 3, 2010 Court: United States Bankruptcy Court Northern District of New York (Albany) Debtor's Counsel: Richard Croak, Esq. 314 Great Oaks Blvd. Albany, NY 12203 Tel: (518) 690-4410 Fax: (518) 690-4435 E-mail: rcroak@richardcroak.com Scheduled Assets: $1,276,230 Scheduled Debts: $1,481,598 A list of the Debtor's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nynb10-14132.pdf Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Arthur L. Baker 10-11882 05/18/10 NORTHERN OUTER: Court Denies Confirmation of Chapter 11 Plan ------------------------------------------------------------ The Hon. Randy D. Doub denies confirmation of the Chapter 11 of Reorganization filed on May 20, 2010, by The Northern Outer Banks Associates, LLC, for failure to satisfy the requirements of 11 U.S.C. Sec. 1129. Judge Doub says the Plan's treatment of the claim of Wells Fargo Bank, National Association, is not fair and equitable. Wells Fargo is the holder of a 2007 promissory note for $2,250,000 executed by both the Debtor and Bruce S. Pollak, its managing member. As of the Petition Date, the balance due under the terms of the Note was $2,101,508.71, exclusive of attorneys' fees and costs. The Note is in default. The Debtor's Plan of Reorganization dated May 20, 2010, proposes for the Debtor to retain possession and control of a real property for an 18-month period for the purpose of marketing and possible sale of the Real Property. The Plan provides that during the Marketing Period the Debtor need not make any payments to Wells Fargo but that interest would accrue at 3.5%. Should the Debtor fail to consummate a sale of the Real Property during the Marketing Period, the Plan proposes that Wells Fargo be required to amortize the balance due on the Note due at the expiration of that period over 20 years at an interest rate of 3.5% with a five- year call. The Plan does not propose any distributions to unsecured creditors until such time as the Real Property is sold. The Plan fails to address whether any payments will be made to unsecured creditors if the Real Property is not sold within the Marketing Period. Wells Fargo asserts it is undersecured, saying the property is valued at $1,910,000. Wells Fargo has objected to the Plan. Judge Doub says the Court's finding does not mean a plan that proposes negative amortization is "per se" not fair and equitable. Plans proposing negative amortization with different circumstances and plan terms may be considered fair and equitable. However, this Plan treatment of Wells Fargo does not pass the fair and equitable test. A copy of the Court's Order Denying Plan Confirmation is available at http://is.gd/gV4MEfrom Leagle.com. The Northern Outer Banks Associates, LLC, owns real estate consisting of roughly 5.35 acres of undeveloped property, located at 6195 Croatan Highway, Southern Shores, North Carolina. It filed for chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 10-01292) on February 19, 2010. The Debtor designated itself as a single asset real estate entity, as defined under 11 U.S.C. Sec. 101(51B) of the Bankruptcy Code. George M. Oliver, Esq., at Oliver & Friesen, PLLC, serves as counsel to the Debtor. According to its schedules, the Company has assets of $3,786,230, and liabilities of $2,702,315. NORTHERN OUTER: Court Pegs Value of Real Property at $1.9MM ----------------------------------------------------------- The Hon. Randy D. Doub, at the behest of Wells Fargo Bank, National Association, finds that the value of The Northern Outer Banks Associates, LLC's real estate consisting of roughly 5.35 acres of undeveloped property, located at 6195 Croatan Highway, Southern Shores, North Carolina, is $1,900,000. In coming up with the number, the Court considered evidence of appraisals, expert testimony, testimony of the parties, tax values, sales of similar property, as well as other factors such as the time the Real Property has been actively listed on the market, the undeveloped and unimproved state of the collateral, the qualifications of the appraisers, the current economic climate and the state of the real estate market. As a result of the valuation, the Court says Wells Fargo's claim is divided into secured and unsecured components. The secured portion of the claim is limited to $1,900,000, leaving Wells Fargo with an unsecured claim for $201,508. Wells Fargo is the holder of a 2007 promissory note for $2,250,000 executed by both the Debtor and Bruce S. Pollak, its managing member. As of the Petition Date, the balance due under the terms of the Note was $2,101,508.71, exclusive of attorneys' fees and costs. The Note is in default. The Debtor's Plan of Reorganization dated May 20, 2010, proposes for the Debtor to retain possession and control of a real property for an 18-month period for the purpose of marketing and possible sale of the Real Property. The Plan provides that during the Marketing Period the Debtor need not make any payments to Wells Fargo but that interest would accrue at 3.5%. Should the Debtor fail to consummate a sale of the Real Property during the Marketing Period, the Plan proposes that Wells Fargo be required to amortize the balance due on the Note due at the expiration of that period over 20 years at an interest rate of 3.5% with a five- year call. The Plan does not propose any distributions to unsecured creditors until such time as the Real Property is sold. The Plan fails to address whether any payments will be made to unsecured creditors if the Real Property is not sold within the Marketing Period. Wells Fargo asserts it is undersecured, saying the property is valued at $1,910,000. A copy of the Court's valuation order dated November 8 is available at http://is.gd/gU0qIfrom Leagle.com. The Northern Outer Banks Associates, LLC, owns real estate consisting of roughly 5.35 acres of undeveloped property, located at 6195 Croatan Highway, Southern Shores, North Carolina. It filed for chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 10-01292) on February 19, 2010. The Debtor designated itself as a single asset real estate entity, as defined under 11 U.S.C. Sec. 101(51B) of the Bankruptcy Code. George M. Oliver, Esq., at Oliver & Friesen, PLLC, serves as counsel to the Debtor. According to its schedules, the Company has assets of $3,786,230, and liabilities of $2,702,315. NORTHERN OUTER: Court Lifts Automatic Stay for Wells Fargo ---------------------------------------------------------- The Hon. Randy D. Doub terminates the automatic stay in the bankruptcy case of The Northern Outer Banks Associates, LLC, at the behest of Wells Fargo Bank, National Association. The judge holds that the Debtor is unable to make payments to Wells Fargo and has failed to present any evidence that its members are able or willing to infuse capital into the Debtor. The Debtor failed to present any evidence of post-petition financing opportunities. Without such evidence, the Debtor cannot establish that an effective reorganization can be commenced within a reasonable time. Wells Fargo is the holder of a 2007 promissory note for $2,250,000 executed by both the Debtor and Bruce S. Pollak, its managing member. As of the Petition Date, the balance due under the terms of the Note was $2,101,508.71, exclusive of attorneys' fees and costs. The Note is in default. The Debtor's Plan of Reorganization dated May 20, 2010, proposes for the Debtor to retain possession and control of a real property for an 18-month period for the purpose of marketing and possible sale of the Real Property. The Plan provides that during the Marketing Period the Debtor need not make any payments to Wells Fargo but that interest would accrue at 3.5%. Should the Debtor fail to consummate a sale of the Real Property during the Marketing Period, the Plan proposes that Wells Fargo be required to amortize the balance due on the Note due at the expiration of that period over 20 years at an interest rate of 3.5% with a five- year call. The Plan does not propose any distributions to unsecured creditors until such time as the Real Property is sold. The Plan fails to address whether any payments will be made to unsecured creditors if the Real Property is not sold within the Marketing Period. Wells Fargo asserts it is undersecured, saying the property is valued at $1,910,000. A copy of the Court's order dated November 8 is available at http://is.gd/gT7MJfrom Leagle.com. The Northern Outer Banks Associates, LLC, owns real estate consisting of roughly 5.35 acres of undeveloped property, located at 6195 Croatan Highway, Southern Shores, North Carolina. It filed for chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 10-01292) on February 19, 2010. The Debtor designated itself as a single asset real estate entity, as defined under 11 U.S.C. Sec. 101(51B) of the Bankruptcy Code. George M. Oliver, Esq., at Oliver & Friesen, PLLC, serves as counsel to the Debtor. According to its schedules, the Company has assets of $3,786,230, and liabilities of $2,702,315. ORLEANS HOMEBUILDERS: George Casey to Lead Post-Emergence --------------------------------------------------------- Orleans Homebuilders, Inc. disclosed that George E. Casey, Jr. has been selected to lead the Company as it completes its financial reorganization and emerges from Chapter 11, targeted for year-end. Mr. Casey will function initially as a special advisor to the Chief Restructuring Officer until the new board of directors is elected. "We have conducted an exhaustive search for the right leadership for Orleans, and we're extremely pleased that George Casey has accepted the new leadership position," said Mitchell B. Arden, Senior Managing Director and Shareholder of Phoenix Management, who has been serving as Orleans' Chief Restructuring Officer. "George has a tremendous career in homebuilding across the country, much of it in our own markets. He thoroughly understands the issues, the environment, and what it takes to make Orleans successful. Upon emergence from Chapter 11, the new board of directors will name him Chief Executive Officer. The sponsors of our Plan of Reorganization fully support George's appointment." Mr. Casey, 64, has devoted his entire career to real estate and homebuilding. During the mid-1980s, he rose to the position of senior vice president with Toll Brothers and was responsible for creating new homebuilding divisions. He went on to serve as CFO and Senior Vice President - Operations for Realen Homes, Inc. in Ambler, PA, during the time when that company was named National Builder of the Year by Professional Builder Magazine. Notably, as a divisional president for The St. Joe Company/Arvida, he was responsible for the development of Weston, FL, a 10,000-acre master planned community delivering 1,250 homes annually. He also served as President and/or CEO of regional homebuilders in Ohio, the Carolinas, and California, and as General Manager of Verrado, DMB Associates' 9,000-acre master planned community in Buckeye, AZ. Mr. Casey indicated that he is "looking forward to leading the Company." Orleans and most of its operating subsidiaries filed voluntary petitions to commence the Chapter 11 process on March 1, 2010. The filing did not include certain of the Company's subsidiaries, including its mortgage services subsidiary, Alambry Funding Inc., which provides mortgage brokerage services for customers and financial institutions, but does not underwrite any customer mortgages. Orleans continues to make progress in completing its reorganization. Earlier this week, the Court approved the Company's separation and settlement agreement with former CEO Jeffrey P. Orleans. The Company is currently completing its exit financing negotiations, which it expects to be finalized prior to its confirmation hearing, which has been rescheduled from Nov. 16 to Nov. 24, 2010. 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. ORLEANS HOMEBUILDERS: Wins Plan Exclusivity Until Nov. 26 --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Orleans Homebuilders Inc. received an extension of the exclusive right to propose a plan until Nov. 26, in case its proposed Chapter 11 plan isn't approved at the Nov. 16 confirmation hearing. According to the report, the bankruptcy judge on Nov. 8 also approved a settlement where Chairman and Chief Executive Jeffrey P. Orleans will receive $700,000 cash to resign and waive claims. The Debtor has filed a plan that will give stock and new secured debt to revolving credit lenders owed $234 million. Unsecured creditors are to receive recoveries from lawsuits and a sharing in proceeds from sales of properties after secured debt is paid. Revolving credit lenders will recover between 67% and 87% if they vote in favor of the plan. Unsecured creditors should see between 3.4% and 5.25% if they vote "yes" as a class. The plan reduces debt from more than $400 million to less than $200 million. 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. PAPERWEIGHT DEVELOPMENT: Posts $3.87MM Net Loss in Oct. 3 Quarter ----------------------------------------------------------------- Paperweight Development Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $3.87 million on $214.87 million on net sales for the three months ended Oct. 3, 2010, compared with net income of $31.44 million on $195.75 million of net sales for the three months ended Oct. 4, 2010. The Company's balance sheet at Sept. 30, 2010, showed $705.64 million in total assets, $164.22 million in total current liabilities, $525.83 million in long-term debt, $50.58 million in postretirement benefits, $89.43 million in accrued pension, $6.08 million in other long-term liabilities, and a stockholder's deficit of $99.63 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6e0c A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6e0d About Appleton Papers Appleton Papers Inc. is a 100%-owned subsidiary of Paperweight Development Corp. Appleton Papers Inc. -- http://www.appletonideas.com/-- headquartered in Appleton, Wisconsin, produces carbonless, thermal, security and performance packaging products. Appleton has manufacturing operations in Wisconsin, Ohio, Pennsylvania, and Massachusetts, employs approximately 2,200 people and is 100% employee-owned. The Company's balance sheet at June 30, 2010, showed $780.89 million in total assets, $165.17 million in total current liabilities, $582.02 million in long-term debt, $50.58 million in postretirement benefits other than pension, $103.31 million in accrued pension, $5.74 million in other long-term liabilities, and $114.378 million in redeemable common stock. Appleton Papers carries a 'B' corporate credit rating from Standard & Poor's. PATRICK JOHNSON: Voluntary Chapter 11 Case Summary -------------------------------------------------- Joint Debtors: Patrick William Johnson aka Patrick Wm. Johnson aka Patrick Johnson Pamela Marie Johnson aka Pamela M. Johnson aka Pamela Johnson 12715 De Forrest Houston, TX 77066 Bankruptcy Case No.: 10-40172 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Jeff Bohm Debtor's Counsel: Calvin C Braun, Esq. ORLANDO & BRAUN LLP 3401 Allen Parkway, Suite 101 Houston, TX 77019 Tel: (713) 521-0800 Fax: (713) 521-0842 E-mail: calvinbraun@orlandobraun.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Joint Debtors did not file a list of its largest unsecured creditors together with its petition. PETROS ANDRIOPOULOS: Can Hire Michael Davis as Bankruptcy Counsel ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois authorized Petros E. Andriopoulos to employ Michael J. Davis, Esq., as counsel. Mr. Davis is expected to represent the Debtor in the Chapter 11 proceedings. To the best of the Debtor's knowledge, Mr. Davis is a ?disinterested person? as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Davis can be reached at: Michael J. Davis, Esq. Springer, Brown, Covey, Gaertner & Davis, L.L.C. 400 S. Country Farm Rd., Suite 330 Wheaton, IL 60187 Tel: (630) 510-0000 About Petros E. Andriopoulos Aurora, Illinois-based Petros E. Andriopoulos filed for Chapter 11 bankruptcy protection on September 1, 2010 (Bankr. N.D. Ill. Case No. 10-39482). The Debtor disclosed $19,803,050 in assets and $12,500,854 in liabilities as of the Petition Date. PETROS ANDRIOPOULOS: Court Fixes November 29 as Claims Bar Date --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois has established November 29, 2010, as the deadline for any individual or entity to file proofs of claim against Petros E. Andriopoulos. Claims of any governmental unit are due 180 days after the order for relief. All claims must be filed electronically or at this address: Clerk of the U.S. Bankruptcy Court 219 South Dearborn Street, Room 713 Chicago, IL 60604 Aurora, Illinois-based Petros E. Andriopoulos filed for Chapter 11 bankruptcy protection on September 1, 2010 (Bankr. N.D. Ill. Case No. 10-39482). Michael J. Davis, Esq., at Springer, Brown, Covey, Gaetner & Davis, assists the Debtor in its restructuring effort. According to its schedules, the Debtor disclosed $19,803,050 in total assets and $12,500,854 in total liabilities as of the Petition Date. POINT BLANK: Equity Committee Says It Has Rival Plan ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the official committee of shareholders in the Chapter 11 case of Point Blank Solutions Inc. says stockholders have worked out a "fully funded plan of reorganization" that will serve creditors better than a sale of the business. The committee said in a Nov. 5 court filing that it also has a "fully funded alternative financing facility" to take over if existing lenders don't extend their loan beyond the year's end. The equity committee is therefore opposing an amendment to the loan agreement which would require selling the business on a fast track. The equity committee didn't provide details on its plan or financing. About Point Blank Headquartered in Pompano Beach, Florida, Point Blank Solutions, Inc. -- http://www.pointblanksolutionsinc.com/-- designs and produces body armor systems for the U.S. Military, Government and law enforcement agencies, as well as select international markets. The Company maintains facilities in Pompano Beach, Florida, and Jacksboro, Tennessee. The Company's former chief executive officer and chief operating officer were convicted in September 2010 of orchestrating a $185 million fraud. Point Blank Solutions, formerly DHB Industries, filed for Chapter 11 protection on April 14, 2010 (Bankr. D. Del. Case No. 10-11255). Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor. Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate counsel. T. Scott Avila of CRG Partners Group LLC is the restructuring officer. Epiq Bankruptcy Solutions serves as claims and notice agent. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Equity Security Holders in the case. The Equity Committee has tapped Morrison Cohen LLP, and The Bayard, P.A., as counsel. Robert M. Hirsh, Esq., and Heike M. Vogel, Esq., at Arent Fox LLP, serve as counsel to the Creditors Committee, and Frederick B. Rosner, Esq., and Brian L. Arban, Esq., at Messana Rosner & Stern LLP, serve as co- counsel. PRESIDIO INC: S&P Assigns 'B+' Corporate Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said it assigned a preliminary 'B+' corporate credit rating to Greenbelt, Maryland-based Presidio Inc. The outlook is stable. At the same time, S&P assigned a preliminary 'B+' rating to the company's proposed $300 million senior secured term loan, with a preliminary recovery rating of '4', indicating S&P's expectation for average (30%-50%) recovery in the event of a payment default. Presidio intends to use total debt proceeds, which are likely to include a partial draw-down under a $150 million accounts receivable securitization facility (currently unrated), to refinance existing debt, pay a dividend to shareholders, and for general corporate purposes. "The rating reflects Presidio's narrow market focus, leveraged financial profile, and S&P's view that the company's private- equity ownership structure is likely to preclude sustained debt reduction," explained Standard & Poor's credit analyst Martha Toll-Reed. With fiscal 2010 revenues of approximately $1 billion, Presidio provides professional and managed services, focused on data networking, data center virtualization, collaboration, and network security. Presidio has expanded rapidly since its founding in 2003 through a combination of organic growth and acquisitions. The company's geographic presence is limited to east of the Mississippi (plus Texas and Oklahoma). However, Presidio does not have any significant customer concentration. While its revenue base includes the resale of hardware and related products, less than half of the company's revenue base and the bulk of operating earnings derive from its project-based services, ranging from solution design, implementation, and testing through remote network monitoring. QOC I: Files Schedules of Assets and Liabilities ------------------------------------------------ QOC I, LLC filed with the U.S. Bankruptcy Court for the Southern District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------------ ------------ A. Real Property $0 B. Personal Property $166,849,422 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $138,381,710 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $52,276 ----------- ------------ TOTAL $166,849,422 $138,433,986 A copy of the schedules is available for free at: http://bankrupt.com/misc/QOC_I_LLC_SAL.pdf About QOC I LLC 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). Attorneys at Genovese Joblove & Battista, P.A., serve as counsel to the Debtor. The Debtor estimated its assets and debts at $100 million to $500 million as of the Petition Date. R.D. MARINA: Asks for Authority to Use $1-Mil. of Cash Collateral ----------------------------------------------------------------- R.D. Marina, LLC, et al., seek authority from the Hon. Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida to use approximately $1,057,329 of the cash collateral securing their obligation to their prepetition lenders this month. The Debtors' lenders, Southern Commerce Bank, N.A., and Gateway Bank of Southwest Florida, may assert that they have liens on the Debtors' accounts receivable, rents and leases at certain projects and that they therefore have an interest in the Debtors' cash collateral. The Debtors form an integrated enterprise that is engaged in the business of owning and operating commercial properties. Prior to the Petition Date, each of the Debtors executed promissory notes, mortgages, and security agreements in favor of certain of the Lenders pursuant to which they granted liens on real estate, improvements, and accounts receivable, as applicable, related to certain projects. Certain of the Debtors also executed assignments of leases and rents pursuant to which they assigned their rights to leases and rents in favor of certain Lenders. Richard C. Prosser, Esq., at Stichter, Riedel, Blain & Prosser PA, explains that the Debtors need the money to fund their Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at http://bankrupt.com/misc/RD_MARINA_budget.pdf The budget initially covers cash collateral access for the month of November. In exchange for using the cash collateral, the Debtors propose to grant the Lenders replacement liens identical in extent, validity and priority as the liens existed on the Petition Date. The Debtors will also provide on a weekly basis profit and loss statements on a cash basis to counsel for each of the Lenders. Michael M. Carter and Jaymie G. Carter, both headquartered in Bradenton, Florida, filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26164). They estimated their assets and debts at $10 million to $50 million. Affiliates R.D. Marina, LLC; R.D. Marina II, LLC; Mike Carter I, Inc.; Design Team West, Inc.; Production Properties; and Mike Carter Construction, Inc., filed separate Chapter 11 petitions: Bradenton, Florida-based R.D. Marina, LLC -- dba Riviera Dunes Marina Resort and Riviera Dunes Marina -- filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26144). It estimated its assets at $1 million to $10 million and debts at $10 million to $50 million. The Debtors' bankruptcy cases are jointly administered, with R.D. Marina, LLC, as the lead case. Richard C. Prosser, Esq., at Stichter, Riedel, Blain & Prosser PA, assists the Debtors in their restructuring efforts. R.D. MARINA: Owes Manatee County $601,000 for Taxes --------------------------------------------------- R.D. Marina, LLC, has filed with the U.S. Bankruptcy Court for the Middle District of Florida a list of 20 largest unsecured creditors, but the list contains only one entry: Entity Claim Amount ------ ------------ Manatee County Tax Collector P.O. Box 25300 Bradenton, FL 34206 $601,340 Michael M. Carter and Jaymie G. Carter, both headquartered in Bradenton, Florida, filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26164). They estimated their assets and debts at $10 million to $50 million. Affiliates R.D. Marina, LLC; R.D. Marina II, LLC; Mike Carter I, Inc.; Design Team West, Inc.; Production Properties; and Mike Carter Construction, Inc., filed separate Chapter 11 petitions: Bradenton, Florida-based R.D. Marina, LLC -- dba Riviera Dunes Marina Resort and Riviera Dunes Marina -- filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26144). It estimated its assets at $1 million to $10 million and debts at $10 million to $50 million. The Debtors' bankruptcy cases are jointly administered, with R.D. Marina, LLC, as the lead case. Richard C. Prosser, Esq., at Stichter, Riedel, Blain & Prosser PA, assists the Debtors in their restructuring efforts. R.D. MARINA: Section 341(a) Meeting Scheduled for Dec. 3 -------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of the creditors of R.D. Marina, LLC, et al., on December 3, 2010, at 2:30 p.m. The meeting will be held at Room 100-B, 501 East Polk Street, (Timberlake Annex), Tampa, FL 33602. This is the first meeting of creditors required under Section 341(a) of the 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. Michael M. Carter and Jaymie G. Carter, both headquartered in Bradenton, Florida, filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26164). They estimated their assets and debts at $10 million to $50 million. Affiliates R.D. Marina, LLC; R.D. Marina II, LLC; Mike Carter I, Inc.; Design Team West, Inc.; Production Properties; and Mike Carter Construction, Inc., filed separate Chapter 11 petitions: Bradenton, Florida-based R.D. Marina, LLC -- dba Riviera Dunes Marina Resort and Riviera Dunes Marina -- filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26144). It estimated its assets at $1 million to $10 million and debts at $10 million to $50 million. The Debtors' bankruptcy cases are jointly administered, with R.D. Marina, LLC, as the lead case. Richard C. Prosser, Esq., at Stichter, Riedel, Blain & Prosser PA, assists the Debtors in their restructuring efforts. R.D. MARINA: Taps Stichter Riedel as Bankruptcy Counsel ------------------------------------------------------- R.D. Marina, LLC, et al., ask for authorization from the U.S. Bankruptcy Court for the Middle District of Florida to employ Stitchter, Riedel, Blain & Posser, P.A., as bankruptcy counsel, nunc pro tunc to the Petition Date. Stichter Riedel will, among other things: a. prepare motions, applications, orders, reports, pleadings, and other legal papers; b. appear before the Court and the U.S. Trustee to represent and protect the interests of the Debtors; c. assist with and participate in negotiations with creditors and other parties in interest in formulating a plan of reorganization, drafting a plan and a related disclosure statement, and taking necessary legal steps to confirm the plan; and d. represent the Debtors in negotiations with potential financing sources and prepare contracts, security instruments, or other documents necessary to obtain financing. Richard C. Prosser, an attorney at Stichter Riedel, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. According to Mr. Prosser, Stichter Riedel received the aggregate sum of $144,642.30 (not including amounts paid for filing fees) from the Debtors on account of prepetition services and as retainer for postpetition services. Michael M. Carter and Jaymie G. Carter, both headquartered in Bradenton, Florida, filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26164). They estimated their assets and debts at $10 million to $50 million. Affiliates R.D. Marina, LLC; R.D. Marina II, LLC; Mike Carter I, Inc.; Design Team West, Inc.; Production Properties; and Mike Carter Construction, Inc., filed separate Chapter 11 petitions: Bradenton, Florida-based R.D. Marina, LLC -- dba Riviera Dunes Marina Resort and Riviera Dunes Marina -- filed for Chapter 11 bankruptcy protection on October 29, 2010 (Bankr. M.D. Fla. Case No. 10-26144). It estimated its assets at $1 million to $10 million and debts at $10 million to $50 million. The Debtors' bankruptcy cases are jointly administered, with R.D. Marina, LLC, as the lead case. RADIO ONE: Amends Terms of Exchange Offer to Refinance Notes ------------------------------------------------------------ Radio One Inc. amended the terms of its pending exchange offer that is designed to refinance substantially all of its existing indebtedness under its 87/8% Senior Subordinated Notes due 2011 and its 63/8% Senior Subordinated Notes due 2013. The Company also announced terms of a proposed comprehensive amendment to its existing senior secured credit facility. Key terms of these transactions include: * An amended exchange offer pursuant to an Amended and Restated Exchange Offer and Consent Solicitation Statement and Offering Memorandum, dated as of November 5, 2010 to offer: i) $1,000 principal amount of the Company's new 12.5%/15.0% Senior Subordinated Notes due 2016 in exchange for each $1,000 in principal amount of the 2011 Notes; and ii) $950 principal amount of Exchange Notes in exchange for each $1,000 principal amount of the 2013 Notes, along with a concurrent consent solicitation to amend the indentures governing the Existing Notes to delete substantially all of the covenants contained therein. The terms of the Exchange Notes have been amended to provide for, among other things, (i) a maturity of sixty-six months after initial issuance, (ii) interest to accrue at a rate of 12.5% per annum if paid in cash and (iii) that such Exchange Notes will only be subordinated in right of payment to borrowings of up to a maximum of $415 million and any other obligations under the Company's Credit Facility. * An amendment to the Credit Facility that will, among other things: i) establish new financial covenant levels; ii) permit the Amended Exchange Offer and the payment of interest on the 2013 Notes that was otherwise due and payable on August 16, 2010; iii) waive any existing default or event of default that may have arisen under the Credit Facility prior to the effectiveness of the Credit Facility Amendment; iv) replace $323.0 million of outstanding revolving loans with a new term loan; v) provide revolving credit borrowings of up to $20.0 million that the Company can utilize for working capital and general corporate purposes and an additional $18.8 million that can only be used for certain specified purposes, in each case subject to certain conditions and limitations; and vi) effect other amendments to permit the Amended Exchange Offer to occur in accordance with the terms set forth in the Amended Offering Memorandum. The Company has negotiated the terms of the Credit Facility Amendment with Wells Fargo Bank, N.A. To be effective, the Credit Facility Amendment must be approved by financial institutions holding the majority of outstanding loans and commitments. The effectiveness of the Credit Facility Amendment is also conditioned on the completion of the Amended Exchange Offer. Furthermore, the Company will not complete the Amended Exchange Offer or issue the Exchange Notes in respect of the Existing Notes unless either prior to or concurrently therewith the Credit Facility Amendment has been entered into by the requisite parties. Thus, the transactions are conditional upon one another. The Company has entered into a Support Agreement with certain holders of Existing Notes, who collectively represent approximately 86.8% of the aggregate principal amount of the outstanding Existing Notes with approximately 84.7% of the aggregate principal amount of the outstanding 2011 Notes and approximately 87.9% of the aggregate principal amount of the outstanding 2013 Notes, pursuant to which such holders agreed, subject to the terms and conditions set forth therein, to tender all of their Existing Notes into the Amended Exchange Offer. The previously announced Support and Backstop Agreement, dated June 16, 2010, terminated in accordance with its terms on September 1, 2010. In the event the Amended Exchange Offer is successfully completed, the Company anticipates the payment blockage notice previously delivered by the Agent to the trustee under the indenture relating to the 2013 Notes will be terminated and the Company will be permitted to pay the interest that was due on August 16, 2010 to holders of the 2013 Notes. Holders of 2013 Notes who tender their notes in the Amended Exchange Offer will receive such overdue interest on the Settlement Date. The completion of the Amended Exchange Offer is subject to a number of conditions, including a minimum tender condition that: i) at least 95% of the combined aggregate principal amount outstanding of the 2011 Notes and the 2013 Notes be validly tendered and not withdrawn and ii) at least 95% in aggregate principal amount of the 2011 Notes be validly tendered and not withdrawn. The Offer Conditions also require that all conditions to entry into the Credit Facility Amendment are concurrently satisfied or waived and continue to be satisfied or waived until the Settlement Date. Under the terms of the Support Agreement, the Company is required to obtain the consent of holders representing at least 50% of the aggregate principal amount of Existing Notes held or controlled by parties to the Support Agreement before amending, modifying or waiving any of the Offer Conditions, including the Minimum Tender Condition. As of 5:00 p.m., New York City time, on November 5, 2010, approximately 92% of the combined aggregate principal amount outstanding of the 2011 Notes and the 2013 Notes, including approximately 78% of the 2011 Notes, had been validly tendered into the exchange offer and not withdrawn. A full-text copy of the Letter Agreement with Existing Noteholders is available for free at http://ResearchArchives.com/t/s?6e08 About Radio One Lanham, Maryland-based Radio One, Inc. (Nasdaq: ROIAK and ROIA) -- http://www.radio-one.com/-- is a diversified media company that primarily targets African-American and urban consumers. The Company is one of the nation's largest radio broadcasting companies, currently owning 53 broadcast stations located in 16 urban markets in the United States. The Company owns a controlling interest in Reach Media, Inc. -- http://www.blackamericaweb.com/-- owner of the Tom Joyner Morning Show and other businesses associated with Tom Joyner. Beyond its core radio broadcasting business, Radio One owns Interactive One -- http://www.interactiveone.com/-- an online platform serving the African-American community through social content, news, information, and entertainment, which operates a number of branded sites, including News One, UrbanDaily, HelloBeautiful, Community Connect Inc. -- http://www.communityconnect.com/-- an online social networking company, which operates a number of branded Web sites, including BlackPlanet, MiGente, and Asian Avenue and an interest in TV One, LLC -- http://www.tvoneonline.com/-- a cable/satellite network programming primarily to African- Americans. Ernst & Young LLP, in Baltimore, Maryland, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the Company's restated consolidated financial statements for 2009. The independent auditors noted that in June and July 2010 the Company violated certain covenants of its loan agreements, which ultimately may result in significant amounts of outstanding debt becoming callable by lenders. Moody's Investors Service has repositioned Radio One Inc.'s Probability of Default Rating to Caa2/LD, from Caa2, following expiration of the 30-day grace period under the indenture governing the company's 6.375% senior subordinated notes due 2013. The August interest payment was not made in accordance with the scheduled terms, and Moody's treats the failure to meet the original contractual terms as a limited default. All of Radio One's debt ratings remain under review for possible downgrade, including Radio One's Caa1 corporate family rating. In August 2010, Radio One Inc., warned in a regulatory filing that it may have to file for bankruptcy absent an extension of a forbearance agreement or waiver from its lenders. RASER TECHNOLOGIES: To Sell Transportation Biz. for $2.5-Mil. ------------------------------------------------------------- Raser Technologies Inc. entered on Nov. 2, 2010, into an Investor Letter with a private investor for the purpose of forming and capitalizing a new and independent electric vehicle company Via Automotive, Inc., a Delaware corporation, whereby Via Automotive will purchase certain of the Company's Transportation and Industrial Business segment assets pursuant to an Asset Purchase Agreement for $2.5 million in cash, and the issuance to the Company of 39% of the common shares of Via Automotive. The LOI also provides that the Investor Group will capitalize Via Automotive with an additional $2.0 million and that Via Automotives will assume certain identified liabilities. The Company said, "In addition to the foregoing $4.5 million aggregate investment by the Investor Group, for which the Investor Group shall be issued 61% of the common shares of Via Automotive. Via Automotive will require additional equity investment of not less than $10 million. Equity or equity-linked securities of Via Automotive issued to investors funding the Additional Initial Capital, shall dilute only the 61% of the common equity initially issued to the Investor Group and shall not dilute the 39% of the common equity initially issued to us in connection with the acquisition by Via Automotive of certain of our Transportation and Industrial Business segment assets. "In addition to the Purchase Agreement, the parties will enter into a shareholders' agreement, or provide in the bylaws for Via Automotive, that a supermajority vote of the directors will be required in certain circumstances. "The LOI provides that the final transaction is subject to approval by Raser's board of directors, including receipt of a satisfactory fairness opinion for the sale of the Transportation and Industrial assets to Via Automotive. The LOI provides for closing to occur on or before November 22, 2010, with a breakup fee of $5 million to be paid in certain circumstances," says the Company. A full-text copy of the Letter Of Intent is available for free at http://ResearchArchives.com/t/s?6dfc About Raser Technologies Provo, Utah-based Raser Technologies, Inc. (NYSE: RZ) -- http://www.rasertech.com/-- is an environmental energy technology company focused on geothermal power development and technology licensing. Raser's Power Systems segment develops clean, renewable geothermal electric power plants with one operating plant in southern Utah and eight active and early stage projects in four western United States: Utah, New Mexico, Nevada and Oregon, as well as a concession for 100,000 acres in Indonesia. Raser's Transportation and Industrial segment focuses on extended-range plug-in-hybrid vehicle solutions and using Raser's award-winning Symetron(TM) technology to improve the torque density and efficiency of the electric motors and drive systems used in electric and hybrid-electric vehicle powertrains and industrial applications. The Company's balance sheet as of June 30, 2010, showed $90.0 million in total assets, $130.6 million in total liabilities, and a stockholders' deficit of $40.6 million. * * * Hein & Associates LLP, in Denver, Colo., 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, has used significant cash for operating activities since inception, has significant purchase commitments in 2010 and has a lack of sufficient working capital. Raser Technologies did not make the $2.2 million semi-annual interest payment due October 1, 2010, on its 8% Convertible Senior Notes Due 2013. The Company satisfied the semi-annual interest payment obligation after receiving $1.10 million from the Thermo No. 1 plant escrow funds and $1.15 million from a loan with Evergreen Clean Energy, LLC, late in October 2010. REGAL PLAZA: U.S. Trustee Unable to Form Creditors Committee ------------------------------------------------------------ August B. Landis, Acting U.S. Trustee for Region 17, notified the U.S. Bankruptcy Court for the District of Nevada that he was unable to appoint an official committee of unsecured creditors in the Chapter 11 case of Regal Plaza, LLC. The U.S. Trustee explained that there were insufficient indications of willingness from the unsecured creditors to serve in the committee. Las Vegas, Nevada-based Regal Plaza, LLC, owns a shopping center in Las Vegas, Nevada. It filed for Chapter 11 bankruptcy protection on September 1, 2010 (Bankr. D. Nev. Case No. 10- 26707). Lenard E. Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, represents the Debtor. The Debtor disclosed $10,815,564 in assets and $8,592,879 in liabilities as of the Petition Date. RESERVE DEVELOPMENT: Taps Fennemore Craig as Bankruptcy Counsel --------------------------------------------------------------- The Reserve Development LLC, asks the U.S. Bankruptcy Court for the District of Nevada for permission to employ Fennemore Craig, P.C. as counsel. Fennemore Craig will, among other things: a. advise and represent the Debtor concerning the rights and remedies of the estate in regard to the assets of the estate, and with respect to the secured, priority and general claims of creditors; b. advise and represent the Debtor in connection with financial and business matters, including the sale of any assets; c. advise and represent the Debtor in connection with investigation of potential causes of action against persons or entities, including, but not limited to, avoidance actions, and the litigation thereof if warranted. Prepetition, Fennemore Craig received a $50,000 secured retainer. The Debtor relates that the retainer is not a fixed price for Fennemore Craig's services, and Fennemore Craig reserves the right to seek additional compensation beyond the amounts covered by the retainer. To the best of Debtor's knowledge, Fennemore Craig is a?disinterested person? as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Laurel E. Davis, Esq. Craig S. Dunlap, Esq. Jeffrey J. Steffen Esq. FENNEMORE CRAIG, P.C. Bank of America Plaza, Suite 1400 300 South Fourth Street Las Vegas, NV 89101 Tel: (702) 692-8000 Fax: (702) 692-8064 E-mail: ldavis@fclaw.com The Debtor proposes a hearing on the employment of Fennemore Craig on November 17, 2010, at 2:00 p.m. About The Reserve Development LLC The Reserve Development LLC, based in Las Vegas, Nevada, filed for Chapter 11 bankruptcy protection on September 1, 2010 (Bankr. D. Nev. Case No. 10-26715). The Company disclosed $13,274,818 in assets and $25,842,878 in liabilities as of the Petition Date. RESERVE DEVELOPMENT: U.S. Trustee Unable to Form Creditors Panel ---------------------------------------------------------------- August B. Landis, Acting U.S. Trustee for Region 17, notified the U.S. Bankruptcy Court for the District of Nevada that he was unable to appoint an official committee of unsecured creditors in the Chapter 11 case of The Reserve Development LLC. The U.S. Trustee explained that there were insufficient indications of willingness from the unsecured creditors to serve in the committee. The Reserve Development LLC, based in Las Vegas, Nevada, filed for Chapter 11 bankruptcy protection on September 1, 2010 (Bankr. D. Nev. Case No. 10-26715). Laurel E. Davis, Esq., at Fennemore Craig, P.C., represents the Debtor. In its schedules, the Company disclosed $13,274,818 in assets and $25,842,878 in liabilities as of the Petition Date. RICHARD HINDIN: Plan Confirmation Hearing Set for December 16 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Virginia will convene a hearing on December 16, 2010, at 9:30 a.m., to consider Richard J. Hindin's Plan of Reorganization, as amended. Objections, if any, to the confirmation of the Plan are due December 9. Completed ballots accepting or rejecting the Plan must be delivered by 5:00 p.m. on December 6 to: Stephen Nichols, Esq. COOTER, MANGOLD, DECKELBAUM & KARAS, LLP 5301 Wisconsin Avenue, NW, Suite 500 Washington, DC 20015 Tel: (202) 537-0700 Fax: (202) 364-3664 E-mail: snichols@cootermangold.com As reported in the Troubled Company Reporter on June 14, the Plan proposes the liquidation of the Debtor's two Virginia properties and the distribution of the net proceeds from the sale of those properties. In addition to this, the Plan proposes a series of bi-annual payments to creditors over the course of five calendar years equal to the approximate fair market value of the Debtor's remaining non-exempt -- and chiefly, illiquid -- assets, totaling $700,000, plus annual interest of 3%. The Plan payments will be generated from the Debtor's post- confirmation employment with Chicken Out Rotisserie, Inc., from salary or other shareholder distributions expected to be received from the Debtor's remaining closely-held investments and from cost savings associated with no longer having to service the debt encumbering 407 Chain Bridge Road. All holders of allowed unsecured claims will receive pro rata payments to be paid from the proceeds of the sale of the Plan Property and from the Debtor Payments, in full satisfaction of the claims. A full-text copy of the Disclosure Statement, as amended, is available for free at: http://bankrupt.com/misc/RICHARDHINDIN_AmendedDS.pdf About Richard J. Hindin McLean, Virginia-based Richard J. Hindin filed for Chapter 11 on November 27, 2009 (Bankr. E.D. Va. Case No. 09-19741.) Stephen W. Nichols, Esq. at Cooter, Mangold, Deckelbaum & Karas, LLP represents the Debtor. The Debtor estimated assets and debts at $10 million to $50 million. RICHARD JOHNSON: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Richard B. Johnson 5763 Honeysuckle Lane Marblemount, WA 98267 Bankruptcy Case No.: 10-23379 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Marc Barreca Debtor's Counsel: Christina Latta Henry, Esq. SEATTLE DEBT LAW LLC 705 2nd Avenue Ste. 1050 Seattle, WA 98104 Tel: (206) 324-6677 E-mail: chenry@seattledebtlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. RIVIERA HOLDINGS: Court Confirms Chapter 11 Plan ------------------------------------------------ WJTV.com reports that a federal bankruptcy judge has approved a Riviera Holdings Corp.'s Chapter 11 reorganization plan that would replace about $280 million in debt with a $50 million loan, and creditors will receive company stock in proportion to what they are owed. Current stockholders would be wiped out. According to the report, new owners will kick in $10 million as working capital and fund $20 million in loans to cover investments in the Riviera hotel-casino on the Las Vegas Strip. Riviera Executive Vice President Tullio Marchionne says Starwood Capital Group now holds 41% of the company's debt. Ten percent is held by Desert Rock Enterprises. About Riviera Holdings Riviera Holdings Corporation, through its wholly-owned subsidiary, Riviera Operating Corporation, owns and operates the Riviera Hotel & Casino located in Las Vegas, Nevada, which consists of a hotel comprised of five towers with 2,075 guest rooms, including 177 suites, and which has traditional Las Vegas-style gaming, entertainment and other amenities. In addition, Riviera Holdings, through its wholly-owned subsidiary, Riviera Black Hawk, Inc., owns and operates the Riviera Black Hawk Casino, a casino in Black Hawk, Colorado and has various non-gaming amenities, including parking, buffet-styled restaurant, delicatessen, a casino bar and a ballroom. Riviera Holdings together with the two affiliates filed for Chapter 11 on July 12 in Las Vegas, Nevada (Bankr. D. Nev. Case No. 10-22910). Riviera Holdings estimated assets and debts of $100 million to $500 million in its petition. Thomas H. Fell, Esq., at Gordon Silver, represents the Debtors in the Chapter 11 cases. XRoads Solutions Group, LLC, is the financial and restructuring advisor. Garden City Group Inc. is the claims and notice agent. ROGER BUTTRUM: Voluntary Chapter 11 Case Summary ------------------------------------------------ Joint Debtors: Roger Dean Buttrum Erlene Dee Buttrum 5430 W. Creedance Blvd. Glendale, AZ 85310 Bankruptcy Case No.: 10-35785 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: James M. Marlar Debtor's Counsel: Don C. Fletcher, Esq. LAKE AND COBB 1095 West Rio Salado Parkway #206 Tempe, AZ 85281 Tel: (602) 523-3000 Fax: (602) 523-3001 E-mail: dfletcher@lakeandcobb.com Scheduled Assets: $668,200 Scheduled Debts: $165,757,972 The Joint Debtors did not file a list of its largest unsecured creditors together with its petition. RON HENARD: Case Summary & 8 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Ron A. Henard Trust, U/W c/o Bruce Martin & First Bk & Trust P.O. Box 1088 Abingdon, VA 24212 Bankruptcy Case No.: 10-52886 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Eastern District of Tennessee (Greeneville) Judge: Marcia Phillips Parsons Debtor's Counsel: Fred M. Leonard, Esq. 27 Sixth Street Bristol, TN 37620 Tel: (423) 968-3151 E-mail: fredmleonard@earthlink.net Scheduled Assets: $5,665,550 Scheduled Debts: $3,416,893 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/tneb10-52886.pdf The petition was signed by Bruce Martin, trustee. SCHEID AUTOMOTIVE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Scheid Automotive Group, Inc. a New Mexico Corporation dba Enchantment Ford dba Scheid Automotive Group P.O. Box 3739 Taos, NM 87701 Bankruptcy Case No.: 10-15576 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court New Mexico (Albuquerque) Judge: Robert H. Jacobvitz Debtor's Counsel: William F. Davis, Esq. WILLIAM F. DAVIS & ASSOCIATES, P.C. 6709 Academy NE, Suite A Albuquerque, NM 87109 Tel: (505) 243-6129 Fax: (505) 247-3185 E-mail: daviswf@nmbankruptcy.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nmb10-15576.pdf The petition was signed by William H. Scheid, president. SEQUENOM INC: Posts $22.74-Mil. Net Loss in Third Quarter --------------------------------------------------------- Sequenom Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $22.74 million on $11.68 million of total revenues for the three months ended Sept. 30, 2010, compared with a net loss of $14.87 million on $9.22 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $96.97 million in total assets, $64.67 million in total current liabilities, $360,000 in deferred revenue, $2.86 million in other long-term liabilities, $1.12 million in long-term portion of debt and obligations, and stockholder's equity of $27.96 million. As of September 30, 2010 Sequenom had total cash, cash equivalents and marketable securities of $55.8 million. Net cash used in operating activities was $10.2 million for the third quarter of 2010 "The company continues to make good progress on all fronts," stated Harry F. Hixson, Jr., Ph.D., chairman and chief executive officer. "We remain on schedule with the trisomy 21 test development, and I am optimistic that we will be able to initiate blinded validation studies for the laboratory developed test in the fourth quarter. With the recent formation of the ophthalmology clinical advisory board we are putting in place all the necessary pieces to support a launch of the laboratory developed test for age-related macular degeneration. I am confident that Sequenom CMM will be able to bring this to market during the first half of 2011." Paul V. Maier, chief financial officer, stated, "We are pleased with the continued growth of our genetic analysis business. Results from operations, excluding litigation settlement expenses, continue to meet our expectations. While we anticipate that our cash burn will fluctuate on a quarterly basis, we believe we have sufficient cash to fund our activities through the middle of 2011." A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dbe A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dc0 About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. * * * In its March 15, 2010 audit report, Ernst & Young LLP of San Diego, California, expressed substantial doubt against Sequenom's ability as a going concern. The auditor noted that the Company has incurred recurring operating losses and does not have sufficient working capital to fund operations through 2010. SINCLAIR BROADCAST: To Pay Dividend Amid Optimistic Outlook ----------------------------------------------------------- Sinclair Broadcast Group Inc. reported net broadcast revenues from continuing operations of $158.8 million for the three months ended September 30, 2010, an increase of 16.4% versus the prior year period result of $136.4 million. The Company had net income attributable to the parent company of $14.3 million in the three- month period versus net income attributable to the parent company of $14.9 million in the prior year period. The Company's balance sheet at Sept. 30, 2010, showed $1.53 billion in total assets, $1.69 billion in total liabilities, and a stockholder's deficit of $155.97 million "Political advertising of $9.8 million in the third quarter came in higher than expected and that trend has continued in the fourth quarter where we expect $26.8 million in political revenues," commented David Smith, President and CEO of Sinclair. "For the year, political revenues are expected to be approximately $41.9 million, a record amount for us. This would represent a 34.7% increase over 2006's $31.1 million in political revenues and a 1.9% increase over the 2008 presidential year's $41.1 million. Looking ahead to 2011, early indications are that the core business will be stronger than normal non-political years driven by the Super Bowl on the FOX network, of which we have 20 affiliates, and the continued economic recovery. We believe that the core business in 2011 will grow versus 2010." Mr. Smith continued, "Given the expected 2010 results and our optimistic outlook for 2011, our Board of Directors has decided to declare and pay a special dividend in the amount of $0.43 per share. As you may recall, Sinclair had been a regular dividend payer since 2004, but had halted the dividend in the first quarter of 2009 in response to the recession, so we are pleased to once again be able to distribute a portion of our cash flow and return value to our shareholders. Our objective is to once again become a regularly paying dividend Company, as well as have the ability to repurchase shares, if warranted." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6d9a A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6de5 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. * * * 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. SIRIUS XM: Posts $67.6 Million Net Income in September 30 Quarter ----------------------------------------------------------------- SIRIUS XM Radio announced third quarter 2010 financial and operating results. The Company reported net income $67.6 million attributable to common stockholders for the third quarter of 2010, compared with a net loss of $151.5 million for the same quarter a year ago. The Company's balance sheet at Sept. 30, 2010, showed $7.23 billion in total assets, $6.96 billion in total liabilities, and a stockholder's deficit of $269.09 million. "We continued our positive momentum in the third quarter, improved our churn and conversion rates, and attained a record high subscriber count. We delivered record adjusted revenue and adjusted EBITDA, increased our free cash flow, and we are now raising our financial guidance for the full year," said Mel Karmazin, Chief Executive Officer, SIRIUS XM. Mr. Karmazin added, "We will continue to increase and diversify our content offerings with new shows, new celebrity hosts and specialty programming with fantastic appeal to new and existing subscribers. By growing subscribers and revenue, tightly managing costs, and improving our balance sheet, we are positioned well for long term free cash flow growth." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dcd A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dce About Sirius XM Radio Based in New York, Sirius XM Radio Inc. has two principal wholly owned subsidiaries, XM Satellite Radio Holdings Inc. and Satellite CD Radio Inc. XM Satellite Radio Holdings Inc. owns XM Satellite Radio Inc., the operating company for the XM satellite radio service. Satellite CD Radio Inc. owns the Federal Communications Commission license associated with the SIRIUS satellite radio service. XM Satellite Radio Inc. owns XM Radio Inc., the holder of the FCC license associated with the XM satellite radio service. In July 2008, the Company's wholly owned subsidiary, Vernon Merger Corporation, merged with and into XM Satellite Radio Holdings Inc. and, as a result, XM Satellite Radio Holdings Inc. became Sirius' wholly owned subsidiary. The Company's balance sheet at June 30, 2010, showed $7.20 billion in total assets, $7.02 billion in total liabilities, and stockholders' equity of $180.42 million. * * * Sirius carries (i) a 'B' corporate credit rating from Standard & Poor's and (ii) 'Caa1' corporate family rating and 'B3' probability of default rating from Moody's. Moody's Investors Service upgraded the Corporate Family Rating for Sirius XM Radio Inc. to B3 from Caa1, its Probability-of-Default Rating to B2 from B3, and the ratings for individual instruments, including those for its wholly-owned subsidiary, XM Satellite Radio Inc., as outlined below. Moody's also assigned a B3, LGD4 - 65% rating to the proposed $550 million offering of senior unsecured notes due 2018 to be issued by XM Radio. The speculative grade Liquidity Rating remains unchanged at SGL-2 and the rating outlook is stable. Net proceeds from the proposed debt issuance will be used to tender for XM Radio's 11.25% senior secured notes due 2013 and pay related fees and expenses. The planned repayment of the 11.25% senior secured notes would reduce 2013 maturities to approximately $780 million, resulting in enhanced financial flexibility not only through the maturity extension but also through the reduction (and elimination of most) of the company's secured debt. Standard & Poor's Ratings Services raised its corporate credit rating on Sirius XM Radio Inc. and its subsidiaries, XM Satellite Radio Holdings Inc. and XM Satellite Radio Inc. (which S&P analyzes on a consolidated basis), to 'B+' from 'B'. The corporate credit and related issue-level ratings were removed from CreditWatch, where they were placed on Sept. 30 with positive implications. The rating outlook is stable. SOUTH BAY EXPRESSWAY: Plan Exclusivity Pushed to Jan. 18 -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that South Bay Expressway LP and its debtor-affiliate were granted an extension until Jan. 18 of the exclusive right to propose a Chapter 11 plan. The Debtors said they needed an extension to permit resolution of the long-standing priority dispute between their secured lenders and Otay River Constructors and InTrans Group, Inc. The Debtors believe that this is a "gating issue" to confirmation of a plan of reorganization, according to R. Alexander Pilmer, Esq., at Kirkland & Ellis LLP, in Los Angeles, California. The Debtors filed an adversary proceeding in connection with the Mechanics Lien Dispute. The extensive preparation for trial has consumed a significant amount of the Debtors' time, Mr. Pilmer says. About South Bay Expressway South Bay Expressway, L.P., dba San Diego Expressway, L.P., filed for Chapter 11 (Bankr. S.D. Calif. Case No. 10-04516) on March 22, 2010. Its affiliate, California Transportation Ventures Inc., also filed for bankruptcy. The Debtors developed and operate a four lane, nine mile express toll road in Southern California commonly referred to as the South Bay Expressway or State Road 125. Both estimated assets and debts of $500 million to $1 billion in their bankruptcy petitions. Robert Pilmer, Esq., at Kirkland & Ellis LLP, represents the Debtors in their restructuring effort. PricewaterhouseCoopers LLP is auditor and tax advisor. Imperial Capital LLC is financial advisor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The Debtors say that as of the bankruptcy filing, they have roughly $640 million in book value of total assets and roughly $570 million in book value of total liabilities. SPOT MOBILE: Acquires Technology Assets From Yak America -------------------------------------------------------- Spot Mobile International Ltd. has acquired key strategic assets from Yak America Inc. Spot Mobile acquired a telecommunications switching platform which affords it the ability to provide domestic and international mobile phone service in network at a significant cost reduction. As a result of the acquisition, Spot Mobile is one of a handful of operators offering prepaid wireless service on its own proprietary switching platform. Spot Mobile operates on the GSM network leveraging both of the two largest GSM networks in the domestic U.S. Spot Mobile offers prepaid wireless service for domestic and international calling, text and data, and sells both prepaid mobile phones and prepaid SIM cards. "This acquisition was a key strategic transaction for Spot Mobile, and we now have full control and ownership of the assets necessary to support our mobile initiatives," said Charles Zwebner, Chairman and CEO of Spot Mobile. "This acquisition positions Spot Mobile to take advantage of the market shift towards prepaid wireless, which IDC projects to grow from 64 million current users to 160 million by 2015," added Mr. Zwebner. About Spot Mobile Spot Mobile, formerly Rapid Link Incorporated -- http://www.rapidlink.com/-- is a telecommunications services company which, through its wholly owned subsidiary, provides prepaid telecommunication and transaction based point of sale activation solutions through 1,000 independent retailers in the Eastern United States. The Company also provides long distance services and plans to expand its product offering to include mobile and wireless services. KBA GROUP LLP in Dallas, Texas, expressed substantial doubt about Rapid Link's ability to continue as a going concern after auditing the Company's financial statements as of October 31, 2008. The auditor noted the Company has suffered recurring losses from continuing operations during the last two fiscal years. At October 31, 2008, the Company's current liabilities exceeded its current assets by $2.1 million and the Company has a shareholders' deficit totaling $2.9 million. The Company's balance sheet at July 31, 2010, showed $2.62 million in total assets, $3.90 million in total liabilities, and a $1.28 million stockholders' deficit. STONE CREEK: Case Summary & 19 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Stone Creek Village Property Owners Association, Inc. 1000 Diamond Drive Boerne, TX 78006 Bankruptcy Case No.: 10-54343 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Leif M. Clark Debtor's Counsel: Todd A. Prins, Esq. PRINS LAW FIRM 4940 Broadway, #108 San Antonio, TX 78209 Tel: (210) 820-0833 Fax: (210) 820 0929 E-mail: taprins@prinslaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txwb10-54343.pdf The petition was signed by Richard Goldberg, president. STONE ENERGY: S&P Corrects Ratings on Senior Notes to 'B' --------------------------------------------------------- Standard & Poor's Ratings Services corrected its issue-level and recovery ratings on Stone Energy Corp's senior unsecured notes due 2017 and subordinated notes due 2014. S&P is correcting the issue-level rating on the senior unsecured notes due 2017 to 'B' (the same as the corporate credit rating) from 'BB-' and correcting the recovery rating to '3' from '1'. The '3' recovery rating indicates an expectation of meaningful (50% to 70%) recovery in the event of a payment default. In addition, S&P corrected the issue-level rating on the subordinated notes due 2014 to 'CCC+' (two notches below the corporate credit rating) from 'B-' and corrected the recovery rating to '6' from '5'. The '6' recovery rating indicates expectations of negligible (0% to 10%) recovery in the event of a payment default. "The ratings corrections primarily reflect the fact that the previous ratings did not incorporate the deduction of ARO liabilities from the reserve values, thus overstating gross enterprise value," said Standard & Poor's credit analyst Paul Harvey. The corporate credit rating on exploration and production (E&P) company Stone Energy remains 'B', and the outlook is stable. The ratings on Stone Energy reflect the company's limited scale, concentration in the mature U.S. Gulf of Mexico shelf region, requirements for significant reinvestment to maintain production levels, poor internal reserve replacement, and relatively high cost base. Standard & Poor's Ratings Services' ratings on Stone also reflect the favorable outlook for crude oil prices, the company's adequate liquidity position, and healthy credit metrics. S&P could take a negative rating action if the company's liquidity tightens considerably, or if its debt leverage exceeds 4x (note that S&P's debt leverage includes significant adjustments for asset retirement obligations and is not comparable to the covenant definition). In addition, S&P could take a negative rating action if production is weaker than S&P expects and the company's cost structure remains elevated. S&P considers positive rating actions to be unlikely in the near term. Stone's limited scale of operations, weak track record of organic reserve replacement, and continued uncertainties over the permitting process in the Gulf of Mexico greatly limit the potential for positive rating actions. STORAGE PARTNERS: Case Summary & 12 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Storage Partners of Toms River, LLC 731 Skippack Pike, Building 2 Blue Bell, PA 19422 Bankruptcy Case No.: 10-19654 Chapter 11 Petition Date: November 5, 2010 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Jean K. FitzSimon Debtor's Counsel: Paul Brinton Maschmeyer, Esq. MASCHMEYER KARALIS P.C. 1900 Spruce Street Philadelphia, PA 19103 Tel: (215) 546-4500 E-mail: pmaschmeyer@cmklaw.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 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/paeb10-19654.pdf The petition was signed by Bruce D. Manley, authorized signatory of United Storage Partners LP, managing member, by it's sole general partner United Stor-All Centers LLC. SUMMER BREEZE: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Summer Breeze Partners LP aka The Palms of Dallas 400 N. St. Paul Street, Suite 1400 Dallas, TX 75201 Bankruptcy Case No.: 10-37939 Chapter 11 Petition Date: November 7, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Barbara J. Houser Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $100,001 to $500,000 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/txnb10-37939.pdf The petition was signed by Chase Fonteno, managing partner of Debtor's general partner. SUNCAL COS.: Parties Must Attend Mediation Before Next Hearing -------------------------------------------------------------- The Hon. Erithe A. Smith of the U.S. Bankruptcy Court for the Central District of California has continued until February 18, 2011, at 10:00 a.m., the hearing to consider SunCal Companies and its debtor-affiliates' request to impose a stay on all activity by Lehman related entities. According to the docket information, the Court ordered that the parties involved must attend mediation prior to February 11. Parties to the mediation are the voluntary Debtors, Trustee Debtors, committees for voluntary and trustee Debtors (including Chapter 11 Trustee); Mr. Eliff; Bond Safeguard Insurance/Lexon Insurance; Arch Insurance, SunCal Mgmt; SCC Acquisitions, Lehman Entities. The Court also ordered that all hearings on the approval of the disclosure statements in voluntary and trustee cases are stayed pending further order of court. About SunCal Companies SunCal Companies -- http://www.suncal.com/-- has more than 250,000 residential lots and 10 million square feet of commercial space in various stages of development throughout California, Arizona, Nevada and New Mexico. Some of SunCal's communities include Amerige Heights in Fullerton, Lincoln Crossing near Sacramento and Terra Lago and Fairway Canyon near Palm Springs. SunCal Companies recently added an active-adult, commercial, homebuilding, multifamily and urban divisions; and expanded to Florida, Texas and Washington, D.C. Irvine, California-based Palmdale Hills Property, LLC, develops real estate property. It filed for Chapter 11 protection on Nov. 6, 2008 (Bankr. C. D. Calif. Case No. 08-17206). Affiliates who also filed separate Chapter 11 petitions include: SunCal Beaumont Heights, LLC; SunCal Johannson Ranch, LLC; SunCal Summit Valley, LLC; SunCal Emerald Meadows LLC; SunCal Bickford Ranch, LLC; SunCal Communities I, LLC; SunCal Communities III, LLC; and SJD Development Corp. Paul J. Couchot, Esq., at Winthrop Couchot P.C., represents Palmdale Hills in its restructuring effort. The Company estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. SUNRISE SENIOR: Earns $18.7 Million for September 30 Quarter ------------------------------------------------------------ Sunrise Senior Living Inc. reported revenues of $383.3 million in the third quarter of 2010 as compared to $361.5 million for the third quarter of 2009. Net income for the third quarter of 2010 was $18.7 million as compared to net loss of $44.4 million for the third quarter of 2009. "We continue to be pleased with our structural improvements," said Mark Ordan, Sunrise's chief executive officer. "Our results and trends make us optimistic about our short- and long-term future." The Company's balance sheet at Sept. 30, 2010, showed $780.83 million in total assets, $693.66 million in total liabilities, and stockholder's equity of $87.17 million. Sunrise had $41.5 million of unrestricted cash at September 30, 2010. As of September 30, 2010, Sunrise had consolidated debt of $267.2 million, compared to $440.2 million at December 31, 2009, a reduction of $173.0 million. Subsequent to quarter end, an additional $77.3 million of debt relating to its German communities was repaid and the remaining balance outstanding under the bank credit facility was repaid. A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dcf A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dd0 About Sunrise Senior McLean, Va.-based Sunrise Senior Living, Inc. (NYSE: SRZ) -- http://www.sunriseseniorliving.com/-- is a provider of senior living services in the United States, Canada, the United Kingdom and Germany. At June 30, 2010, the Company operated 356 communities, including 307 communities in the United States, 15 communities in Canada, seven communities in Germany and 27 communities in the United Kingdom, with a total unit capacity of roughly 35,400. As reported in the Troubled Company Reporter of March 3, 2010, Ernst & Young LLP, in McLean Va., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company cannot borrow under its bank credit facility and the Company has significant debt maturing in 2010 which it does not have the ability to repay. SURINDER-PAL KHELA: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Joint Debtors: Surinder-Pal Singh Khela aka Surinder Khela Karen Diane Khela aka Karen D. Friend 17918 SE 224th Street Kent, WA 98042 Bankruptcy Case No.: 10-23373 Chapter 11 Petition Date: November 4, 2010 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Karen A. Overstreet Debtor's Counsel: S Lamont Bossard, Jr., Esq. IWAMA LAW FIRM 333 5th Ave S Kent, WA 98032 Tel: (253) 520-7671 E-mail: monty@iwamalaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wawb10-23373.pdf TEN SIDE: Chapter 11 Filing Stays Foreclosure --------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Ten Side Holdings LLC filed a Chapter 11 petition to stop the holder of the first mortgage from having a receiver appointed. The Debtor is the owner of a residential and commercial development on Northside Drive in Atlanta. The property has 336 residential units and 38,600 squarefeet of retail space. The residential development is known as Tivoli Tenside. According to Mr. Rochelle, the mortgage was purchased in October by Waterton Tenside H.H. LLC, owed $45.8 million on what originally was a construction loan. In addition, the project has a $10.8 million mezzanine loan owned by an affiliate of Archstone- Smith Trust, a real estate investment trust where Lehman Brothers Holdings Inc. is part owner. Mr. Rochelle recounts that before the mortgage was sold, a group of insiders and third-party investors were negotiating to buy the debt and make a payment on the mezzanine loan in return for release of the junior lien. Atlanta, Georgia-based Ten Side Holdings, LLC, formerly fka Tivoli 643 Holdings, LLC, filed for Chapter 11 protection on Nov. 3, 2010 (Bankr. N.D. Ga. Case No. 10-93402). Denise D. Dell-Powell, Esq., at Burr & Forman, serves as bankruptcy counsel. The Debtor estimated assets of $10 million to $50 million and debts of $50 million to $100 million in its Chapter 11 petition. TENET HEALTHCARE: Posts $932 Million Net Income in Sept. 30 Qtr. ---------------------------------------------------------------- Tenet Healthcare Corporation reported adjusted EBITDA of $203 million for the quarter ended September 30, 2010, a decrease of $37 million compared to $240 million for the third quarter of 2009. Net income attributable to common shareholders for the third quarter of 2010 was $932 million compared to a net loss of $3 million for the third quarter of 2009. Net income in the third quarter of 2010 included the recognition of $981 million of tax benefits primarily as a result of the reversal of the previously established valuation allowance against deferred tax benefits associated with the Company's net operating loss carryforward. The contribution from these deferred tax benefits was partially offset by a loss from early extinguishment of debt of $55 million pre-tax, $35 million after-tax. The Company's balance sheet at Sept. 30, 2010, showed $8.53 billion in total assets, $6.77 billion in total liabilities, and stockholder's equity of $1.76 million. "Recognition of the value of our deferred tax assets provided a significant boost to our net income in the third quarter and reflects the progress we have made in achieving sustained and sustainable profitability," said Trevor Fetter, president and chief executive officer. "The soft economy, however, continued to challenge our volume growth and exerted pressure on our operating margins. We also had expected the revenues associated with the California provider fee plan to be recognized in the third quarter; it is now expected the recognition will occur in the fourth quarter pending CMS's anticipated approval of the managed care portion of the plan before year end. I am pleased to raise the lower end of our outlook range for 2010's adjusted EBITDA to a new range of $1.050 billion to $1.100 billion. Our 2010 outlook assumes an expected $64 million favorable impact from the California provider fee plan and the anticipated effect of our initiatives across a number of other fronts." "In response to the continued adverse impact of a soft economy on our volumes, we took aggressive actions on our operations. As a result of these actions, our adjusted EBITDA was essentially flat after excluding the impact of certain items. Last year's third quarter benefited from the recognition of $20 million in favorable items, including favorable cost report adjustments, HMO distributions, and pension adjustments," said Biggs Porter, chief financial officer. "In contrast, this year's third quarter adjusted EBITDA was reduced by $16 million as a result of the aggregate net impact of discount rate effects on malpractice and workers' compensation expense related to the declining interest rate environment, incremental costs related to our healthcare information technology initiative, and net of favorable, but lower, cost report adjustments." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6db8 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6db9 About Tenet Healthcare Dallas, Texas-based Tenet Healthcare Corporation (NYSE: THC) -- http://www.tenethealth.com/-- is a health care services company whose subsidiaries and affiliates own and operate acute care hospitals, ambulatory surgery centers and diagnostic imaging centers. * * * As reported by the TCR on Aug. 5, 2010, Moody's Investors Service affirmed its "B2" corporate family rating for Tenet. The rating reflects Moody's expectation that the Company will likely see positive free cash flow for the full year ending December 31, 2010, as operating results continue to improve and litigation settlement payments end in the third quarter. However, the ratings also consider the significant headwinds facing the company, and the sector as a whole, with respect to increasing bad debt expense, weak volume trends and changes in mix as commercial volumes decline. S&P's corporate credit rating on Tenet is 'B' and remains unchanged. The ratings agency noted that while the Company has experience recent successes to date of a multiyear turnaround effort, the Company has a still-weak business risk profile and high financial leverage. Fitch Ratings has issued its Recovery Rating review of the U.S. Healthcare sector. This review includes an analysis of valuation multiples, EBITDA discounts applied, and detailed recovery worksheets for issuers with a Fitch Issuer Default Rating of 'B+' or lower in this sector. TP INC: Plan Solicitation Period Extended Until November 23 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of North Carolina extended until November 23, 2010, TP, Inc.'s exclusive period to solicit acceptances for the proposed Plan of Reorganization. The Debtor have already filed a proposed Chapter 11 Plan of Reorganization. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the explanatory Disclosure Statement. Boone, North Carolina-based TP, Inc., filed for Chapter 11 bankruptcy protection on March 1, 2010 (Bankr. E.D. N.C. Case No. 10-01594). David J. Haidt, Esq., at Ayers, Haidt & Trabucco, P.A., represents the Debtor. The Company estimated assets and liabilities at $10 million to $50 million. TRANSCONTINENTAL REFRIG: Alleged Preference Payments Aggregated --------------------------------------------------------------- Addressing an issue of apparent first impression, WestLaw reports, a Pennsylvania bankruptcy court has ruled that, in determining whether three separate transfers allegedly made by the Chapter 11 debtor met the monetary floor set forth in 11 U.S.C. Sec. 547(c)(9), the section of the Bankruptcy Code providing an exception to the trustee's preference-avoiding power if the aggregate value of all property that constitutes or is affected by such transfer is less than $5,475, the court would not look to the three individual transfers but, instead, would aggregate them. Although the court was unable to find any reported cases analyzing 547(c)(9), there were several cases that construed the meaning of a similar co-subsection, Sec. 547(c)(8), and the majority view of those courts was that transfers could be aggregated for this purpose. In addition, the court noted, the Code's rules of construction provide that, in title 11, the singular includes the plural, and so the word "transfer" in Sec. 547(c)(9) includes the plural "transfers." In re Transcontinental Refrigerated Lines, Inc., --- B.R. ----, 2010 WL 3529468 (Bankr. M.D. Pa.) (Thomas, J.). Individually, each of the three alleged preference payments was less than $5,475. Together they totalled $10,656, and the Liquidating Trustee sought to avoid those prepetition transfers. Transcontinental Refrigerated Lines, Inc., sought chapter 11 protection (Bankr. M.D. Pa. Case No. 08-50578) in 2008. Lawrence V. Young, Esq., serves as the Liquidating Agent for the Debtor's Estate. Mr. Young is represented by: Brent Diefenderfer, Esq. CGA Law Firm 135 North George St. York, PA 17401 Telephone: (717) 848-4900 E-mail: bdiefenderfer@cgalaw.com TRICO MARINE: Noteholders Agree to Forbear Until Nov. 19 -------------------------------------------------------- Trico Marine Services, Inc., disclosed in a regulatory filing Monday, that the Company and Trico Shipping AS, its indirect, wholly-owned subsidiary, determined that the following obligations under the Indenture dated as of October 30, 2009, between Trico Shipping, the Company, the other guarantors specified therein, and Deutsche Bank National Trust Company (as successor trustee to Wells Fargo Bank, N.A.), as amended by the First Supplemental Indenture dated as of June 25, 2010, and the Second Supplemental Indenture dated as of September 21, 2010, have not been or will not be satisfied (the "Indenture Subject Defaults"): (i) the interest payment due November 1, 2010, with respect to Trico Shipping's 11 7/8% Senior Secured Notes due 2014, (ii) the Quarterly Report on Form 10-Q of the Company required to be filed for the third quarter of 2010 will not be filed by November 9, 2010, (iii) Trico Shipping and the guarantors will not have the required $20,000,000 of liquidity as of October 31, 2010, and (iv) the LTM Consolidated Cash Flow (as such term is defined in the Indenture) of Trico Supply AS did not meet the required level of $45,900,000 as of September 30, 2010. Accordingly, on November 2, 2010, Trico Shipping, certain of its subsidiaries and affiliates and certain holders of, or legal or beneficial owners of, or the investment manager with discretionary authority with respect to, the Senior Secured Notes (collectively, the "Consenting Holders" and each, a "Consenting Holder"), executed a Forbearance Agreement. Under the terms and conditions of the Indenture Forbearance, each Consenting Holder severally agreed that until the Indenture Forbearance has been terminated, it will not, as a result of the Indenture Subject Defaults, or any Default or Event of Default (as such terms are defined in the Indenture) arising therefrom: (i) direct the Trustee to pursue any right or remedy (including, without limitation, the acceleration of any obligation owing in respect of the Indenture and/or the Senior Secured Notes) against the Company, Trico Shipping or the guarantors under applicable law, the Security Documents (as such term is defined in the Indenture), the Senior Secured Notes or the Indenture, as applicable, or (ii) initiate, or have initiated on its behalf, any litigation or proceeding of any kind with respect to the Senior Secured Notes other than to enforce the Indenture Forbearance, provided, however, that nothing contained in the Indenture Forbearance waives, limits, impairs or restricts the ability of each Consenting Holder to protect and preserve its rights, remedies and interest in any bankruptcy cases of the Debtor Guarantors (as such term is defined in the Indenture). Under the terms of the Indenture Forbearance, the forbearance does not constitute a waiver of the occurrence or the continuance of any Event of Default that is a Subject Default and that has occurred and is continuing, and each Event of Default that has occurred will continue to exist unless and until cured or waived by the Consenting Holders pursuant to the terms of the Indenture. Each Consenting Holder also severally agreed that until the Indenture Forbearance has been terminated, in the event that any holder of the Senior Secured Notes acts to accelerate or otherwise declare all of the notes to be due and payable immediately, the Consenting Holder will, by notice to the Trustee, act to rescind such acceleration or declaration and its consequences. The Indenture Forbearance terminates effective immediately upon the earliest to occur of (i) any action to exercise any right or remedy against a material part of the collateral securing the Senior Secured Notes by any party, other than the Trustee, or any holders of the notes, or the commencement of any insolvency proceedings by or against Trico Supply AS, Trico Shipping or any guarantor other than Debtor Guarantors; (ii) failure of the Credit Parties (as such term is defined in the Indenture) to enter into a support agreement and term sheet with the holders of a majority of the principal amount of the Senior Secured Notes with respect to the Restructuring (as such term is defined in the Indenture Forbearance) by November 8, 2010; (iii) the occurrence or existence of any Default or Event of Default other than the Indenture Subject Defaults; (iv) the entry into any agreement by Trico Shipping or any of its subsidiaries, or the announcement of any negotiations or discussions regarding an intention, to incur any indebtedness or other capital infusion, in each case other than with the holders of the Senior Secured Notes; (v) the failure of the guarantors, Trico Shipping or any of its subsidiaries to comply with any term, covenant or condition applicable to any of them (including the breach of any representation or warranty by any of them) in the Indenture Forbearance; or (vi) November 19, 2010. About Trico Marine Headquartered in Texas, Trico Marine Services, Inc. -- http://www.tricomarine.com/-- provides subsea services, subsea trenching and protection services, and towing and supply vessels. Trico filed for Chapter 11 protection on August 25, 2010 (Bankr. D. Del. Case No. 10-12653). John E. Mitchell, Esq., Angela B. Degeyter, Esq., and Harry A. Perrin, Esq., at Vinson & Elkins LLP, assist the Debtor in its restructuring effort. The Debtor disclosed $30,562,681 in assets and $353,606,467 in liabilities as of the Petition Date. Affiliates Trico Marine Assets, Inc. (Bankr. D. Del. Case No. 10- 12648), Trico Marine Operators, Inc. (Case No. 10-12649), Trico Marine International, Inc. (Case No. 10-12650), Trico Marine Cayman, L.P. (Case No. 10-12651), and Trico Holdco, LLC (Case No. 10-12652) filed separate Chapter 11 petitions. Cahill Gordon & Reindell LLP is the Debtors' special counsel. Alix Partners Services, LLC, is the Debtors' chief restructuring officer. Epiq Bankruptcy Solutions is the Debtors' claims and notice agent. Postlethwaite & Netterville serves as the Debtors' accountant and Ernst & Young LLP serves as tax advisors. Pricewaterhousecoopers LLC provides the independent accountants and tax advisors for the Debtors. Aside from the Cayman Islands holding company, Trico's foreign subsidiaries were not included in the filing and will not be subject to the requirements of the U.S. Bankruptcy Code. TRW AUTOMOTIVE: S&P Gives Positive Outlook; Keeps 'BB' Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said it has revised its outlook on Livonia, Mich.-based auto supplier TRW Automotive Inc. to positive from stable and affirmed the 'BB' corporate credit rating. "The outlook revision reflects S&P's belief that S&P could raise its rating on TRW further because of the moderate recovery in auto markets, TRW's significant cost-cutting actions that reduced its breakeven level of sales, and the company's renewed attention to debt reduction, including the reduction of pension obligations," said Standard & Poor's credit analyst Nancy Messer. TRW manufactures active and passive auto safety products and is a major Tier 1 supplier to automakers in the global light-vehicle market. TRW reported better third-quarter earnings and cash flow than S&P expected. Sales were $3.4 billion, up 10% from the third quarter of 2009, mostly as a result of increased global vehicle production. S&P believes the safety segment in which TRW operates has good long-term growth characteristics but is still highly dependent on automaker production levels. S&P believes TRW's No. 1 or No. 2 market position reflects the high quality of its products and service, as well as its technological capabilities and global deliverability. To maintain adequate liquidity, S&P expects the company to retain meaningful cash balances and limit acquisitions to small bolt-on transactions. S&P believes the company may reduce debt further, and its rating reflects its belief that the company will not use surplus cash for shareholder dividends or stock repurchases in the near term. The company had $3.2 billion in pension- and lease- adjusted debt as of Oct. 1, 2010. Auto markets in the U.S. and Europe appear to be stabilizing, although S&P expects sales in Europe, a key market for TRW, to be down in 2010 from 2009, partly because of the cessation of various national scrappage programs that boosted 2009 sales. S&P also expects markets to remain weak relative to historical levels. S&P believes North American light-vehicle sales will increase by about 10% in 2010, to 11.4 million units (still well below the 2008 level of 13.2 million). Still, automaker inventory buildup in North America helped TRW improve revenue in the first nine months of 2010; in Europe, some shifts in product mix toward larger vehicles have boosted earnings. S&P considers TRW's liquidity adequate under its criteria. TRW had balance sheet cash of $1.1 billion as of Oct. 1, 2010. S&P expects TRW, along with other Tier 1 auto suppliers, to invest in working capital in the next 12 months as automaker production rises. The company may also need working capital to support Tier 2 suppliers during this production phase, although TRW does not appear to have used significant cash for this recently. In the 12 months ahead, S&P expects TRW to increase its capital spending to support business expansion, and S&P believes commodity prices are likely to increase. The positive outlook reflects S&P's view that TRW's intermediate- term financial prospects may lead to an upgrade to 'BB+', even if North American and European auto demand does not substantially improve, as S&P believes the company could have sufficient cash resources to lower leverage further. An upgrade would require us to believe that S&P should reassess TRW's financial risk profile to intermediate from significant, or reassess its business risk profile to fair from weak. For example, if the company achieved and sustained pension- and lease- adjusted funds from operations to total debt of more than 30%, pension- and lease-adjusted leverage of 2.5x or less, and positive free cash flow, S&P could reassess TRW's financial risk profile as intermediate. S&P assume TRW's adjusted leverage could drop below 2.5x if, for example, it could sustain annualized EBITDA of at least $1.4 billion. S&P would also need to believe that any use of its large cash balances would be consistent with S&P's expectations for a higher rating. S&P believes risks to EBITDA expansion include weak vehicle sales in North America and Europe and cost- side pressures, including higher commodity prices. The highly competitive character of the industry, continuing excess production capacity, and TRW's single-digit EBITDA margins lead us to keep the business risk profile score as weak for now. Alternatively, S&P could lower the ratings if S&P believed auto markets would not improve as S&P assume or if the global economic recovery falters, thereby preventing the company from sustaining the financial measures that S&P expects for the 'BB' rating in 2010 and next year. S&P could also lower the ratings if S&P believed cash generation would be compromised in the year ahead by lower vehicle production, a spike in commodity costs, or other factors, or if TRW makes a transforming acquisition with cash or new debt. S&P could also lower the ratings if TRW uses cash to fund a material dividend payout to shareholders or repurchases its common shares. UNIFI INC: Posts $10.3 Million Net Income in September 27 Quarter ----------------------------------------------------------------- Unifi Inc. filed its quarterly report on Form 10-Q, reporting net income of $10.23 million on $174.02 million of net sales for the three months ended Sept. 26, 2010, compared with net income of $2.45 million on $142.85 million of net sales for the three months ended Sept. 27, 2010. The Company's balance sheet at Sept. 26, 2010, showed $509.32 million in total assets, $65.61 million in total current liabilities, $163.72 million in long-term debt and other liabilities, $2.70 million in deferred income taxes, $255,000 in commitment and contingencies, and stockholder's equity of $277.03 million. Additional highlights for the current quarter include: * The Company continued to strengthen its balance sheet with the redemption of $15 million of its 11.5% Senior Secured Notes due 2014; * The Company's 34% interest in Parkdale America LLC contributed $8.6 million of earnings in equity affiliates, a $6.3 million increase from the prior year September quarter; and, * Adjusted earnings before income taxes, depreciation and amortization were $18.4 million, a $3.3 million improvement over the prior year September quarter. Ron Smith, Chief Financial Officer for Unifi, said, "Business conditions in the September quarter were generally favorable across our largest end use segments, and we saw continued strength in overall volume. Results were also positively impacted by operational efficiency gains and improved domestic conversion margins. It is important to note that while the underlying results of Parkdale America were strong, approximately $4.3 million of the Company's earnings in equity affiliates for the quarter is attributable to the timing of deferred revenue recognition by Parkdale America under the terms of the cotton rebate program." Cash-on-hand as of September 26, 2010 was $26.3 million, a decrease of $16.4 million from June 27, 2010, as the Company used excess operating cash to call $15 million of the 2014 Notes. Since September 2009, total debt for the Company has been reduced by more than $21 million. At the Company's annual meeting of its shareholders held earlier today, the Company's shareholders approved a proposal to amend the Company's Restated Certificate of Incorporation to effect a reverse stock split of the Company's common stock at a reverse stock split ratio of 1-for-3. The Board of Directors has authorized the Company to file a certificate of amendment to its Restated Certificate of Incorporation implementing the Reverse Stock Split, which is anticipated to be effective November 3, 2010. The financial statements included in this press release have not been adjusted to reflect this pending Reverse Stock Split. A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d4e A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dd9 About Unifi Unifi, Inc. (NYSE: UFI) -- http://www.unifi.com/and http://www.repreve.com/-- is a diversified producer and processor of multi-filament polyester and nylon textured yarns and related raw materials. The Company adds value to the supply chain and enhances consumer demand for its products through the development and introduction of branded yarns that provide unique performance, comfort and aesthetic advantages. Key Unifi brands include, but are not limited to: AIO(R) - all-in-one performance yarns, SORBTEK(R), A.M.Y.(R), MYNX(R) UV, REPREVE(R), REFLEXX(R), MICROVISTA(R) and SATURA(R). Unifi's yarns and brands are readily found in home furnishings, apparel, legwear, and sewing thread, as well as industrial, automotive, military, and medical applications. As reported by the Troubled Company Reporter on November 20, 2009, Moody's Investors Service revised Unifi, Inc.'s ratings outlook to stable from negative. Moody's affirmed the company's Caa1 Corporate Family and Probability of Default Ratings, and the Caa2 rating on its senior secured notes due 2014. Standard & Poor's Ratings Services said that it placed its ratings, including the 'B-' corporate credit rating, on Greensboro, N.C.-based Unifi Inc. on CreditWatch with positive implications. Moody's Investors Service upgraded Unifi Inc.'s Corporate Family Rating and Probability of Default ratings to B3 from Caa1. Concurrently, the rating on Unifi's 11.5% senior secured notes was upgraded to Caa1 from Caa2. The ratings outlook is positive. UNISYS CORP: Reports $28.3-Mil. Net Income in Third Quarter ----------------------------------------------------------- Unisys Corporation filed its quarterly report on Form 10-Q, reporting third-quarter 2010 net income of $28.3 million, compared with net income of $61.1 million in the year-ago quarter. Revenue in the third quarter of 2010 declined 13% to $961 million compared with $1.11 billion in the year-ago quarter. Foreign currency fluctuations had a one percentage-point negative impact on revenue in the quarter. U.S. revenue declined 15% to $438 million while revenue from international markets declined 12% to $523 million. The Company's balance sheet for Sept. 30, 2010, showed $2.840 billion in total assets; total current liabilities of $1.256 billion, long-term debt of $836.7 million, long-term postretirement liabilities of $1.498 billion, long-term deferred revenue of $143.5 million, and other long-term liabilities of $139.2 million; and a stockholders' deficit of $1.0345 billion. "We made further progress on many fronts in the quarter as we continue to reshape the Unisys business model," said Unisys Chairman and CEO Ed Coleman. "We achieved a services operating profit margin of 8 percent -- an important milestone that put us in our targeted 8 to 10 percent margin range. We also grew revenue slightly in our IT outsourcing business. Operating expenses and cash flow improved significantly, reflecting improved efficiencies across the business. At September 30, 2010, Unisys reported $689 million of cash on hand, up from $497 million at June 30, 2010. During the quarter the company completed the sale of its U.K.-based Unisys Insurance Services Limited. Terms of the transaction were not disclosed. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d4f A full-text copy of the Company's earnings release is available for free at http://ResearchArchives.com/t/s?6d1c About Unisys Based in Blue Bell, Pennsylvania, Unisys Corporation (NYSE: UIS) -- http://www.unisys.com/-- provides a portfolio of IT services, software, and technology that solves critical problems for clients. With more than 26,000 employees, Unisys serves commercial organizations and government agencies throughout the world. UNITED CONTINENTAL: October Traffic Hikes 5.9% from 2009 -------------------------------------------------------- United Continental Holdings Inc. reported October 2010 and year- to-date 2010 operational results for United Air Lines, Inc. and Continental Airlines, Inc. On a combined basis, United and Continental's consolidated traffic in October 2010 increased 5.9 percent versus October 2009 on a consolidated capacity increase of 5.0 percent. The carriers' combined consolidated load factor increased 0.7 points compared to the same period last year. October 2010 passenger revenue per available seat mile estimates for United and Continental are presented based on historical income statement revenue classifications. For October 2010, United's consolidated RASM increased an estimated 13.0 to 14.0 percent compared to October 2009, while United's mainline RASM increased an estimated 14.0 to 15.0 percent compared to the same period last year. Continental's October consolidated RASM increased an estimated 15.5 to 16.5 percent compared to October 2009, while Continental's mainline RASM increased an estimated 17.0 to 18.0 percent compared to the same period last year. In December, United Continental Holdings, Inc. will report United and Continental's November 2010 RASM estimate on a combined basis using an aligned presentation for passenger revenue based on final income statement classifications. A full-text copy of the operational performance is available for free at http://ResearchArchives.com/t/s?6e0f 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. USEC INC: Swings to $1-Mil. Net Income in Q3 of 2010 ---------------------------------------------------- USEC Inc. filed its quarterly report on Form 10-Q, reporting net income of $1.0 million on $564.6 million of total revenues for the three months ended Sept. 30, 2010, compared with a net loss of $6.2 million on $549.3 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $3.70 billion in total assets, $1.20 billion in total current liabilities, $558.7 million in total other long-term liabilities, and stockholder's equity of $1.29 million. Commenting on the financial results, USEC President and Chief Executive Officer John K. Welch said, "While we have been intensely focused on the American Centrifuge project, we have been equally focused on managing our current operations. We are not satisfied with single digit gross profit margins and we have also been paying close attention to improving our results from the initial guidance we provided. "Lower power costs than expected, a sharp watch on expenses and additional sales have produced better results than originally projected. Electric power represents approximately 70 percent of our production cost while the American Centrifuge promises to reduce electric power used to enrich uranium by 95 percent. That is one of the key reasons why we are so intent on transitioning to the American Centrifuge technology," Mr. Welch said. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6d99 A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6dba About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- supplies enriched uranium fuel for commercial nuclear power plants. * * * USEC Inc. carries 'Caa1' corporate and probability of default ratings, with "developing" outlook, from Moody's, and 'CCC+' long term foreign issuer credit rating and 'CCC-' long term local issuer credit rating, with outlook "developing", from Standard & Poor's. In May 2010, S&P said that its rating and outlook on USEC Inc. are not affected by the announcement that Toshiba Corp. and Babcock & Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co., have signed a definitive investment agreement for $200 million with USEC. UNIVISION COMMUNICATIONS: S&P Assigns 'CCC+' Rating on Notes ------------------------------------------------------------ Standard & Poor's Ratings Services assigned New York City-based Spanish language TV and radio broadcaster Univision Communications Inc.'s proposed issuance of $500 million unsecured notes due 2021 it's 'CCC+' issue-level rating (two notches lower than S&P's 'B' corporate credit rating on the company). S&P also assigned this debt a recovery rating of '6', indication its expectation of negligible (0% to 10%) recovery for noteholders in the event of a payment default. S&P expects Univision to use proceeds from the proposed issuance to repay up to $460 million of its 9.75%/10.5% senior unsecured toggle notes due 2015, which it has tendered for. The transaction is relatively neutral from a leverage perspective, but helps to push out a portion of 2015 unsecured debt maturities beyond the maturity of the company's senior secured credit facilities in 2017. Assuming the Televisa agreement is completed, S&P expects Univision to use $1.1 billion of proceeds from Televisa to repay a portion of the remaining senior toggle notes. Following the company's October amendment and extension transaction, debt maturities in 2014 are roughly $1.7 billion, which S&P expects will rely on refinancing. The corporate credit rating on Univision is 'B' and the rating outlook is stable. In the third quarter of 2010, revenue increased 9.1%, while EBITDA (including restructuring costs, management fees, and business optimization expenses, but excluding noncash impairment losses and Televisa settlement charges) increased 16.4%, mainly due to an 80% reduction in restructuring charges. EBITDA coverage of interest improved, but remained very thin, at 1.4x compared to 1.1x at the end of 2009, while coverage of cash interest was also low at 1.8x. Liquidity totaled $448 million at Sept. 30, which comprises $328 million cash and $120 million capacity on the receivables-based credit facility. Total lease-adjusted debt (including accrued interest and capital leases) to adjusted EBITDA was still extremely high, at about 12.6x for the 12 months ended Sept. 30, 2010. Ratings List Univision Communications Inc. Corporate Credit Rating B/Stable/-- New Issue Univision Communications Inc. $500M unsecd nts due 2021 CCC+ Recovery Rating 6 US FARMS: Plans to Send Reports to Pink Sheets OTC Disclosure ------------------------------------------------------------- On November 2, 2010, US Farms Inc. updated its plans to disclose quarterly and annual financial information to shareholders and the public markets through the Pink Sheets OTC Disclosure and News Service. The company anticipates submitting their application to the service within the next sixty days and after filing the appropriate information, to ultimately achieve "Current Information" status. About US Farms Inc. US Farms Inc. (OTC BB: USFI.OB) -- http://www.usfarmsinc.com/-- is a diversified commercial Farming, Nursery and Brokerage company based in Southern California. The company's principal operations are located in Southern California in the Imperial Valley, North County San Diego and Los Angeles. US Farms Inc. grows, markets and distributes horticultural products through a number of wholly owned subsidiaries which include: American Nursery Exchange Inc. (ANE); California Management Solutions Inc. (CMS); California Produce Exchange Inc. (CPE); American Aloe Vera Growers Inc. (AAVG); Imperial Ethanol Inc. (IE); Sammy's Produce Inc. (SPI); US Ag Transportation Inc (USAT); US Produce Inc. (USPI); Texas Garlic & Spice Inc. (TGS); US Trading Group, Inc. (USTG); and World Garlic & Spice Inc. (WGS). The Company has yet to file its Annual Report on Form 10-K for the period ended December 31, 2008, due to a delay in obtaining and compiling information required to be included in the Report. At September 30, 2008, the Company had $2,524,295 in total assets, $5,389,569 in total liabilities, and a stockholders' deficit of $2,865,274. UTGR INC: Chapter 11 Plan Declared Effective -------------------------------------------- UTGR Inc., the owner of the Twin River racetrack-casino in Lincoln, Rhode Island, implemented its reorganization plan on Nov. 5. While UTGR had obtained bankruptcy court confirmation of the Plan in June, it needed the state to adopt legislation to implement the reorganization. The new law allowed UTGR to halt dog racing and operate 24 hours a day, seven days a week, according to Bill Rochelle, the bankruptcy columnist for Bloomberg News. Donna Kenny Kirwan at the Call reports the Rhode Island Department of Business Regulation and the Department of Revenue, Division of Lotteries issued the final necessary approvals. The state Division of Lotteries approved the transfer of licenses needed to operate the slot parlor to the new ownership team of UTGR Inc. UTGR's reorganization plan incorporates settlement with unsecured creditors. Instead of 5%, unsecured creditors will receive a 65% recovery. For a recovery estimated at 89%, first-lien creditors owed $415 million will receive all the new stock plus a $300 million secured note. Second-lien creditors, owed $145 million, are to receive half of sale proceeds between $475 million and $575 million if the facility is sold within three years. They are to have 75% of sale proceeds above $575 million. The Plan provided that a condition precedent to it being effective is the passage of certain legislation by the Rhode Island General Assembly to enhance the Debtors' financial viability, including an extension in operating hours at Twin River to 24 hours a day, 7 days a week, and the elimination of the legislative requirement that the Debtors must conduct live dog racing to maintain their VLT license. About UTGR Inc. UTGR Inc. is the operator of the Twin River racetrack-casino in Lincoln, Rhode Island. UTGR filed for Chapter 11 on June 23 (Bankr. D. Rhode Island Case No. 09-12418). The Debtors selected Jager Smith P.C. as counsel, and Winograd, Shine & Zacks P.C. as their co-counsel. It also hired Zolfo Cooper LLC as bankruptcy consultants and special financial advisors. Donlin Recano serves as claims and notice agent. In its bankruptcy petition, the Company estimated assets of less than $500 million and debt exceeding $500 million. UTSTARCOM INC: Posts $17 Million Net Loss in September 30 Quarter ----------------------------------------------------------------- Utstarcom Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $17.16 million on $61.39 million in total net sales for the three months ended Sept. 30, 2010, compared with a net loss of $34.59 million on $70.50 million of total net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $810.98 million in total assets, $557.68 million in total liabilities, and stockholder's equity of $253.31 million. "While the third quarter financial results show that we have to work harder to reach profitability and become cash flow positive, the three strategy shifts we recently announced point the way for a logical evolution of UTStarcom's business," said Jack Lu, President and CEO of UTStarcom. "With a transition in the top management and early stage operational achievements in China's cable markets, the third quarter of 2010 was an important one for UTStarcom. We are laying the foundation for new revenues that we expect to be recurring and have higher margin than the current broadband and multimedia equipment-based business." A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?6d98 A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6e09 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. * * * 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. VALENCE TECHNOLOGY: Posts $3.58 Million Net Loss in Sept. 30 Qtr ---------------------------------------------------------------- Valence Technology Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $3.58 million on $12.65 million on total revenues for the three months ended Sept. 30, 2010, compared with a net loss of $6.19 million on $3.35 million on total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $34.19 million in total assets, $36.92 in total current liabilities, $28.87 million in long-term interest payable to stockholder, $34.86 million in long-term debt to stockholder, $118,000 in other long-term liabilities, and a stockholder's deficit of $75.20. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dc2 About Valence Technology Austin, Texas-based Valence Technology, Inc. (NASDAQ: VLNC) -- http://www.valence.com/-- is a global leader in the development of safe, long-life lithium iron magnesium phosphate energy storage solutions and provides the enabling technology behind some of the world's most innovative and environmentally friendly applications. Valence Technology has its Research & Development Center in Nevada, its Europe/Asia Pacific Sales office in Northern Ireland and global fulfillment centers in North America and Europe. The Company's balance sheet at June 30, 2010, showed $22.75 million in total assets, $94.51 million in total liabilities, and a stockholders' deficit of $80.37 million. PMB Helin Donovan LLP expressed substantial doubt about Valence Technology Inc.'s ability as a going concern following the Company's fiscal 2010 results. The Company has incurred operating losses each year since its inception in 1989 and had an accumulated deficit of $581 million as of March 31, 2010. For the fiscal years ended March 31, 2010, 2009, and 2008 the Company sustained net losses available to common stockholders of $23.2 million, $21.4 million, and $19.6 million, respectively. WASHINGTON MUTUAL: Extends Voting Deadline Until Nov. 18 -------------------------------------------------------- Washington Mutual, Inc. has extended the deadline to vote on the Company's proposed Plan of Reorganization from November 15, 2010 at 5:00 p.m. Pacific Time to November 18, 2010 at 12:00 p.m. Pacific Time. WMI's Plan and Disclosure Statement have the full support of the Federal Deposit Insurance Corporation and JPMorgan Chase Bank, N.A., certain holders of indebtedness issued by the Company and Washington Mutual Bank, as the case may be, and the Official Committee of Unsecured Creditors, which was appointed by the Bankruptcy Court. As previously announced, the Plan contemplates, among other things, distribution of funds to holders of allowed claims against the estate in excess of approximately $7 billion, including approximately $4 billion of previously disputed funds on deposit with JPMC. WMI believes the Settlement will result in significant recoveries for the estate's stakeholders and is in the best interests of the estate. The official Notice of Extension filed with the Bankruptcy Court, as well as WMI's Plan and Disclosure Statement and the Settlement annexed to the Plan, are available at http://www.kccllc.net/wamu. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500,000,000 to $1,000,000,000 with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. Fred S. Hodera, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York City and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unseucred Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JP Morgan Chase, which acquired WaMu's assets prior to the Petition Date. WASHINGTON MUTUAL: Funds Unfazed by Report on $4BB Stock Transfer ----------------------------------------------------------------- Bankruptcy Law360 reports that a cadre of investment funds refused to back down Tuesday in its pursuit of $4 billion in securities transferred from Washington Mutual Inc. to JPMorgan Chase Bank NA on the eve of WaMu's bankruptcy, despite findings in an examiner's report that cast doubt on the funds' claims. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500,000,000 to $1,000,000,000 with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. Fred S. Hodera, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York City and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unseucred Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JP Morgan Chase, which acquired WaMu's assets prior to the Petition Date. WASHINGTON MUTUAL: Objects to Derivative Claims of Bondholders -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Washington Mutual Inc. is asserting that it has no liability on fraud claims to individual holders of bonds issued by its failed bank subsidiary. Holders of bonds issued by the bank subsidiary filed a proof of claim against the parent, contending that the holding company made fraudulent representations that caused them to buy bonds issued by the bank. The holding company responded by filing papers in October contending that only the Federal Deposit Insurance Corp. has the right to file a claim based on the misrepresentations. The FDIC agrees with WaMu's theory and says it will settle the claim as part of the global settlement with WaMu. A hearing on the matter is scheduled for Nov. 23. Washington Mutual Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to overrule the misrepresentation objection filed by WMB noteholders. WMB noteholders requested that the Court temporarily allow the WMB noteholders' proofs of claim with respect to the misrepresentation claim for voting purposes under the Plan. The Debtors explain that the WMB noteholders must vote their claims only in accordance with the Plan and the procedures. Specifically, the Plan provides that a WMB senior notes claim and a WMB subordinated notes claim are unsecured claims. Thus, a WMB senior notes claim and a WMB subordinated notes claim include any claim the claim holder may assert based on mispresentation. The Debtors add that the Plan and the DS order entered adequately deal with the WMB noteholders' claims. The WMB noteholders who hold WMB senior note claims will be allowed to vote on the Plan in the amount of their claim. The holders of the WMB subordinated notes claim will be deemed to have rejected the Plan and the claim holders will not be permitted to vote. Claims of Bond Claimants In a separate filing, The Federal Insurance Corporation, as receiver for Washington Mutual Bank, asked the Court to disallow the claims of holders of certain subordinated notes issued by Washington Mutual Inc., and WMI Investment Corp. The FDIC explains that the bond claimant claim lack standing to assert those claims and the claims are subject to mandatory subordination. Substantially, all of the claims asserted by the bond claimants were asserted by the FDIC-Receiver in the FDIC-R POC and will be resolved as part of the Global Settlement Agreement. Global Settlement & Plan As reported by the Troubled Company Reporter, the Debtor on October 6, 2010, filed with the Court a proposed Plan of Reorganization and Disclosure Statement. The Plan and Disclosure Statement are premised upon consummating an amended and restated global settlement agreement and JPMorgan Chase Bank, N.A. The Plan, Disclosure Statement, and the Settlement have the full support of the FDIC, JPMC, certain debtholders, and Washington Mutual Bank, and the Official Committee of Unsecured Creditors. The Plan contemplates, among other things, distribution of funds to holders of allowed claims against the estate in excess of roughly $7 billion, including roughly $4 billion of previously disputed funds on deposit with JPMC. WMI believes the Settlement will result in significant recoveries for the estate's stakeholders and is in the best interests of the estate. Pursuant to the settlement, DBR notes the FDIC has agreed to hand over to JPMorgan $2.1 billion worth of tax refunds that, according to WaMu bondholders, should be used to pay them, not pad the coffers of its new owner. What the FDIC received in return was a split of the tax refunds and immunity from lawsuits over its role in the deal. The Bankruptcy Court will consider confirmation of the Plan at a hearing at 1:00 p.m. on Dec. 1, 2010, in Wilmington, Del. Objections, if any, must be filed and served by 4:00 p.m., prevailing Eastern Time, on Nov. 19, 2010. Copies of the debtor's solicitation documents, the plan, and the disclosure statement are available at http://kccllc.net/wamu/at no charge. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. The Company operates in four segments: the Retail Banking Group, which operates a retail bank network of 2,257 stores in California, Florida, Texas, New York, Washington, Illinois, Oregon, New Jersey, Georgia, Arizona, Colorado, Nevada, Utah, Idaho and Connecticut; the Card Services Group, which operates a nationwide credit card lending business; the Commercial Group, which conducts a multi-family and commercial real estate lending business in selected markets, and the Home Loans Group, which engages in nationwide single-family residential real estate lending, servicing and capital markets activities. Washington Mutual Bank was taken over September 25 by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). Wamu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets at $500 million to $1 billion with zero debts. Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP, serve as legal counsel to WMI with responsibility for the litigation. Brian Rosen, Esq., at Weil, Gotshal & Manges LLP, serves as legal counsel to WMI with responsibility for the Chapter 11 case. WASHINGTON TIMES: Wins $40,000 in Damages From Petitioner --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that filing an unsuccessful involuntary bankruptcy petition against Washington Times LLC cost Richard A. Steinbronn $40,000. On October 27, the Hon. S. Martin Teel, Jr., of the U.S. Bankruptcy Court for the District of Columbia granted The Washington Times LLC's request to dismiss the involuntary petition filed by Mr. Steinbronn. Mr. Rochelle notes that Mr. Steinbronn consented to having a $40,000 judgment entered against him. Mr. Steinbronn also admitted that he didn't have the right to file the petition on behalf of two companies that joined him as involuntary petitioners. By agreeing to the judgment, Mr. Steinbronn avoided the possibility that the bankruptcy judge, in addition, would assess punitive damages for a bad faith filing, according to Mr. Rochelle. Washington, DC-based The Washington Times LLC -- aka The Washington Times, washingtontimes.com, Washington Times National Weekly Edition, News World Communications, Inc., and News World Communications -- is the publisher of The Washington Times newspaper, which has a daily circulation of approximately 38,587. Richard Steinbronn filed on October 21, 2010, an involuntary Chapter 11 petition for TWT (Bankr. D.C. Case No. 10-01041). TWT is represented by Richard E. Lear at Holland & Knight LLP. WAVE SYSTEMS: Posts $1.18 Mil. Net Loss for September 30 Quarter ---------------------------------------------------------------- Wave Systems Corp. filed its quarterly report on Form 10-Q, reporting a net loss of $1.18 million on $6.69 million of total net revenues for the three months ended Sept. 30, 2010, compared with a net loss of $478,716 on $4.84 million of total net revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2010, showed $9.92 million in total assets, $7.18 million in total liabilities, and stockholder's equity of $2.74 million. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?6dfe About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave's independent registered public accounting firm has issued a report dated March 16, 2010, that includes an explanatory paragraph referring to its significant operating losses and substantial doubt about its ability to continue as a going concern. WEST CORP: S&P Assigns 'B' Rating to $650 Mil. Senior Notes ----------------------------------------------------------- Standard & Poor's Ratings Services assigned Omaha, Neb.-based business process outsourcer West Corp.'s proposed $650 million senior unsecured notes due 2019 its 'B' issue-level rating (one notch lower than the 'B+' corporate credit rating on the company). The recovery rating on this debt is '5', indicating S&P's expectation of modest (10% to 30%) recovery in the event of a payment default. The company will use proceeds from the proposed transaction and some cash on the balance sheet to redeem its $650 million 9.5% senior notes due 2014. The corporate credit rating on West is 'B+' and the rating outlook is stable. For the 12 months ended Sept. 30, 2010, West's lease- adjusted total debt to EBITDA was 5.6x -- a moderate decline from 5.9x at the end of 2009. S&P expects ongoing acquisition activity that could limit the extent of any further leverage decline. For the quarter ended Sept. 30, 2010, West's revenue and EBITDA increased 6% and 5%, respectively. Quarterly revenue at the unified communications segment increased 10.5% year over year and quarterly revenue at the communication services segment (mostly call agents) increased 1.6% year over year. Similar to most companies with sizable international operations, exchange rate movement was a modest negative factor for revenue and EBITDA in the quarter. For the 12 months ended Sept. 30, 2010, West's EBITDA margin was 26.6% -- a slight expansion from 26.2% at the end of 2009, driven by a higher portion of revenues from the unified communications segment, which has higher margins than communication services. S&P expects that margin expansion will continue as the company's newer services within unified communications gain traction with customers, notwithstanding ongoing pricing pressure from clients and competitors. Ratings List West Corp. Corporate Credit Rating B+/Stable/-- New Rating West Corp. $650M sr unsecd nts due 2019 B Recovery Rating 5 W.R. GRACE: Proposes to Acquire 50% Interest in GR 2008 LP ---------------------------------------------------------- W.R. Grace & Co. and its debtor affiliates seek authority from Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the District of Delaware to acquire all or substantially all of the assets of a small start-up technology company. The Debtors withheld the name of the seller to protect the confidentiality of the proposed transaction. The Seller's assets include its 50% limited liability company interest in GR 2008 LLC, an Ohio limited liability, of which Debtor W.R. Grace & Co.-Conn. owns the other 50% limited liability company interest. The aggregate purchase price for the assets is $7.5 million plus certain contingent payments pursuant to an asset purchase agreement, a redacted copy of which is available for free at: http://bankrupt.com/misc/gracegr2008apa.pdf According to Adam Paul, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, Grace entered into the GR 2008 joint venture with the Seller because it believed that the Seller's technology, on which the Seller has filed a number of patents, could be used to develop equipment and software applications of significant value for the concrete industry. The Debtors now wish to obtain exclusive ownership of that technology and the technology developed by and for GR 2008. The APA specifically provides that: (a) Grace will purchase substantially all of the assets of the Seller, including the Seller's 50% interest in GR 2008 and the Seller's 100% interest in its finance subsidiary, Finance LLC; (b) the Seller will also assign to Grace or GR 2008, and Grace or GR 2008 will assume, the lease of the Seller's facility near Cincinnati, Ohio; (c) Grace or GR 2008 will assume trade payables and other ordinary course current liabilities; and (d) Grace and GR 2008 will be indemnified by the Seller against claims arising with respect to non-assumed liabilities of the Subject Assets, including all liabilities of Finance LLC. The purchase price for the Subject Assets will be (a) $7 million, subject to a potential downward purchase price adjustment with respect to working capital, payable at the closing; (b) $500,000 payable 18 months after the closing date, subject to deductions for amounts indemnified by the Seller under the APA; and (c) up to a maximum of $12 million in contingent payments annually. For the calendar years ending on each December 31 from December 31, 2011, through the year ending December 31, 2020, Grace or GR 2008 will make these annual payments to the Seller, but in no event will the total Earn-out Payment exceed $12 million in the aggregate: (i)(A) for each of the calendar years ending December 31, 2011, through December 31, 2015, $200 multiplied by the number of "Systems," as defined in the APA, shipped by Grace during that year; and (B) for each of the calendar years ending December 31, 2016, through December 31, 2020, $100 multiplied by the number of Systems shipped by Grace during that year; (ii) for each of the calendar years ending December 31, 2012, through December 31, 2020, an amount equal to $25 multiplied by the cumulative number of Systems shipped by Purchaser after December 31, 2011; and (iii) an amount equal to $50 multiplied by the number of "Slump Meters," as defined in the APA, shipped by Grace during that year. Mr. Paul tells the Court that GR 2008 currently owes Grace approximately $600,000 for deferred payment of Grace's services under a joint development agreement and a services agreement. As a condition to the closing of the transaction, the Seller and Grace will each contribute to GR 2008 half the amount of the obligation and GR 2008 will then pay Grace the full amount owing to it under the JDA and the Services Agreement. Other conditions to, and deliverables for, the closing include: (a) delivery of non-competition agreements by the Seller and the Seller's major equity interest holders and representatives specified in the APA; (b) employment agreements with key employees; (c) notification of the transaction by the Seller to third parties claiming rights in the proceeds of the transaction; (d) Grace will have determined its sole discretion that there are no intellectual property issues that could have a material adverse effect on the subject business or prospects thereof; (e) Grace will have obtained the consent of the landlord taking the assignment of the Lease and Court approval for the assumption of the Lease and any other agreements material to the subject business; (f) Grace will have obtained from the Landlord an extension of the Lease, which otherwise expires on April 30, 2011, on a monthly basis and allowing for termination at six months notice; and (g) the relevant boards of Grace and the Seller will have approved the transaction contemplated by the APA. The Debtors, according to Mr. Paul, believes the proposed transaction is in the best interest of their estates, is grounded in sound business reasoning, and satisfies the "sound business judgment" test for the use of assets outside the ordinary course of business under Section 363 of the Bankruptcy Code. 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) W.R. GRACE: Seeks Nod of Associated Int'l Settlement ---------------------------------------------------- W.R. Grace & Co. and its units ask the Bankruptcy Court to approve a settlement they entered into with Associated International Insurance Company. Associated International issued a single policy of excess liability insurance that provides insurance coverage to Grace. The Subject Policy was issued for the period June 30, 1979, to June 30, 1982. The Subject Policy provides coverage in the amount of $5 million part of a quota share layer of $50 million per occurrence and in the aggregate for each annual period for products and completed operations hazard, all in excess of $100 million underlying limits. Grace has incurred and may incur in the future certain liabilities, expenses and losses arising out of asbestos-related claims, for which Grace seeks coverage under the Subject Policy. Disputes have arisen between Grace and Associated International regarding their rights and obligations under the Subject Policy with respect to coverage for asbestos-related claims. The Agreement provides for Associated International to pay to the Asbestos Personal Injury Trust, to be created pursuant to the Debtors' Plan of Reorganization, $9.5 million in four equal quarterly installments. Lisa G. Esayian, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, says the Agreement is beneficial to the Debtors given that there is no need for litigation to compel payment of the amount and enforce the assignment by the Debtors to the Trust of rights under the Subject Policy. The Agreement, she notes, is also a compromise of defenses that Associated International might have with respect to coverage for any individual Asbestos PI Claim. The Agreement includes a complete, mutual release of all claims under the Subject Policy and is structured as a sale of property pursuant to Section 363 of the Bankruptcy Code. The Agreement further provides that if the Plan is confirmed, the Trust, at its own expense, will enforce the Asbestos PI Channeling Injunction with respect to Asbestos PI Claims subject to the Asbestos PI Channeling Injunction that are asserted against Associated International under the Subject Insurance Policy, provided, however, that the Trust's obligation in this respect is limited to expending a sum not to exceed the amount received by the Trust in the settlement. A full-text copy of the Associated International Agreement is available for free at http://bankrupt.com/misc/graceassocdeal.pdf 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) W.R. GRACE: Reports $970-Mil. Excess Insurance Coverage for Q3 -------------------------------------------------------------- W.R. Grace & Co. holds insurance policies that provide coverage for the period 1962 to 1985 with respect to asbestos-related lawsuits and claims. Grace has entered into settlement agreements with the insurers. As of September 30, 2010, there remains approximately $970 million of excess coverage from 54 presently solvent insurers, Grace disclosed in its Form 10-Q filed with the U.S. Securities and Exchange Commission on November 5, 2010. The amount, the Company said, excludes the effect of settlements that are dependent on the effectiveness of the Joint Plan of Reorganization filed with the U.S. Bankruptcy Court for the District of Delaware on September 19, 2008, and after subtracting previous reimbursements by insurers and allowing for discounts pursuant to certain settlement agreements that are not dependent on the effectiveness of the Joint Plan. Grace has entered into settlement agreements, which are not dependent on the effectiveness of the Joint Plan, with various excess insurance carriers. These settlements involve amounts paid and to be paid to Grace. The unpaid maximum aggregate amount available under these settlement agreements is approximately $487 million. With respect to asbestos-related personal injury claims, these settlement agreements generally require that the claims be spread over the claimant's exposure period and that each insurer pay a pro rata portion of each claim based on the amount of coverage provided during each year of the total exposure period. Excluding settlement agreements that are dependent on the effectiveness of the Joint Plan, Grace said it has no agreements in place with insurers with respect to approximately $483 million of excess coverage. Those policies are at layers of coverage that have not been triggered, but certain layers would be triggered if the plan of reorganization filed on January 13, 2005, referred to as the "Prior Plan," became effective at the recorded asbestos- related liability of $1.7 billion. In estimating its ultimate insurance recovery, Grace has assumed that its unsettled excess coverage would be available on terms that are substantially similar to the existing settlement agreements. Unless the Joint Plan becomes effective and asbestos- related insurance rights are assigned to the PI Trust, Grace believes that any allowed Zonolite Attic Insulation claims also would be covered under the subject policies to the extent they relate to installations of ZAI occurring after July 1, 1973. In addition, Grace said it has approximately $253 million of excess coverage with insolvent or non-paying insurance carriers. Non-paying carriers are those that, although technically solvent, are not currently meeting their obligations to pay claims. Grace added that it has filed and continues to file claims in the insolvency proceedings of these carriers. Grace periodically receives distributions from some of these insolvent carriers. Grace has also entered into settlement agreements, which are dependent on the effectiveness of the Joint Plan, with underwriters of a portion of Grace's excess insurance coverage. Under these agreements, the insurers have agreed, subject to certain conditions, to pay to the Personal Injury Trust (directly or through an escrow arrangement) an aggregate of approximately $236 million in respect of claims for which Grace was provided coverage under the affected policies. Certain other insurers have agreed, subject to certain conditions, to reimburse the PI Trust on terms that are substantially similar to the existing settlement agreements. Due to the open contingencies in these settlement agreements, Grace said it has not recorded this amount or reduced its asbestos insurance receivable balance. 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) * Individual Bankruptcies Up, Commercial Filings Down ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the almost 130,000 bankruptcy filings in October represented a 1.7% increase from the daily rate in September and the third-highest total for any month this year. American Bankruptcy Institute reports that the 1,222,589 total U.S. bankruptcies filed for the first nine months of 2010 (Jan. 1 - Sept. 30) represented an 11 percent increase over the 1,100,035 cases filed over the same period in 2009, according to data released by the Administrative Office of the U.S. Courts. Mr. Rochelle, citing court records compiled by Epiq Systems Icn., added that bankruptcies may total almost 1.6 million this year, about 10% more than the 1.45 million in 2009. Filings last year climbed 32% from 2008. According to the Bloomberg report, while total filings increase, commercial bankruptcies and Chapter 11 reorganizations are declining this year. Through October, Chapter 11s by larger companies filing to reorganize or liquidate are on track to decline about 9.5% compared with the almost 15,200 in 2009, Kansas City, Kansas-based Epiq said in its report. Commercial filings, which include businesses in all forms of bankruptcy, are declining 3.7% from the almost 90,000 in 2009. * Chapter 11 Cases With Assets & Liabilities Below $1,000,000 ------------------------------------------------------------- Recent Chapter 11 cases filed with assets and liabilities below $1,000,000: In Re J-Rag, Inc. dba Vue Marketing Bankr. N.D. Ala. Case No. 10-06491 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/alnb10-06491.pdf In Re Abdi Fay Sagati aka Abdi Forough Sagati Bankr. C.D. Calif. Case No. 10-23838 Chapter 11 Petition filed November 1, 2010 filed pro se In Re CLG Properties LLC Bankr. C.D. Calif. Case No. 10-23859 Chapter 11 Petition filed November 1, 2010 filed pro se In Re Michael Wood aka Mike Wood Bankr. E.D. Calif. Case No. 10-49032 Chapter 11 Petition filed November 1, 2010 filed pro se In Re Dean Joseph Rositano Julie Tina Rositano Bankr. N.D. Calif. Case No. 10-61404 Chapter 11 Petition filed November 1, 2010 filed pro se In Re El Sol De America Inc. Bankr. D. D.C. Case No. 10-01081 Chapter 11 Petition filed November 1, 2010 filed pro se In Re Ace Air Conditioning, Plumbing and Electrical Service, Inc. Bankr. M.D. Fla. Case No. 10-19744 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/flmb10-19744.pdf In Re Harris Roof Systems, Inc. Bankr. M.D. Fla. Case No. 10-26600 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/flmb10-26600.pdf In Re Ace Electrical Service, Inc. Bankr. M.D. Fla. Case No. 10-19743 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/flmb10-19743.pdf In Re Terra Lopez Holdings, LLC Bankr. M.D. Fla. Case No. 10-26610 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/flmb10-26610.pdf In Re Jean-Sebastien Gros Trisha K. Gros Bankr. S.D. Fla. Case No. 10-43859 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/flsb10-43859.pdf In Re Larry Hansford Geneva Hansford Bankr. M.D. Ga. Case No. 10-71786 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/gamb10-71786.pdf In Re Taron Development, LLC Bankr. N.D. Ga. Case No. 10-24966 Chapter 11 Petition filed November 1, 2010 filed pro se In Re Tie, Inc. dba Brothers Trade Print Exchange dba Affiliated Graphics dba Accent Mail Bankr. N.D. Ga. Case No. 10-92601 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/ganb10-92601.pdf In Re Sundowner of Kentucky, Inc. dba Sunrise RV & Trailer Center fdba Cambron Trailers Bankr. W.D. Ky. Case No. 10-35763 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/kywb10-35763.pdf In Re Vu D. Tran Tuyen M. Tran Bankr. D. Md. Case No. 10-35025 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/mdb10-35025.pdf In Re Fernando Soares Esdras Freitas Bankr. D. Mass. Case No. 10-21971 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/mab10-21971.pdf In Re Jerry O. DeFilpo Bankr. D. Mass. Case No. 10-21970 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/mab10-21970.pdf In Re Brians Dream LLC aka The Queen City Diner aka Renas Diner Bankr. D. N.J. Case No. 10-44045 Chapter 11 Petition filed November 1, 2010 filed pro se In Re Frank A. Falco Bankr. D. N.J. Case No. 10-44032 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/njb10-44032.pdf In Re 430 East Realty Corp. Bankr. S.D. N.Y. Case No. 10-15726 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/nysb10-15726.pdf In Re Calvert & Melton Investments, LLC Bankr. W.D. N.C. Case No. 10-11290 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/ncwb10-11290.pdf In Re Aqua Toy Store, Inc. Bankr. W.D. Pa. Case No. 10-27811 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/pawb10-27811.pdf In Re Thomas Alan Burgner dba Tabco Enterprises Bankr. E.D. Tenn. Case No. 10-16495 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/tneb10-16495.pdf In Re Cottonwood Creeks Investments, Ltd. Bankr. N.D. Texas Case No. 10-37751 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/txnb10-37751.pdf In Re ReoStar Gathering, Inc. Bankr. N.D. Texas Case No. 10-47198 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/txnb10-47198.pdf In Re ReoStar Operating Inc. Bankr. N.D. Texas Case No. 10-47203 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/txnb10-47203.pdf In Re Richard Baca, Jr. Patricia Ann Baca Bankr. N.D. Texas Case No. 10-47214 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/txnb10-47214.pdf In Re Joe and Abe Enterprises, L.L.C. Bankr. S.D. Texas Case No. 10-39813 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/txsb10-39813.pdf In Re Antonio Manuel Salazar aka Tony Salazar Sarah Jean Salazar Bankr. W.D. Texas Case No. 10-13108 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/txwb10-13108.pdf In Re Giridhar Dhananjayan Manicka aka Gary Manicka Bankr. E.D. Va. Case No. 10-19299 Chapter 11 Petition filed November 1, 2010 filed pro se In Re Romio's Franchise Group, Inc. Bankr. W.D. Wash. Case No. 10-23208 Chapter 11 Petition filed November 1, 2010 See http://bankrupt.com/misc/wawb10-23208.pdf In Re Agapee Services Inc. Bankr. D. Ariz. Case No. 10-35385 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Jorge Zuniga Bankr. C.D. Calif. Case No. 10-23892 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/cacb10-23892.pdf In Re Daniel Sanders dba Sanders Enterprises dba Bird House Barn dba Backcountry Realty Bankr. S.D. Calif. Case No. 10-19607 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Out Island Properties, Inc. Bankr. S.D. Fla. Case No. 10-43936 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/flsb10-43936.pdf In Re 9921 R-Town LLC Bankr. D. Md. Case No. 10-35072 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/mdb10-35072.pdf In Re Soueidan Al-Reef Restaurant, Inc. dba Sweet Mikes Auto Wash II Bankr. E.D. Mich. Case No. 10-73605 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/mieb10-73605p.pdf See http://bankrupt.com/misc/mieb10-73605c.pdf In Re Jose Luis Mercado aka Luis Mercado Ines Mercado Bankr. D. Nev. Case No. 10-30954 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/nvb10-30954.pdf In Re Brent David Bowen Elizabeth Hanson Bowen Bankr. W.D. Pa. Case No. 10-27827 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Crestview Custom Homes, LLC Bankr. E.D. Texas Case No. 10-43861 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Cronus Development Corporation Bankr. S.D. Texas Case No. 10-70779 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Deux Real State Corporation Bankr. S.D. Texas Case No. 10-70778 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Great Sovereign Properties LLC Bankr. S.D. Texas Case No. 10-40083 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Henry S. Meyer dba Law Offices of Henry S. Meyer Bankr. W.D. Texas Case No. 10-54310 Chapter 11 Petition filed November 2, 2010 filed pro se In Re Sustainable Enterprises, LLC Bankr. W.D. Wash. Case No. 10-23257 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/wawb10-23257.pdf In Re Monster Properties, LLC Bankr. S.D. W.Va. Case No. 10-40347 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/wvsb10-40347.pdf In Re B.P.R. Holdings, LLC Bankr. W.D. Wis. Case No. 10-18105 Chapter 11 Petition filed November 2, 2010 See http://bankrupt.com/misc/wiwb10-18105.pdf In Re The Rib House, LLC Bankr. N.D. Ala. Case No. 10-43117 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/alnb10-43117.pdf In Re Palm House Inc. dba Palm House Recovery Home Bankr. C.D. Calif. Case No. 10-57454 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/cacb10-57454.pdf In Re W.C. Brown Welding, Inc. Bankr. C.D. Calif. Case No. 10-45795 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/cacb10-45795.pdf In Re Scott T. Wells Bankr. M.D. Fla. Case No. 10-26733 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/flmb10-26733.pdf In Re RGC Millwork Incorporated Bankr. D. Mass. Case No. 10-45510 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/mab10-45510.pdf In Re Richard R. Rada Bankr. D. Mass. Case No. 10-22098 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/mab10-22098.pdf In Re VIP Grand Events, Inc Bankr. S.D. Miss. Case No. 10-03875 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/mssb10-03875.pdf In Re Ace Installers Corp. aka Accurate Custom Entrances Bankr. E.D. N.Y. Case No. 10-50392 Chapter 11 Petition filed November 3, 2010 filed pro se In Re O.P.B.S. An Ohio Limited Partnership Bankr. N.D. Ohio Case No. 10-37447 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/ohnb10-37447.pdf In Re 1976 Pizza Corp. Bankr. E.D. Pa. Case No. 10-19592 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/paeb10-19592.pdf In Re Frank nmn Hayes, III dba United Doshia, LLC dba Hayes Contracting, Inc. Janice nmn Hayes Bankr. E.D. Tenn. Case No. 10-16532 Chapter 11 Petition filed November 3, 2010 See http://bankrupt.com/misc/tneb10-16532p.pdf See http://bankrupt.com/misc/tneb10-16532c.pdf In Re Mid South Tank Lines II, LLC Bankr. E.D. Ark. Case No. 10-17994 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/areb10-17994.pdf In Re Taxstar Income Tax Service Inc. aka Taxstar Income Tax Service Taxstar Bankr. C.D. Calif. Case No. 10-24021 Chapter 11 Petition filed November 4, 2010 filed pro se In Re Employment Partnering Services, Inc. Bankr. S.D. Calif. Case No. 10-19737 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/casb10-19737.pdf In Re Haciendas Holdings Company, LLC Bankr. S.D. Calif. Case No. 10-19736 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/casb10-19736.pdf In Re Horseshoe Point, LLC Bankr. D. Md. Case No. 10-35208 Chapter 11 Petition filed November 4, 2010 filed pro se In Re Anthony W. De Vries Joy L. De Vries Bankr. D. Nev. Case No. 10-31020 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/nvb10-31020.pdf In Re Miguel Hernandez Carmen H. Hernandez Bankr. D. Nev. Case No. 10-31064 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/nvb10-31064.pdf In Re Correct Energy Environments, Inc. Bankr. N.D. N.Y. Case No. 10-14135 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/nynb10-14135.pdf In Re Pete's Pub, Inc. Bankr. W.D. N.Y. Case No. 10-14751 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/nywb10-14751.pdf In Re Train Up a Child Daycare & Learning Center, Inc. Bankr. W.D. Pa. Case No. 10-27869 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/pawb10-27869.pdf In Re Peter A. Schaub Bankr. W.D. Wash. Case No. 10-23358 Chapter 11 Petition filed November 4, 2010 See http://bankrupt.com/misc/wawb10-23358.pdf In Re Commonwealth Construction & Development, Inc. ta Tri-State Housing Bankr. W.D. Va. Case No. 10-72652 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/vawb10-72652.pdf In Re Hibiscus Equity, LLC Bankr. D. Ariz. Case No. 10-35919 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/azb10-35919.pdf In Re Hamby & Hamby Family Wellness Clinic, PLLC aka Hamby & Hamby Family Medical Clinic Bankr. W.D. Ark. Case No. 10-75847 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/arwb10-75847.pdf In Re Randall Villas LLC Bankr. C.D. Calif. Case No. 10-45964 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/cacb10-45964.pdf In Re Lack/Skinner Enterprises, Inc. Fdba Big O Tires Bankr. E.D. Calif. Case No. 10-49319 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/caeb10-49319.pdf In Re LLF Incorporated dba Signsplus fdba Speedpro - Signsplus Bankr. M.D. Fla. Case No. 10-09730 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/flmb10-09730p.pdf See http://bankrupt.com/misc/flmb10-09730c.pdf In Re RPP518, LLC dba Rotelli Pizza and Pasta Bankr. S.D. Fla. Case No. 10-44253 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/flsb10-44253.pdf In Re Architectural Ornamental Castings, Inc. Bankr. M.D. Ga. Case No. 10-71816 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/gamb10-71816.pdf In Re Victor Herrington Diane Herrington Bankr. C.D. Ill. Case No. 10-92288 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/ilcb10-92288.pdf In Re Central Railink Services, LLC Bankr. N.D. Ill. Case No. 10-49723 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/ilnb10-49723.pdf In Re Central Illinois Railroad Company Bankr. N.D. Ill. Case No. 10-49718 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/ilnb10-49718.pdf In Re Central Illinois Railroad Holdings, LLC dba Railroad Services Group Bankr. N.D. Ill. Case No. 10-49722 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/ilnb10-49722.pdf In Re The Charles G. Mack Entertainment Services, Inc. dba Moe & Johnny's Bankr. S.D. Ind. Case No. 10-16748 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/insb10-16748.pdf In Re The Art Stores, LLC dba The Art Store Bankr. S.D. Iowa Case No. 10-05418 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/iasb10-05418.pdf In Re Robert Andrew Swift Rebecca Louise Swift fka Rebecca Mantlo fka Rebecca Mantlo-Swift Bankr. W.D. Mich. Case No. 10-13250 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/miwb10-13250.pdf In Re Indian National Finals Rodeo, Inc. Bankr. D. Nev. Case No. 10-31085 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/nvb10-31085.pdf In Re Broadway Bulls, LLC Bankr. W.D. N.C. Case No. 10-11307 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/ncwb10-11307.pdf In Re Nolan Properties, LLC dba Harrison Enterprises Bankr. E.D. Tenn. Case No. 10-35352 Chapter 11 Petition filed November 5, 2010 See http://bankrupt.com/misc/tneb10-35352p.pdf See http://bankrupt.com/misc/tneb10-35352c.pdf In Re Western Healthcare Services dba Seasons Of Talladega dba Summer Place Living Facility dba Autumn Trace Living Facility Bankr. N.D. Ala. Case No. 10-43158 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/alnb10-43158.pdf In Re Sharon Butticci aka Sharon Mongul Bankr. N.D. Calif. Case No. 10-14305 Chapter 11 Petition filed November 8, 2010 filed pro se In Re Elements Industrial, LLC Bankr. N.D. Ill. Case No. 10-49838 Chapter 11 Petition filed November 8, 2010 filed pro se In Re Karl A. Szymanski dba Szymanski Koroll Litigation Group Cynthia Szymanski Koroll dba Szymanski Koroll Litigation Group Bankr. N.D. Ill. Case No. 10-75590 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/ilnb10-75590.pdf In Re Maxim's Restaurant, Inc. dba Maxim's Restaurant Bankr. N.D. Ill. Case No. 10-49993 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/ilnb10-49993.pdf In Re Nu-Concepts Window Corporation Bankr. N.D. Ill. Case No. 10-49844 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/ilnb10-49844.pdf In Re Sepal Reproductive Devices, Inc. Bankr. D. Mass. Case No. 10-22248 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/mab10-22248.pdf In Re Michael E. Spyrka Janine E. Ciferetto-Spyrka Bankr. D. N.J. Case No. 10-44796 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/njb10-44796.pdf In Re S & K Trucking, Inc. Bankr. E.D. Pa. Case No. 10-19670 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/paeb10-19670.pdf In Re DMB Enterprise Bankr. W.D. Wash. Case No. 10-23470 Chapter 11 Petition filed November 8, 2010 See http://bankrupt.com/misc/wawb10-23470.pdf ********* 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. 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