/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/101220.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, December 20, 2010, Vol. 14, No. 352 Headlines A & J AUTO: Files for Chapter 7 Bankruptcy ALEXANDER PROPERTIES: Case Summary & 17 Largest Unsec. Creditors ALTER COMMUNICATIONS: Court Confirms Chapter 11 Exit Plan AMARU INC: Restates 2009 10K; Has $33.7 Million Restated Net Loss AMBAC FIN'L: Applies for Blackstone as Financial Advisor AMBAC FIN'L: Proposes Dewey & LeBoeuf as Counsel AMBAC FIN'L: Proposes Togut Segal as Conflicts Counsel AMBAC FIN'L: Wants KPMG LLP as Tax Consultants AMERICAN REMANUFACTURERS: Reopened to Pursue Avoidance Actions AMERICAN STANDARD: Garnishment Release Doesn't Equal New Value AMERIGAS PARTNERS: Moody's Affirms 'Ba2' Corporate Family Rating ANGIOTECH PHARMA: Exchange Offer Start Deadline Moved to Jan. 11 APPALACHIAN COMMUNITY BANK: Closed; Peoples Bank Assumes Deposits ARYX THERAPEUTICS: Restructuring Plan Terminates All Employees ASHLAND LAKES: Case Summary & 19 Largest Unsecured Creditors ASTRUM MARKETING: Not Affiliated with Newport's Astrum Hearing AVP PRO BEACH: Volleyball Sold to Owner-Lender RJSM BAKERS FOOTWEAR: Posts $8.9 Million Net Loss in October 30 Quarter BANK OF AMERICA: S&P Raises Hybrid Ratings to 'BB+' From 'BB' BANK OF MIAMI: Closed; 1st United Bank Assumes All Deposits BERNARD L MADOFF: Trustee Settles with Picower Estate for $5-Bil. BEST ENERGY: Issues Warrants to Eliminate $125,000 Term Loan Debt BIOVEST INTERNATIONAL: Posts $8.2 Million Net Loss in Fiscal 2010 BRESNAN BROADBAND: S&P Withdraws 'B+' Corporate Credit Rating CABLEVISION SYSTEMS: New Unit Acquires Bresnan Properties CABLEVISION SYSTEMS: Board Approves Rainbow Leveraged Spin-Off CAPSALUS CORP: White Hat Founder Named New Chief Executive CATHAY FOREST: Unable to Timely File 3rd Quarter Fin'l Statements CENTRAL FALLS, R.I.: Needs State Aid to Avert Collapse CHENIERE ENERGY: Paulson Entities Disclose 4.9% Equity Stake CHESTATEE STATE BANK: Closed; Bank of Ozarks Assumes All Deposits CHINA TEL: ChinaTel and GBNC to Contribute Resources in China CHRYSLER LLC: Chrysler Holding Dismissed From Auto Dealer's Suit CINRAM INTERNATIONAL: Bank Debt Trades at 23% Off CITIGROUP INC: S&P Raises Rating on Junior Debt to 'BB+' CLAIRE'S STORES: Moody's Upgrades Corp. Family Rating to 'Caa2' CLARE HOUSE: Court Says Residents Have Interest in Real Property CLAIRE'S STORES: Bank Debt Trades at 9% Off in Secondary Market CLEAR CHANNEL: Bank Debt Trades at 15% Off in Secondary Market CLEARWIRE CORP: Intel Corporation Discloses 33.1% Equity Stake CLEARWIRE CORP: Purchasers Exercise Over-Allotment Option COMMUNITY NATIONAL: Closed; Farmers & Merchants Assumes Deposits COMPETITIVE TECH: Posts $1.1 Million Net Loss in Oct. 31 Quarter COMPOSITE TECHNOLOGY: Posts $19.8 Million Net Loss in Fiscal 2010 COMPUTER CONSULTANTS: Case Summary & 20 Largest Unsec Creditors COUNTERPATH CORP: Posts $846,000 Net Loss in October 31 Quarter DEX MEDIA EAST: Bank Debt Trades at 20% Off in Secondary Market DEX MEDIA WEST: Bank Debt Trades at 10% Off in Secondary Market DIVERSIFIED INDUSTRIES: Creditors Accepts Proposal Under BIA DOABA ENTERPRISES: Case Summary & 6 Largest Unsecured Creditors DREIER LLP: Trustee Files Lawsuit Against 2 Investors for $144.4MM DREIER LLP: Trustee Files Lawsuit to Get Rid Of $101 Million Claim DREIER LLP: Trustee Files One Dozen Fraud Lawsuits DRYSHIPS INC: Offering of Ocean Rig Stock at $17.5 Per Share DYNEGY INC: Icahn Deal Won't Affect Moody's 'Caa1' Rating EDUCATION RESOURCES: Court Clarifies First Marblehead Order EMPIRE RESORTS: L. Cappelli Owns 3.6 Million Shares ENERGAS RESOURCES: Delays Filing of Quarterly Report on Form 10-Q ENIO CORDOBA: Case Summary & 19 Largest Unsecured Creditors EPICEPT CORP: Terminates Equity Distribution Deal With Maxim FIFTH THIRD: Fitch Affirms Support Rating Floor at 'B' FILENE'S BASEMENT: Second Distribution Made to Creditors FILMYARD HOLDINGS: S&P Assigns Corporate Credit Rating at 'B' FIRST SOUTHERN BANK: Closed; Southern Bank Assumes All Deposits FIRST PROTECTION: 9th Cir. Rejects LLC Transfer Defense FLOWSERVE CORP: S&P Assigns 'BB+' Rating to $1 Bil. Loan FOXBOROUGH ULTRAMAR: Case Summary & 13 Largest Unsecured Creditors FPD LLC: Sale Hearing on Anderson Pointe Project Today FREESCALE SEMICONDUCTOR: Bank Debt Trades at 5% Off GELTECH SOLUTIONS: Shatner Gets Options for 2MM Shares for Svcs. GLOBAL DIVERSIFIED: Delays Filing of Form 10-Q for October 31 GREAT ATLANTIC & PACIFIC: Proposes to Honor Customer Programs GREAT ATLANTIC & PACIFIC: Proposes to Pay Wages & Benefits GREAT ATLANTIC & PACIFIC: Wants to Honor Trust Fund Obligations GREAT ATLANTIC & PACIFIC: Wants to Pay Warehousing Charges GREENBRIER COS: To Sell 3-Mil. Shares in At-The-Market Offering GTC BIOTHERAPEUTICS: LFB Discloses 100% Equity Stake HAMILTON BEACH: S&P Raises Corporate Credit Rating to 'B+' HDT WORLDWIDE: S&P Withdraws 'B' Corporate Credit Rating HERBST GAMING: Bank Debt Trades at 42% Off in Secondary Market HUSKY ENERGY: Moody's Reviews 'Ba1' Junior Subordinated Rating HUNTER DEFENSE: S&P Affirms Corporate Credit Rating at 'B+' HAMPTON ROADS: Former WTC Market Manager Named Shore Bank CEO HERCULES OFFSHORE: Files Offshore Fleet Status Report HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 104.63% HAWKER BEECHCRAFT: Bank Debt Trades at 14% Off in Secondary Market HYTHIAM INC: Kelly McCrann Joins Board of Directors HYTHIAM INC: Irving Co. Office Space Lease Extended Through 2013 IDEARC INC: Settlement of Levy Class Suit Not Enforceable INFOLOGIX INC: Has Deal to Sell to Stanley at $4.75 Per Share INOVA TECHNOLOGY: Has Backlog of $20-Mil. of Funded Projects INOVA TECHNOLOGY: Delays Form 10-Q for Oct. 31 Quarter INTELSAT SA: Reorganization to Be Complete in "Next Few Months" INTERNATIONAL COAL: Fairfax and WL Ross May Resell 40-Mil. Shares IRVINE SENSORS: Issues $118,600 in Promissory Notes J'S CONSTRUCTION: Case Summary & 8 Largest Unsecured Creditors JAKE'S GRANITE: District Court Rules on SNS Lawsuit JAMES MACPHERSON: Case Summary & 20 Largest Unsecured Creditors JOHNS-MANVILLE: Bankr. Ct. Directs Travelers to Pay Settlement KAPWEST CORP: Case Summary & Largest Unsecured Creditor KH FUNDING: Court Extends Filing of Schedules Until Dec. 30 LA VILLITA: Case Summary & 20 Largest Unsecured Creditors LEHMAN BROTHERS: Aussie Liquidators Want Revised PTCL Deal LEHMAN BROTHERS: Copy of Settlement With Heritage Fields LEHMAN BROTHERS: LBI Trustee Removal Period Extended to June LEHMAN BROTHERS: LBI Trustee Wants to Compel UBS Payment LEHMAN BROTHERS: LBI Trustee Wants Until May 9 to Decide on Leases LITTLE TOKYO: Gets Permission to Use Cash Collateral Until March 4 LOCAL INSIGHT: Names Zipper's J. Sakys as Interim Controller & CAO LOEHMANN'S INC: Wins Nod for $25 Million Rights Offering LOUIS PEARLMAN: Court Says Bank Fraud Wasn't a Ponzi Scheme METRO-GOLDWYN-MAYER: Debt Trades at 56% Off in Secondary Market METRO-GOLDWYN-MAYER: Moelis Approved as Financial Advisor METRO-GOLDWYN-MAYER: Reed Smith Serves as Counsel for German Unit MICHAEL BROSNAN: Case Summary & 12 Largest Unsecured Creditors MOMENTIVE SPECIALTY: New KG to Guarantee Foreign Secured Debt MULTI-PLASTICS INC: Section 341(a) Meeting Scheduled for Jan. 12 NADOWESSIOUX PROPERTIES: Voluntary Chapter 11 Case Summary NAVISTAR INT'L: Panel OKs 2011 Incentive Plan Criteria NELS ANDERSON: Case Summary & 20 Largest Unsecured Creditors NEOMEDIA TECHNOLOGIES: Acquires US Patent Rights from BP GBL NEW ORIENTAL: NASDAQ Grants Request to Remain Listed NORTHWESTERN STONE: Case Summary & 20 Largest Unsecured Creditors NYC OFF-TRACK: Few Potential Rescue Plans Floating Around N.L.C. UNITRUST: Case Summary & 2 Largest Unsecured Creditors OSI RESTAURANT: Bank Debt Trades at 6% Off in Secondary Market OTC HOLDINGS: Wins Confirmation of Reorganization Plan PALAZZO SPLENDORE: Case Summary & Largest Unsecured Creditor PARK AVENUE GARAGE: 2nd Cir. Affirms Lease Rejection Ruling PENINSULA GAMING: S&P Puts 'B+' Rating on CreditWatch Negative P.M.C. VENTURES: Voluntary Chapter 11 Case Summary POINT BLANK: Committees Have Permission to File Plan POINT BLANK: Rejects Class-Action Settlement Agreement PRIUM SPOKANE: Case Summary & 14 Largest Unsecured Creditors QUEPASA CORP: Has Deal to Sell 1.71MM Shares for $12.9MM RACE POINT: Moody's Affirms 'Ba2' Rating on $275 Mil. Loan RAJAK JAMAL: Case Summary & 4 Largest Unsecured Creditors REALOGY CORP: Bank Debt Trades at 7% Off in Secondary Market REALOGY CORP: S&P May Put 'C' Rating on Notes After Exchange Offer REDCO DEVELOPMENT: Plan Filing Exclusivity Extended Until Jan. 31 REDDY ICE: Grants Stock Options to Executives Under Incentive Plan REGAL ENTERTAINMENT: Faces Criminal Charges by Kings County DA REXAIR LLC: Moody's Assigns 'B1' Ratings to New Senior Facilities RHI ENTERTAINMENT: Wins Interim Loan to Support Prepack Case RHI ENTERTAINMENT: Has Interim OK to Continue Film Financing Pacts RIGGING & WELDING: Gets OK to Obtain Financing to Buy Cranes RITE AID: Incurs $79.1-Mil. Net Loss in Nov. 27 Quarter RODOLFO MIRANDA: Case Summary & 20 Largest Unsecured Creditors RUSSELL EBERSOLE: Motion for Relief from Stay Conditionally Denied SANITARY AND IMPROVEMENT: Chapter 9 Case Summary & Creditors List SEARCHMEDIA HOLDINGS: Files Form 10-Q; Has $8MM Loss in 1st Qtr. SEQUENOM INC: ObGyn Journal Accepts Unit's Research Results SINOBIOMED INC: Acquires All Data Center Assets of Keychain Ltd. SPARTA COMMERCIAL: Delays Form 10-Q for October 31 Quarter STILLWATER MINING: To Buy Benton's Interest in Bermuda Property SWIFT INSTRUMENTS: Ch. 7 Trustee Fails in Subordination Bid SWIFT TRANSPORTATION: Moody's May Raise Ratings on Public Offering SWIFT TRANSPORTATION: Moody's Raises Corp. Family Rating to 'B2' TAB ELECTRIC: Case Summary & 20 Largest Unsecured Creditors TELEFLEX INC: S&P Assigns 'BB' Corporate Credit Rating TERRA INDUSTRIES: Moody's Withdraws 'Ba3' Corporate Family Rating TERRESTAR NETWORKS: Committee Proposes FTI as Advisor TERRESTAR NETWORKS: Proposes Epiq as Subscription Agent TERRESTAR NETWORKS: Wins Nod for Blackstone as Fin'l Advisor TIB FINANCIAL: Reverse Stock Split Reduces Shares to 50,000,000 TITAN INTERNATIONAL: S&P Affirms 'B+' Corporate Credit Rating TOXAWAY 64: Case Summary & 4 Largest Unsecured Creditors TRAILER BRIDGE: S&P Affirms 'B-' Corporate Credit Rating TREETOPS OF PAGOSA: Case Summary & 5 Largest Unsecured Creditors TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market TRICO MARINE: Closes Sale of Trico Saber and Trico Star to Lewek TRICO MARINE: Authorized Again to Sell Vessel Truckee River TWAIN CONDOMINIUMS: Case Summary & 20 Largest Unsecured Creditors UNITED AMERICAS: Closed; State Bank and Trust Assumes Deposits UNITED MARITIME: S&P Affirms 'B' Corporate Credit Rating USEC INC: Former Bechtel Chief Elected to Board of Directors VALLECITO GAS: No Answer If Mineral Lease Transfer Violated Stay VEBLEN WEST: Cash Collateral Use Hearing Today VEBLEN WEST: Equity Owners Withdraw Proposed Plan VERENIUM CORP: To Issue 2-Mil. Shares Under Incentive Plan VERENIUM CORP: Reports 2010 Business Update and 2011 Outlook VITRO SAB: Wins Victory Over Noteholders in New York Court WASTE2ENERGY HOLDINGS: Misses $75,000 Principal Due December WASTE2ENERGY HOLDINGS: Sells $83,000 Notes in Private Placement WILDERNESS CROSSINGS: U.S. Trustee's Conversion Request Rejected WORKFLOW MANAGEMENT: Has Cash Use, Disclosure Hearing for Jan. 13 * Moody's Low-Rated Junk Companies Have $109-Bil. in Maturities * S&P's Says Global Corporate Defaults Now 76 After A&P Demise * Bank Failures Reach 157 This Year as 6 More Lenders Close * BOND PRICING -- For Week From Dec. 13 to 17, 2010 ********* A & J AUTO: Files for Chapter 7 Bankruptcy ------------------------------------------ Laura Mortkowitz, writing for Crain's New York Business, reports that Bronx-based A & J Auto Parts & Sales, which does business as Junk Cars R Us, filed for Chapter 7 bankruptcy in U.S. Bankruptcy Court, listing assets of $64,500 and liabilities of $539,823. The report says four car-donation organizations are among the 45 creditors with claims against the company. Charities had sold donated junk cars to A & J, which the company then scrapped. However, the company still owed the charities money, with Kars 4 Kids claiming $25,375. According to the report, the shop is facing six lawsuits, five of which have reached judgment and were business-related, dealing with non-payment of advertising, an alarm system and worker's compensation. Bankruptcy lawyer Gregory Kuczinski said the company's bank accounts were restrained, and it was unable to do business. The sixth suit, filed by the company's landlord, will be stayed because of the bankruptcy filing. A & J is currently in the process of closing down. A & J Auto Parts & Sales, which does business as Junk Cars R Us, is a 5-year-old auto salvage company. The report notes the company's owner, Anthony Falgiano, also owns A & J Auto Parts in Swiftwater, Penn., which is not closing because it is a separate corporation. ALEXANDER PROPERTIES: Case Summary & 17 Largest Unsec. Creditors ---------------------------------------------------------------- Debtor: Alexander Properties, L.L.C. c/o Kyriakos Efthimiadis 510 Duvall Lane Annapolis, MD 21403 Bankruptcy Case No.: 10-38095 Chapter 11 Petition Date: December 14, 2010 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Nancy V. Alquist Debtor's Counsel: James C. Olson, Esq. 10451 Mill Run Circle, Suite 400 Owings Mills, MD 21117 Tel: (410) 356-8852 Fax: (410) 356-8804 E-mail: jcolson@msn.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb10-38095.pdf The petition was signed by Kyriakos Efthimiadis, managing member. ALTER COMMUNICATIONS: Court Confirms Chapter 11 Exit Plan --------------------------------------------------------- According to the Baltimore Business Journal, Judge James F. Schneider of the Baltimore bankruptcy court approved Alter Communications Inc.'s Chapter 11 exit plan on December 16. Under the plan, Alter's unsecured creditors will divide 85% of the company's earnings over the next five years. The plan should go into effect late next month, according to Business Journal. Melanie Cohen, writing for Dow Jones' Daily Bankruptcy Review, reports that according to court documents filed with the bankruptcy court in October, all priority claims will be fully repaid and disputed claims won't be paid until they become allowed. The plan should become effective 30 days after the plan's confirmation. Based in Baltimore, Maryland, Alter Communications publishes the Baltimore Jewish Times. Other publications include the magazine Style, with 90,000 circulation, and Chesapeake Life, with a circulation of 57,000. Alter Communications filed for Chapter 11 (Bankr. D. Md. Case No. 10-18241) on April 14, 2010. Alan M. Grochal, Esq., and Maria Ellena Chavez-Ruark, Esq., at Tydings and Rosenberg, in Baltimore, serve as the Debtor's bankruptcy counsel. The Debtor listed both estimated assets and debts between $1 million and $10 million. AMARU INC: Restates 2009 10K; Has $33.7 Million Restated Net Loss ----------------------------------------------------------------- Amaru, Inc., filed on December 15, 2010, Amendment No. 3 to its Form 10-K for the fiscal year ended December 31, 2009. On May 28, 2010, the Company announced that its previously issued financial statements for the year ended December 31, 2009, included in the Company's Form 10-K, which was filed on March 31, 2010, should no longer be relied upon. Management began a review of its reporting policies with respect to its film library and concluded that its film library should have been impaired at December 31, 2009, based upon a lack of historical revenue from which to calculate a fair value in accordance with ASC 926, "Entertainment - Films." This Amendment on Form 10-K/A includes the changes and restatement of the December 31, 2009 year ended financial statements. As a result, the Company's film library was written down an additional $8,547,662 and recorded on the income statement as an impairment loss on film library. This resulted in an increase in net loss and accumulated deficit for the period ended December 31, 2009, in the amount of $8,547,662. The Company reported a restated loss of $33.7 million on $22,016 of revenue for 2009, compared with a net loss of $17.2 million on $203,066 for 2008. The Company's restated balance sheet at December 31, 2010, showed $4.23 million, $3.40 million, and stockholders' equity of $835,348. Mendoza Berger & Company, LLP, in Irvine, California, expressed substantial doubt about Amaru, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted of the Company's accumulated losses from operations at December 31, 2009, and lack of significant revenue. A full-text copy of the Form 10-K/A is available for free at: http://researcharchives.com/t/s?7117 About Amaru Inc. Singapore-based Amaru Inc. provides entertainment-on-demand and e- commerce channels on Broadband, and 3G devices. The Company delivers both wire and wireless solutions, streaming via computers, TV sets, PDAs and 3G hand phones. The Company launches e-commerce channels (portals) that provide on-line shopping but with a difference, merging two leisure activities of shopping and entertainment. AMBAC FIN'L: Applies for Blackstone as Financial Advisor -------------------------------------------------------- Ambac Financial Group, Inc., seeks the Bankruptcy Court's permission to employ Blackstone Advisory Partners L.P. as its financial advisor, nunc pro tunc to the Petition Date. As the Debtor's financial advisor, Blackstone will: (a) assist in the development of financial models, cash flow projections and liquidity needs of the Debtor and its primary subsidiary Ambac Assurance Corporation; (b) assist in the development of financial data and presentations to the Debtor's board of directors, various creditors and other third parties; (c) analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of those stakeholders; (d) provide strategic advice with regard to restructuring or refinancing the Debtor's obligations; (e) evaluate the Debtor's debt capacity and alternative capital structures; (f) participate in negotiations among the Debtor and its creditors and other interested parties; (g) value securities offered by the Debtor in connection with restructuring of its obligations; (h) provide expert witness testimony concerning any of the financial advisory services provided by Blackstone; (i) provide general advice on asset sale alternatives; and (j) provide other advisory services as are customarily provided in connection with the analysis and negotiation of a Chapter 11 case as requested and mutually agreed. The Debtor has agreed to pay Blackstone in accordance with this fee structure: 1. A monthly advisory fee of $250,000, payable in cash on the eighth day of each month following the Petition Date. 2. An additional fee equal to $8,000,000 payable upon consummation of a restructuring. A restructuring will be deemed to have been consummated upon the execution, confirmation and consummation of a Plan of Reorganization pursuant to an order of the Court or the sale of all or substantially all of the Company or its assets. 3. Reimbursement of all reasonable out-of-pocket expenses incurred during the engagement. The Debtor will pay Blackstone on the Petition Date and maintain thereafter a $25,000 expense advance for which Blackstone will account upon termination of the engagement. From June 2009 through November 2010, the Debtor, either directly or indirectly through a subsidiary, paid to Blackstone about $1,517,3212 in fees and expenses as compensation for prepetition professional services including those relating to a potential capital raise for the Debtor, the potential restructuring of the Debtor's debt capital structure, and the potential commencement of the Debtor's Chapter 11 case. Robert J. Gentile, vice president in the compliance department of Blackstone, discloses that his firm has been engaged by certain parties-in-interest in the Debtor's Chapter 11 case in matters unrelated to the bankruptcy case. Among other things, he reveals that: * Affiliates of Blackstone serve as general partners for and manage a number of private investmnet funds, of which the investors are primarily hundreds of unrelated third parties; * Some of the financial institutions that are parties-in- interest and certain other parties-in-interest may have co- invested with Blackstone Funds or may have extended credit or provided investment banking services to Blackstone, the Blackstone Funds or companies owned by the Blackstone Funds; * Blackstone may enter into confidentiality agreements with certain parties-in-interest; * Blackstone is engaged to provide advisory services to five parties-in-matters in matters unrelated to the Debtor or its Chapter 11 case. Three of those parties are American International Group, Bank of Scotland, and Deutsche Bank. The other parties' names have been withheld due to confidentiality agreements; * Blackstone has been engaged to provide financial advisory services by Davis Polk & Wardwell LLP, as counsel to JPMorgan Chase Bank, N.A.; * Blackstone has been engaged to provide financial advisory services by Kirkland & Ellis LLP, as counsel to the ad hoc committee of secured lenders in Capmark Financial Group Inc.'s bankruptcy case; * Blackstone has been engaged to provide advisory services by counsel to an ad hoc committee of creditors, which eight members are parties-in-interest in the Debtor's Chapter 11 case. The identity of the eight members is subject to confidentiality agreements to which the firm is a party; * Blackstone has been engaged to provide financial advisory services by Davis Polk & Wardwell LLP, as counsel to Barclays Capital Real Estate Finance Inc. as a holder of certain mezzanine loans pledged by Highland Hospitality L.P. and HHC TRS Holding Corp.; * Blackstone has been engaged by the Bank of Scotland plc, as administrative agent under the Marnell Sher Credit Agreements as its financial advisor on behalf of the lenders; and * Blackstone has been engaged to act as a mediator to facilitate discussions among Ambac Assurance Corporation, The Weinstein Company LLC and The Weinstein Portfolio Funding Company LLC in connection with a potential restructuring of TWC and WPFC. Stefan Feuerabendt, senior managing director of Blackstone, relates that his firm does not believe that any of its involvement with any of the entities listed in the Gentile Declaration will adversely affect the Debtor in any way. Blackstone has not represented, does not represent, and will not represent any entity on the Parties-in-Interest List in the Debtor's Chapter 11 case nor have any relationship with any such entity which would be adverse to the Debtor, he assures the Court. Messrs. Gentile and Feuerabendt maintain that Blackstone is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. 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 FIN'L: Proposes Dewey & LeBoeuf as Counsel ------------------------------------------------ Ambac Financial Group, Inc., seeks the Bankruptcy Court's permission to employ Dewey & LeBoeuf LLP as its counsel, nunc pro tunc to the Petition Date. As the Debtor's counsel, Dewey & LeBoeuf will: (a) advise the Debtor in connection with the legal aspects of a financial restructuring under Chapter 11; (b) prepare on behalf of the Debtor, as debtor-in-possession, all necessary motions, applications, answers, orders, reports, and other papers in connection with the administration of the Debtor's estate; (c) take all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, like adversary proceedings, contested matters and matters before other courts, tribunals and adjudicative bodies, and the preparation of objections to claims filed against the Debtor's estate; (d) take all necessary actions, including to negotiate and prepare on behalf of the Debtor, a Chapter 11 plan and related disclosure statement and all related documents, and further actions as may be required in connection with the administration of the Debtor's estate; and (e) perform all other necessary legal services in connection with the prosecution of the Debtor's Chapter 11 case. The Debtor will pay Dewey & LeBoeuf's professionals according to the firm's customary hourly rates: Title Rate per Hour ----- ------------- Partners $695 to $975 Counsel $625 to $800 Associates $385 to $625 Paraprofessionals $125 to $385 The Debtor will also reimburse Dewey & LeBoeuf for actual and necessary expenses incurred. The Debtor discloses that in the one year before the Petition Date, it paid Dewey & LeBoeuf $5,012,143 in fees and $107,532 as expenses for services performed on several regulatory, tax and corporate matters. The Debtor further states that on Nov. 3 and 8, 2010, it advanced retainers to Dewey & LeBoeuf aggregating $3 million and $1.5 million, on account of financial restructuring and reorganization services performed and to be performed, including in connection with its Chapter 11 case, and related expenses incurred and to be incurred. As of the Petition Date, Dewey & LeBoeuf has a remaining credit balance of approximately $3 million in favor of the Debtor. Dewey & LeBoeuf will continue to hold the excess amounts as retainer. Michael Groll, Esq., a member at Dewey & LeBoeuf -- mgroll@dl.com -- relates that his firm has rendered services within the past two years to certain parties in matters unrelated to the Debtor and its Chapter 11 case. A schedule of the parties Dewey & LeBoeuf represented in the past two years in matters unrelated to the Debtor's case is available for free at: http://bankrupt.com/misc/Ambac_DeweyCurrentClients.pdf Mr. Groll discloses that Dewey & LeBoeuf also represented Loyens & Loeff (USA) BV, Goldman Sachs International, Hudson, Oracle Corporation, Pacific Indemnity and RBC Capital Markets in matters unrelated to the Debtor. In addition, Mr. Groll notes that certain parties are potential clients of Dewey & LeBoeuf, a schedule of which is available for free at http://bankrupt.com/misc/Ambac_DeweyPotentialClients.pdf Mr. Groll reveals further that Barclays PLC, Private Banking & Investment Banking; and Blackstone Advisory Services LP are related entities to Dewey & LeBoeuf. In addition, Mr. Groll relates that Lauren C. Cohen, an associate in Dewey & LeBoeuf's Business Solutions and Governance group, recently joined his group from Willkie, Farr & Gallagher LLP. While in Wilkie Farr, she worked with Judge Shelley C. Chapman, a former partner at that firm, on matters unrelated to the Debtor or its Chapter 11 case. Ms. Cohen may, from time to time, be asked to work on matters related to the Debtor's Chapter 11 case. Dewey & LeBoeuf provided summer and temporary employment to the son of the Debtor's general counsel, Mr. Groll adds. One junior associate of Dewey & LeBoeuf is on a secondment to the Debtor, Mr. Groll relates. The secondment began on October 6, 2010, and will continue until December 31, 2010. Dewey & LeBoeuf continues to pay this employee's salary, and the secondee is not considered an employee of the Debtor. Mr. Groll adds that a member and two employees of Dewey & LeBoeuf own the Debtor's securities. Pursuant to Dewey & LeBoeuf's policy, all personnel of Dewey & LeBoeuf are barred from trading in securities with respect to which they possess confidential information, he assures the Court. Despite those disclosures, Mr. Groll assures the Court that that Dewey & LeBoeuf is a "disinterested person" as the term is defined under Section 101(14) of the Bankruptcy Code. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. 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 FIN'L: Proposes Togut Segal as Conflicts Counsel ------------------------------------------------------ Ambac Financial Group, Inc., seeks the Bankruptcy Court's permission to employ Togut, Segal & Segal LLP as its conflicts counsel. As the Debtor's conflicts counsel, Togut Segal will: (a) advise the Debtor, where Dewey & LeBoeuf LLP is or may be conflicted, regarding its powers and duties as a Debtor- in-possession in the continued management of its businesses and properties; (b) attend meetings and negotiate with representatives of creditors and other parties-in-interest; (c) take necessary action to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defending any action commenced against and representing the Debtor's interests in negotiations concerning litigation, including, but not limited to, objections to claims filed against the Debtor's estate; (d) prepare on the Debtor's behalf motions, applications, adversary proceedings, answers, orders, reports and papers necessary to the administration of the Debtor's estate; (e) appear before the Court and any appellate courts and protect the interests of the Debtor's estate before those Courts; and (f) perform other necessary legal services and provide other necessary legal advice to the Debtor in connection with the Debtor's Chapter 11 case. Togut Segal will also perform the duties of counsel to the Debtor on matters which may arise where Dewey & LeBoeuf cannot perform those services and while certain aspects of the representation will necessarily involve Togut Segal and Dewey & LeBoeuf, the services that Togut Segal will provide will be complementary rather than duplicative of the services to be performed by such lead bankruptcy counsel. The Debtor will pay Togut Segal's professionals according to the firm's customary hourly rates: Title Rate per Hour ----- ------------- Partners $800 to $935 Associates and counsel $180 to $720 Paralegals and law clerks $145 to $285 The Debtors will also reimburse Togut Segal for actual and necessary expenses incurred. Albert Togut, Esq., a senior member of Togut Segal, discloses that on December 2, 2010, his firm was retained as conflicts counsel for the debtors in the Chapter 11 case of GSC Group, Inc. Togut Segal has been advised that Ambac Assurance Corporation, a subsidiary of the Debtor, or one of its affiliates or subsidiaries may have provided insurance for certain assets subject to the GSC investment management and advisory services, he relates. He assures the Court that Togut Segal will not represent GSC in any matters concerning the Debtor nor will the firm represent the Debtor in any matter concerning GSC. Dewey & LeBoeuf will handle all matters concerning GSC that involve the Debtor, he adds. Mr. Togut maintains that Togut Segal is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. 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 FIN'L: Wants KPMG LLP as Tax Consultants ---------------------------------------------- Ambac Financial Group, Inc., seeks the Bankruptcy Court's authority to employ KPMG LLP as its auditor, tax consultants and bankruptcy administration consultants, nunc pro tunc to the Petition Date. As the Debtor's tax consultant, KPMG will provide audit, tax consulting and bankruptcy administration services, including, but not limited to these services: (A) Audit of Consolidated Financial Statements (a) Audit of the consolidated balance sheet of the Debtor and non-debtor affiliates as of December 31, 2010 and 2009, the related consolidated statements of operations, Stockholders' equity and cash flows for each of the years in the three-year period ended December 31, 2010, and schedules and notes supporting those financial statements prepared in accordance with U.S. generally accepted accounting principles; and (b) Audit of the internal control over financial reporting as of December 31, 2010 in accordance with the standards of the Public Company Accounting Oversight Board Auditing Standard No. 5; -- performing tests of the accounting records and other procedures, as KPMG considers necessary in the circumstances, to provide a reasonable basis for KPMG's opinions; -- assessing the accounting principles used and significant estimates made by management, and evaluating the overall consolidated financial statement presentation; and -- obtaining an understanding of internal control over financial reporting, testing and evaluating the design and effectiveness of internal control over financial reporting, and performing other procedures as KPMG considered necessary in the circumstances. (c) Review, in accordance with Statement on Auditing Standards No. 100, Interim Financial Information, the consolidated balance sheets of AFG as of June 30 and September 30, 2010 and March 31, 2011, and the related consolidated statements of operations, stockholders' equity, and cash flows for the quarterly and year-to- date periods then ended and notes, which are to be included in the quarterly reports; (d) Audits of the statutory statements of admitted assets, liabilities and surplus of non-debtor affiliates as of December 31, 2010 and 2009, the related statements of operations, capital and surplus, and cash flow for each of the years in the two-year period ended December, 31, 2010, and schedules supporting those financial statements, prepared in accordance with statutory statements of accounting principles; (e) Audits of the balance sheets of the non-debtor affiliates Juneau and Aleutian, as of December 31, 2010 and 2009, the related consolidated statements of operations, stockholder's equity, and cash flows for each of the years in the two-year periods ended December 31, 2009, and schedules supporting such financial statements, prepared in accordance with U.S. generally accepted accounting principles; (f) Issuance of a comfort letter if required and requested; (g) Report to the Audit and Risk Assessment Committee in writing regarding corrected misstatements, uncorrected misstatements, significant difficulties encountered with the Debtor and other matters required to be communicated by auditing standards; (h) Read minutes of Audit and Risk Assessment Committee meetings for consistency with KPMG's understanding of the communications; (i) Issue a written report upon audit of Ambac Financial Group, Inc. Savings Incentive Plan, including audit of financial statements and supplemental schedules of the Savings Plan as of December 31, 2010 and 2009, and for the years ended December 31, 2010 and 2009; (j) Assistance regarding certain events and accounting pronouncements, which may have a significant impact on KPMG's audit efforts. Examples of Out-of-Scope Audit Services to be evaluated for their impact on KPMG's efforts include: -- significant acquisitions; -- dispositions of businesses; -- significant and infrequent transactions with complex business implications; -- accounting and auditing matters related to this bankruptcy case to the extent it results in additional audit effort; -- change in operating segments or reporting units; -- asset impairment analyses; -- fresh start accounting and related audit efforts; -- review of registration statements or comfort letters provided to third parties; -- review and comment on comment letters received from the United States Securities and Exchange Commission and the Office of the Commissioner of Insurance of Wisconsin and responses provided to those letters related to accounting matters; and -- the adoption of new accounting or auditing pronouncements, etc. (B) Tax Consulting Services (a) Analysis of Section 382 of the Internal Revenue Code issues including updating the existing Section 382 analysis performed by KPMG, including a sensitivity analysis to reflect the impact of the proposed or hypothetical equity transactions pursuant to the restructuring; (b) Analysis of net unrealized built-in gains and losses and Notice 2003-65 as applied to the ownership change, if any, resulting from or in connection with the restructuring; (c) Analysis of the Debtor's tax attributes including net operating losses, tax basis in assets, and tax basis in stock of subsidiaries; (d) Analysis of cancellation of debt income, including the application of Section 108 of the Internal Revenue Code and consolidated tax return regulations relating to the restructuring of debt; (e) Analysis of the application of the attribute reduction rules under Section 108(b) and Section 1.1502-28 of the Treasury Regulations; (f) Analysis of the tax implications of any internal reorganizations and proposal of restructuring alternatives; (g) Analysis of the tax implications of any dispositions of assets or subsidiary stock pursuant to the restructuring; (h) Analysis of the potential bad debt and retirement tax losses; and (i) Investigate and review facts and tax issues, as requested by Dewey & LeBoeuf LLP, to support Dewey & LeBoeuf's representation of the Debtor in the adversary proceeding between the Debtor and the Internal Revenue Service, Case No. 10-04210, commenced in the Court on November 9, 2010. (C) Bankruptcy Administration Services (a) Operational protocols: Support the Debtor's management with its operational protocols for bankruptcy reporting; (b) Bankruptcy reporting: Support the Debtor's management in its preparation of a Statement of Financial Affairs, a Schedule of Assets and Liabilities and a Monthly Operating Report by debtor entity as well as Rule 26 of the Federal Rules of Bankruptcy Procedure, if required; (c) Disclosure statement and plan of reorganization: Assist in the preparation of financial information required in the disclosure statement and plan of reorganization, including the pro forma balance sheet reflecting fresh start accounting. KPMG's assistance will depend upon the Debtor's direction but tasks may pertain to, preparation of detailed financial information, liquidity analysis, best interest of creditors' test and plan feasibility; (d) External responses: Support the Debtor's management in its response to requests from the various stakeholders in the bankruptcy, including but not limited to the Office of the US Trustee for Region 2, and any statutorily appointed committees that may be established; (e) Claims analysis: Support the Debtor's management in its response to the claims reconciliation process, including matching claims to scheduled liabilities, evaluating claims, preparing exhibits to objections, and analyzing transfers to determine preferential treatment; (f) Project planning: Assist with timeline and critical path development and tracking; (g) Approach and work steps: Assist with the consideration of the alternatives in approach, timing, order, and adoption dates for fresh start reporting; the alternatives for on-going efficient processing of detailed accounting records; and the potential approaches for updating detailed records to reflect changes in values and the new accounting requirements subsequent to emergence; (h) Status meetings: Coordinate and conduct status update meetings with key Debtor's management personnel, for all work-streams; and (i) Coordination of advisors and key partners: Liaise with the Debtor's advisors and key business partners, including valuation team, attorneys, bankers, etc, throughout the course of the engagement. In connection with the Integrated Audit, KPMG will provide for services to be charged at both a fixed rate as well as an hourly rate. First, a fixed fee of $2.63 million is applicable to In- Scope Audit Services, for which KPMG bills AFG on a monthly basis in equal installments of $219,167 for a period of 12 months for the Integrated Audit, and a fixed fee of $40,000 is applicable to the Plan Audit Services. Of the In-Scope Fixed Fee, $1,550,000 was paid before the Petition Date. The Plan Fixed Fee has not yet been paid. Of the Fixed Fees, the Debtor is responsible for $68,000, of which $49,217 was paid prepetition. With respect to any Out-of-Scope Audit Services to be performed for the Integrated Audit, KPMG will be paid according its professionals' hourly rates: Audit, Audit-Related & Other Services Discounted Rates ------------------------------------- ---------------- Partner/Managing Director $475 to $575 Senior Manager/Manager $350 to $425 Staff $215 to $300 While non-debtor Ambac Assurance Corporation pays KPMG out of its account for the Integrated Audit services, AAC later allocates certain amounts to the Debtor and respective non-debtor entities resulting in intercompany claims for the charges for which the Debtor and non-debtor entities must reimburse AAC. Thus, $68,000 of the Fixed Fees was allocated to the Debtor, and hourly fees for Out-Of-Scope Audit Services will be allocated to the Debtor as applicable. Although KPMG will not charge for its In-Scope and Plan Audit Services on an hourly basis, KPMG has informed the Debtor that it will nonetheless maintain records of time spent by its professionals in connection with the rendering of the In-Scope and Plan Audit Services. KPMG's tax consulting and bankruptcy administration services will be invoiced to AAC. AAC will pay KPMG out of its account for those services and later allocate those amounts to the Debtor and respective non-debtor entities resulting in intercompany claims for the charges for which the Debtor and non-debtor entities must reimburse AAC. The allocation of the bankruptcy administration services will be 100% to the Debtor, and the allocation of the tax consulting services, although dependent upon the nature of the work done, is anticipated to be 20% to the Debtor. KPMG informed the Debtor that the majority of fees to be charged for tax consulting and bankruptcy administration services reflect a reduction of approximately 15% to 40% from KPMG's normal and customary rates, depending on the types of services to be rendered. Professional fees for bankruptcy administration services will not exceed a blended hourly rate of $425, tested on a monthly basis. The hourly rates for tax consulting and bankruptcy services to be rendered by KPMG are: Tax Consulting Services Discounted Rate ----------------------- --------------- Partner $635 Managing Director $550 Senior Manager $500 Manager $470 Senior Associate $400 Associate $275 Bankruptcy Administration Services Discounted Rate ---------------------------------- --------------- Partner/Principal/Managing Director $565 Director $550 Manager $485 Senior Associate $385 Associate $265 Intern/Para-Professional $115 KPMG also will seek reimbursement for reasonable necessary expenses incurred. Paul Laurenzo, a partner at KPMG, discloses that his firm may have potential relationships with certain parties, a schedule of which is available for free at: http://bankrupt.com/misc/Ambac_KPMGClients.pdf Mr. Laurenzo further notes that in the one year before the Petition Date, KPMG received from AAC payments totaling $4,101,821 for past and future professional services and expenses. The amount comprises (i) $187,251 for tax consulting services rendered to Ambac, (ii) $3,694,570 for audit services rendered to Ambac, and (iii) $300,000 as a retainer for audit services not yet performed for Ambac. KPMG intends to apply the retainer to any outstanding amounts. KPMG does not believe any outstanding amounts are allocable to the Debtor; however, to the extent amounts are allocable to the Debtor, KPMG seeks authority to apply the retainer against those amounts. Mr. Laurennzo notes that of those amounts, $0 was allocated to AFG for tax consulting services and $128,369 was allocated to AFG for audit services. Mr. Laurenzo maintains that KPMG is a "disinterested person" as that term is defined under Section 101(14) of the Bankruptcy Code. 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. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. 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) AMERICAN REMANUFACTURERS: Reopened to Pursue Avoidance Actions -------------------------------------------------------------- WestLaw reports that a bankruptcy court, in order to allow a trustee to pursue accounts receivable claims belonging to debtors whose Chapter 7 cases he had closed, would exercise its discretion to sua sponte reopen these administratively consolidated Chapter 7 cases. The trustee, in closing the cases, had not intended to abandon these claims, but had apparently been operating under the mistaken impression that he would be able to pursue these claims in the lead debtor's case, which had not been closed. The trustee's continued pursuit of these claims in the lead case, coupled with defendants' continued participation in discovery after the other cases were closed, demonstrated that the trustee did not intend to abandon these claims nor did the defendants believe that they were abandoned. While abandonment of estate property is generally irrevocable, this rule carries less force when property has been technically abandoned, since such technical abandonment may occur inadvertently. In re American Remanufacturers, Inc., --- B.R. ----, 2010 WL 5030793, slip op. http://is.gd/iQOXE(Bankr. D. Del.) (Walsh, J.). About American Remanufacturers Inc. Headquartered in Anaheim, California, American Remanufacturers, Inc., and its affiliates are privately held companies that produce remanufactured automotive components that include "half shaft" axles, brake calipers, and steering components. The Debtors are the second largest full-line manufacturer of undercar automotive parts in the United States. The Debtor with its nine affiliates filed for chapter 11 protection on November 7, 2005 (Bankr. D. Del. Case No. 05-20022). Kara S. Hammond, Esq., Pauline K. Morgan, Esq., Sean Matthew Beach, Esq., at Young Conaway Stargatt & Taylor LLP and Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Margaret A. Phillips, Esq., and Benjamin I. Finestone, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP represent the Debtors. The Court converted the Debtors' chapter 11 cases to a chapter 7 liquidation proceeding on Nov. 18, 2005. Montague S. Claybrook is the chapter 7 Trustee for the Debtors' estates. When the Debtors filed for chapter 11 protection, they estimated assets between $10 million to $50 million and their debts at more than $100 million. AMERICAN STANDARD: Garnishment Release Doesn't Equal New Value -------------------------------------------------------------- WestLaw reports that a judgment creditor did not extend new value to the debtor prepetition, within the meaning of the defense to a preferential transfer claim based on a contemporaneous exchange for new value, by releasing its garnishment that had attached to the debtor's bank account in exchange for the debtor's payment of $24,000. It did not matter that the release of the garnishment permitted the debtor to access funds in its account to make payroll payments. The creditor's decision to forgo one method of collection gave nothing of value back to the debtor, and left the estate in a lesser position than before the transfer. In re American Standard Bldg. Systems, Inc., --- B.R. ----, 2010 WL 4942104 (Bankr. W.D. Va.). Martinsville, Virginia-based American Standard Building Systems Inc. manufactures prefabricated wood. It filed a Chapter 11 petition (Bankr. W.D. Va. Case No. 08-60478) on February 29, 2008. Andrew S. Goldstein, Esq., at Magee Foster Goldstein & Sayers, P.C. represents the Debtor in this case. When the Debtor filed for bankruptcy, it listed assets of $3,090,219 and debts of $4,435,439. The Debtor's Chapter 11 case was converted to a Chapter 7 proceeding on April 9, 2008. AMERIGAS PARTNERS: Moody's Affirms 'Ba2' Corporate Family Rating ---------------------------------------------------------------- Moody's Investors Service affirmed AmeriGas Partners, L.P.'s Ba2 Corporate Family Rating and the Ba3 senior unsecured ratings on its rated senior notes outstanding. The outlook is stable. Ratings Rationale "Despite challenging economic conditions, the partnership continues to maintain strong credit metrics and cash flow coverage of its distributions," commented Pete Speer, Moody's Vice- President. AmeriGas' Ba2 CFR is supported by its leading market position in the retail distribution of propane and geographic diversification. The partnership has a track record of conservative financial policies, resulting in relatively low financial leverage and strong distribution coverage. The rating also incorporates the continued challenges of operating in the propane distribution business that is highly fragmented, competitive and seasonal. The business contends with secularly declining volumes due to customer conservation trends and the slow encroachment of natural gas over time, which makes organic growth difficult and requires ongoing acquisitions to maintain volumes. Moody's expects AmeriGas to maintain adequate liquidity through the current winter heating season primarily due to its combined $275 million of committed bank credit facilities that had availability of $148 million at September 30, 2010. The partnership had significant negative free cash flow (including working capital changes) in its fiscal year ended September 30, 2010 that was primarily due to the reversal of abnormally favorable working capital inflows in the previous year. Moody's expects break even cash flow in fiscal year 2011 based on planned capital expenditures and more normal working capital fluctuations. AmeriGas' credit facilities mature in July and October of 2011, but Moody's expects the partnership to renew these facilities based on its current financial performance and bank market conditions. A negative outlook or ratings downgrade is possible if AmeriGas were to materially increase its leverage through debt funded acquisitions or if there were a significant deterioration in its sales volumes or operating margins. Debt/EBITDA above 3.5x would pressure the ratings. The declining volume trends and Moody's concerns regarding acquisition event risk for the propane sector make a positive rating action unlikely in the near term. If AmeriGas can achieve moderate growth in sales volumes and EBITDA and reduce Debt/EBITDA to below 3x on a sustainable basis, the outlook could be changed to positive or the ratings upgraded. The last rating action was on July 15, 2008 when AmeriGas' CFR was upgraded to Ba2 from Ba3 and its senior notes were upgraded to Ba3 from B1. AmeriGas Partners, L.P., is a publicly traded master limited partnership that is the largest retail propane distributor in the United States based on volumes of propane distributed annually. ANGIOTECH PHARMA: Exchange Offer Start Deadline Moved to Jan. 11 ---------------------------------------------------------------- Angiotech Pharmaceuticals, Inc. has reached an agreement with the holders of a majority of the outstanding 7.75% Senior Subordinated Notes to extend certain deadlines outlined in the previously announced Recapitalization Support Agreement dated October 29, 2010 and amended on November 29, 2010. Seventy-three percent of the holders of the Subordinated Notes initially executed the Support Agreement and support has increased such that presently 84% of the holders of the Subordinated Notes have agreed to be bound by the Support Agreement. As the Company disclosed in October, under the Support Agreement, the Consenting Noteholders have agreed to exchange their Subordinated Notes for common stock in the Company. Qualifying holders of the Subordinated Notes participating in the Exchange Offer would receive their pro rata share of up to 93.5% of the common stock of Angiotech issued and outstanding following the completion of the recapitalization transaction, subject to potential dilution. The Support Agreement provided that, as a condition precedent to the implementation of the Exchange Offer, Noteholders comprising at least 98% of the outstanding aggregate principal amount of the Subordinated Notes must consent to the Exchange Offer. Under the Second Extension Agreement, the date by which Angiotech must commence the Exchange Offer or otherwise commence implementation of the recapitalization has been extended to January 11, 2011. Additionally, the date by which the Minimum Exchange Offer Threshold must be achieved has been extended to February 9, 2011. All other deadlines in the Initial Support Agreement with respect to the Exchange Offer and the recapitalization have been extended. The Company has also entered into an agreement with holders of a majority of the Company's existing Senior Floating Rate Notes due 2013 to extend to January 11, 2011 the date by which Angiotech must commence the exchange offer outlined in the previously announced Floating Rate Note Support Agreement dated October 29, 2010 and amended on November 29, 2010. As disclosed in October, under the terms of the FRN Support Agreement, Angiotech will offer to exchange Existing Floating Rate Notes for new floating rate notes. The exchange offer will be open to all qualifying holders of the Existing Floating Rate Notes. The New Floating Rate Notes will be secured by a second lien over the assets and property of the Company and certain of its subsidiaries and will otherwise be issued on substantially the same terms and conditions as the Existing Floating Rate Notes other than amendments to certain covenants in respect of the incurrence of additional indebtedness, liens and change of control. The Extension Agreements will be filed by the Company on both SEDAR and EDGAR, and the descriptions of the Extension Agreements contained in this press release are qualified by the full text of the applicable Extension Agreements. 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. The Company's balance sheet at Sept. 30, 2010, showed $ 326.80 million in total assets, $60.30 million in total liabilities, and a stockholder's deficit of $622.16 million. In early December 2010, Angiotech said it has reached an agreement with the holders of 76% of its 7.75% Senior Subordinated Notes to extend certain deadlines outlined in their Recapitalization Support Agreement dated October 29, 2010. Seventy-three percent of the holders of the Subordinated Notes executed the Initial Support Agreement and presently, 85% of the holders of the Subordinated Notes have consented to the Initial Support Agreement. On November 29, 2010, Angiotech and the Trustee, at the direction of a majority of the holders of its Subordinated Notes, extended the grace period applicable to interest payments due on the Subordinated Notes before an event of default occurs, with such grace period applicable to the $9.7 million semi-annual interest payment that was due on the Subordinated Notes on October 1, 2010 extended until December 30, 2010. In November 2010, Moody's Investors Service downgraded the probability of default rating of Angiotech 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. The assignment of the Ca/LD is the conclusion of the 30-day grace period in which the company missed the original interest payment of $9.7 million on its 7.75%, $250 million senior subordinated notes due Oct. 1, 2010. Moody's treats the failure to meet the original contractual terms as a limited default. APPALACHIAN COMMUNITY BANK: Closed; Peoples Bank Assumes Deposits ----------------------------------------------------------------- Appalachian Community Bank, F.S.B., of McCaysville, Ga., was closed on Friday, December 17, 2010, by The Office of Thrift Supervision, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Peoples Bank of East Tennessee of Madisonville, Tenn., to assume all of the deposits of Appalachian Community Bank, F.S.B., except for brokered deposits and certain out-of-state certificates of deposit (CD). The three branches of Appalachian Community Bank, F.S.B., will reopen during normal business hours as branches of Peoples Bank of East Tennessee. Depositors of Appalachian Community Bank, F.S.B., will automatically become depositors of Peoples Bank of East Tennessee. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Appalachian Community Bank, F.S.B. should continue to use their existing branch until they receive notice from Peoples Bank of East Tennessee that it has completed systems changes to allow other Peoples Bank of East Tennessee branches to process their accounts as well. As of September 30, 2010, Appalachian Community Bank, F.S.B., had around $68.2 million in total assets and $76.4 million in total deposits. Peoples Bank of East Tennessee did not pay the FDIC a premium for the deposits of Appalachian Community Bank, F.S.B. In addition to assuming all of the deposits of the failed bank, Peoples Bank of East Tennessee agreed to purchase around $67.5 million of the failed bank's assets. The FDIC will retain the remaining assets for later disposition. The FDIC and Peoples Bank of East Tennessee entered into a loss- share transaction on $46.4 million of Appalachian Community Bank, F.S.B.'s assets. Peoples Bank of East Tennessee will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-350-2746. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/appalachianga.html On December 20, the FDIC will mail checks to those customers with out-of-state CDs, as long as the funds were not used as collateral for a loan. Customers with brokered deposits should contact their broker directly to obtain information on the status of their funds. The FDIC estimates that the cost to the Deposit Insurance Fund will be $26.0 million. Compared to other alternatives, Peoples Bank of East Tennessee's acquisition was the least costly resolution for the FDIC's DIF. Appalachian Community Bank, F.S.B. is the 154th FDIC-insured institution to fail in the nation this year, and the 20th in Georgia. The last FDIC-insured institution closed in the state was Chestatee State Bank, Dawsonville, also on December 17. ARYX THERAPEUTICS: Restructuring Plan Terminates All Employees -------------------------------------------------------------- ARYx Therapeutics Inc. on December 15 reported on its on-going strategic corporate efforts to optimize the value of its assets on behalf of the company's stockholders. Over the course of the strategic process ARYx initiated earlier this year, the most significant interest, even in the absence of a binding offer, was shown in ARYx's gastrointestinal product candidate, naronapride, demonstrating the potential value of the asset. Also, interactions with the US Food and Drug Administration in April 2010 substantially clarified the remaining clinical development requirements for the compound. As a result, the lead investors in ARYx encouraged the company to seek substantial additional funding to continue the development of naronapride internally, and such funding has been actively pursued since late summer without final resolution. "Our efforts over 2010 convinced us that the most significant value from our product candidates could be achieved through the continued internal development of naronapride," said Dr. Paul Goddard, Ph.D., chairman and chief executive officer of ARYx. "The substantial funding we sought would allow us to complete the first of two planned pivotal Phase 3 clinical trials for naronapride, at which time we would either seek a partner for the continued development of naronapride or look to raise additional funding to complete the development of the compound. In either instance, we expect the value of naronapride to reflect that substantial, additional progress," added Dr. Goddard. As part of its effort to build value in naronapride and to enable the planned financing, ARYx submitted a proposed Phase 3 clinical trial protocol to the FDA in September 2010 under the Special Protocol Assessment procedure. By responding to a SPA, the FDA provides valuable guidance on the protocol to be applied to planned clinical trials. The FDA response to ARYx's SPA was due the first week in November 2010. However, the FDA has informed ARYx it will not provide its response until the first quarter of 2011. Due to this delay and the lack of clarity as to the path forward for the development of naronapride, ARYx could not obtain the financing it expected to close in November. While ARYx believes the FDA Response should provide clear and reasonable guidance on the path forward for naronapride, there will not be sufficient certainty until at least the end of the first quarter of 2011. The completion of a financing to allow for the continued internal development of naronapride requires that FDA guidance first be provided allowing for an acceptable development path for the product candidate. Nevertheless, there is no assurance that such a financing will occur even with a positive FDA Response. ARYx has been working with its creditors and certain existing and new investors to attempt to finance itself through the expected FDA Response date. As previously reported, ARYx's current cash and cash equivalents are not sufficient to fund the company's operations beyond the end of 2010 without additional funding. ARYx has scheduled payments due on January 1, 2011 on its existing secured debt obligations that exceed its projected cash balance on such date. Certain current and new investors have indicated a willingness to potentially fund ARYx's minimal operations through the date of the anticipated FDA Response. Holders of ARYx's secured debt have also indicated a willingness to defer principal payments on their debt for a period of time, but no final agreements have been agreed to with these parties. On December 14, 2010, ARYx's Board of Directors approved a restructuring plan providing for termination of all current employees in order to substantially reduce the company's operational expenses and, thereby, increase the likelihood of ARYx attracting interim financing by reducing the costs incurred during the period of time needed to obtain the FDA Response. Under the approved restructuring plan, all employees of ARYx, including officers, have been terminated effective December 15, 2010. All employees have entered into consulting agreements to continue to provide to ARYx services needed to allow the company to continue to function, including facilitating the on-going FDA interactions. Each of the officers currently remains in their respective roles. There is no assurance ARYx will be able to obtain necessary agreements from its secured creditors and the additional funding from investors needed to continue operations beyond 2010 and through to the anticipated FDA Response. "While these decisions are very difficult, we believe it is important to do everything possible to allow ARYx the time to complete this important FDA interaction, leading potentially to a value creating step for naronapride which could benefit both our creditors and investors. The departure of our remaining employees should not in any way reflect on the value of their past contributions. This is a regrettable development that we cannot avoid addressing, even if we eventually receive reasonable FDA guidance. ARYx sincerely thanks every employee for their unfailing commitment up to now," concluded Dr. Goddard. About ARYx Therapeutics Fremont, Calif.-based ARYx Therapeutics, Inc. (NASDAQ: ARYX) -- http://www.aryx.com/-- is a biopharmaceutical company focused on developing a portfolio of internally discovered products designed to eliminate known safety issues associated with well- established, commercially successful drugs. ARYx currently has four products in clinical development: a prokinetic agent for the treatment of various gastrointestinal disorders, naronapride (ATI- 7505); an oral anticoagulant agent for patients at risk for the formation of dangerous blood clots, tecarfarin (ATI-5923); an oral anti-arrhythmic agent for the treatment of atrial fibrillation, budiodarone (ATI-2042); and, an agent for the treatment of schizophrenia and other psychiatric disorders, ATI-9242. The Company's balance sheet as of September 3, 2010, showed $6.0 million in total assets, $13.7 million in total liabilities, and a stockholders' deficit of $7.7 million. As reported in the Troubled Company Reporter on April 9, 2010, Ernst & Young LLP, in Palo Alto, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted of the Company's recurring losses from operations and stockholders' deficit. ASHLAND LAKES: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Ashland Lakes, LLC 9 Corporation Center Broadview Heights, OH 44147 Bankruptcy Case No.: 10-22080 Chapter 11 Petition Date: December 14, 2010 Court: United States Bankruptcy Court Northern District of Ohio (Cleveland) Judge: Pat E Morgenstern-Clarren Debtor's Counsel: Stephen D. Hobt, Esq. 1370 Ontario St., Suite 450 Cleveland, OH 44113-1744 Tel: (216) 771-4949 Fax: (216) 771-5353 E-mail: shobt@aol.com Scheduled Assets: $3,802,750 Scheduled Debts: $3,636,865 A list of the Company's 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb10-22080.pdf The petition was signed by Daniel E. Inks, general manager. ASTRUM MARKETING: Not Affiliated with Newport's Astrum Hearing -------------------------------------------------------------- Astrum Hearing Inc., an organization of growing network providers of hearing healthcare services, is in no way affiliated with Astrum Marketing Inc., also known as Astrum Hearing Solutions, which is a debtor in a Chapter 7 bankruptcy pending in the Middle District of Florida. In addition, Astrum Hearing Inc. is not affiliated with any of the "Sears Hearing By Astrum" centers. Astrum Hearing Inc. is owned by Newport Health Network Inc., also known as Newport Audiology Centers, which is part of the Sonova Holding AG group, a leading provider of innovative hearing healthcare solutions from hearing systems to cochlear implant systems, to a variety of hearing protection and wireless communications systems. Sonova has been successfully promoting understanding and communication for over 60 years. Astrum Hearing Inc. provides full service hearing healthcare and cost containment services through our nationwide network of more than 2,000 fully credentialed hearing healthcare centers. AVP PRO BEACH: Volleyball Sold to Owner-Lender RJSM --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that AVP Pro Beach Volleyball Tour Inc. was authorized by the bankruptcy judge to sell the business to RJSM Partners LLC, Ian S. Landsberg, a lawyer for AVP, said in an interview. RJSM, the secured lender owed $5.4 million, is also the 72% owner. According to the report, Brigitte Gomelsky, Esq., at Landsberg & Associates, said there were no other bids at auction. AVP's offer included $200,000 cash, a so-called credit bid of $50,000 of the secured claim, and an estimated $175,000 outstanding on the loan supporting the Chapter 11 case. About AVP Pro AVP, Inc. and AVP Pro Beach Volleyball Tour, Inc., headquartered in Torrance, California, operate the "sole nationally recognized men's and women's U.S. professional beach volleyball tour." Tour competitors include both women's and men's gold medalists from the 2008 Summer Olympics. The two entities voluntarily filed for Chapter 11 bankruptcy protection in Los Angeles, California, on October 29, 2010. AVP Pro Beach doing business as Association of Volleyball Professionals, Inc. (Bankr. C.D. Calif. Case No. 10-56761) scheduled assets of $183,957 against liabilities of $4,974,130. AVP, Inc. (Bankr. C.D. Calif. Case No. 10-56777) scheduled $196,957 in assets against $6,910,755 in liabilities. Ian Landsberg, Esq., at Landsberg & Associates APC, in Encino, California, serves as counsel to the Debtors. BAKERS FOOTWEAR: Posts $8.9 Million Net Loss in October 30 Quarter ------------------------------------------------------------------ Bakers Footwear Group, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $8.93 million on $40.58 million of net sales for the thirteen weeks ended October 30, 2010, compared with a net loss of $10.17 million on $39.04 million of net sales for the thirteen weeks ended October 31, 2009. The Company's balance sheet at October 30, 2010, showed $51.17 million in total assets, $62.42 million in total liabilities, and a stockholders' deficit of $11.25 million. As reported in the Troubled Company Reporter on May 4, 2010, Ernst & Young LLP, in St. Louis, Mo., expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended January 30, 2010. The independent auditors noted that the Company has incurred substantial losses from operations in recent years and has a significant working capital deficiency. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?7109 About Bakers Footwear St. Louis, Mo.-based Bakers Footwear Group, Inc. (OTC Bulletin Board: BKRS.OB) is a national, mall-based, specialty retailer of footwear and accessories for young women. The Company's merchandise includes private label and national brand dress, casual and sport shoes, boots, sandals and accessories. As of October 30, 2010, the Company operated 236 stores, including 220 Bakers stores and 16 Wild Pair stores located in 35 states. BANK OF AMERICA: S&P Raises Hybrid Ratings to 'BB+' From 'BB' ------------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'A/A- 1' counterparty credit rating on Bank of America Corp. S&P also affirmed the ratings on various affiliates, including the 'A+/A-1' counterparty credit rating on Bank of America N.A., its lead bank subsidiary. At the same time, S&P raised the stand-alone credit profile of BofA by one notch to 'bbb+' from 'bbb' and the SACP of Bank of America N.A. by one notch to 'a-' from 'bbb+'. S&P raised the hybrid ratings on BofA to 'BB+' from 'BB' and the hybrid ratings on Bank of America N.A. to 'BBB-' from 'BB+'. The counterparty credit ratings now reflect two notches of uplift from the SACPs from extraordinary support. "S&P's ratings on BofA reflect the company's credit characteristics and its belief that BofA is a highly systemically important institution. This view results in a current long-term rating that reflects a two-notch uplift from BofA's SACP, compared to the three notches S&P had indicated previously," said Standard & Poor's credit analyst John K. Bartko. S&P's raising the SACP reflects stabilization in BofA's credit costs, derisking of the balance sheet, and improvement in capital levels. BofA's derisking efforts and nominal economic improvements have combined to lower earnings pressures from outsize credit costs. Reserves are being released and S&P expects ongoing improvement into 2011 as the company continues to shed higher-risk assets and focuses on a revised, customer-driven operating model. Credit costs, though significantly improved, will remain elevated compared to historic norms, in S&P's opinion. Capital levels, once a significant weakness in S&P's opinion, have been bolstered and S&P expects continued improvement in this regard as the absence of sizable dividend payments and improving earnings builds retained earnings. S&P also expect complementary reductions in risk-weighted assets, with the company exceeding Basel minimums throughout the phase-in period. Although BofA's capital measures have improved significantly, its capital is still below average under S&P's risk-adjusted capital framework, compared to its global peers. BofA's RACF ratio is also below the average of U.S. large financial institutions, which as of Sept. 30, 2010, was 6.1% before diversification and 7.5% after-diversification. S&P's ratings on BofA benefit from the depth and breadth of its U.S. national banking franchise, which provides a broad distribution platform enhanced by strong market positions. The addition of Merrill Lynch added substantially to BofA's investment bank and wealth-management revenues and its non-U.S. capabilities. Indeed, S&P expects the wealth-management franchise to be a key driver of earnings growth while expanding international diversification. With the Merrill Lynch acquisition, some of BofA's now significant business lines are wholesale-funded, and a considerable portion of revenues is highly volatile. However, the benefits of BofA's business position are somewhat mitigated by a concentration in consumer-related exposures. Currently, BofA's year-to-date results include a pretax loss of $700 million from consumer-related businesses and pretax income of $14.2 billion from commercial-oriented businesses, according to S&P's calculations. These distinctly different results reflect the confluence of a previously high credit-risk appetite and a concentration in consumer banking. 2010 metrics indicate improvement in consumer-related performance, however, the derisking process is ongoing and economic conditions have not improved to the degree S&P anticipated earlier in the year. Therefore, S&P expects continued incremental improvement into 2011, though S&P estimates results will remain below the company's full earnings potential. Further, S&P expects threats to earnings such as mortgage representation and warranty costs to be contained while the company's runoff loan portfolio -- which includes a sizable portion of mortgage assets -- contracts meaningfully in the near term. The outlook is negative. Currently, S&P's rating on BofA is two notches higher than the SACP, reflecting its assumption of potential extraordinary government support. S&P first introduced the concept of extraordinary support for the U.S. banks during fourth-quarter 2008. At that time, S&P said that the support is temporary and S&P expects the SACPs and issuer credit ratings to converge, reflecting progressively decreasing government support as stability returns to the markets and existing funding and capital support programs run off. S&P continues to evaluate the uplift S&P gives in the ratings for expectations of government support for U.S. banks. S&P is mindful that a key intent of the Dodd-Frank legislation is to eliminate taxpayer bailouts of systemic financial institutions, but S&P also recognizes there are practical reasons why support may be maintained. The reduction of one notch of ratings uplift with this review is an interim step in S&P's analytical process. S&P is in the process of ascertaining whether BofA will show sufficient additional improvement in operating performance and profitability to benefit its SACP and eliminate the current gap between the ICR and the SACP. BANK OF MIAMI: Closed; 1st United Bank Assumes All Deposits ----------------------------------------------------------- The Bank of Miami, National Association, of Coral Gables, Fla., was closed on Friday, December 17, 2010, by The Office of the Comptroller of the Currency, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with 1st United Bank of Boca Raton, Fla., to assume all of the deposits of The Bank of Miami, N.A. The three branches of The Bank of Miami, N.A., will reopen during normal banking hours as branches of 1st United Bank. Depositors of The Bank of Miami, N.A., will automatically become depositors of 1st United Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of The Bank of Miami, N.A., should continue to use their existing branch until they receive notice from 1st United Bank that it has completed systems changes to allow other 1st United Bank branches to process their accounts as well. As of September 30, 2010, The Bank of Miami, N.A., had around $448.2 million in total assets and $374.2 million in total deposits. 1st United Bank did not pay the FDIC a premium for the deposits of The Bank of Miami, N.A. In addition to assuming all of the deposits of the failed bank, 1st United Bank agreed to purchase around $442.3 million of the failed bank's assets. The FDIC will retain the remaining assets for later disposition. The FDIC and 1st United Bank entered into a loss-share transaction on $313.5 million of The Bank of Miami, N.A.'s assets. 1st United Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-323-6111. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/bankofmiami.html. The FDIC estimates that the cost to the Deposit Insurance Fund will be $64.0 million. Compared to other alternatives, 1st United Bank's acquisition was the least costly resolution for the FDIC's DIF. The Bank of Miami, N.A., is the 152nd FDIC-insured institution to fail in the nation this year, and the 29th in Florida. The last FDIC-insured institution closed in the state was Gulf State Community Bank, Carrabelle, on November 19, 2010. BERNARD L MADOFF: Trustee Settles with Picower Estate for $5-Bil. ------------------------------------------------------------------ Irving H. Picard, a partner with Baker & Hostetler LLP and the SIPA Trustee for the consolidated liquidation of Bernard L. Madoff Investment Securities LLC disclosed that he has entered into a very significant settlement agreement for $5 billion to resolve claims against the estate of the late Jeffry M. Picower and certain related investment entities. In conjunction with the additional $2.2 billion the Picower group forfeited to the U.S. government, the settlement represents 100 percent payment of the monies received by the Picower estate and related investors, Mr. Picard said. "Every penny of the $7.2 billion recovered through these two settlements will be distributed to BLMIS customers with valid claims." A motion for approval of the settlement was filed with the United States Bankruptcy Court for the Southern District of New York. A copy of the settlement motion is available on the Trustee's website at http://www.madofftrustee.com/or on the Bankruptcy Court's website at http://www.nysb.uscourts.gov/; docket no. 08- 01789(BRL). The Bankruptcy Court will hold a hearing for approval of the settlement motion on January 13, 2011. "The importance of this settlement cannot be overstated, as it shows significant progress in our efforts to assemble the largest Customer Fund possible," said Mr. Picard. "The $5 billion agreement with the Picower estate and related investors represents one of the largest settlements in any bankruptcy proceeding. If this settlement and the agreements reached recently with Union Bancaire Privee and the Shapiro family are approved by the Court, the Customer Fund will total more than $7.5 billion ? more than one-third of the total principal we currently estimate was lost in the Ponzi scheme," said Mr. Picard. "As soon as is practicable after the settlement is approved by the Bankruptcy Court, we will ask the Court to approve an initial distribution from the Customer Fund to BLMIS customers with allowed claims." "This agreement puts the best interests of the Madoff customers first, is fair and equitable, and avoids time-consuming litigation which would have offered no certainty on the amount recovered and delayed distributions to Madoff customers with valid claims," said David J. Sheehan, counsel for the Trustee and a partner at Baker & Hostetler LLP, the court-appointed counsel for the Trustee. "As we have often stated, those who have received other people's money, irrespective of their knowledge of the fraud, should return the monies to the Trustee for payment to those Madoff customers with valid claims who have recovered little or none of their original deposits," said Mr. Sheehan. "Mrs. Picower embraced this concept and has set the appropriate high standard going forward." Mr. Picard further stated, "When we filed suit against Mr. Picower and others in the spring of 2009, the records available led us to allege that Mr. Picower might have or should have known of Mr. Madoff's fraud. With the benefit of additional records, I have determined that there is no basis to pursue the complaint against Mr. Picower, and we have arrived at a business solution instead. "I want to thank Mr. Picower's widow, Barbara, the other Picower family members and the legal, business and other advisors who worked with us to arrive at this agreement. This resolution sets a positive example for negotiation and settlement, versus litigation, because Mrs. Picower fully understood the impact of Madoff's crime and wanted to do the best she could to help BLMIS customers," Mr. Picard continued. "While this is a major milestone, we still have much work to do and our focus will remain on recovering additional funds that rightfully belong to the BLMIS customers with valid claims." Mrs. Picower said, "It is a great tragedy that my husband Jeffry's sudden and untimely death last fall prevented him from seeing the timely and full restoration of his reputation for honesty, integrity and professional achievement and the resumption of his life's work of caring for others and giving back to society through philanthropy. He was committed to overcoming the devastation resulting from Bernard Madoff's fraud by reaching a fair and generous settlement with Mr. Picard and also by continuing the important charitable work that had been the focus of our lives for so many years." William D. Zabel of Schulte, Roth & Zabel, the law firm representing Mrs. Picower and the estate of Jeffry Picower, further noted that Mr. Picower's wills over the past two decades always directed that the vast bulk of his accumulated wealth was to be given to charity following his death. In due course during the administration of Mr. Picower's estate, pursuant to Mr. Picower's will, his wife Barbara will be establishing a new foundation to continue their charitable legacy. The Trustee was represented by his firm, Baker & Hostetler. In addition to Mr. Sheehan, the Trustee acknowledges the contributions of the Baker & Hostetler attorneys who worked on this settlement agreement and filing: Oren Warshavsky, Thomas Lucchesi, Lauren Resnick, Tracy Cole, Seanna Brown, Marc Hirschfield, and Amy Vanderwal. The Picower estate and related entities were represented by Schulte, Roth & Zabel. In addition to Mr. Zabel, the Trustee acknowledges the work of Schulte, Roth & Zabel attorneys Marcy Harris, Gary Stein, Susan Frunzi, Frank LaSalle, and Harry Sandick. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On December 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.) As of October 29, 2010, a total of US$5.69 billion in claims by investors has been allowed, with US$741.2 million to be paid by the Securities Investor Protection Corp. Investors are expected to receive additional distributions from money recovered by Mr. Picard from lawsuits or settlements. BEST ENERGY: Issues Warrants to Eliminate $125,000 Term Loan Debt ----------------------------------------------------------------- On December 6, 2010, Best Energy Services Inc. entered into Amendment No. 14 to its Revolving Credit, Term Loan and Security Agreement with PNC Bank, National Association. The amendment reduces the Company's Term Loan repayment obligation for January, February and March 2011 from $125,000 to $0. In connection with amendment, the Company issued PNC a warrant to purchase 250,000 shares of common stock for a period of 5 years at an exercise price of $0.10. About Best Energy Headquartered in Houston, Texas, Best Energy Services, Inc. (OTC BB: BEYS) -- http://www.BEYSinc.com/-- is a well service/workover provider in the Hugoton Basin. The Company's balance sheet at September 30, 2010, showed $20.72 million in total assets, $30.58 million in total liabilities, and a stockholders' deficit of $9.86 million. M&K CPAs, PLLC, in Houston, Texas, expressed substantial doubt about Best Energy Services, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company's established source of revenues is not sufficient to cover its operating costs. BIOVEST INTERNATIONAL: Posts $8.2 Million Net Loss in Fiscal 2010 ----------------------------------------------------------------- Biovest International, Inc., filed on December 14, 2010, its annual report on Form 10-K, reporting a net loss of $8.17 million on $5.35 million of revenues for the fiscal year ended September 30, 2010, compared with a net loss of $14.65 million on $3.66 million of revenues for the same period ended September 30, 2009. The Company's balance sheet at September 30, 2010, showed $3.89 million in total assets, $80.83 million in total liabilities, and a stockholders' deficit of $76.94 million. Cherry, Bekaert & Holland, L.L.P., in Tampa, Fla., expressed substantial doubt about Biovest International's ability to continue as a going concern. The independent auditors noted that the Company incurred cumulative net losses since inception of roughly $149 million and cash used in operating activities of roughly $2.7 million during the two years ended September 30, 2010, and had a working capital deficiency of roughly $79.6 million at September 30, 2010. Emergence from Chapter 11 Of the total liabilities of $80,825,000, $3,927,000, all current, is not subject to compromise, and 76,898,000 is subject to compromise. As reported in the Troubled Company Reporter on November 19, 2010, Biovest emerged from Chapter 11 protection, and its reorganization plan became effective, on November 17, 2010. The Bankruptcy Court confirmed the Plan on October 27, 2010. The Plan restructured Biovest's balance sheet by reducing outstanding debt, rescheduling debt payment obligations and reducing operating expenses. Under the Plan, stockholders retained their common shares. An important part of the confirmed restructuring was a previously announced $7 million financing for which ROTH Capital Partners, LLC, acted as the exclusive placement agent. Structural changes to certain agreements are now in effect including the reduction of the outstanding royalty on BiovaxID sales from 35% to 6.30%, thus expected to enhance Biovest's commercial and partnering opportunities. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?7113 About Biovest International Biovest International, Inc. -- http://www.biovest.com/-- is an emerging leader in the field of active personalized immunotherapies. In collaboration with the National Cancer Institute, Biovest has developed a patient-specific, cancer vaccine, BiovaxID(R), with three clinical trials completed, including a Phase III study, demonstrating evidence of safety and efficacy for the treatment of indolent follicular non-Hodgkin's lymphoma. Headquartered in Tampa, Florida with its bio-manufacturing facility based in Minneapolis, Minnesota, Biovest is publicly- traded on the OTCQB Market with the stock-ticker symbol "BVTI", and, as of September 30, 2010, is a 75% owned subsidiary of Accentia Biopharmaceuticals, Inc., a biotechnology company that is developing Revimmune(TM) as a comprehensive system of care for the treatment of autoimmune diseases. Biovest, along with its subsidiaries, Biovax, Inc., AutovaxID, Inc., Biolender, LLC, and Biolender II, LLC, filed for Chapter 11 bankruptcy protection on November 10, 2008 (Bankr. M.D. Fla. Case No. 08-17796). BRESNAN BROADBAND: S&P Withdraws 'B+' Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its 'B+' corporate credit rating on Purchase, New York-based cable operator Bresnan Broadband Holdings LLC following the completion of its acquisition by Cablevision Systems Corp. The withdrawal of the corporate credit rating on Bresnan does not affect S&P's issue-level ratings on Bresnan's new $840 million senior secured credit facilities and $250 million unsecured notes. This debt was issued in conjunction with the Cablevision acquisition. While Cablevision does not guarantee the new Bresnan debt, S&P analyzes Bresnan on a consolidated basis with Cablevision. CABLEVISION SYSTEMS: New Unit Acquires Bresnan Properties --------------------------------------------------------- Cablevision Systems Corporation has completed its acquisition of Bresnan through a newly-formed subsidiary. With the completion of this transaction, Cablevision adds systems serving approximately 297,000 basic cable television subscribers and more than 629,000 homes passed in Montana, Wyoming, Colorado and Utah to its New York-area cable system and operations. Cablevision Chief Operating Officer Tom Rutledge, who will oversee the Bresnan properties as part of Cablevision, said: "We have tremendous respect for the Bresnan management team and employees and the quality they have provided for many years to a growing base of cable, high-speed Internet and phone customers. We look forward to continuing this history, this strong commitment to localism and local operations, and to delivering even more features and value including faster Internet, more HD programming and other meaningful enhancements to our customers in these markets." The Bresnan acquisition is structured as a newly-formed, independent, unrestricted subsidiary of Cablevision. The transaction was valued at $1.365 billion, subject to certain adjustments, and was financed using an equity contribution by Cablevision of approximately $400 million and non-recourse debt of approximately $1 billion. The newly-formed subsidiary's capital structure consists of a $75 million Revolving Credit Facility, a $765 million Term Loan Facility and $250 million 8.0% Senior Notes due 2018. Neither Cablevision nor any of its subsidiaries, other than the newly-formed subsidiary, will have any obligations or liability with respect to the new credit facility or Senior Notes. About Cablevision Systems Corporation. About Cablevision Systems Headquartered in Bethpage, New York, Cablevision Systems Corporation is predominantly a domestic cable TV multiple system operator serving around 3.1 million subscribers in and around the New York metropolitan area. Among other entertainment-and media- related business ventures, the company also owns and distributes programming to cable television and direct broadcast satellite providers throughout the United States through its Rainbow National Services subsidiary. The Company's balance sheet at June 30, 2010, showed $7.63 billion in total assets, $13.81 billion in total liabilities, and a stockholders' deficit $6.19 billion. Cablevision carries a 'Ba2' long term corporate family rating from Moody's and 'BB' issuer credit ratings from Standard & Poor's. Moody's Investors Service said in November 2010 that Cablevision's Ba2 Corporate Family Rating and SGL1 rating, along with ratings of company's subsidiaries including CSC Holdings, LLC and Newsday, LLC, will not be affected by the potential leveraged spin-off of Rainbow Media Holdings, LLC to the firm's shareholders. At this time the impact to Rainbow National Services, LLC's (Rainbow) Ba2 CFR and SGL1 ratings are uncertain, pending the proposed structure of the debt financing and impact on leverage. CABLEVISION SYSTEMS: Board Approves Rainbow Leveraged Spin-Off -------------------------------------------------------------- Following the exploration of a possible spin-off of its Rainbow Media Holdings LLC business, Cablevision Systems Corporation announced that its board of directors has authorized the Company's management to move forward with the leveraged spin-off of Rainbow Media to Cablevision's stockholders. The spin-off would be structured as a tax-free pro rata distribution to stockholders and is expected to be completed by mid-year 2011, subject to necessary approvals. Cablevision President and CEO James L. Dolan commented: "We are moving forward with the spin-off of Rainbow from Cablevision, which will create two distinct companies -- one led predominantly by a premiere cable business and another that houses an attractive portfolio of successful programming assets. We believe this will provide both Cablevision and Rainbow with greater flexibility to freely pursue their own strategic objectives and individual business plans, while allowing investors to more clearly evaluate each of the separate companies' assets and future potential." As part of the leveraged spin-off, a refinancing of what will be the new Rainbow would create new debt, a portion of which would be used to repay approximately $1.25 billion of Cablevision and CSC Holdings, LLC debt. It is anticipated that the spin-off would be in the form of a pro rata distribution to all stockholders of Cablevision, with holders of Class A common stock receiving Class A shares in Rainbow and holders of Class B common stock receiving Class B shares in Rainbow. Both Cablevision and Rainbow would continue to be controlled by the Dolan family through their ownership of Class B shares. The new Rainbow's assets will include: * National programming networks: AMC, WE tv, IFC, Sundance Channel and Wedding Central * IFC Entertainment, an independent film business that consists of multiple brands -- including IFC Films, IFC Productions and the IFC Center * Rainbow Network Communications, a full service network programming origination and distribution company, delivering programming to the cable, satellite and broadcast industries Businesses that will remain a part of Cablevision include the cable and telecommunications businesses, Newsday, News 12 Networks, MSG Varsity and Clearview Cinemas. Completion of the spin-off is subject to a number of external conditions, including receipt of a private letter ruling from the Internal Revenue Service, the filing and effectiveness of a Form 10 with the Securities and Exchange Commission and the finalization of the terms and conditions of the required financing, as well as final approval by Cablevision's board of directors. In late November, the company submitted a private letter ruling request to the IRS regarding the leveraged spin-off. Cablevision reiterated that it is not considering the sale of Rainbow or its cable and telecommunications business. About Cablevision Systems Headquartered in Bethpage, New York, Cablevision Systems Corporation is predominantly a domestic cable TV multiple system operator serving around 3.1 million subscribers in and around the New York metropolitan area. Among other entertainment-and media- related business ventures, the company also owns and distributes programming to cable television and direct broadcast satellite providers throughout the United States through its Rainbow National Services subsidiary. The Company's balance sheet at June 30, 2010, showed $7.63 billion in total assets, $13.81 billion in total liabilities, and a stockholders' deficit $6.19 billion. Cablevision carries a 'Ba2' long term corporate family rating from Moody's and 'BB' issuer credit ratings from Standard & Poor's. Moody's Investors Service said in November 2010 that Cablevision's Ba2 Corporate Family Rating and SGL1 rating, along with ratings of company's subsidiaries including CSC Holdings, LLC and Newsday, LLC, will not be affected by the potential leveraged spin-off of Rainbow Media Holdings, LLC to the firm's shareholders. At this time the impact to Rainbow National Services, LLC's (Rainbow) Ba2 CFR and SGL1 ratings are uncertain, pending the proposed structure of the debt financing and impact on leverage. CAPSALUS CORP: White Hat Founder Named New Chief Executive ---------------------------------------------------------- Kevin P. Quirk has been appointed CEO of Capsalus Corp. He succeeds acting CEO Tad M. Ballantyne, who will maintain his role as chairman. Quirk assumes this position with more than two decades of consumer products operating experience spanning general management and senior marketing roles in Fortune 500 corporations and start-up ventures. He is now responsible for determining Capsalus' strategic direction and managing performance against overall business objectives in keeping with the company's mission. Quirk is the founder of White Hat Brands LLC, a functional beverage manufacturer focused on children's health and wellness issues, which he sold to Capsalus earlier this year after raising multiple rounds of financing and stewarding the business to a successful exit. Before White Hat, he held a variety of senior- level marketing positions for The Coca-Cola Company, initially hired into the Coca-Cola Accelerated Program, the company's coveted management training program, from which he was charged with running the New England market. He also served as director of marketing for Minute Maid brands prior to his departure. In addition, Quirk spent nearly a decade at Anheuser-Busch, working in brand management, field sales and marketing, wholesaler development and strategic planning, most notably as market development manager of the Wisconsin territory, and as founder of the company's business development group, providing internal management consulting to a network of more than 800 distributors. "Kevin's proven track record as someone who excels at launching successful brands, fostering business discipline, and managing growth is a tremendous asset as we build our portfolio and drive Capsalus' performance," said Ballantyne. Quirk holds a BS in marketing and a BA in communications from Saint Louis University, and a letter of MBA equivalence from Harvard Business School. About Capsalus Corp. Atlanta, Ga.-based Capsalus Corp. offers a broad range of solutions to global health problems. WhiteHat Holdings, LLC, was acquired on April 14, 2010. In combining with WhiteHat, the Company is creating a new, consumer-driven business unit, the Nutritional Products Division, focused on healthy food and beverages. The Company has accumulated losses totaling $18.64 million from inception through September 30, 2010, and a net working capital deficit of $2.26 million as of September 30, 2010. The Company's balance sheet at September 30, 2010, showed $3.03 million in total assets, $4.58 million in total liabilities, and a stockholders' deficit of $1.55 million. CATHAY FOREST: Unable to Timely File 3rd Quarter Fin'l Statements -----------------------------------------------------------------0 Cathay Forest Products Corp. provided its bi-weekly Default Status Report in accordance with National Policy 12-203 - Cease Trade Order for Continuous Disclosure Defaults. On December 1, 2010 the Company announced that it was not able to timely file its interim financial statements and accompanying management's discussion and analysis and related CEO and CFO certifications for the period ended September 30, 2010. In accordance with NP 12-203, and as previously announced, the Company applied to the applicable securities commissions for Management Cease Trade Orders related to the common shares of Cathay Forest to be imposed against certain of the Company's executive officers instead of a general Cease Trade Order being imposed against all common shares of the Company. On December 8, 2010, the Ontario Securities Commission issued a temporary management cease trade order expiring on December 23, 2010 related to the Company's common shares against certain executive officers of the Company for so long as the 2010 Third Quarter Financial Statements are not filed. The issuance of such Management Cease Trade Orders does not generally affect the ability of persons who have not been directors, officers or insiders of the Company to trade the common shares of the Company. A general Cease Trade Order may be imposed by the applicable securities commissions if the Company fails to satisfy the provisions of the Alternative Information Guidelines required pursuant to NP 12-203. Cathay Forest is working with its auditors to complete the review of the 2010 Third Quarter Financial Statements as soon as possible. Until the 2010 Third Quarter Financial Statements are filed, the Company intends to satisfy the Alternative Information Guidelines by issuing bi-weekly Default Status Reports, each of which will be issued in the form of a press release. If the 2010 Third Quarter Financial Statements are not filed beforehand, the Company intends to issue its next Default Status Report on December 30, 2010. The Company reports that since its original announcement on December 1, 2010 in respect of the delay in filing its 2010 Third Quarter Financial Statements, there have not been any material changes to the information provided in the Notice other than as described herein nor any failure by the Company in fulfilling its stated intention with respect to satisfying the Alternative Information Guidelines. In addition, there has not been any other specified default by the Company under NP 12-203, nor are any anticipated and there is no other material information concerning the affairs of the Company that has not been generally disclosed. About Cathay Forest Cathay Forest is a forest products company that manages approximately 1,000,000 hectares of standing timber properties and fast-growth, high-yield poplar plantations in China and Russia. Cathay Forest is building a world-class forest products company through a customer base that includes the domestic Chinese pulp and paper industry and other wood products customers in the Japanese market. CENTRAL FALLS, R.I.: Needs State Aid to Avert Collapse ------------------------------------------------------ Central Falls, R.I., should be annexed to a larger city to prevent a near-term financial collapse that could hurt the state and its other municipalities, the state-appointed receiver to Central Falls, Mark Pfeiffer, said in a report in December 16, 2010, Dow Jones' Small Cap reports. In addition, Mr. Pfeiffer said, Rhode Island must pass legislation reforming union contracts, pensions and retiree health care, which would affect all municipalities but is essential for Central Falls, since it won't be able to fund any other service, include public safety, for about five years to fully meet its pension and retiree health obligations, according to the report. If annexation to the larger city of Pawtucket isn't successful, Central Falls should regionalize services with another city or town, potentially under a new form of government, Mr. Pfeiffer said, the report notes. Should these proposals fail, the last resort would be filing for Chapter 9 municipal bankruptcy, which would affect the ability of Rhode Island and its cities and towns to borrow money, Mr. Pfeiffer added, Dow Jones' says. CHENIERE ENERGY: Paulson Entities Disclose 4.9% Equity Stake ------------------------------------------------------------ In an amended Schedule 13D filing with the Securities and Exchange Commission on December 6, 2010, the Paulson Entities disclosed that they collectively own 2,824,085 shares of Common Stock of Cheniere Energy, Inc. representing 4.9% of the shares outstanding. As of November 1, 2010, there were 57,643,732 outstanding shares of the Company. The Paulson Entities disclosed shares ownership: Amount Equity Beneficially Owned Stake ------------------ ------ Paulson & Co. Inc. 2,824,085 4.9% Paulson Partners L.P. 0 0% Paulson Partners Enhanced, L.P. 0 0% Paulson International Ltd. 0 0% Paulson Advantage Select Ltd. 12,386 0.1% Paulson Advantage Master Ltd. 717,444 1.2% Paulson Advantage Plus Master Ltd. 2,018,580 3.5% Paulson Enhanced Ltd. 0 0% Johnson Paulson 2,824,085 4.9% About Cheniere Energy Cheniere Energy, Inc. (NYSE Amex: LNG) -- http://www.cheniere.com/ -- is a Houston-based energy company primarily engaged in LNG related businesses, and owns and operates the Sabine Pass LNG receiving terminal and Creole Trail pipeline in Louisiana. Cheniere is pursuing related business opportunities both upstream and downstream of the Sabine Pass LNG receiving terminal. Cheniere is also the founder and holds a 30% limited partner interest in another LNG receiving terminal. Cheniere Energy reported a net loss of $40.6 million for the quarter ended September 30, 2010, compared with a net loss of $42.5 million for the comparable 2009 period. Revenue was $68.25 million in the third quarter of 2010 compared with $56.33 million in the same period in 2009. The Company's balance sheet at Sept. 30, 2010, showed $2.61 billion in total assets, $354.40 million in total current liabilities, $2.59 billion in long-term debt, $74.63 million in long-term debt - related to parties, $30.73 million in deferred revenue, $2.31 million in other non-current liabilities, and a stockholders' deficit of $431.01 million. CHESTATEE STATE BANK: Closed; Bank of Ozarks Assumes All Deposits ----------------------------------------------------------------- Chestatee State Bank of Dawsonville, Ga., was closed on Friday, December 17, 2010, by the Georgia Department of Banking and Finance, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Bank of the Ozarks of Little Rock, Ark., to assume all of the deposits of Chestatee State Bank. The four branches of Chestatee State Bank will reopen during normal business hours as branches of Bank of the Ozarks. Depositors of Chestatee State Bank will automatically become depositors of Bank of the Ozarks. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Chestatee State Bank should continue to use their existing branch until they receive notice from Bank of the Ozarks that it has completed systems changes to allow other Bank of the Ozarks branches to process their accounts as well. As of September 30, 2010, Chestatee State Bank had around $244.4 million in total assets and $240.5 million in total deposits. Bank of the Ozarks did not pay the FDIC a premium for the deposits of Chestatee State Bank. In addition to assuming all of the deposits of the failed bank, Bank of the Ozarks agreed to purchase essentially all of the assets. The FDIC and Bank of the Ozarks entered into a loss-share transaction on $195.3 million of Chestatee State Bank's assets. Bank of the Ozarks will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-238-8209. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/chestatee.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $75.3 million. Compared to other alternatives, Bank of the Ozarks's acquisition was the least costly resolution for the FDIC's DIF. Chestatee State Bank is the 153rd FDIC-insured institution to fail in the nation this year, and the 19th in Georgia. The last FDIC-insured institution closed in the state was Darby Bank & Trust, Vidalia, on November 12, 2010. CHINA TEL: ChinaTel and GBNC to Contribute Resources in China ------------------------------------------------------------- On December 13, 2010, China Tel Group Inc. entered into a Subscription and Shareholder Agreement with Golden Bridge Network Communications Co., Ltd., a limited liability company organized under the laws of the People's Republic of China. Pursuant to the Agreement, ChinaTel and GBNC will each contribute certain resources in order to deploy and operate a 4G telecommunications network in the PRC. The material terms of the Agreement are as follows: * GBNC shall contribute to the joint venture its right, title and interest in certain assets and entitlements GBNC holds in the PRC, which include existing wireless broadband access licenses and concessions in two PRC cites, internet service provider licenses in 26 PRC cities, GBNC's rights to apply for additional WBA and ISP licenses in additional cities and regions throughout the PRC, and other contracts and relationships. ChinaTel shall contribute to the joint venture its technical expertise and the investment capital to finance the capital expenditures, operating expenses, and other negative cash flow of the joint venture. * The joint venture between GBNC and ChinaTel is represented by a series of new entities to be created, with interlocking ownership, each referred to in the Agreement by a fictitious name, with the actual name of each entity to be agreed based on legal and marketing considerations. The Entities are "New Co," a parent company to be created in the Cayman Islands, "HK Co," a wholly owned subsidiary of New Co to be created in Hong Kong, and "WFOE," a wholly owned subsidiary of HK Co to be created in the PRC in a manner so as to qualify as a "wholly owned foreign enterprise" under PRC law. GBNC shall subscribe to 51% and ChinaTel 49% of the stock of New Co. * The Board of Directors of each of the Entities shall be comprised of five Directors, three of whom shall be appointed by ChinaTel and two by GBNC. The Bylaws of each of the Entities shall contain various provisions for the protection of majority and minority stockholders, requiring a 75% super- majority vote of shareholders on certain corporate action, and including joint signature on bank accounts, and custody of the corporate seal or "chop" of each of the Entities to be held in escrow by a neutral third party. * In addition to the Entities, a management company shall be created in Hong Kong or other jurisdiction to be agreed between GBNC and ChinaTel. The management company shall be controlled by ChinaTel and shall enter into a management contract with WFOE to provide marketing, sales, additional spectrum acquisition, and other services to WFOE. * ChinaTel, or a company controlled by ChinaTel, shall purchase and then lease to WFOE at market rates such equipment and other CAPEX assets as are required for deployment of the joint venture's WBA networks. The lease may include an option for WFOE to purchase the equipment for a nominal sum when the total amount of lease payments received equals repayment of all amounts ChinaTel has paid, including financing costs to others, to purchase the equipment. * The following events shall each occur within ten days after WFOE is registered to do business: i) ChinaTel shall issue to the management company 50 million shares of its Series A common stock, of which 5 million shares shall be issued to GBNC's CEO, Fu Jian- Hui, ii) ChinaTel shall pay in $5 million as the initial registered capital of WFOE, and iii) GBNC shall transfer to WFOE relevant rights of the assets and entitlements held by GBNC and identified in the Agreement. As to any asset or right that is incapable of transfer of ownership, GBNC shall cooperate to contract with, lease, or otherwise convey to WFOE all or so much of the beneficial rights in such asset or right to the maximum extent authorized under PRC law. If ChinaTel fails to deposit the initial registered capital and shares within the time required, GBNC has the right to terminate the Agreement. * The $5 million initial registered capital of WFOE shall be used to meet part of the cash requirements for CAPEX and OPEX related to deployment and operation of WBA networks in the first two cities to be deployed, Fuzhou and Xiamen. ChinaTel shall also pay or arrange financing for up to $20 million towards other CAPEX and OPEX for deployment and operation of WBA networks in those two cities. Prior to the registration of WFOE to do business, ChinaTel shall advance funds necessary to commence immediately engineering work required for deployment of WBA networks in Fuzhou and Xiamen. * When GBNC obtains WBA licenses for seven additional cities -- Quanzhou, Zhang Zhou, Longyan, Putian, Sanming, Nanping and Ningde -- ChinaTel shall pay in to increase the registered capital of WFOE from $5 million to $20 million and shall pay or arrange financing for up to $80 million towards other CAPEX and OPEX for deployment and operation of WBA networks in those seven additional cities. * When GBNC obtains WBA licenses for cities in addition to the first nine cities specifically identified, ChinaTel shall pay or arrange financing for CAPEX and OPEX required for deployment and operation of WBA networks in those additional cities, based on budgets to be agreed and formulas similar to actual expenses for the first nine cities. * WFOE shall be entitled to all revenue that is capable of being realized by the joint venture, including: (i) fees charged to WBA and ISP subscribers; (ii) lease, transport or co-location fees charged to third-party carrier users of any infrastructure equipment; (iii) lease or sale of hardware or devices marketed by WFOE; and (iv) value added services and applications. * The financial goals of the joint venture include: (i) permitting ChinaTel to fully report the financial results of WFOE as part of ChinaTel's consolidated financial statements; (ii) permitting New Co and HK Co to control the PRC-based assets of the joint venture, and the revenue to be generated from those assets; (iii) when PRC law allows, transforming WFOE into a foreign-invested telecommunications enterprise, so that ChinaTel's interests in the Entities can be converted to a direct 49% ownership in the FITE; and (iv) eventual public listing of WFOE's operations on a stock exchange, such as HKSE, NYSE, NASDAQ or London AIM in order to expand the base of equity capital available for deployment and expansion of the joint venture's WBA networks, and to recapture some or all of the respective investments of GBNC and ChinaTel. * From the proceeds of any public listing of WFOE's operations on a stock exchange, ChinaTel shall be entitled to repayment of the shortfall between lease payments and amounts ChinaTel has paid, including financing costs to others but without interest to ChinaTel, and repayment of all other amounts ChinaTel has invested in CAPEX or OPEX. * Except as to the proceeds generated by a public listing of WFOE's operations on a stock exchange, Golden Bridge and ChinaTel contemplate that substantially all excess free cash flow and net operating income generated by the joint venture shall be re-invested in the form of deploying additional cities and expanding geographic coverage and capacity in previously deployed cities for a period of ten years. * All profits in excess of amounts required to deploy additional cities, expand coverage and capacity in previously deployed cities, and other reserves for taxes, working capital, loan repayment, and other contingencies, shall be distributed in full in the form of dividends. The source of funds for this acquisition of assets is the Isaac Organization Inc., a Canadian corporation, pursuant to the Amended and Restated Stock Purchase Agreement between ChinaTel and Isaac dated May 9, 2010. It is anticipated that ZTE Corporation, a PRC company, will offer ChinaTel a favorable financing proposal for CAPEX and OPEX, and facilitate ChinaTel's application for debt financing by banks with which ZTE has relationships. About China Tel Based in San Diego, California, and Shenzhen, China, China Tel Group, Inc. (OTC BB: CHTL) -- http://www.ChinaTelGroup.com/-- provides high speed wireless broadband and telecommunications infrastructure engineering and construction services. Through its controlled subsidiaries, the Company provides fixed telephony, conventional long distance, high-speed wireless broadband and telecommunications infrastructure engineering and construction services. ChinaTel is presently building, operating and deploying networks in Asia and South America: a 3.5GHz wireless broadband system in 29 cities across the People's Republic of China with and for CECT-Chinacomm Communications Co., Ltd., a PRC company that holds a license to build the high speed wireless broadband system; and a 2.5GHz wireless broadband system in cities across Peru with and for Perusat, S.A., a Peruvian company that holds a license to build high speed wireless broadband systems. The Company's balance sheet at June 30, 2010, showed $8.9 million in total assets, $26.2 million in total liabilities, and a stockholders' deficit of $17.3 million. Mendoza Berger & Company, LLP, in Irvine, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has incurred a net loss of $56.0 million for 2009, cumulative losses of $165.4 million since inception, a negative working capital of $68.8 million and a stockholders' deficit of $63.2 million, and that the Company's viability is dependent upon its ability to obtain future financing and the success of its future operations. CHRYSLER LLC: Chrysler Holding Dismissed From Auto Dealer's Suit ---------------------------------------------------------------- Webster Chrysler Jeep, Inc., and Randy Henderson, as its President, v. Chrysler Holding LLC, Chrysler, LLC, Daimlerchrysler Financial Services Americas LLC, Chrysler Motors LLC, and Chrysler Realty Company LLC, Case No. 08-CV-6535 (W.D. N.Y.), brings claims against the defendants pursuant to the Automobile Dealer's Day in Court Act, codified at 15 U.S.C. Secs. 1221-1226, the Equal Credit Opportunity Act, codified at 15 U.S.C. Secs. 1691-1691f, and several state statutory and common law causes of action claiming that the defendants, inter alia, attempted to wrongfully terminate the plaintiffs' motor vehicle franchise. The action was commenced on November 25, 2008. Defendant Chrysler Holding LLC seeks to dismiss the plaintiffs' Amended Complaint on grounds that the Amended Complaint fails to state a claim against Chrysler Holding. Chrysler Holding contends that it is not a proper defendant for purposes of the plaintiffs' ADDCA claim because it was not a party to the franchise agreement entered into by the plaintiffs. The defendant claims that as a matter of law, it can not be held liable under the ADDCA because it was not a party to any agreement with the plaintiffs. Chrysler Holding further claims that it may not be held liable to the plaintiffs under the ECOA because it is not a creditor of the plaintiffs. The defendant also contends that the plaintiffs have failed to state any claim against it under state statutory or common law, and that in any event, because the court lacks original jurisdiction over Chrysler Holding, the court should dismiss the pending state claims against it. The Plaintiffs oppose defendant's motions on grounds that Chrysler Holding, as the parent company of the other named defendants, is liable to the plaintiffs as a principal under an agency theory. The Plaintiffs further argue that because no discovery has taken place, and because the various Chrysler defendants and entities have complex interrelationships, it is impossible at this stage of the litigation to know exactly what role Chrysler Holding played with respect to any franchise or finance agreements entered into by the defendants with the plaintiffs, and therefore the plaintiffs should be allowed to engage in discovery to ascertain Chrysler Holding's role in allegedly attempting to wrongfully terminate the plaintiffs' dealership. District Judge Michael A. Telesca finds that defendant Chrysler Holding is not an "automobile manufacturer" as that term is defined under the ADDCA, and may not be held liable as a principal of any agent automobile manufacturer, and therefore, Chrysler Holding is not a proper defendant under the ADDCA. Chrysler Holding is not a creditor for purposes of the ECOA and may not be held liable as a principal of any agent creditor, and therefore, Chrysler Holding is not a proper defendant under the ECOA. Judge Telesca dismisses the plaintiff's state law causes of action against Chrysler Holding for lack of subject matter jurisdiction over Chrysler Holding. A copy of the District Court's December 13, 2010 Decision and Order is avialalbe at http://is.gd/iPFZ3from Leagle.com. About Chrysler Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut Segal & Segal LLP, as conflicts counsel; Capstone Advisory Group LLC, and Greenhill & Co. LLC, for financial advisory services; and Epiq Bankruptcy Solutions LLC, as its claims agent. Chrysler has changed its corporate name to Old CarCo following its sale to a Fiat-owned company. As of December 31, 2008, Chrysler had $39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler had $1.9 billion in cash at that time. In connection with the bankruptcy filing, Chrysler reached an agreement with Fiat SpA, the U.S. and Canadian governments and other key constituents regarding a transaction under Section 363 of the Bankruptcy Code that would effect an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC on June 10, 2009, formally sold substantially all of its assets, without certain debts and liabilities, to a new company that will operate as Chrysler Group LLC. Fiat has a 20% equity interest in Chrysler Group. The U.S. and Canadian governments provided Chrysler with $4.5 billion to finance its bankruptcy case. Those loans are to be repaid with the proceeds of the bankruptcy estate's liquidation. CINRAM INTERNATIONAL: Bank Debt Trades at 23% Off ------------------------------------------------- Participations in a syndicated loan under which Cinram International, Inc., is a borrower traded in the secondary market at 77.00 cents-on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.67 percentage points from the previous week, The Journal relates. The Company pays 175 basis points above LIBOR to borrow under the facility. The bank loan matures on April 26, 2011, and carries Moody's B3 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. With headquarters in Toronto, Ontario, Canada, Cinram International, Inc., is one of the world's largest independent manufacturers, replicators and distributors of DVDs and audio CDs. Cinram carries a 'Caa1' corporate family rating and a 'Caa2' probability of default rating from Moody's Investors Service. In June 2010, Moody's downgraded Cinram's speculative grade liquidity rating to SGL-4 (indicating poor liquidity arrangements) from SGL-3 (indicative of adequate liquidity arrangements) as a consequence of the company's revolving credit facility being due within the next four quarters. While the company has likely initiated refinance discussions and Moody's expect management to fully address this matter, the May 5, 2011 maturity date of the company's credit facility mandates the SGL rating downgrade -- this is despite a sizeable cash balance ($134 million at March 31, 2010). According to Moody's, the primary ratings influence is the company's need to reinvent itself as the financial viability of its core activity, CD and DVD replication, gradually wanes. CITIGROUP INC: S&P Raises Rating on Junior Debt to 'BB+' -------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'A/A- 1' counterparty credit rating on Citigroup Inc. S&P also affirmed the ratings on various affiliates, including the 'A+/A-1' counterparty credit rating on Citibank N.A., its lead bank subsidiary. At the same time, S&P raised the stand-alone credit profile on Citi by one notch to 'bbb+' from 'bbb' and raised the SACP of CitibankN.A. by one notch to 'a-' from 'bbb+'. S&P raised the junior subordinated debt ratings on Citigroup Inc. to 'BB+' from 'BB-' and the preferred stock rating to 'BB+' from 'C'. The counterparty credit ratings now reflect two notches of uplift from the SACPs from extraordinary support. "The upgrade of the SACP reflects Citi's sustained improvement in earnings and its ability to further derisk Citi Holdings. Accordingly, S&P now enhances the rating by two notches to reflect the potential for additional support, compared to the three notches S&P had indicated previously," said Standard & Poor's credit analyst Stuart Plesser. S&P's ratings consider that Citi is a highly diversified bank with leading positions in various product lines and an unsurpassed global reach. In S&P's view, Citi retains a strong franchise in the form of the businesses that management has designated as core, including global wholesale/investment banking, its consumer- banking business with a focus on affluent customers in large urban areas, and its well-performing transaction-services operations. Within these businesses, Citi now has a more focused strategy, relying on its transaction-services business to garner commercial clients while concentrating on affluent customers in its retail operations. S&P believes this strategy differs from its former strategy of being a financial supermarket with a breadth of products and a wide range of economically diverse customers. S&P believes that the new strategy should result in the company being more manageable. The company faces the challenge of realizing value from a wide array of other businesses-organized as Citi Holdings-that it has designated as nonstrategic and therefore has slated for divestiture, restructuring, or winding down. Rapid progress has been made in downsizing Citi Holdings: Its total assets stood at $421 billion at the end of third-quarter 2010, down $477 billon from March 2008. With this downsizing, Citi has substantially reduced its exposure to the legacy trading positions that contributed to massive losses in 2008 and had a destabilizing effect on the company. Although its loan portfolio continues to pressure Citi's earnings, signs of stabilization and credit improvement have begun to materialize, as reflected by five consecutive quarters of declining credit losses on a managed basis. However, Citi Holdings continues to weigh down Citigroup's earnings. Indeed, Citi Holdings has generated pretax losses in all three quarters of 2010, although the losses narrowed in the third quarter. This contrasts sharply with Citicorp, which is on target to produce a return on assets of 1.30% in 2010, with pretax margins of more than 30.0%. In addition, although S&P views Citi's capital to be of high quality--as reflected by its above- peer common Tier 1 ratio of 10.33% as of Sept. 30, 2010--its capital ratio is still less than that of many of its global peers under S&P's risk-adjusted capital framework. Citi's RACF ratio is also less than the average of U.S. large financial institutions, which as of Sept. 30, 2010, was 6.1% before diversification and 7.5% after diversification. S&P continues to evaluate whether Citi will be able to show sufficient additional improvement in its operating performance and profitability to benefit its SACP and eliminate the current gap between the ICR and the SACP. In particular, S&P is gauging the ongoing divestiture of assets in Citi Holdings and expect the percentage decline in assets to continue, albeit at lower levels than in 2010. S&P expects asset sales to be at or about the economic value reflected in the financial statements, and expects sales to be completed for the most part, without Citi financing. S&P also expects credit trends to continue to improve in both Citicorp and Citi Holdings. In addition, S&P looks for further revenue traction in Citicorp, and for it to have a return on assets of 1.25% or higher in 2011 and for Citigroup to have a return on asset in the range of 1.25%-1.50% over time. Finally, S&P expects continued improvement in capital measures, reflecting both earnings improvement and further derisking of Citi Holdings. The upgrade of Citi's hybrid capital issues reflects S&P's view of the improvement in Citi's SACP. With Citi's profitability improving, S&P now rate these issues in line with global peers, three notches below the SACP. In addition, S&P has raised its rating on Citi's approximately $312 million of preferred stock to three notches below the SACP to reflect both improved company profitability and the commencement of a preferred dividend in October 2010. The outlook is negative. Currently, S&P's rating on Citigroup is two notches higher than the SACP, reflecting its assumption of potential government support. S&P first introduced the concept of extraordinary support for U.S. banks during fourth-quarter 2008. At that time, S&P said that the support is temporary and S&P expects the SACPs and issuer credit ratings to converge, reflecting progressively decreasing expectation of government support as stability returns to the markets and existing funding and capital support programs run off. S&P continues to evaluate the uplift S&P give in the ratings for expectations of government support for U.S. banks. S&P is mindful that a key intent of the Dodd-Frank legislation is to eliminate taxpayer bailouts of systemic financial institutions, but S&P also recognizes there are practical reasons why support may be maintained. The reduction of one notch of ratings uplift with this review is an interim step in S&P's analytical process. S&P is in the process of ascertaining whether Citi will show sufficient additional improvement in operating performance and profitability to benefit its SACP and eliminate the current gap between the ICR and the SACP. CLAIRE'S STORES: Moody's Upgrades Corp. Family Rating to 'Caa2' --------------------------------------------------------------- Moody's Investors Service upgraded Claire's Stores, Inc.'s ratings, including its Corporate Family Rating and Probability of Default Rating, to Caa2 from Caa3. The Speculative Grade Liquidity rating of SGL-3 was affirmed. The rating outlook was also revised to positive from stable. Ratings Rationale The upgrade reflects a decrease in Claire's probability of default given that the company can now fully cover its interest expense. This is due to earnings improvement from solid comparable store sales growth, improved merchandise margins, and continued expense discipline. For the twelve months ending October 30, 2010 Claire's EBITA to interest expense was 1.0 time which Moody's believes is sustainable. Claire's Caa2 Probability of Default Rating reflects Moody's view that although Claire's credit metrics have improved, they remain very weak as a result of its heavy debt load. For the twelve months ending October 30, 2010, Claire's debt to EBITDA was very high at 9.3 times. However the rating reflects that Claire's earnings can fully cover its interest expense even after it loses its ability to defer paying cash interest on its $350 senior unsecured notes in June 2011. The rating is also supported by Claire's adequate liquidity, lack of near dated debt maturities, and ability to self fund growth capital expenditures. Claire's has several strong qualitative factors including its value positioned price points, international geographic presence, well known brand name, and high margins relative to specialty retail peers. The positive outlook reflects Moody's view that Claire's sales and earnings will improve, which could lead to a higher rating over time. Claire's can self fund new store openings which will drive earnings growth as will its value price points which continue to resonate with consumers. The positive outlook also reflects Moody's view that Claire's current expense discipline will continue. These ratings were upgraded and LGD point estimates changed: -- Corporate Family Rating to Caa2 from Caa3 -- Probability of Default Rating to Caa2 from Caa3 -- $200 million senior secured revolving credit facility to Caa1 (LGD 3, 34% from Caa2 (LGD 3, 33%) -- $1,450 million senior secured term loan to Caa1 (LGD 3, 34%) from Caa2 (LGD3, 33%) -- Senior unsecured notes to Caa3 (LGD 4, 67%) from Ca (LGD 4, 65%) These ratings are affirmed: -- Senior subordinated notes at Ca (LGD 6, 94%) -- Speculative Grade Liquidity rating at SGL-3 The last rating action on Claire's Stores, Inc., was on December 18, 2009, when its Speculative Grade Liquidity rating was upgraded to SGL-3 from SGL-4 and its Probability of Default Rating was affirmed at Caa3 with a stable outlook. Ratings could be upgraded should Claire's operating performance improve to levels such that a refinancing of its debt maturities is likely and the company could fully cover its interest expense even if interest expense were to increase. Quantitatively, EBITA to interest expense would need to remain meaningfully above 1.0 time. In addition, an upgrade would require Claire's to maintain adequate liquidity. Ratings could be downgraded should operating performance or liquidity deteriorate, interest coverage weaken, or if for any reason the overall probability of default were to increase. Claire's Stores, Inc., headquartered in Hoffman Estates, IL, is the leading specialty retailer of value-priced jewelry and fashion accessories for pre-teens, teenagers, and young adults. It operates 2,971 stores and franchises 398 stores in North America and Europe. Revenues are about $1.4 billion. CLARE HOUSE: Court Says Residents Have Interest in Real Property ---------------------------------------------------------------- Clare House Bungalow Homes Residents Association, v. Clare House Bungalow Homes, L.L.C., a Washington limited liability company, et al., Adv. Pro. No. 09-80164 (Bankr. E.D. Wash.), arose from a state court law suit against Clare House Bungalow Homes, L.L.C. and various entities which hold liens or Deeds of Trust on the real estate of Clare House. The state court complaint seeks a determination that the interests of the members of the plaintiff association who are residents of the 24 of 28 living units owned and managed by Clare House are superior to the interests of the defendants. The state court action was a classic quiet title action and sought to restrain the foreclosure sale then pending by defendant Caudill Living Trust, which holds a Deed of Trust on the real property. Counterclaims were filed by Caudill Living Trust which alleged that the actions of the plaintiff association and its members constitute slander of title and that the filing of the Lis Pendens on the real property records at the time of commencement of the state court action was wrongful. It seeks damages on those counterclaims. The state court quiet title action was removed to the Bankruptcy Court following Clare House's bankruptcy. The defendants have sought summary judgment, alleging that their interests are superior to those of the members of the plaintiff association. The plaintiff association's cross motion for summary judgment alleges that its members hold interests superior to those of the defendants. Judge Patricia C. Williams grants the plaintiff association's Motion for Summary Judgment, in part, to the extent it determines that the resident agreements granted an interest in real property to the Residents. That interest is the exclusive right to occupy and use the particular unit of each Resident and the non-exclusive right of use of the common areas. The right to receive a monetary sum which arises after termination of the property interest is a personal contract right. Those real property interests of Residents Raun and Hoffman who recorded their agreements in the real property records are superior to the rights of the defendants. As to the other Residents, the priority or superiority of their rights vis-a-vis the defendants must be determined at trial. Judge Williams rules that the defendants' Motion for Summary Judgment seeking dismissal of the plaintiff association's causes of action must be denied as is the defendants' request for an award of damages and attorney fees based upon the counterclaims of slander of title and wrongful filing of a lis pendens. The counterclaims must be dismissed. A copy of Judge Williams' December 14, 2010 Memorandum Decision is available at http://is.gd/iPbs3from Leagle.com. Based in Spokane, Washington, Clare House Bungalow Homes, LLC, is a senior living facility. It filed for chapter 11 bankruptcy (Bankr. E.D. Wash. Case No. 10-03507) on June 10, 2010. Brant L. Stevens, Esq. -- brantstevens2010@gmail.com -- in Spokane, serves as the Debtor's counsel. In its petition, the Debtor listed $1 million to $10 million in both assets and debts. CLAIRE'S STORES: Bank Debt Trades at 9% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 91.03 cents- on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 2.31 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on May 29, 2014, and carries Moody's Caa2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of January 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores, Inc., also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. Claire's Stores carries 'Caa3' long term corporate family and probability of default ratings, with 'stable' outlook, from Moody's Investors Service, and 'B-' issuer credit ratings, with 'stable' outlook, from Standard & Poor's. CLEAR CHANNEL: Bank Debt Trades at 15% Off in Secondary Market ---------------------------------------------------------- Participations in a syndicated loan under which Clear Channel Communications, Inc., is a borrower traded in the secondary market at 84.70 cents-on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 4.49 percentage points from the previous week, The Journal relates. The Company pays 365 basis points above LIBOR to borrow under the facility. The bank loan matures on January 30, 2016, and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Clear Channel Clear Channel Communications, Inc. -- http://www.clearchannel.com/ -- is a diversified media company with three primary business segments: radio broadcasting, outdoor advertising and live entertainment. Clear Channel (OTCBB:CCMO) is the operating subsidiary of San Antonio, Texas-based CC Media Holdings, Inc. Clear Channel's balance sheet at June 30, 2010, showed $17.287 billion in assets, $24.496 billion in total liabilities and a shareholders' deficit of $7.209 billion. * * * Clear Channel Carries a Caa2 corporate family rating from Moody's Investors Service and an issuer default rating of 'CCC' from Fitch Ratings. Fitch said on November 22, 2010, that its ratings concerns center on the company's highly leveraged capital structure, with significant maturities in 2014 and 2016; the considerable interest burden that pressures free cash flow generation; technological threats and secular pressures in radio broadcasting; and the company's exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. CLEARWIRE CORP: Intel Corporation Discloses 33.1% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 6, 2010, Intel Corporation disclosed that it beneficially owns 102,404,811 shares of Clearwire Corporation Class A Common Stock, representing 33.1% of the shares outstanding. The number of shares outstanding of the Company's Class A common stock as of November 1, 2010 was 243,264,716. The number of shares outstanding of the Company's Class B common stock as of November 1, 2010 was 743,481,026. Intel Corporation does not directly own any shares of Class A Common Stock of the Company. As of December 6, 2010, by reason of the provisions of Rule 13d-3 under the Act, Intel Corporation is deemed to beneficially own and to share voting and investment power with respect to 102,404,811 shares of Class A Common Stock that are beneficially owned as follows: -- 36,759,999 shares of Class A Common Stock that are beneficially owned as follows: 33,333,333 shares of Class A Common Stock that are held of record by Intel Capital; 3,333,333 shares of Class A Common Stock that are held of record by Intel Cayman; and warrants exercisable for 93,333 shares of Class A Common Stock that are held of record by Middlefield; and -- 65,644,812 shares of Class A Common Stock that are beneficially owned as follows: 21,881,604 shares of Class B Common Stock and Class B Common Units that are held of record by Intel Entity A; 21,881,604 shares of Class B Common Stock and Class B Common Units that are held of record by Intel Entity B; and 21,881,604 shares of Class B Common Stock and Class B Common Units that are held of record by Intel Entity C. Each share of Class B Common Stock, together with one Class B Common Unit, is exchangeable at any time at the option of the holder, into one fully paid and nonassessable share of Class A Common Stock of the Company. On November 30, 2010, in connection with the offering by the Company's operating subsidiary, Clearwire Communications LLC, of $650 million aggregate principal amount of 8.25% exchangeable notes due 2040, Intel Capital, Intel Cayman, Middlefield, Intel Entity A, Intel Entity B, and Intel Entity C executed a lock-up agreement with respect to the Class A Common Stock. The Offering is part of a plan to raise over $1.3 billion through the offering of debt securities in private placement transactions, which was initially announced by the Issuer on December 2, 2010. The Lock-up Agreements provide that each of the Intel Stockholders, during the period beginning on December 2, 2010 and ending on January 31, 2011, will not, subject to certain exceptions: (1) lend, offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, any shares of Class A Common Stock or any securities convertible into or exercisable or exchangeable for Class A Common Stock held by such Intel Stockholder on the date of the Lock-up Agreement, or publicly disclose the intention to make any offer, sale, pledge or disposition; (2) enter into any swap or other agreement that transfers, in whole or in part, any of the economic consequences of ownership of the Class A Common Stock or such other securities, whether any such transaction is to be settled by delivery of Class A Common Stock or such other securities, in cash or otherwise; or (3) make any demand for or exercise any right with respect to the registration of any shares of Class A Common Stock or any security convertible into or exercisable or exchangeable for Class A Common Stock. The foregoing restrictions do not apply to, among other things, any disposition by the Intel Stockholders of any shares of Class A Common Stock that such Intel Stockholders received as merger consideration in the Clearwire Merger, or any contract, option or other arrangement or understanding entered into by any of the Intel Stockholders with respect to the hedging of such shares. Further, pursuant to the terms of the Equityholders' Agreement, each of the Intel Stockholders has preemptive rights with respect to the proposed issuance and sale of Class A Common Stock and rights to purchase or acquire Class A Common Stock, which would include the exchangeable notes in the Offering; however, each of the Intel Stockholders signed a stockholder acknowledgment as of November 30, 2010, waiving its Preemptive Rights solely with respect to the Offering. About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. Clearwire's 4G mobile broadband network serves 68 markets, including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington, D.C., Atlanta and Boston. The Company's balance sheet at September 30, 2010, showed $10.52 billion in total assets, $3.90 billion in total liabilities, and stockholders' equity of $6.62 billion. As reported previously in the TCR, the Company disclosed in its Form 10-Q for the third quarter ended September 30, 2010, that its expected continued losses from operations and the uncertainty about its ability to obtain sufficient additional capital raise substantial doubt about the Company's ability to continue as a going concern. "Without additional financing sources, we forecast that our cash and short-term investments would be depleted as early as the middle of 2011. Thus, we will be required to raise additional capital in the near-term in order to continue operations. Further, we also need to raise substantial additional capital over the long-term to fully implement our business plans." CLEARWIRE CORP: Purchasers Exercise Over-Allotment Option --------------------------------------------------------- Clearwire Corporation announced the initial purchasers of the 8.25% exchangeable notes due 2040 issued by its operating subsidiary, Clearwire Communications LLC, partially exercised their $100,000,000 over-allotment option by purchasing an additional $79,250,000 aggregate principal amount of the Exchangeable Notes. The offering of the additional Exchangeable Notes was completed [Wednes]day. Clearwire Communications previously issued $650,000,000 aggregate principal amount of Exchangeable Notes on December 8, 2010. The Exchangeable Notes were issued in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended. The Exchangeable Notes have not been registered under the Securities Act or any state or other securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Clearwire Corporation intends to use the net proceeds from the offerings for working capital and for general corporate purposes, including capital expenditures. About Clearwire Corporation Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR) -- http://www.clearwire.com/-- through its operating subsidiaries, is a leading provider of wireless broadband services. Clearwire's 4G mobile broadband network serves 68 markets, including New York City, Los Angeles, Chicago, Dallas, Philadelphia, Houston, Miami, Washington, D.C., Atlanta and Boston. The Company's balance sheet at September 30, 2010, showed $10.52 billion in total assets, $3.90 billion in total liabilities, and stockholders' equity of $6.62 billion. As reported previously in the TCR, the Company disclosed in its Form 10-Q for the third quarter ended September 30, 2010, that its expected continued losses from operations and the uncertainty about its ability to obtain sufficient additional capital raise substantial doubt about the Company's ability to continue as a going concern. "Without additional financing sources, we forecast that our cash and short-term investments would be depleted as early as the middle of 2011. Thus, we will be required to raise additional capital in the near-term in order to continue operations. Further, we also need to raise substantial additional capital over the long-term to fully implement our business plans." COMMUNITY NATIONAL: Closed; Farmers & Merchants Assumes Deposits ---------------------------------------------------------------- Community National Bank of Lino Lakes, Minn., was closed on Friday, December 17, 2010, by The Office of the Comptroller of the Currency, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Farmers & Merchants Savings Bank of Manchester, Iowa, to assume all of the deposits of Community National Bank. The two branches of Community National Bank will reopen during normal hours as branches of Farmers & Merchants Savings Bank. Depositors of Community National Bank will automatically become depositors of Farmers & Merchants Savings Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Community National Bank should continue to use their existing branch until they receive notice from Farmers & Merchants Savings Bank that it has completed systems changes to allow other Farmers & Merchants Savings Bank branches to process their accounts as well. As of September 30, 2010, Community National Bank had around $31.6 million in total assets and $28.8 million in total deposits. Farmers & Merchants Savings Bank did not pay the FDIC a premium for the deposits of Community National Bank In addition to assuming all of the deposits of the failed bank, Farmers & Merchants Savings Bank agreed to purchase essentially all of the assets. Customers who have questions about the transaction can call the FDIC toll-free at 1-800-356-1848. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/communitynatl.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $3.7 million. Compared to other alternatives, Farmers & Merchants Savings Bank's acquisition was the least costly resolution for the FDIC's DIF. Community National Bank is the 157th FDIC-insured institution to fail in the nation this year, and the eighth in Minnesota. The last FDIC-insured institution closed in the state was Community Security Bank, New Prague, on July 23, 2010. COMPETITIVE TECH: Posts $1.1 Million Net Loss in Oct. 31 Quarter ---------------------------------------------------------------- Competitive Technologies, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $1.09 million on $119,470 of total revenue for the three months ended October 31, 2010, compared with a net loss of $755,726 on $144,127 of total revenue for the three months ended October 31, 2009. Product sales were $107,996 in the first quarter of fiscal 2011, compared with products sales of $135,096 in the first quarter of fiscal 2010. The Company's balance sheet at October 31, 2010, showed $3.14 million in total assets, $1.62 million in total liabilities, and shareholders' interest of $1.52 million. As reported in the Troubled Company Reporter on November 2, 2010, Mayer Hoffman McCann CPAs, in New York, expressed substantial doubt about Competitive Technologies' ability to continue as a going concern, following the Company's results for the fiscal year ended July 31, 2010. The independent auditors noted that at July 31, 2010, the Company has incurred operating losses since fiscal year 2006. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?7116 About Competitive Technologies Fairfield, Conn.-based Competitive Technologies, Inc. -- http://www.competitivetech.net/-- and its subsidiaries provide distribution, patent and technology transfer, sales and licensing services focusing on the needs of its customers, matching those requirements with commercially viable technology or product solutions. COMPOSITE TECHNOLOGY: Posts $19.8 Million Net Loss in Fiscal 2010 ----------------------------------------------------------------- Composite Technology Corporation filed on December 14, 2010, its annual report on Form 10-K for the fiscal year ended September 30, 2010. SingerLewak LLP, in Irvine, Calif., expressed substantial doubt about Composite Technology's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations. The Company reported a net loss of $19.77 million on $10.84 million of revenue for fiscal 2010, compared with a net loss of $73.75 million on $19.60 million of revenue for fiscal 2009. The Company's balance sheet at September 30, 2010, showed $32.29 million in total assets, $57.32 million in total liabilities, and a stockholders' deficit of $25.03 million. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?7112 Irvine, Calif.-based Composite Technology Corporation (OTC BB: CPTC) -- http://www.compositetechcorp.com/-- develops, produces, and markets innovative energy efficient and renewable energy products for the electrical utility industry. The Company was incorporated in Florida on February 26, 1980, as El Dorado Gold & Exploration, Inc., and reincorporated in Nevada on June 27, 2001, and renamed Composite Technology Corporation. COMPUTER CONSULTANTS: Case Summary & 20 Largest Unsec Creditors --------------------------------------------------------------- Debtor: Computer Consultants & Merchants, Inc. 344 Rogers Road Abbeville, SC 29620 Bankruptcy Case No.: 10-08896 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court District of South Carolina (Spartanburg) Judge: Helen E. Burris Debtor's Counsel: Robert H. Cooper, Esq. 3523 Pelham Road, Suite B Greenville, SC 29615 Tel: (864) 271-9911 E-mail: bknotice@thecooperlawfirm.com Estimated Assets: $50,001 to $100,000 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/scb10-08896.pdf The petition was signed by Elmer "Rocky" & Darla Dunkman, owner. COUNTERPATH CORP: Posts $846,000 Net Loss in October 31 Quarter --------------------------------------------------------------- CounterPath Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $845,999 on $2.6 million of revenue for the three months ended October 31, 2010, compared with a net loss of $1.7 million on $1.9 million of revenue for the same period last year. The Company's balance sheet at October 31, 2010, showed $14.8 million in total assets, $4.5 million in total liabilities, and stockholders' equity of $10.3 million. BDO Canada LLP, in Vancouver, Canada, expressed substantial doubt about CounterPath's ability to continue as a going concern, following the Company's results for the fiscal year ended April 30, 2010. The independent auditors noted that the Company had an accumulated deficit of $39.8 million at April 30, 2010, and incurred a net loss for the year then ended of $5.4 million. A full-text copy of the Form 10-Q is available for free at: http://researcharchives.com/t/s?7118 About CounterPath Corporation Based in Vancouver, British Columbia, Canada, CounterPath Corporation (OTC BB: CPAH; TSX-V: CCV) focuses on the design, development, marketing and sales of desktop and mobile application software, gateway server software and related professional services, such as pre and post sales, technical support and customization services. DEX MEDIA EAST: Bank Debt Trades at 20% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media East LLC is a borrower traded in the secondary market at 79.83 cents-on- the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.88 percentage points from the previous week, The Journal relates. The Company pays 250 basis points above LIBOR to borrow under the facility, which matures on October 24, 2014. The debt is not rated. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media East Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun & Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/-- publishes and distributes print and online directories in the U.S. It offers print directory advertising products, such as yellow pages and white pages directories. R.H. Donnelley Inc., Dex Media, Inc., and Local Launch, Inc., are the company's only direct wholly owned subsidiaries. Dex Media East, LLC, is a publisher of the official yellow pages and white pages directories for Qwest Communications International Inc. (Qwest) in the states, where Qwest is the primary incumbent local exchange carrier, such as Colorado, Iowa, Minnesota, Nebraska, New Mexico, North Dakota and South Dakota. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852), after missing a $55 million interest payment on its senior unsecured notes due April 15. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois represent the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' financial advisor is Deloitte Financial Advisory Services LLP while its investment banker is Lazard Freres & Co. LLC. The Garden City Group, Inc., is claims and noticing agent. DEX MEDIA WEST: Bank Debt Trades at 10% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media West LLC is a borrower traded in the secondary market at 89.70 cents-on- the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 1.00 percentage points from the previous week, The Journal relates. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on October 24, 2014, and is not rated. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media West Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an indirect wholly owned subsidiary of Dex Media, Inc. Dex Media is a direct wholly owned subsidiary of R.H. Donnelley Corporation. Dex Media West is the exclusive publisher of the official yellow pages and white pages directories for Qwest Corporation, the local exchange carrier of Qwest Communications International Inc., in Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09-11833 through 09-11852), after missing a $55 million interest payment on its senior unsecured notes due April 15. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois represent the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' financial advisor is Deloitte Financial Advisory Services LLP while its investment banker is Lazard Freres & Co. LLC. The Garden City Group, Inc., is claims and noticing agent. DIVERSIFIED INDUSTRIES: Creditors Accepts Proposal Under BIA ------------------------------------------------------------ Diversified Industries Ltd. disclosed further to its news release on December 3, 2010, the Company's creditors have unanimously accepted its Proposal to Creditors under the Bankruptcy and Insolvency Act, R.S.C. 1985.G. Powroznik Group Inc., of G-Force Group, the Trustee under the Proposal, will apply to the Court to obtain its approval of the Proposal in January 2011. A copy of the Proposal and relevant documents is posted on the Trustee's website, at http://www.g-forcegroup.ca/current- projects/diversified-industries. If approved by the Court, implementation of the Proposal will eliminate the Company's debt, cause a sale of all of the Company's shares in CFR Chemicals Inc., all the Company's patents rights and certain contingent claims receivable, and preserve the tax pools as the only remaining material asset of the Company. If the Proposal is not approved by the Court, then the Company will immediately become bankrupt. The Company and the Trustee anticipate that the Proposal will be accepted by the Court. DOABA ENTERPRISES: Case Summary & 6 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Doaba Enterprises, Inc. 2526 Glen Dundee Way San Jose, CA 95148 Bankruptcy Case No.: 10-62773 Chapter 11 Petition Date: December 14, 2010 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Charles Novack Debtor's Counsel: Javed I. Ellahie, Esq. ELLAHIE AND FAROOQUI LLP 12 S 1st St. #600 P.O. Box 1638 San Jose, CA 95113 Tel: (408) 294-0404 E-mail: ellahie@gmail.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-62773.pdf The petition was signed by Jarnail Singh, president. DREIER LLP: Trustee Files Lawsuit Against 2 Investors for $144.4MM ------------------------------------------------------------------ The bankruptcy trustee liquidating Dreier LLP filed two lawsuits seeking to recover $144.4 million from investors in law firm founder Marc Dreier's Ponzi scheme, claiming they knew or should have known of the fraud, Dow Jones' Small Cap reports. Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On December 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on December 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee. Wachovia Bank National Association, Sheila M. Gowan as trustee for Dreier LLP's Chapter 11 Estate, and Steven J. Reisman as post- confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier, 60, pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. DREIER LLP: Trustee Files Lawsuit to Get Rid Of $101 Million Claim ------------------------------------------------------------------ A bankruptcy trustee is suing to erase a $101 million claim and the liens she says Marc Dreier wrongly and "desperately" granted in artwork - including pieces by Andy Warhol and Roy Lichtenstein -- in order to keep his Ponzi scheme alive, Dow Jones' Small Cap reports. About Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On December 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on December 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee. Wachovia Bank National Association, Sheila M. Gowan as trustee for Dreier LLP's Chapter 11 Estate, and Steven J. Reisman as post- confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier, 60, pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. DREIER LLP: Trustee Files One Dozen Fraud Lawsuits -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the trustee for the law firm that bore the name of convicted swindler Marc Dreier filed a dozen fraudulent transfer lawsuits yesterday as the door was slamming shut on the two years for starting litigation. Mr. Rochelle reports that the trustee's biggest target is Westford Asset Management LLC, a long-time buyer in Marc Dreier's scam to sell fraudulent notes. The trustee is aiming to recover $137.6 million from Westford based on allegations it knew or should have known that the note program was fraudulent. The Westford firm recovered all of the $115 million it invested, the complaint says, plus what the trustee called fictitious profits of $22.6 million. In addition, according to Mr. Rochelle, hedge fund adviser Elliott Associates LP is being sued to void a security interest in $14.2 million of art. The lien on art was intended to be security for $99.9 million in notes that Elliott purchased. The trustee contends the art lien is fraudulent because the items belonged to the firm and were being pledged for a loan to Marc Dreier. Wachovia Bank NA and Wells Fargo Bank NA are being sued in a complaint filed under seal. Moreover, according to the report, the trustee is suing to recover $9.2 million that Marc Dreier paid to the sellers of his beachfront home in East Quogue, New York, one of the Hamptons communities on eastern Long Island. The trustee also filed a $4.7 million suit against the sellers of Marc Dreier's condominium on Lexington Avenue in New York. The trustee previously filed about 50 preference lawsuits to recover as much as $4 million. Family Members Mr. Rochelle also reports that the trustee is suing family members, including Mr. Dreier's brother for $950,000 and his sister's stepson for $300,000. The landlord for his former wife is a defendant in a $580,000 suit, while the landlord for an apartment on East 57th Street in Manhattan is being sued for $880,000. Investment manager Armada Partners LP is being sued for $13.5 million on the theory that the law firm made transfers for Mr. Dreier's personal investments. About Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On December 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on December 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee. Wachovia Bank National Association, Sheila M. Gowan as trustee for Dreier LLP's Chapter 11 Estate, and Steven J. Reisman as postconfirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on January 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier, 60, pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. DRYSHIPS INC: Offering of Ocean Rig Stock at $17.5 Per Share ------------------------------------------------------------ DryShips Inc. has priced its offering by way of a private placement of shares of Ocean Rig's common stock at $17.50 per Share for total gross proceeds of $500 million. The offering has been made to Norwegian professional investors and eligible counterparties as defined in the Norwegian Securities Trading Regulation 10-2 to 10-4, to non-United States persons in reliance on Regulation S under the Securities Act of 1933, as amended and in a concurrent private placement in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The offering is expected to close on December 20, 2010. The net proceeds of the offering are expected to be used to finance the construction costs of the ultra deepwater newbuilding drillships under construction at Samsung, exercise options to build further ultra deepwater drillships and general corporate purposes. Following this transaction Dryships Inc will own approximately 78% of OceanRig UDW Inc. The Shares have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States or to or for the benefit of U.S. persons unless so registered except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable securities laws in other jurisdictions. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Shares, nor shall there be any sale of the Shares in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offer of the Shares will be made only by means of a private placement memorandum. In the European Economic Area, with respect to any Member State that has implemented Directive 2003/71/EC the information in respect of the Share offering is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive. The joint lead managers for this transaction are DnB Nor Markets, Fearnley Fonds ASA and Pareto Securities AS. About DryShips Inc. Based in Greece, DryShips Inc. -- http://www.dryships.com/-- -- owns and operates drybulk carriers and offshore oil deep water drilling units that operate worldwide. As of September 10, 2010, DryShips owns a fleet of 40 drybulk carriers (including newbuildings), comprising 7 Capesize, 31 Panamax and 2 Supramax, with a combined deadweight tonnage of over 3.6 million tons and 6 offshore oil deep water drilling units, comprising of 2 ultra deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding drillships. DryShips's common stock is listed on the NASDAQ Global Select Market where it trades under the symbol "DRYS". The Company's balance sheet at Sept. 30, 2010, showed $5.80 million in total assets, $1.90 million in total current liabilities, $1.10 million in total non current liabilities, and stockholders' equity of $2.80 million. On November 25, 2010, DryShips Inc. entered into a waiver letter for its $230.0 million credit facility dated September 10, 2007, as amended, extending the waiver of certain covenants through December 31, 2010. As reported in the Troubled Company Reporter on Sept. 29, 2010, the Company said it is currently in negotiations with its lenders to obtain waivers, waiver extensions or to restructure its debt. As of June 30, 2010, the Company's theoretical exposure (current portion of long-term debt less cash and cash equivalents less restricted cash) amounted to $761.4 million. DYNEGY INC: Icahn Deal Won't Affect Moody's 'Caa1' Rating --------------------------------------------------------- Moody's Investors Service believes that the ratings and negative rating outlook for Dynegy, Inc., and its subsidiary, Dynegy Holdings, Inc (Caa1 Corporate Family Rating) will remain unchanged at this time following the announcement that its board had agreed to be acquired by Icahn Enterprises LP for $5.50 per share in cash, or approximately $665 million. "The current Caa1 Corporate Family Rating captures many of the fundamental risks facing Dynegy," said A.J. Sabatelle, Senior Vice President at Moody's. "While weak operating cash flow, high debt levels, and negative free cash flow are expected to persist over the intermediate term, the planned acquisition by IEP adds incremental uncertainty to an already challenged credit story", adds Sabatelle. During 2011 and 2012, Dynegy is expected to generate both negative operating cash flow and negative free cash flow due to weak operating margins, higher required lease payments, and nondiscretionary capital expenditure requirements. In addition, Moody's remain concerned about Dynegy's liquidity (DHI's speculative grade liquidity rating is SGL-4), given the negative free cash flow profile over the next two years, the resulting importance for DHI to maintain access to a credit facility and the increased likelihood of a covenant violation under the existing bank credit facility sometime during the next three quarters. Moody's believes that the proposed transaction with IEP constitutes a change of control under the company's secured credit facilities requiring both the repayment of the funded obligations and the termination of the credit facilities. Based on Dynegy's most recent financial statements, Moody's calculate funded debt under the credit facilities as of November 1st at approximately $552 million. Based on the merger agreement terms, prior to transaction close, Dynegy will use its reasonable efforts (at IEP's expense) to assist IEP in a refinancing of all or any portion of any required debt financing. The merger agreement also indicates that upon closing, IEP will make available not more than $1 billion of credit facilities for Dynegy and its subsidiaries to meet operating funding requirements or to repay any outstanding indebtedness from the change of control. At November 1, 2010, Dynegy's cash on hand and short-term investments were approximately $650 million. Assuming the acquisition is completed, Moody's believes that the terms and conditions of any replacement credit facility will allow Dynegy to operate its business without risk of interruption during this weak commodity cycle. Moody's also believes that any new credit facility may give Dynegy an option to use balance sheet cash or the proceeds of new junior lien debt to repurchase portions of the company's 2015 and beyond debt maturities (approximates $3.5 billion) at a discount, in an effort to de- lever the balance sheet. To the extent that these events unfold, Moody's will access the terms and conditions around any potential debt repurchase strategy along with the amount of debt that is actually repurchased. Depending on the circumstances and the magnitude of the final outcome surrounding this strategy, it is possible that such transactions, should they occur, could be considered a distressed exchange. Moody's believes that a merger with either IEP or another private equity firm, including the prior suitor, The Blackstone Group L.P., increases the likelihood of this type of strategy being pursued. The announcement follows a November 2010 decision by Dynegy's board to explore strategic alternatives following the unsuccessful acquisition of the company by Blackstone that included the sale of 3,884 megawatts of Dynegy's California and Maine assets to NRG Energy, Inc. Under the terms of this merger agreement, a wholly owned subsidiary of IEP is expected to commence a tender offer for all of the outstanding Dynegy shares not already owned no later than December 22, 2010. Moody's understand IEP and its affiliates own about 9.9% of Dynegy's outstanding shares and have previously acquired options to purchase about 5% of additional shares. Also, under the terms of the merger agreement, Dynegy will continue pursuing strategic alternatives, during which Dynegy will solicit proposals until January 24, 2011. To the extent that a "superior" all-cash offer is made and supported by Dynegy, and IEP does not wish to top the "superior" offer, IEP has agreed that it will support the offer. Completion of the transaction is conditioned on, among other things, regulatory approvals and satisfaction that at the close of the tender offer, IEP and its affiliates own at least 50% of Dynegy's shares (minimum condition). Following receipt of the minimum condition, a merger will be effected such that an IEP subsidiary will be merged into Dynegy. In the event that the minimum condition is not met, the parties have agreed to complete the transaction through a one-step merger after receipt of stockholder approval. Assuming no superior proposal is received during the strategic alternatives process and the tender offer is successfully completed, Dynegy expects to close the transaction in the first quarter of 2011. Moody's will monitor on-ongoing developments relating to this transaction as well as the company's strategic alternatives process. As greater clarity emerges concerning the likelihood of this transaction moving forward and as Moody's gain greater insight into the direction of Dynegy, appropriate rating actions, if necessary, will be disseminated. The last rating action occurred on October 1, 2010, when the ratings were downgraded to their current rating levels, with a negative outlook. Headquartered in Houston, Texas, Dynegy wholly-owns DHI, an independent power producer that owns a portfolio of 12,100 MW of electric generating assets. EDUCATION RESOURCES: Court Clarifies First Marblehead Order ----------------------------------------------------------- At the behest of The Education Resources Institute, Inc., Judge Henry J. Boroff clarified his June 23, 2008 granting TERI authority to reject certain contracts with The First Marblehead Corporation and to enter into a transition service agreement with First Marblehead. Judge Boroff said Section 2.1(ii) of the TSA, which incorporates data use restrictions, expressly refers to the two-year limit on those restrictions and other surviving obligations under Sec. 10.01 of the parties' database agreement. Nothing in the June 23, 2008 Order was intended to extend the Data Use Restrictions and other Surviving Obligations referenced in the TSA beyond two years following the termination of the Database Agreement. A copy of Judge Boroff's December 14 Memorandum of Law is available at http://is.gd/iPkuyfrom Leagle.com. About The Education Resources Headquartered in Boston, Massachusetts, The Education Resources Institute Inc. -- http://www.teri.org/-- aka Boston Systems Resources Inc., Brockton Education Opportunity Center, TERI, TERI College Access, TERI College Access Centers and TERI Marketing Services Inc., is a nonprofit organization that promotes educational opportunities for all through its college access and loan guarantee activities. Founded in 1985, TERI is a guarantor of private or non-government student loans with more than $17 billion in outstanding guarantees. The Debtor filed for Chapter 11 petition on April 7, 2008 (Bankr. D. Mass. Case No. 08-12540). Daniel Glosband, Esq., Gina L. Martin, Esq., at Goodwin Procter LLP, represented the Debtor in its restructuring efforts. Craig and Macauley PC served as the Debtor's Conflicts Counsel, Grant Thornton LLP served as financial advisors, Epiq Bankruptcy Solutions LLC served as Claims Agent, Citigroup Global Markets Inc. served as investment banker, and Rasky Baerlein Strategic Communications Inc. served as public relations and public affairs advisor. When the Debtor filed for protection from its creditors, it estimated assets of more than $1 billion and under $1 billion in debts. On October 29, 2010, the Court entered an order confirming TERI's Modified Fourth Amended Joint Plan of Reorganization. EMPIRE RESORTS: L. Cappelli Owns 3.6 Million Shares --------------------------------------------------- In an amended Form 3 filing with the Securities and Exchange Commission on December 6, 2010, Louis Cappelli disclosed that he beneficially owns 3,607,602 shares of Empire Resorts Inc. common stock. Louis R. Cappelli serves as the managing member and majority owner of LRC Acquisition LLC, and indirectly owned the shares of Empire Resorts, Inc., common stock reported on the original Form 3. The original Form 3 mistakenly reported that LRC directly owned 2,433,090 of the shares reported on the original Form 3, and that Cappelli Resorts, LLC directly owned 1,174,512 of the shares reported on the original Form 3. The amendment to the original Form 3 is being filed to report that LRC directly owned all of the shares reported on the original Form 3, and that Resorts owned none of the shares reported on the original Form 3. The six Form 4's filed by the reporting persons subsequent to the filing original Form 3 also mistakenly reported that Resorts, instead of LRC, directly owned 1,174,512 shares of common stock of Empire. Neither LRC nor Cappelli beneficially owns 10% of the outstanding shares of Empire. Each of LRC and Cappelli disclaims beneficial ownership of the shares reported on the original Form 3 other than the shares directly by such person. 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 Sept. 30, 2010, showed $74.91 million in total assets, $63.20 million in total liabilities, and stockholders' equity of $11.71 million. 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. ENERGAS RESOURCES: Delays Filing of Quarterly Report on Form 10-Q ----------------------------------------------------------------- Energas Resources Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Oct. 31, 2010, because it did not complete its financial statements for the nine months ended October 31, 2010, by December 15, 2010. As a result, the Company said it needs more time to file the report. About Energas Resources Based in Oklahoma City, Oklahoma, Energas Resources Inc. (OTC BB: EGSR) -- http://www.energasresources.com/-- is primarily engaged in the operation, development, production, exploration and acquisition of petroleum and natural gas properties in the United States through its wholly-owned subsidiary, A.T. Gas Gathering Systems Inc. In addition, the company owns and operates natural gas gathering systems located in Oklahoma, which serve wells operated by the company for delivery to a mainline transmission system. The majority of the company's operations are maintained and occur through A.T. Gas. Smith, Carney & Co. P.C. has expressed substantial doubt against Energas Resources Inc.'s ability as a going concern after auditing the Company's results for the fiscal year ended January 31, 2010. In its Form 10-K filed with the U.S. Securities and Exchange Commission, the Company reported a net loss of $1.9 million on $165,794 of total revenue for the year ended Jan. 21, 2010, compared with a net loss of $2.4 million on $284,297 total revenue during the same period a year ago. ENIO CORDOBA: Case Summary & 19 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Enio A. Cordoba dba The Granada Guitarras Let's Dance LA 1005 Paladora Avenue Pasadena, CA 91104 Bankruptcy Case No.: 10-63400 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Barry Russell Debtor's Counsel: Peter J. Leeson, Esq. 600 S. Lake Avenue, Suite 401 Pasadena, CA 91106 Tel: (626) 440-0050 Fax: (626) 440-0060 E-mail: pleeson@leesonlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-63400.pdf EPICEPT CORP: Terminates Equity Distribution Deal With Maxim ------------------------------------------------------------ On February 5, 2010, EpiCept Corporation entered into an Equity Distribution Agreement with Maxim Group LLC, as sales agent. The Agreement established an at-the-market program through which the Company had the right to sell, from time to time and at its sole discretion, shares of its common stock having an aggregate offering price of up to $15 million. On December 9, 2010, the Company terminated the Agreement in accordance with the provisions of Section 7(a) of the Agreement. About EpiCept Corporation EpiCept is focused on the development and commercialization of pharmaceutical products for the treatment of cancer and pain. The Company's lead product is Ceplene(R), which has been granted full marketing authorization by the European Commission for the remission maintenance and prevention of relapse in adult patients with Acute Myeloid Leukemia (AML) in first remission. The Company has two oncology drug candidates currently in clinical development that were discovered using in-house technology and have been shown to act as vascular disruption agents in a variety of solid tumors. The Company's pain portfolio includes EpiCept(TM) NP-1, a prescription topical analgesic cream in late-stage clinical development designed to provide effective long-term relief of pain associated with peripheral neuropathies. The Company's balance sheet at Sept. 30, 2010, showed $6.72 million in total assets, $20.92 in total liabilities, and a stockholders' deficit of $14.19 million. As reported in the Troubled Company Reporter on March 18, 2010, Deloitte & Touche LLP in Parsippany, New Jersey, expressed substantial doubt against EpiCept's ability continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company has recurring losses from operations and a stockholders' deficit of $9.1 million at December 31, 2009. FIFTH THIRD: Fitch Affirms Support Rating Floor at 'B' ------------------------------------------------------ Fitch Ratings has affirmed Fifth Third Bancorp's long-term and short-term Issuer Default Ratings at 'A-' and 'F1', respectively. In addition, Fitch has upgraded FITB's Individual Rating to 'B/C' from 'C' and removed it from Rating Watch Positive. The Rating Outlook remains Stable. Fitch's affirmation and upgrade of the Individual rating reflect FITB's return to sustained profitability in 2Q'10, adequate capital levels for the rating and improving asset quality trends. Core earnings, as measured by pre-tax pre-provision earnings, have trended up each quarter in 2010 and remain above similarly-rated peers. Moreover, FITB benefits from solid levels of noninterest income, including deposit service charges, mortgage banking income, investment advisory fees, and processing revenues. While some of this income is at risk due to legislative changes, Fitch believes FITB will still have solid contribution from fee income sources. In addition, FITB continues to report improving asset quality trends. FITB has been battling ongoing asset quality issues since late 2007 due to challenging residential housing markets in its footprint, most notably in Florida and Michigan. The company has been aggressive in dealing with its problem portfolios, building reserves to loans to a peak of 5.27% in 4Q'09. Since that time, FITB has been able to release some of its reserves with provisions less than reported NCOs. Nonetheless, reserves to loans remains strong at 4.2% of loans and 201.64% of NPLs, as of Sept. 30, 2010. NPAs (excluding accruing TDRs and held for sale loans) and late stage delinquencies are down 35% and 68%, respectively, year-over- year. Further, new nonaccrual loans have declined for four quarters in a row. FITB's long-term ratings also reflect its strong liquidity profile and good capital ratios. FITB's capital base includes $3.4 billion in preferred stock issued to the U.S. Treasury as part of the Capital Purchase Program in 4Q'08. FITB will likely seek to repay the government-preferred stock investment in the near term. Fitch expects that the company will need to raise a certain amount of common equity to receive approval for repayment. Given the uncertain economic environment, Fitch would view the raising of additional common equity as prudent and necessary to maintain a sound capital position, as well as to improve the quality of its capital structure. Fitch has upgraded and removed from Rating Watch Positive these ratings: Fifth Third Bancorp Fifth Third Bank -- Individual to 'B/C' from 'C'. Fitch has affirmed these ratings: Fifth Third Bancorp -- Long-term Issuer Default Rating at 'A-'; -- Preferred stock at 'BBB'; -- Senior debt at 'A-'; -- Subordinated debt at 'BBB+'; -- Short-term IDR at 'F1'; -- Short-term debt at 'F1'; -- Support at '5'; -- Support floor at 'NF'. Fifth Third Bank -- Long-term IDR at 'A-'; -- Senior debt at 'A-'; -- Subordinated debt at 'BBB+'; -- Long-term deposits at 'A'; -- Short-term IDR at 'F1'; -- Short-term deposits at 'F1'. Fifth Third Capital Trust IV, V, VI, VII -- Preferred at 'BBB'. The Rating Watch Negative is maintained for these: Fifth Third Bank -- Support at '4'; -- Support floor at 'B'. FILENE'S BASEMENT: Second Distribution Made to Creditors -------------------------------------------------------- Alan Cohen, Chairman of Abacus Advisors LLC and Chief Restructuring Officer for FB Liquidating Estate (formerly known as Filene's Basement, Inc.), disclosed that a second distribution of dividend checks to Filene's unsecured creditors amounting to 12.5% of approved claims has been made, bringing the cumulative distributions on unsecured claims to 62.5%. "The company is still reconciling claims that are disputed or that were filed in amounts different from the amounts shown on the company's records," said Cohen. "As these claims are reconciled and disputes are resolved, the Debtor will make additional distributions to holders of allowed unsecured claims. We ultimately expect to pay dividends to unsecured creditors that total 75% or more of their allowed claims." As previously reported, secured creditors in the Chapter 11 case have been paid in full, and holders of priority, administrative and convenience class claims have received 100% of their allowed claims. About Filene's Basement Massachusetts-based Filene's Basement, also called The Basement, is the oldest off-price retailer in the United States. The Basement focuses on high-end goods and is known for its distinctive, low-technology automatic markdown system. Filene's Basement first filed for Chapter 11 bankruptcy protection in August 1999. Filene's Basement was bought by a predecessor of Retail Ventures, Inc., the following year. Retail Ventures in April 2009 transferred the unit to Buxbaum. Filene's Basement, Inc. and its affiliates filed for Chapter 22 on May 4, 2009, (Bankr. D. Del. Case No. 09-11525). James E. O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq., Michael Seidl, Esq., and Timothy P. Cairns, Esq. at Pachulski Stang Ziehl & Jones LLP, represented the Debtors in their restructuring effort. Epiq Bankruptcy Solutions serves as claims and notice agent. The Debtors listed $50,000,001 to $100,000,000 in assets and $100,000,001 to $500,000,000 in debts. The Debtor is now formally named FB Liquidating Estate, following the sale of all of its assets to Syms Corp. in June 2009. FILMYARD HOLDINGS: S&P Assigns Corporate Credit Rating at 'B' ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Santa Monica, California-based FilmYard Holdings LLC. The rating outlook is stable. At the same time, S&P assigned guaranteed subsidiary Miramax Film NY LLC's $325 million first-lien term loan an issue-level rating of 'BB-' (two notches higher than the 'B' corporate credit rating on the parent company) with a recovery rating of '1', indicating S&P's expectation of very high (90% to 100%) recovery for lenders in the event of a payment default. S&P also assigned the subsidiary's $83 million second-lien term loan an issue-level rating of 'CCC+' (two notches lower than the 'B' corporate credit rating) with a recovery rating of '6', indicating S&P's expectation of negligible (0% to 10%) recovery for lenders in the event of a payment default. The company will use the proceeds of the term loans to refinance the original $408 million term loan extended upon the Dec. 3, 2010 closing of its acquisition of the Miramax film catalog and related assets from The Walt Disney Co. S&P expects to withdraw its preliminary issue-level and recovery ratings on the $408 million term loan within a few days. On Nov. 15, 2010, S&P assigned a preliminary 'B+' corporate credit rating to FilmYard. S&P's final rating is one notch lower than its previous assessment because of the revised debt structure's significantly higher interest burden and mandatory amortization payments, which put additional stress on the company's financial risk profile. S&P's 'B' rating on FilmYard reflects the company's weak business risk profile, characterized by minimal business diversity as a pure film catalog with minimal investment in new films and its lack of critical mass. It also reflects the company's highly leveraged financial risk profile, which incorporates S&P's expectation of a long-term decline in EBITDA, a higher interest burden and higher mandatory amortization payments than S&P initially anticipated, and a tighter first-lien leverage covenant than originally proposed. S&P's assessment of a weak business risk profile is also based on risks that declines in industrywide DVD sales, especially the sale of catalog titles, are largely a secular trend. FilmYard plans to manage the Miramax assets solely as a film library. The company does not intend to engage in film production, although S&P believes it may make small acquisitions of films or additional libraries. While this eliminates production risk, it makes refreshment of the company's Miramax assets dependent on future further acquisitions. Without such refreshment, cash flows from exploitation of the library will decline over time as the films age, as even former hit movies are eventually no longer able to command high licensing fees. The company's amended first-lien credit agreement significantly reduces the amount that the company can spend on acquisitions in any given year. FIRST SOUTHERN BANK: Closed; Southern Bank Assumes All Deposits --------------------------------------------------------------- First Southern Bank of Batesville, Ark., was closed on Friday, December 17, 2010, by the Arkansas State Bank Department, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Southern Bank of Poplar Bluff, Mo., to assume all of the deposits of First Southern Bank. The two branches of First Southern Bank will reopen during normal business hours as branches of Southern Bank. Depositors of First Southern Bank will automatically become depositors of Southern Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of First Southern Bank should continue to use their existing branch until they receive notice from Southern Bank that it has completed systems changes to allow other Southern Bank branches to process their accounts as well. As of September 30, 2010, First Southern Bank had around $191.8 million in total assets and $155.8 million in total deposits. Southern Bank paid the FDIC a premium of 0.25 percent to assume all of the deposits of First Southern Bank. In addition to assuming all of the deposits of the failed bank, Southern Bank agreed to purchase around $152.8 million of the failed bank's assets. The FDIC will retain the remaining assets for later disposition. Customers who have questions about the transaction can call the FDIC toll-free at 1-800-331-6306. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/firstsouthern.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $22.8 million. Compared to other alternatives, Southern Bank's acquisition was the least costly resolution for the FDIC's DIF. First Southern Bank is the 156th FDIC-insured institution to fail in the nation this year, and the first in Arkansas. The last FDIC-insured institution closed in the state was ANB Financial, NA, Bentonville, on May 9, 2008. FIRST PROTECTION: 9th Cir. Rejects LLC Transfer Defense ------------------------------------------------------- WestLaw reports that a postpetition transfer of a 50% interest in the debtors' limited liability company to the debtor-wife's mother, in exchange for her agreeing to make certain loans to finance the LLC's operations, was not a transfer in the "ordinary course of business," such as the debtors, as Chapter 11 debtors- in-possession, were statutorily authorized to make prior to conversion of their case to one under Chapter 7. Accordingly, the debtors and the debtor-wife's mother could not successfully assert an "ordinary course of business" defense in an adversary proceeding by the Chapter 7 trustee to avoid the transfer as an unauthorized postpetition transfer. The transfer did not satisfy the vertical or horizontal dimensions tests for ordinariness. In re First Protection, Inc., ---B.R.----, 2010 WL 5059589, 10 Cal. Daily Op. Serv. 15,230 (9th Cir. BAP). Based in Scottsdale, Ariz., First Protection, Inc., sought Chapter 11 protection (Bankr. D. Ariz. Case No. 08-08964) on July 18, 2008, and is represented by Daniel E. Garrison, Esq., at Shugart Thomson & Kilroy in Phoenix. At the time of the filing, the Debtor estimated its assets at more than $1 million and its debts at less than $500,000. FLOWSERVE CORP: S&P Assigns 'BB+' Rating to $1 Bil. Loan -------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'BB+' issue-level rating with a '3' recovery rating, indicating expectations of meaningful (50%-70%) recovery of principal and prepetition interest in the event of a payment default to Flowserve Corp.'s $1 billion senior secured credit facility due 2015, which includes a $500 million revolving credit facility and a $500 million term loan. The company will use the proceeds of the issuance to repay the balance on its existing facility and for general purposes. S&P has withdrawn the rating on its existing senior secured credit facilities -- which were rated 'BB+' with a '3' recovery rating -- following the closing of this new credit facility. The 'BB+' rating and stable outlook on pump and valve manufacturer Flowserve reflect its satisfactory business risk profile, good credit measures, and S&P's view that its liquidity is adequate following the closing of this transaction. Although the company has the capacity to make bolt-on acquisitions, there is risk that it, absent an articulated financial policy, could modify its strategy and become more aggressive. Recovery Analysis The rating on the $1 billion senior secured credit facility is 'BB+', the same as the corporate credit rating, and the recovery rating is '3', indicating S&P's expectations of meaningful (50%- 70%) recovery of principal and prepetition interest in the event of a payment default. Ratings List Flowserve Corp. Corporate credit rating BB+/Stable/-- New Rating Flowserve Corp. $500 mil sec revolv cred fac due 2015 BB+ Recovery rating 3 $500 mil sec term loan due 2015 BB+ Recovery rating 3 Ratings Withdrawn Flowserve Corp. To From -- ---- $400 mil sec revolv cred fac Due 2012 NR BB+ Recovery rating NR 3 To From -- ---- $600 mil sec term loan due 2012 NR BB+ Recovery rating NR 3 FOXBOROUGH ULTRAMAR: Case Summary & 13 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Foxborough Ultramar, Inc P.O. Box 910 Yucaipa, CA 92399 Bankruptcy Case No.: 10-50272 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Meredith A. Jury Debtor's Counsel: Arshak Bartoumian, Esq. 150 N. Santa Anita Avenue, Suite 200 Arcadia, CA 91006 Tel: (626) 446-6442 Fax: (626) 446-6454 Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 13 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-50272.pdf The petition was signed by Tony Hicks, president. FPD LLC: Sale Hearing on Anderson Pointe Project Today ------------------------------------------------------ The Hon. Paul Mannes of the U.S. Bankruptcy Court for the District of Maryland authorized FPD, LLC, et al., to auction a residential home development subdivision project named Anderson Pointe located in Raleigh, North Carolina. The Debtor related that there is no stalking horse bidder to the assets. The sale will be free and clear of liens, claims and interests. The auction was scheduled December 17, 2010, at 2:00 p.m., at the offices of Cole, Schotz, Meisel, Forman & Leonard, P.A., 300 E. Lombard Street, Suite 2000, Baltimore, Maryland. The bid deadline was December 13. The Debtor added that SunTrust Banks, Inc., holder of a lien on the property, have the right to credit bid without submitting a written bid. The Court will consider the sale of the assets to the winning bidder at a hearing on December 20, at 3:00 p.m. About FPD Prince Frederick, Maryland-based FPD, LLC, filed for Chapter 11 bankruptcy protection on September 3, 2010 (Bankr. D. Md. Case No. 10-30424). G. David Dean, II, Esq., and Irving Edward Walker, Esq., at Cole Schotz Meisel Forman & Leonard P.A., assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $1 million to $10 million. Affiliates Acorn Land, LLC (Bankr. D. Md. Case No. 10-30437), Breezewood Homes, LLC (Bankr. D. Md. Case No. 10-30441), First Development Group, LLC (Bankr. D. Md. Case No. 10-30443), MD Homes, LLC (Bankr. D. Md. Case No. 10-30444), NC Homes, LLC (Bankr. D. Md. Case No. 10-30445), and Tidewater Land, LLC (Bankr. D. Md. Case No. 10-30446) filed separate Chapter 11 petitions in September 2010. Acorn Land, Breezewood Homes, and MD Homes estimated their assets and debts at $1 million to $10 million each. First Development estimated its assets and debts at $10 million to $50 million. The Debtors' bankruptcy cases are jointly administered. FREESCALE SEMICONDUCTOR: Bank Debt Trades at 5% Off --------------------------------------------------- Participations in a syndicated loan under which Freescale Semiconductor, Inc., is a borrower traded in the secondary market at 95.01 cents-on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.57 percentage points from the previous week, The Journal relates. The Company pays 425 basis points above LIBOR to borrow under the facility. The bank loan matures on December 1, 2016, and carries Moody's B2 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Freescale Semiconductor, Inc. -- http://www.freescale.com/-- once Motorola's Semiconductor Products Sector, is one of the oldest and most diverse makers of microchips in the world. It produces many different kinds of chips for use in automobiles, computers, industrial equipment, wireless communications and networking equipment, and other applications. The company's global client roster includes such blue-chip companies as Alcatel-Lucent, Bosch, Cisco Systems, Fujitsu, Hewlett-Packard, QUALCOMM, and Siemens, as well as former parent Motorola. Freescale nets about half of its sales from the Asia/Pacific region. The Blackstone Group, The Carlyle Group, Permira Advisers, and TPG Capital own the company. Freescale Semiconductor Holdings I, Ltd. carries a 'CCC' issuer default rating from Fitch Ratings. Freescale carries a B-/Stable/-- corporate credit rating from Standard & Poor's. "The rating on Freescale," said Standard & Poor's credit analyst Lucy Patricola, "reflects S&P's expectation that the company will continue on its current path to generate over $800 million of EBITDA for 2010. S&P expects leverage to remain high but free cash flow to be slightly positive, preserving existing cash balances of $1 billion." GELTECH SOLUTIONS: Shatner Gets Options for 2MM Shares for Svcs. ---------------------------------------------------------------- On December 9, 2010, GelTech Solutions Inc. granted William Shatner 2,000,000 five-year non-qualified stock options exercisable at $1.20 per share in consideration for providing the Company with future promotional and public relations services. When the closing price of the Company's common stock closes at or above a price listed in the first column, the corresponding number of options in the second column shall vest and become exercisable. The vesting and exercisability are subject to Mr. Shatner providing services on the triggered vesting date. About GelTech Solutions Jupiter, Fla.-based GelTech Solutions Inc. (OTC Bulletin Board: GLTC) -- http://www.GelTechsolutions.com/-- is a Delaware corporation organized in 2006. The Company creates innovative, Earth-friendly, cost-effective products that help industry, agriculture, and the general public accomplish environmental and safety goals, such as water conservation and the protection of lives, homes, and property from fires. The Company's current business model is focused on the following products: 1) FireIce(R), a fire suppression product, 2) SkinArmor(TM), an ointment used for protecting skin from direct flame and high temperatures, and 3) Soil2O(TM), a line of agricultural moisture retention products. The Company's balance sheet at September 30, 2010, showed $1.0 million in total assets, $2.6 million in total liabilities, and a stockholders' deficit of $1.6 million. As reported in the Troubled Company Reporter on October 4, 2010, Salberg & Company, P.A., in Boca Raton, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted that the Company has a net loss and net cash used in operating activities in 2010 of $3.5 million and $2.6 million, respectively, and has an accumulated deficit, a stockholders' deficit and working capital deficit of $9.6 million, $1.1 million, and $1.7 million, respectively, at June 30, 2010. GLOBAL DIVERSIFIED: Delays Filing of Form 10-Q for October 31 ------------------------------------------------------------- Global Diversified Industries Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Oct. 31, 2010, due to its difficulty in completing and obtaining required financial and other information without unreasonable effort and expense. About Global Diversified Chowchilla, Calif.-based Global Diversified Industries, Inc., is a holding company for two wholly owned subsidiaries, Lutrex Enterprises, Inc., an entity which holds equipment and inventory for the Company, and Global Modular, Inc., an entity which provides sales, marketing, manufacturing and construction site work of modular type structures. The Company's balance sheet at July 31, 2010, showed $13.6 million in total assets, $9.4 million in total liabilities, $11.0 million in convertible redeemable preferred stock, and a stockholders' deficit of $6.8 million. M&K CPAS, PLLC, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended April 30, 2010. The independent auditors noted that the Company has suffered recurring losses and has generated negative cash flows from operations. GREAT ATLANTIC & PACIFIC: Proposes to Honor Customer Programs ------------------------------------------------------------- The Great Atlantic & Pacific Tea Company, Inc., and its debtor- affiliates seek interim court approval to maintain and administer their customer programs. The Debtors have maintained the programs in the ordinary course of business to maximize customer loyalty. The programs aim to reward customer loyalty and provide incentives to buy selected products from the Debtors' stores. These programs include: (1) Return and Exchange Policies Consistent with industry practice, the Debtors have traditionally maintained return, refund, exchange, price- guarantee, and rain-check policies with respect to both cash and credit purchases to accommodate their customers' needs. These policies assure the Debtors' customers they will be "made whole" if merchandise is inadequate, damaged or defective, incorrectly processed or unavailable. (2) State Lotteries Many of the Debtors' stores sell lottery tickets and similar games of chance sponsored by the states of Connecticut, New York, Pennsylvania, Maryland, Massachusetts and New Jersey. The Debtors "cash out" winning lottery tickets in amounts no greater than $600 in most of those states, and no greater than $1,000 in Pennsylvania. The Debtors may then present the honored lottery ticket to the state regulatory agency for reimbursement. (3) Sales Promotions The Debtors conduct sales promotions at selected stores or banners. These promotions include "buy one get one free" programs, a rebate if a customer purchases a certain amount of merchandise, and sweepstakes programs. (4) Coupon Program The Debtors maintain a coupon redemption program pursuant to which they honor certain third-party coupons distributed to their customers; and the Debtors' own coupons that are included in advertising circulars or distributed in their stores. When a customer redeems a valid third-party coupon in one of the Debtors' stores, the Debtors deduct the amount of the coupon, or such other deduction as may be advertised, from the item's purchase price. Third-party coupons are then processed and remitted to a third-party intermediary, who in turn collects the amounts from the various vendors and wires the Debtors the value of the coupons collected. (5) Prescription Drug Program The Debtors also honor certain third-party-paid prescription drug programs, pursuant to which eligible customers can purchase certain drugs at the pharmacies located in the Debtors' stores at a reduced price. The Debtors bill the balance of the cost of the prescription drug and the co-pay amount to various insurance companies. (6) Gift Card Program The Debtors maintain a program by which their customers can purchase gift certificates or cards from their various banners that can be redeemed for merchandise at a later date. As of November 29, 2010, about $10,500,000 in issued gift cards were outstanding. (7) Reward Card Program The Debtors offer their customers an opportunity to enroll in a customer reward card program which entitles them to receive certain benefits based on the amount they spend at the Debtors' stores. Each of the Debtors' banners provides its own reward card program, although all reward cards are honored across the Debtors' stores. Customers enrolled in the reward card program may present their cards at checkout and receive instant discounts on hundreds of items, specially marked throughout the store. As of December 12, 2010, about 10 million unique reward cards were issued pursuant to the program. The Debtors do not typically accrue a liability on account of these programs, rather, deducting any customer savings provided through these programs from revenue otherwise generated at the point of sale. (8) Money Transfer and Money Order Program Many of the Debtors' stores are pick-up locations for wire transfers sent from third parties electronically through Western Union North America to an identified transferee. Similarly, the Debtors sell and honor money orders issued by certain third parties, including Western Union. (9) Charitable Donations From time to time, the Debtors will make donations to certain charitable organizations or otherwise support community organizations and other groups. The Debtors are currently administering a donation drive in partnership with the Island Harvest hunger relief organization. They also operate two charitable foundations: The Waldbaums Foundation and the Pathmark We Care Foundation. About A&P Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific (A&P is a leading supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid- Atlantic and Northeastern United States. It operates 395 supermarkets, combination food and drug stores, beer, wine, and liquor stores, and limited assortment food stores in Connecticut, Delaware, Massachusetts, Maryland, New Jersey, New York, Pennsylvania, Virginia, and the District of Columbia. "Banners" include A&P (101 stores), Food Basics (12 stores), Pathmark (128 stores), Super Fresh (57 stores), The Food Emporium (16 stores), and Waldbaum's (59 stores). A&P employs roughly 41,000 employees, including roughly 28,000 part-time employees. Roughly 95% of the workforce are covered by collective bargaining agreements. The Great Atlantic & Pacific Tea Company, Inc., and its affiliates filed petitions under Chapter 11 of the U.S. Bankruptcy Code on December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White Plains. As of September 11, 2010, the Debtors reported total assets of $2.5 billion and liabilities of $3.2 billion. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC & PACIFIC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by A&P and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). GREAT ATLANTIC & PACIFIC: Proposes to Pay Wages & Benefits ---------------------------------------------------------- The Great Atlantic & Pacific Tea Company, Inc., and its debtor- affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to pay the pre-bankruptcy claims of their employees. The claims include unpaid wages and salaries of their full-time and part-time employees, temporary employees and independent contractors. The Debtors estimate that they owe about $18.15 million to full- time and part-time employees on account of accrued wages and salaries earned prepetition. Meanwhile, as much as $71,000 is owed to independent contractors, and about $9,000 to Unitemp Temporary Personnel. As of December 12, 2010, the Debtors have about 13,016 full-time employees, 27,672 part-time employees, and three temporary employees, who are provided to the Debtors through Unitemp. The Debtors also intend to pay these amounts owed as of December 12, 2010: Expenses Amount -------- ---------- Payroll Taxes $8,560,000 Reimbursable Expenses $111,000 AmEx Corporate Card Expenses $27,000 Relocation Program Expenses $210,000 The Debtors maintain a relocation program, using a third-party administrator, for employees who are required to move to a new location within the United States after being hired or transferred by the Debtors. To streamline payment of reimbursable expenses, the Debtors have an American Express corporate account under which credit cards are available for use by five employees to pay for certain business-related expenses and for use by the Debtors as a business travel account. The Debtors also seek court approval to continue their management incentive plan, employee benefit programs, union employee benefit program, and retirement plans. As of their bankruptcy filing, the Debtors estimate that they owe these amounts under the employee benefit program: Programs Amount -------- ---------- Insurance Plans $50,000 Long-Term Disability Plan $21,000 Short-Term Disability Plan $84,000 Workers' Compensation Program $433,000 The Debtors did not disclose how much is owed under the Management Incentive Plan and the Union Employee Benefit Program. Meanwhile, they estimate that about $429,000 has been withheld from participating employees' paychecks and is owing for 401(k) Savings Plan Contributions and about $9,000 is owed on account of employer matching contributions. To the extent any of the Debtors' employees asserts claims under the Workers' Compensation Program, the Debtors propose that the automatic stay be lifted to permit that employee to proceed with his claims under the program. In connection with the proposed payment of pre-bankruptcy claims, the Debtors also ask the Court to issue an order directing financial institutions to honor and pay all replacement checks or wire transfer requests. * * * Judge Robert D. Drain issued an order authorizing the Debtors, on an interim basis, to pay and honor all prepetition obligations associated with their employee obligations and to continue the programs and maintain funding in the ordinary course of business, on account of: (a) Unpaid Compensation, Deductions and Payroll Taxes, Temporary Employee Compensation and Independent Contractor Compensation; (b) Reimbursable Expenses, American Express Corporate Card Expenses, Relocation Program Expenses; (c) the Employee Benefit Programs and the Union Employee Benefit Programs; and (d) the 401(k) Savings Plan and the Multiemployer Pension Plans. Judge Drain held that the Debtors are authorized to pay and honor all prepetition obligations associated with Independent Contractor Compensation, provided that the Debtors will not pay any Independent Contractor more than $11,725. The Debtors and any applicable third parties are authorized to continue to allocate and distribute Deductions and Payroll Taxes to the appropriate third-party recipients or taxing authorities in accordance with the Debtors' stated policies and prepetition practices. The Debtors are also authorized: * to pay all processing and administrative fees associated with and all costs and expenses incidental to payment of the Employee Obligations; and * to continue to honor all obligations to their Union Employees under the terms of existing collective bargaining agreements to which the Debtors are a party to. Pursuant to Section 362(d) of the Bankruptcy Code, (a) Employees are authorized to proceed with their workers' compensation claims in the appropriate judicial or administrative forum under the Workers' Compensation Program, and the Debtors are authorized to pay all prepetition amounts relating to the Program in the ordinary course of business, and (b) the notice requirements pursuant to Rule 4001(d) of the Federal Rules of Bankruptcy Procedure, with respect to clause (a), are waived. This modification of the Automatic Stay pertains solely to claims under the Workers' Compensation Program. The Interim Order and the Debtors' performances under the Order will not constitute the assumption of, or approval of, the Debtors' entry into any executory contract or postpetition agreement. The Debtors' right to contest any claim is fully reserved. A final hearing on the request will be held on January 10, 2011. Any objections or responses must be filed on or before January 4. About A&P Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific (A&P is a leading supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid- Atlantic and Northeastern United States. It operates 395 supermarkets, combination food and drug stores, beer, wine, and liquor stores, and limited assortment food stores in Connecticut, Delaware, Massachusetts, Maryland, New Jersey, New York, Pennsylvania, Virginia, and the District of Columbia. "Banners" include A&P (101 stores), Food Basics (12 stores), Pathmark (128 stores), Super Fresh (57 stores), The Food Emporium (16 stores), and Waldbaum's (59 stores). A&P employs roughly 41,000 employees, including roughly 28,000 part-time employees. Roughly 95% of the workforce are covered by collective bargaining agreements. The Great Atlantic & Pacific Tea Company, Inc., and its affiliates filed petitions under Chapter 11 of the U.S. Bankruptcy Code on December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White Plains. As of September 11, 2010, the Debtors reported total assets of $2.5 billion and liabilities of $3.2 billion. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC & PACIFIC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by A&P and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). GREAT ATLANTIC & PACIFIC: Wants to Honor Trust Fund Obligations --------------------------------------------------------------- The Great Atlantic & Pacific Tea Company, Inc., and its debtor- affiliates seek the Court's authority to release certain funds held in trust and to continue to perform and honor obligations under their prepetition consignment and deposit arrangements in the ordinary course of business, in a manner consistent with past practice. A. Proceeds from Sale of Lottery Tickets Many of the Debtors' stores sell lottery tickets and similar games of chance sponsored by various states. The Debtors estimate that as of the Petition Date, they owe the various state lottery agencies $643,949, and seek authority to release to the Lottery Agencies any prepetition Lottery proceeds identified after reconciling their accounts. B. Gift Card Proceeds The Debtors sell gift cards pursuant to that certain Safeway Marketing Services Gift Card Alliance Partners Program Agreement dated December 31, 2003, by and between the Debtors and Blackhawk Network, Inc., pursuant to which Blackhawk serves as an intermediary between the Debtors and the retailers. The Debtors estimate that as of the Petition Date, they do not owe Blackhawk any Gift Card Proceeds, but seek authority to release to Blackhawk any prepetition Gift Card Proceeds identified after reconciling their accounts. C. Money Transfers and Money Orders The Debtors are parties to that certain Western Union North America Agency Agreement (the WUNA Agreement) dated September 30, 2008, between the Debtors and WUNA, a unit consisting of Western Union Financial Services, Inc., and Integrated Payments Systems, Inc. Pursuant to the WUNA Agreement, many of the Debtors' stores allow customers (i) to wire money electronically throughout the United States and Mexico, and (ii) to purchase money orders from the stores for cash in face amounts up to $1,000. The Debtors estimate that as of the Petition Date they do not owe WUNA any Wire Transfer Funds and Money Order Funds, but seek authority to release to WUNA any prepetition Wire Transfer Funds and Money Order Funds identified after reconciling their accounts. D. Consignment Arrangements Certain of the Debtors are parties to various Consignment Arrangements. Under the Consignment Arrangements, certain of the Debtors' vendors provide the Debtors with products that are to be sold to the Debtors' customers in the ordinary course of business, and the Debtors do not pay the Consignment Vendors for the goods until the products are actually sold. The Debtors generally remit the proceeds from the sale of a consigned good to the Consignment Vendors on a weekly basis. E. Deposit Arrangements Certain of the Debtors are parties to Deposit Arrangements including Coin Deposit Programs with Coinstar, Inc., and Bottle Deposit Programs with TOMRA East, Inc. Under the Deposit Arrangements, certain of the Debtors' vendors install in the Debtors' stores reverse vending machines where the Debtors' customers may deposit coins and bottles for payment from the Debtors in the ordinary course of business. The machine operators then reimburse the Debtors for the Coin/Bottle Deposit Proceeds, and also pay the Debtors a commission. The Debtors generally receive their reimbursements and commissions from on a monthly basis. To uphold their reputation for reliability and to preserve the loyalty, goodwill and support of their customers, the Debtors must maintain their Lottery Programs, Gift Card Sales, Money Transfers and Money Orders, Consignment Arrangements, and Deposit Arrangements in the ordinary course of business and honor their obligations under these consignment and deposit arrangements, explains Paul M. Basta, Esq., at Kirkland & Ellis LLP, in New York. Not only do the Debtors earn money directly from the Lottery Programs, Gift Cards, WUNA, the Consignment Vendors, and the Deposit Arrangements, but the Debtors also are compensated indirectly because these programs and products attract customers to the Debtors' stores and may incrementally increase revenue at the point of sale, Mr. Basta says. "I believe such activities will encourage the Debtors' Customers to continue to purchase the Debtors' products and, ultimately, lead to increased revenue," asserts Frederic F. Brace, the Debtors' chief administrative officer and chief restructuring officer. About A&P Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific (A&P is a leading supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid- Atlantic and Northeastern United States. It operates 395 supermarkets, combination food and drug stores, beer, wine, and liquor stores, and limited assortment food stores in Connecticut, Delaware, Massachusetts, Maryland, New Jersey, New York, Pennsylvania, Virginia, and the District of Columbia. "Banners" include A&P (101 stores), Food Basics (12 stores), Pathmark (128 stores), Super Fresh (57 stores), The Food Emporium (16 stores), and Waldbaum's (59 stores). A&P employs roughly 41,000 employees, including roughly 28,000 part-time employees. Roughly 95% of the workforce are covered by collective bargaining agreements. The Great Atlantic & Pacific Tea Company, Inc., and its affiliates filed petitions under Chapter 11 of the U.S. Bankruptcy Code on December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White Plains. As of September 11, 2010, the Debtors reported total assets of $2.5 billion and liabilities of $3.2 billion. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC & PACIFIC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by A&P and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). GREAT ATLANTIC & PACIFIC: Wants to Pay Warehousing Charges ---------------------------------------------------------- The Great Atlantic & Pacific Tea Company, Inc., and its debtor-affiliates seek court approval to earmark as much as $3.64 million to pay warehousing charges and claims of so-called "miscellaneous lien claimants." Of the $3.64 million, $240,000 will be used to pay warehousing services that were provided to the Debtors prior to their bankruptcy filing while $3.4 million will be paid to the miscellaneous lien claimants. The miscellaneous lien claimants include third parties tapped by the Debtors to perform repairs of their electrical system, refrigeration equipment, food service equipment, among other things. They could potentially assert liens against the Debtors' property on account of their claims. "Unless the Court authorizes the Debtors to pay the lien claimants, it is unlikely the Debtors will continue to have access to the merchandise in possession of the lien claimants," says the Debtors' lawyer, Paul Basta, Esq., at Kirkland & Ellis LLP, in New York. "Failure to satisfy the lien claimants' claims could have a material adverse effect that could have severe repercussions on the Debtors' retail business operations to the detriment of the creditors," Mr. Basta says in court papers. Mr. Basta also seeks a court ruling to grant administrative expense priority to all obligations of the Debtors arising from the postpetition delivery of merchandise. PACA Procedures Some of the Debtors' suppliers will be eligible to assert potential claims under the Perishable Agricultural Commodities Act of 1930. In exercising their rights under PACA, claimants may impose a trust on some merchandise sold in the Debtors' stores, granting them priority ahead of all other creditors. PACA provides various protections to fruit and vegetable sellers, including the establishment of a statutory constructive trust consisting of a buyer's entire inventory of food or other derivatives of perishable agricultural commodities, and the proceeds related to any sale of those commodities. Assets subject to a PACA trust are preserved as a non-segregated floating trust and may be commingled with non-trust assets. A PACA trust is not property of a debtor's estate. The Debtors estimate that $3.272 million has accrued on account of PACA claims as of December 12, 2010. To ensure that the supply of merchandise continues unimpeded, the Debtors propose to implement a process for the reconciliation and disposition of PACA claims. Under the proposed process, claimants seeking the protection of a PACA trust must deliver a valid and timely notice to the Debtors. The Debtors will send a copy of the order approving the proposed payment of lien claims to all entities and persons who have delivered a valid and timely notice. If the Debtors determine that a claim asserted in the notice is valid, they will pay that claim as an administrative expense. Any claimant that accepts payment from the Debtors on account of its allowed claim will be deemed to have waived, released, and discharged its claims. Thirty days from entry of the final order approving the proposed procedures, and every 30 days thereafter, the Debtors will file a "PACA settlement report" with the Court listing all allowed PACA claims for the preceding 30 day period. After the period ending 90 days after entry of the PACA order, the Debtors will file with the Court a "disputed claim report" that lists the claims, which they believe are invalid. Claimants objecting to the Debtors' determination of their claims listed in the disputed claim report must provide the Debtors with evidence or documentation demonstrating the basis for the dispute. Objections must be served no later than the 20th day following the date the disputed claim report is filed. With respect to each claim in the disputed claim report as to which no objection is timely received, that claim will be deemed invalid without further court order, and will not be entitled to the priorities provided under PACA. With respect to each claim in the disputed claim report as to which an objection is timely received and the parties resolve the objection, that claim will be treated as an allowed or disallowed claim, in whole or part, as agreed to by the parties without further court order upon the filing of the settlement report. With regards to each claim in the disputed claim report as to which an objection is timely received and the objection cannot be resolved, that claim will not be deemed valid or invalid except upon order of the Court. If a resolution is not reached by at least 60 days after the date of the disputed claim report, or such later period as may be agreed to by the claimant, the Debtors will arrange for a court hearing. About A&P Founded in 1859, Montvale, New Jersey-based Great Atlantic & Pacific (A&P is a leading supermarket retailer, operating under a variety of well-known trade names, or "banners" across the mid- Atlantic and Northeastern United States. It operates 395 supermarkets, combination food and drug stores, beer, wine, and liquor stores, and limited assortment food stores in Connecticut, Delaware, Massachusetts, Maryland, New Jersey, New York, Pennsylvania, Virginia, and the District of Columbia. "Banners" include A&P (101 stores), Food Basics (12 stores), Pathmark (128 stores), Super Fresh (57 stores), The Food Emporium (16 stores), and Waldbaum's (59 stores). A&P employs roughly 41,000 employees, including roughly 28,000 part-time employees. Roughly 95% of the workforce are covered by collective bargaining agreements. The Great Atlantic & Pacific Tea Company, Inc., and its affiliates filed petitions under Chapter 11 of the U.S. Bankruptcy Code on December 12, 2010 (Bankr. S.D.N.Y. Case No. 10-24549) in White Plains. As of September 11, 2010, the Debtors reported total assets of $2.5 billion and liabilities of $3.2 billion. Paul M. Basta, Esq., James H.M. Sprayregen, Esq., and Ray C. Schrock, Esq., at Kirkland & Ellis, LLP, in New York, and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lazard Freres & Co. LLC is the financial advisor. Huron Consulting Group is the management consultant. Bankruptcy Creditors' Service, Inc., publishes GREAT ATLANTIC & PACIFIC BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by A&P and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). GREENBRIER COS: To Sell 3-Mil. Shares in At-The-Market Offering --------------------------------------------------------------- The Greenbrier Companies has agreed to sell 3,000,000 shares of its common stock in an underwritten at-the-market public offering. The last reported sale price of its common stock on December 13, 2010 was $22.73 per share. The offering is expected to close on December 17, 2010, subject to customary closing conditions. Greenbrier expects to use the net proceeds of the offering for general corporate purposes, which may include such purposes as working capital, capital expenditures, repayment or repurchase of a portion of the company's indebtedness or acquisitions of, or investments in, complementary businesses and products. Goldman, Sachs & Co. is acting as the sole underwriter for the offering. About Greenbrier Cos. Based in Lake Oswego, Oregon, The Greenbrier Companies Inc. operates in three primary business segments: manufacturing, refurbishment and parts, and leasing and services. The manufacturing segment, operating from four facilities in the United States, Mexico and Poland, produces double-stack intermodal railcars, conventional railcars, tank cars and marine vessels. The refurbishment & parts segment performs railcar repair, refurbishment and maintenance activities in the United States and Mexico. The leasing & services segment owns roughly 8,000 railcars and provides management services for roughly 225,000 railcars. The Company's balance sheet at Aug. 31, 2010, showed $1.0 billion in total assets, $2.63 million in revolving notes, $181.64 million in accounts payable, $81.14 million in deferred income taxes, $11.38 million in deferred revenue, $498.70 million in notes payable, and stockholders' equity of $297.40 million * * * As reported by the Troubled Company Reporter on August 19, 2010, Moody's Investors Service raised its Speculative Grade Liquidity Rating for The Greenbrier Companies to SGL-3 from SGL-4. At the same time, Moody's affirmed the company's existing ratings, including the corporate family rating of Caa1. Greenbrier's rating outlook is negative in consideration of the continued sluggish demand for new railcars and the company's need to address certain refinancing needs. GTC BIOTHERAPEUTICS: LFB Discloses 100% Equity Stake ---------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 6, 2010, LFB Biotechnologies, S.A.S. disclosed that it beneficially owns 1,000 shares of common stock of GTC Biotherapeutics, Inc. representing 100% of the shares outstanding. On December 2, 2010, the sale of 61,100,000 shares of Common Stock by GTC to LFB at a price of $0.30 per share was consummated. Immediately following the closing of the Private Placement, LFB converted the Series D convertible preferred stock owned by it into Common Stock and then contributed all shares of Common Stock to Merger Sub, which was then merged with and into GTC in accordance with Massachusetts law. At the effective time of the Merger: (i) all shares of Common Stock held by LFB and Merger Sub were cancelled, (ii) all shares of Common Stock held by the minority stockholders were converted into the right to receive $0.30 per share and (iii) the 1,000 shares of common stock of Merger Sub owned by LFB were converted into 1,000 shares of Common Stock of GTC and GTC became a wholly owned subsidiary of LFB. About GTC Biotherapeutics Framingham, Mass.-based GTC Biotherapeutics, Inc. (OTC BB: GTCB) -- http://www.gtc-bio.com/-- develops, supplies and commercializes therapeutic proteins produced through transgenic animal technology. ATryn(R), GTC's recombinant human antithrombin, has been approved for use in the United States and Europe. In addition to ATryn(R), GTC is developing a portfolio of recombinant human plasma proteins with known therapeutic properties. These proteins include recombinant forms of human coagulation factors VIIa and IX, which are being developed for the treatment of patients with hemophilia, and recombinant alpha-fetoprotein, which is being developed for the treatment of myasthenia gravis and multiple sclerosis. The Company's balance sheet at September 30, 2010, showed $24.5 million in total assets, $48.2 million in total liabilities, and a stockholders' deficit of $23.8 million. The Company has an accumulated deficit of $333.4 million at September 30, 2010. The Company also has negative working capital of $7.8 million as of September 30, 2010. Based on the Company's cash balance as of September 30, 2010, as well as potential cash receipts primarily from the funding of programs under the LFB collaboration, GTC believes its capital resources will be sufficient to fund operations to the middle of December 2010. As reported in the Troubled Company Reporter on March 15, 2010, PricewaterhouseCoopers LLP, in Boston, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended January 3, 2010. The independent auditors noted of the Company's recurring losses from operations and limited available funds as of January 3, 2010. HAMILTON BEACH: S&P Raises Corporate Credit Rating to 'B+' ---------------------------------------------------------- Standard & Poor's Ratings Services said that it raised its corporate credit and senior secured debt ratings on Glen Allen, Va.-based Hamilton Beach Brands Inc. to 'B+' from 'B'. The outlook is stable. Hamilton Beach had about $115 million of reported debt outstanding as of Sept. 30, 2010. "The upgrade and stable outlook reflect S&P's belief that Hamilton Beach will sustain its improved profitability and credit measures and maintain its adequate liquidity position," said Standard & Poor's credit analyst Rick Joy. The company has seen favorable trends in recent quarters reflecting improving consumer demand for small appliances. HDT WORLDWIDE: S&P Withdraws 'B' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services said that it has withdrawn its ratings, including the 'B' corporate credit rating, on HDT Worldwide LLC. S&P also withdrew the 'B+' issue-level rating and '2' recovery rating on the company's proposed secured credit facility, as well as the 'CCC+' issue-level rating and '6' recovery rating on its proposed unsecured notes. "The ratings withdrawal follows HDT's plans to no longer pursue a debt-financed dividend, which would have also included the refinancing of debt at subsidiaries, Hunter Defense Technologies Inc. and Airborne Holdings Inc.," said Standard & Poor's credit analyst Christopher DeNicolo. "The ratings on Hunter Defense are not affected by the cancellation of this transaction." HERBST GAMING: Bank Debt Trades at 42% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Herbst Gaming, Inc., is a borrower traded in the secondary market at 57.79 cents- on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.43 percentage points from the previous week, The Journal relates. The Company pays 187.5 basis points above LIBOR to borrow under the facility, which matures on December 8, 2013. Moody's has withdrawn its rating on the bank debt. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Herbst Gaming Headquartered in Reno, Nevada, Herbst Gaming, Inc. -- http://www.herbstgaming.com/-- is a diversified gaming company. The Company and its subsidiaries focus on two business lines, slot route operations and casino operations. The Company's route operations involves the exclusive installation and, as of September 30, 2009, operation of around 6,300 slot machines in non-casino locations, such as grocery stores, drug stores, convenience stores, bars and restaurants. The casino operations consist of 16 casinos located in Nevada, Iowa and Missouri. The Company and 17 of its affiliates filed for Chapter 11 protection on March 22, 2009 (Bankr. D. Nev. Lead Case No. 09- 50752). Thomas H. Fell, Esq., and Gerald M. Gordon, Esq., at Gordon Silver, represented the Debtors in their restructuring effort. Herbst Gaming had $919.1 million in total assets and debts of $1.57 billion as of the Chapter 11 filing. The Bankruptcy Court issued an order on January 22, 2010, confirming the company's amended joint plan of reorganization. The plan became effective February 5, 2010. HUSKY ENERGY: Moody's Reviews 'Ba1' Junior Subordinated Rating -------------------------------------------------------------- Moody's Investors Service placed Husky Energy Inc.'s Baa2 senior unsecured rating and Ba1 junior subordinated rating under review for possible downgrade Ratings Rationale "The review for downgrade reflects the high level of cash capital expenditures and execution risk that Husky will incur over the next few years as it moves forward with its plan to grow production from its Canadian conventional and offshore east coast properties as well as develop the Liwan natural gas project offshore China and the Sunrise oil sands project," said Terry Marshall, Moody's Senior Vice President. "While Husky's principal shareholders have demonstrated and indicated strong support during this period, Moody's believe that Husky's leverage metrics may weaken as the first material production adds from Liwan and Sunrise won't materialize until 2014 and 2015 at the earliest." The review will focus on: i) the capital required and timeframe involved in developing Liwan and Sunrise and bringing these projects to full, economic production; ii) the capital required by Husky to fund Sunrise capex beyond the remaining US$2.2 billion commitment of BP; iii) the timing of Husky's expenditure under its commitment to fund its remaining US$2.4 billion capital expenditure at the Toledo refinery; iv) Husky's ability to arrest its production decline in Western Canada and the capital required to do so; v) the extent of debt and hybrid securities likely to be used by Husky to fund its growth projects and capital commitments; vi) the proceeds of asset sales that realistically can be expected to cover funding shortfalls; vii) other strategic initiatives that Husky or its major shareholders may undertake; and viii) the level of commitment of major shareholders in taking their share of dividends in kind for seven consecutive quarters beginning in the second quarter of 2011 as they have indicated they may do. Husky's most significant production adds will come from two long cycle developments, the Liwan and Sunrise projects, which contain significant execution risks. The Liwan development is a joint venture with China National Offshore Oil Company (Aa3, stable), a strong partner that will manage the sale of offtake in mainland China, while Husky manages sales in Hong Kong. The Sunrise oil sands project is an upstream / downstream joint venture with BP, under which BP funds the first US$2.5 billion of capital on the upstream side. BP's remaining commitment is US$2.2 billion. Husky's commitment to BP with respect to downstream capital also totaled US$2.5 billion initially, of which US2.4 billion remains, to be paid no later than 2015. While Husky is a publicly traded company, the majority of its common stock is closely held. Approximately 36% is owned by L.F. Investments (Barbados) Limited, which is 100% indirectly owned and controlled by Mr. Li Ka-shing of Hong Kong. Another 35% is owned by U.F. Investments (Barbados) Ltd., which is 100% indirectly owned by Hutchison Whampoa Limited (A3, negative) of which Mr. Li Ka-shing is chairman. Husky's principal shareholder. Mr. Li Ka-shing, both directly and through Hutchison Whampoa Limited has demonstrated support for Husky's development initiatives by subscribing for their share (approximately 70%) of a C$1 billion equity issue that was used to fund the acquisition of western Canadian properties from Exxon Mobil, and by announcing the intent to take their share of Husky's $1.2 billion annual dividend in shares from the second quarter of 2011 through 2012. Husky Energy Inc., headquartered in Calgary, Alberta, is a diversified independent E&P company with principal assets in North America and Southeast Asia. HUNTER DEFENSE: S&P Affirms Corporate Credit Rating at 'B+' ----------------------------------------------------------- Standard & Poor's Ratings Services affirmed its ratings, including the 'B+' corporate credit rating, on Hunter Defense Technologies Inc. The outlook remains stable. "The ratings on Hunter Defense reflect its highly leveraged financial risk profile, very aggressive financial policy, modest revenue base, and limited product diversity. Substantial defense spending -- despite expected competing demands on the U.S. federal budget -- and leading positions in niche markets somewhat offset these factors," said Standard & Poor's credit analyst Christopher DeNicolo. Hunter Defense' indirect parent, HDT Worldwide LLC, recently cancelled plans to pursue a debt-financed $163 million dividend. As part of the transaction, the debt at Hunter Defense was to have been fully repaid. The transaction would have resulted in pro forma debt to EBITDA at HDT of almost 5x, compared with S&P's expectations of 3.5x for Hunter Defense in fiscal 2011. Although S&P believes the aborted transaction indicates a more-aggressive financial policy than previously incorporated into the rating, it's offset by expected improvements in the company's credit protection measures due to the contributions from acquisitions and good organic growth. The outlook is stable. Good demand for the company's products over the next one to two years should result in modest growth in revenues, earnings, and cash flows, enabling Hunter Defense to maintain credit protection measures appropriate for current ratings. "S&P could lower the ratings if a delay in military funding constrains liquidity or shifting priorities in defense spending materially reduce demand for its products and cause debt to EBITDA to increase above 5x and funds from operations to total debt to decline below 5%, or result in tighter covenant compliance," Mr. DeNicolo continued. "S&P could also lower ratings if Hunter or its parent pursue a dividend recap or similar actions that cause a material deterioration in Hunter Defense's financial profile. S&P is unlikely to raise the ratings in the near term due to the company's more-aggressive financial policy." HAMPTON ROADS: Former WTC Market Manager Named Shore Bank CEO ------------------------------------------------------------- Hampton Roads Bankshares Inc. announced that Shore Bank has named W. Thomas Mears President and Chief Executive Officer. Mr. Mears brings over 20 years of banking experience in markets on the Eastern Shore of Maryland and surrounding areas. He joins Shore Bank from Wilmington Trust, where he was Market Manager - Lower Delaware and Eastern Shore of Maryland. Mears succeeds Steven M. Belote, who will assist with the transition and then assume another position with the Company to be determined following the completion of the transition. Prior to Wilmington Trust, Mears served in positions of increasing responsibility with Peninsula Bank, an affiliate of Mercantile Bankshares Corp., from 1989 to 2006, then served as Regional President/Market Executive for PNC after its acquisition of Mercantile Bankshares Corp. Mr. Mears is active in a number of community organizations on the Eastern Shore of Maryland. He is member of the Board of Directors and past President of the United Way of the Lower Eastern Shore. He is a member of the Atlantic General Hospital Foundation Board of Directors and the Greater Salisbury Committee. He is The Den Leader for Cub Scout Pack 267 and Board/Committee member for Boy Scout Troop 225. He is a past Director of the Ocean City Chamber of Commerce. Mr. Mears graduated from Broadwater Academy in Exmore, Virginia in 1984 and went on to earned a BS in Economics from the Virginia Polytechnic Institute and State University. He also graduated from the University of Maryland Banking School and the University of Oklahoma Commercial Banking School. Mears currently resides in Berlin, Maryland with his wife, Laura and two sons, Davis and Will. 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. 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. Hampton Roads Bankshares reported 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 its Form 10-Q for the September 2010 quarter 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. HERCULES OFFSHORE: Files Offshore Fleet Status Report ----------------------------------------------------- On December 15, 2010, Hercules Offshore Inc. posted a report entitled "Hercules Offshore Fleet Status Report". The Fleet Status Report includes the Hercules Offshore Rig Fleet Status, which contains information for each of the Company's drilling rigs, including contract dayrate and duration. The Fleet Status Report also includes the Hercules Offshore Liftboat Fleet Status Report, which contains information by liftboat class for November 2010, including revenue per day and operating days. A full-text copy of the Status Report is available for free at http://ResearchArchives.com/t/s?7122 About Hercules Offshore Houston-based Hercules Offshore, Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. Its international offices are in Angola, Grand Cayman, India, Malaysia, Mexico, Nigeria, Qatar, and Saudi Arabia. In November 2010, Moody's Investors Service downgraded the Corporate Family Rating of Hercules Offshore Inc. and the Probability of Default Rating to Caa1 from B2. Moody's also downgraded Hercules' 10.5% senior secured notes due 2017, its senior secured revolving credit facility due 2012, and its senior secured term loan B due 2013, all to Caa1 with LGD3, 45%. The outlook remains negative. "The inability of Hercules to generate meaningful free cash flow despite limited reinvestment in its aging fleet of rigs is cause for concern," commented Stuart Miller, Moody's Senior Analyst. "Without a significant de-leveraging of its balance sheet, Hercules is following a path that could lead to financial hardship at the first sign of a market softening." Hercules' Caa1 CFR rating reflects its highly leveraged balance sheet and limited ability to generate free cash flow. The Caa1 rating on the senior secured notes reflects their pari passu secured position in Hercules' capital structure relative to the senior secured credit facilities. HARRAH'S ENTERTAINMENT: HOC Bank Debt Trades at 104.63% ------------------------------------------------------- Participations in a syndicated loan under which Harrah's Operating Company, Inc., is a borrower traded in the secondary market at 104.63 cents-on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.90 percentage points from the previous week, The Journal relates. The Company pays 750 basis points above LIBOR to borrow under the facility. The bank loan matures on October 23, 2016, and carries Moody's Caa1 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. 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. The Company's balance sheet at Sept. 30, 2010, showed $29.28 billion in total assets, $28.22 billion in total liabilities, and stockholders' equity of $1.06 billion. Harrah's Entertainment reported a net loss of $164.8 million on $2.29 billion of net revenues for the quarter ended Sept. 30, 2010, compared with a net loss of $1.71 billion on $2.29 billion of net revenues for the same period a year ago. 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. HAWKER BEECHCRAFT: Bank Debt Trades at 14% Off in Secondary Market ---------------------------------------------------------- Participations in a syndicated loan under which Hawker Beechcraft is a borrower traded in the secondary market at 86.06 cents-on- the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.63 percentage points from the previous week, The Journal relates. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on March 26, 2014, and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kansas, is a leading manufacturer of business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. Hawker Beechcraft Acquisition Company LLC reported net sales for the three months ended September 30, 2010, of $594.7 million, a decrease of $163.0 million compared to the third quarter of 2009. During the three months ended September 30, 2010, the Company recorded an operating loss of $81.4 million, compared to an operating loss of $721.1 million during the comparable period in 2009. The improved operating loss versus the prior period was primarily due to charges of $581.5 million related to asset impairments recorded during the three months ended September 27, 2009. The Company's balance sheet at June 27, 2010, showed $3.420 billion in total assets, $3.408 billion in total liabilities, and stockholders' equity of $11.6 million. Hawker Beechcraft reported a net loss of $56.8 million on $639.3 million of total sales for the three months ended June 27, 2010, compared with net income of $172.2 million on $816.3 million of sales for the three months ended June 28, 2009. Hawker Beechcraft carries 'Caa2' corporate family and probability of default ratings from Moody's Investors Service. HYTHIAM INC: Kelly McCrann Joins Board of Directors --------------------------------------------------- Hythiam Inc. appointed Kelly McCrann to its Board of Directors, effective December 9, 2010. Kelly McCrann has decades of experience in the healthcare industry and has previously held executive level operations positions at DaVita, PacifiCare Health Services and Coram Healthcare. Kelly also has been involved in consulting and venture capital, and has significant experience in healthcare strategic development, venture financing and M&A transactions. "We are pleased Kelly McCrann has joined our Board," said Terren Peizer, Hythiam's Chairman and CEO. "Kelly's extensive healthcare services operational experience will provide invaluable insights as we broaden the Catasys substance dependence program's national footprint. In the coming months, we expect an acceleration in Catasys contracts, health plan implementations, and further pipeline expansion. Kelly McCrann will contribute greatly to the execution of our business model in the coming year." "I am excited to be joining the Board of Directors at Hythiam, and I look forward to working with Hythiam's Board and executive management team," said Kelly McCrann. "I believe the Company has an outstanding solution for payors with high medical cost substance dependence populations, and think the Company is strategically well positioned to benefit from the backdrop of healthcare reform, parity and payors' increased focus on controlling costs." About Hythiam, Inc. Based in Los Angeles, Hythiam, Inc., is a healthcare services management company, providing through its Catasys(R) subsidiary specialized behavioral health management services for substance abuse to health plans. The Company's balance sheet at Sept. 30, 2010, showed $3.48 million in total assets, $4.11 million in total liabilities, and a stockholders' deficit of $634,000. Stockholders' deficit was $588,000 at June 30, 2010. As reported in the Troubled Company Reporter on April 19, 2010, BDO Seidman, LLP, in Los Angeles, 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 from operations and negative cash flows from operating activities. HYTHIAM INC: Irving Co. Office Space Lease Extended Through 2013 ---------------------------------------------------------------- On December 9, 2010, Hythiam Inc. entered into the Eighth Amendment to Lease by and between the Company and Irving Company LLC, pursuant to which, among other things, the Company extended the term of the lease on the office space located at 11150 Santa Monica Boulevard, Suite 1500 through December 31, 2013. The signing of this lease extension will conclude all of the Company's previously disclosed plans of reducing space and property leasing costs and is expected to reduce occupancy costs by over $1,000,000 during the three year lease term. On December 9, 2010, the board of directors of the Company approved the adoption of the 2010 Stock Incentive Plan. The Plan allows the Company, under the direction of the Compensation Committee of the Board of Directors, to make grants of stock options, restricted and unrestricted stock and other stock-based awards to employees, including the Company's executive officers, consultants and directors. The Plan allows for the issuance of up to 216,000,000 additional shares of Common Stock pursuant to new awards granted under the Plan and up to approximately 14,000,000 shares of Common Stock that are represented by options outstanding under our 2003 and 2007 Stock Incentive Plans that expire or are cancelled without delivery of shares of common stock on or after December 9, 2010. The Company currently does not have authorized sufficient number of shares of Common Stock and intends to file a definitive proxy statement on Schedule 14A with the Securities and Exchange Commission seeking shareholder approval to amend the Company's Certificate of Incorporation to increase the authorized shares of Common Stock. About Hythiam, Inc. Based in Los Angeles, Hythiam, Inc., is a healthcare services management company, providing through its Catasys(R) subsidiary specialized behavioral health management services for substance abuse to health plans. The Company's balance sheet at Sept. 30, 2010, showed $3.48 million in total assets, $4.11 million in total liabilities, and a stockholders' deficit of $634,000. Stockholders' deficit was $588,000 at June 30, 2010. As reported in the Troubled Company Reporter on April 19, 2010, BDO Seidman, LLP, in Los Angeles, 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 from operations and negative cash flows from operating activities. IDEARC INC: Settlement of Levy Class Suit Not Enforceable --------------------------------------------------------- Judge Barbara J. Houser rules that Idearc Inc.'s purported settlement agreement with plaintiffs in the class action, Levy v. Verizon Information Services, Inc., et al., Case No. 06-CV-1583 (E.D.N.Y.), is not enforceable against the Debtor. The Settlement Agreement was not signed by the Debtors and is unenforceable under Rule 2104 of the New York Civil Practice Law and Rules. Moreover, conditions precedent to the effectiveness of the Settlement were not satisfied. On April 4, 2006, Sabrina Levy and nine other named plaintiffs commenced the EDNY Litigation to recover alleged unpaid "off the clock" overtime compensation and other wages for themselves and other similarly situated individuals under state and federal employment statutes. In early March 2009, the Debtors and the Plaintiffs reached a tentative settlement and proceeded to draft a formal settlement agreement of the EDNY Litigation. The Named Plaintiff themselves never signed the Settlement Agreement, and neither did the Debtors. On March 31, 2009, one day after circulating the Settlement Agreement, the Debtors filed their Chapter 11 petitions. The Settlement Agreement split a total of $2.6 million between two groups: (1) the Plaintiffs, who would receive $1.8 million as wage compensation ($1.7 million for overtime and $100,000 for wage deductions), and (2) the yet-to-be identified putative class members of the uncertified state law Rule 23 classes who would receive $700,000 for their overtime claims and $100,000 for their dismissed wage deduction claims. The Debtor has objected to Proof of Claim Number 1372, 1376, and 1464 filed by Sabrina Levy and all similarly situated class members of the EDNY Litigation. The Levy Claimants have responded. By letter dated November 16, 2010, the parties asked the Court to resolve two threshold questions with respect to the Claim Objection. First, is the Settlement Agreement enforceable against the Debtors? Second, if the Settlement Agreement is enforceable against the Debtors, are the Plaintiffs' claims to $1.8 million under the Settlement Agreement entitled to Sec. 507(a)(4) wage priority under the Bankruptcy Code? According to Judge Houser, even assuming that the Settlement Agreement is enforceable against the Debtors, the $1.8 million was not "earned" within 180 days prior to the Petition Date as required by Sec. 507(a)(4) of the Bankruptcy Code. It is therefore not entitled to a fourth priority in distribution under the Debtors' joint plan of reorganization. A copy of Judge Houser's December 14 Memorandum Opinion is available at http://is.gd/iPhjXfrom Leagle.com. About Idearc Inc. Headquartered in DFW Airport, Texas, Idearc, Inc. (NYSE: IAR) -- http://www.idearc.com/-- formerly known as Directories Disposition Corporation, provides yellow and white page directories and related advertising products in the United States and the District of Columbia. Products include print yellow pages, print white pages, Superpages.com, Switchboard.com and LocalSearch.com, the company's online local search resources, and Superpages Mobile, their information directory for wireless subscribers. Idearc is the exclusive official publisher of Verizon print directories in the markets in which Verizon is currently the incumbent local exchange carrier. Idearc uses the Verizon brand on their print directories in their incumbent markets, well as in their expansion markets. Idearc and its affiliates filed for Chapter 11 protection on March 31, 2009 (Bankr. N.D. Tex. Lead Case No. 09-31828). Toby L. Gerber, Esq., at Fulbright & Jaworski, LLP, represented the Debtors in their restructuring efforts. The Debtors tapped Moelis & Company as their investment banker; Kurtzman Carson Consultants LLC as their claims agent. William T. Neary, the United States Trustee for Region 6, appointed six creditors to serve on an official committee of unsecured creditors of Idearc, Inc., and its debtor-affiliates. The Committee selected Mark Milbank, Tweed, Hadley & McCloy LLP, as counsel, and Haynes and Boone, LLP, co-counsel. The Debtors' financial condition as of Dec. 31, 2008, showed total assets of $1,815,000,000 and total debts of $9,515,000,000. Idearc completed its debt restructuring and its plan of reorganization became effective as of December 31, 2009. In connection with its emergence from bankruptcy, Idearc changed its name to SuperMedia Inc. Under its reorganization, Idearc reduced its total debt from more than $9 billion to $2.75 billion of secured bank debt. INFOLOGIX INC: Has Deal to Sell to Stanley at $4.75 Per Share ------------------------------------------------------------- Stanley Black & Decker and InfoLogix Inc. have entered into a definitive agreement under which InfoLogix will be acquired by Stanley for $4.75 per common share in cash. The total transaction value is approximately $61.2 million, including the assumption of debt, of which approximately $22.1 million is currently outstanding and a portion of which is convertible into shares of common stock of InfoLogix. InfoLogix will add an established provider of mobile workstations and asset tracking solutions to Stanley's existing Healthcare Solutions growth platform. As part of Stanley Healthcare Solutions, InfoLogix's business will be well-positioned to extend its reach in healthcare and commercial markets by having access to the resources, brand equity and global supply chain of a S&P 500 company. "The acquisition of InfoLogix is consistent with Stanley Black & Decker's portfolio diversification strategy and continues the expansion of one of our growth platforms, Stanley Healthcare Solutions," said Brian Kaner, CFO and COO of Stanley Convergent Security/Healthcare Solutions. "Offering strategic technology consulting services will enable Stanley Healthcare Solutions to assist clients in improving workflow, productivity and profitability through complete enterprise mobility solutions. With a strong leadership team and talented employee base, we plan to leverage InfoLogix's expertise in mobility solutions, clinical integration services, and mobile managed services in expanding our growing security and healthcare businesses." "By combining InfoLogix's technologies, solutions and customer relationships together with Stanley's suite of healthcare products and services, intellectual property and global presence, we will be uniquely positioned in the healthcare and mobility marketplaces," said Dave Gulian, President and CEO of InfoLogix. "InfoLogix has enabled 2,200 healthcare and commercial organizations to make better decisions, mobilize their data investments, and manage their systems and supply chain. We look forward to joining with Stanley and driving accelerated growth while extending our services globally." The transaction, which is subject to various closing conditions, including the filing with the Securities and Exchange Commission (SEC) of an Information Statement on Schedule 14C and the distribution of the Information Statement to all of InfoLogix's stockholders, is expected to close early in the first quarter of 2011. Please refer to InfoLogix's Current Report on Form 8-K filed with the SEC on December 15, 2010 or shortly thereafter, for information about the transaction. About Stanley Black & Decker Stanley Black & Decker -- http://www.stanleyblackanddecker.com/-- an S&P 500 company, is a diversified global provider of hand tools, power tools and related accessories, mechanical access solutions and electronic security solutions, engineered fastening systems, infrastructure solutions and more. About Infologix Hatboro, Pa.-based InfoLogix, Inc. (OTC QB: IFLG) -- http://www.infologix.com/-- provides enterprise mobility solutions for the healthcare and commercial markets. The Company's balance sheet as of September 30, 2010, showed $31.7 million in total assets, $34.7 million in total liabilities, and a stockholders' deficit of $3.0 million. As reported in the Troubled Company Reporter on April 21, 2010, McGladrey & Pullen, LLP, in Blue Bell, Pa., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations, has negative working capital and an accumulated deficit as of December 31, 2009. INOVA TECHNOLOGY: Has Backlog of $20-Mil. of Funded Projects ------------------------------------------------------------ Inova Technology has a backlog of approximately $20.7 million of awarded and funded projects. This is the largest backlog of awarded and funded contracts in the Company's history. Inova CEO, Adam Radly, said "Desert's management has obviously done a great job developing this backlog. This is also a reflection of our track record of being able to consistently complete projects on time and on budget while still providing high quality service." "The Company is also bidding on additional projects and we expect to be able to provide an update regarding our success rate in March of 2011," Mr. Radly added. The majority of the projects in the current backlog are network solutions projects for government customers in the Texas area. The backlog includes more than 20 customers and consists of a combination of both new and previous customers. The larger projects are network solutions projects for Ft Worth, Ysleta, Ft Hancock, and San Eli School Districts. The majority of the projects are expected to be implemented during calendar 2011. "We also received a very enthusiastic reception to our iPhone app for the trade show industry at the Expo Expo Show last week", added Mr. Radly. About Inova Technology Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA) -- http://www.inovatechnology.com/-- through its subsidiaries, provides information technology (IT) consulting services in the United States. It also manufactures radio frequency identification (RFID) equipment; and provides computer network solutions. The company was formerly known as Edgetech Services Inc. and changed its name to Inova Technology, Inc., in 2007. The Company's balance sheet at July 31, 2010, showed $11.86 million in total assets, $16.72 million in total liabilities, and a stockholders' deficit of $4.86 million. As reported in the Troubled Company Reporter on August 26, 2010, MaloneBailey, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended April 30, 2010. The independent auditors noted that Inova incurred losses from operations for fiscal 2010 and 2009 and has a working capital deficit as of April 30, 2010. INOVA TECHNOLOGY: Delays Form 10-Q for Oct. 31 Quarter ------------------------------------------------------ Inova Technology Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Oct. 31, 2010, with the Securities and Exchange Commission. The Company said it expects that the 10-Q filing will be complete and filed by the amended due date of December 20, 2010. About Inova Technology Based in Las Vegas, Nevada, Inova Technology, Inc. (OTC BB: INVA) -- http://www.inovatechnology.com/-- through its subsidiaries, provides information technology (IT) consulting services in the United States. It also manufactures radio frequency identification (RFID) equipment; and provides computer network solutions. The company was formerly known as Edgetech Services Inc. and changed its name to Inova Technology, Inc., in 2007. The Company's balance sheet at July 31, 2010, showed $11.86 million in total assets, $16.72 million in total liabilities, and a stockholders' deficit of $4.86 million. As reported in the Troubled Company Reporter on August 26, 2010, MaloneBailey, LLP, in Houston, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended April 30, 2010. The independent auditors noted that Inova incurred losses from operations for fiscal 2010 and 2009 and has a working capital deficit as of April 30, 2010. INTELSAT SA: Reorganization to Be Complete in "Next Few Months" --------------------------------------------------------------- Intelsat S.A. said early this month that it intends to enter into a series of internal transactions and related steps that would reorganize the ownership of the Company's assets among its subsidiaries and effectively combine the legacy businesses of Intelsat Subsidiary Holding Company S.A. and Intelsat Corporation in order to simplify the Company's operations and enhance the Company's ability to transact business in a more efficient manner. "The Reorganization is expected to be completed in the next few months, and remains subject to certain contingencies, including receipt of FCC approval and the refinancing of substantially all of the existing indebtedness of Intelsat Corp and the senior secured credit facilities of Intelsat Sub Holdco," the Company said in a regulatory filing on Dec. 15, 2010. "The Company currently expects that, to the extent it is able to raise greater funds than are necessary to allow the Reorganization to occur, it will use such additional proceeds primarily to repay or repurchase other indebtedness of the Company and its subsidiaries. While it remains the Company's intention to proceed with the Reorganization, there can be no assurance that the Reorganization will be completed." About Intelsat Intelsat S.A., formerly Intelsat, Ltd., provides fixed-satellite communications services worldwide through a global communications network of 54 satellites in orbit as of December 31, 2009, and ground facilities related to the satellite operations and control, and teleport services. It had $2.5 billion in revenue in 2009. Intelsat S.A. had $17.56 billion in assets, $18.15 billion in debts, noncontrolling interest of $1.90 million, and shareholders' deficit of $597.06 million as of Sept. 30, 2010. Luxembourg-based Intelsat S.A. carries 'B' issuer credit ratings from Standard & Poor's. It has 'Caa1' corporate family and probability of default ratings from Moody's Investors Service. Washington D.C.-based Intelsat Corporation, formerly known as PanAmSat Corporation, is a fully integrated subsidiary of Intelsat S.A., its indirect parent. Intelsat Corp. had $7.70 billion in assets against $4.86 billion in debts as of Dec. 31, 2010. INTERNATIONAL COAL: Fairfax and WL Ross May Resell 40-Mil. Shares ----------------------------------------------------------------- On December 13, 2010, pursuant to the terms of two separate registration rights agreements, International Coal Group, Inc. filed a registration statement and a preliminary prospectus supplement to permit affiliates of WL Ross & Co. and Fairfax Financial Holdings Limited to resell shares of the Company's common stock in an underwritten public offering. In connection with the Offering, the Company, WLR Recovery Fund, L.P., WLR Recovery Fund II, L.P., WLR Recovery Fund III, L.P., Wentworth Insurance Company Ltd., United States Fire Insurance Company, The North River Insurance Company, Odyssey America Reinsurance Corporation, Clearwater Insurance Company, TIG Insurance Company, nSpire Re Limited and Merrill Lynch, Pierce, Fenner & Smith Incorporated entered into an underwriting agreement, dated as of December 14, 2010, relating to the sale of 12,268,700 and 22,577,800 shares of the Company's common stock by affiliates of WLR and Fairfax, respectively, plus up to an additional 1,840,305 and 3,386,670 shares of common stock by affiliates of WLR and Fairfax, respectively, if the Underwriter exercises its 30-day option to purchase additional shares to cover over-allotments, if any. The Underwriting Agreement includes the terms and conditions of the sale of the common stock, indemnification and contribution obligations and other terms and conditions customary in agreements of this type. Closing of the Offering is expected to occur on or about December 17, 2010, subject to customary closing conditions. Upon completion of this Offering, affiliates of WLR and Fairfax will continue to own 12,268,723 and 22,577,788 shares of the Company's common stock, respectively. The Company will not receive any of the proceeds from the Offering. The total number of shares of the Company's common stock outstanding will not change as a result of the Offering. The common stock will be sold pursuant to an effective shelf registration statement (File No. 333-171136) that was filed with the Securities and Exchange Commission and became effective on December 13, 2010. The Company said, "Wilbur L. Ross, Jr., the Chairman of our board of directors, is Chairman and Chief Executive Officer of WLR. Wendy L. Teramoto, a member of our board of directors, is a Senior Vice President at WLR. Samuel A. Mitchell, a member of our board of directors, is a Managing Director of Hamblin Watsa Investment Counsel Ltd., a wholly-owned subsidiary of Fairfax. Pursuant to our certificate of incorporation, by-laws, indemnification agreements and certain contractual obligations, we are obligated to advance legal fees to our directors and officers under certain circumstances, subject to limitations of the Delaware General Corporation Law." About International Coal Group Scott Depot, West Virginia-based International Coal Group, Inc. (NYSE: ICO) produces coal in Northern and Central Appalachia and the Illinois Basin. The Company has 13 active mining complexes, of which 12 are located in Northern and Central Appalachia, and one in Central Illinois. ICG's mining operations and reserves are strategically located to serve utility, metallurgical and industrial customers throughout the eastern United States. The Company's balance sheet at Sept. 30, 2010, showed $1.47 billion in total assets, $720.28 million in total liabilities, and stockholders' equity of $748.30 million. * * * International Coal Group carries 'Caa1' corporate family and probability of default ratings from Moody's Investors Service. In March 2010, Moody's said the ratings "continue to reflect ICG's elevated cost structure amidst an uncertain price environment, inherent operating risk at its mines, history of operating and financial challenges, significant capital spending requirements, and uncertainty regarding mine permitting obstacles particularly given the large percentage of surface mine production." IRVINE SENSORS: Issues $118,600 in Promissory Notes --------------------------------------------------- On December 10, 2010, Irvine Sensors Corporation entered into a Subscription Agreement with three accredited investors, pursuant to which the Company sold and issued to the investors unsecured convertible promissory notes of the Company in a seventh closing of a private placement. The $118,600 aggregate principal value of the Notes in said seventh closing was paid in cash to the Company. As previously disclosed by the Company in November, the Notes bear simple interest at a rate per annum of 10% and have a maturity date of May 31, 2011. Interest on the Notes accrues and is payable in arrears at maturity. At the discretion of an investor holding a Note, any outstanding principal and accrued interest remaining under the Note at maturity may be converted into shares of the Company's common stock at a conversion price equal to $0.13 per share, provided, however, that the Company has a sufficient number of authorized shares of common stock to allow such conversion at such time, and that the investor is an accredited investor at the time of such conversion as such term is defined in Rule 501 under the Securities Act of 1933, as amended. There is no assurance that a sufficient number of authorized shares of the Company's common stock will be available for conversion of any outstanding principal and accrued interest under the Notes. Also at the discretion of an investor holding a Note, any outstanding principal and accrued interest under said Note may be converted at the closing of a subsequent private placement of the Company with gross proceeds of at least $8.0 million into the securities issued in a Subsequent Financing on the same terms and conditions as the other investors in said Subsequent Financing, provided, however, that the investor is an "accredited investor" at the time of such conversion as such term is defined in Rule 501 under the Securities Act of 1933, as amended; and provided, further, that such investor enters into and executes the same documents, satisfies the same conditions and agrees to be bound by the same terms as all other investors in said Subsequent Financing. There is no assurance that the Company will consummate any Subsequent Financing. Unpaid and unconverted principal value and accrued interest of the Notes may be repaid in cash prior to maturity in whole or in part at any time without premium or penalty. The amounts owing under the Notes may be accelerated upon the occurrence of certain events of default, such as the termination of existence of the Company, the appointment of a receiver or custodian for the Company or any part of its property if such appointment is not terminated or dismissed within thirty days, the institution against the Company or the voluntary commencement by the Company of any proceedings under the United States Bankruptcy Code or any other federal or state bankruptcy, reorganization, receivership or other similar law affecting the rights of creditors generally which proceeding is not dismissed within sixty days of filing, or an assignment by the Company for the benefit of its creditors or an admission in writing by the Company of its inability to pay its debts as they become due. As additional consideration for the Notes, the Company shall issue shares of its common stock to each investor with a value equal to 25% of the principal amount of the Notes purchased by such investor, based on a valuation per share which was the greater of (i) the fair market value of the Company's common stock, and (ii) $0.13 per share, but not greater than $0.14 per share. For the seventh closing of the Private Placement, the Initial Valuation was $0.13 per share. The Company will issue the Shares to the investors upon the earlier of (i) the closing of a Subsequent Financing, and (ii) seven months following the issuance date of the Notes or as soon as practicable thereafter as permitted by law or regulation. Pending such issuance, the Company will reserve the appropriate number of shares of its common stock to permit the issuance of the Shares. The total number of Shares issuable and shares of common stock of the Company potentially issuable upon conversion of the principal and accrued interest under the Notes at maturity issued pursuant to the seventh closing of the Private Placement is 1,184,121 in the aggregate, assuming that the Company does not repay the Notes before maturity and investors holding Notes convert all outstanding principal and accrued interest at maturity into common stock of the Company. In consideration for services rendered as the lead placement agent in the seventh closing of the Private Placement, on December 10, 2010, the Company paid the placement agent cash commissions, a management fee and an expense allowance fee aggregating $9,130, which represents 7.7% of the gross proceeds of the seventh closing of the Private Placement, and agreed to issue to the placement agent a five-year warrant to purchase an aggregate of 70,230 shares of the Company's common stock at an exercise price of $0.13 per share, which price was equal to the Initial Valuation of the Company's common stock immediately preceding the Company entering into the agreement to issue such warrant. The warrant issued to the placement agent is referred to in this report as the "Agent Warrant." The Agent Warrant shall be issued on the same date as the Shares are issued to the investors in the Private Placement. The Agent Warrant shall not be exercisable until stockholder authority has been obtained to increase the Company's authorized shares of common stock to a number adequate to reserve for both any shares of common stock to be issued in a Subsequent Financing, if any, and the Agent Warrant, as well as any other known issuances of common stock for which the Company must reserve shares for issuance. The Agent Warrant shall have a net "cashless" exercise feature. None of the Notes, Shares or Agent Warrant, or the shares of the Company's common stock issuable upon conversion or exercise thereof, has been registered under the Securities Act of 1933 and none may be offered or sold absent registration or an applicable exemption from registration. The Company does not plan to register the Notes, Shares or Agent Warrants, or the shares of the Company's common stock issuable upon conversion or exercise thereof. About Irvine Sensors Irvine Sensors Corporation -- http://www.irvine-sensors.com/-- headquartered in Costa Mesa, California, is a vision systems company engaged in the development and sale of miniaturized infrared and electro-optical cameras, image processors and stacked chip assemblies and sale of higher level systems incorporating such products and research and development related to high density electronics, miniaturized sensors, optical interconnection technology, high speed network security, image processing and low- power analog and mixed-signal integrated circuits for diverse systems applications. Optex Systems, Inc., a Texas corporation and a wholly owned subsidiary of Irvine Sensors, on September 21, 2009, filed a voluntary petition for relief under Chapter 7 of the United States Bankruptcy Code in the United States Bankruptcy Court in California. The Company's balance sheet at June 27, 2010, showed $6.86 million in total assets and $14.73 million in total liabilities, and a stockholders' deficit of $7.86 million. As reported by the Troubled Company Reporter on September 7, 2010, Irvine Sensors received in August 2010 a Waiver and Consent from its senior lender and Series A-2 preferred stockholder, Longview Fund, L.P., and one of its warrant holders, Alpha Capital Anstalt, pursuant to which Longview and Alpha consented to, and waived any breaches, defaults, events of default, cross-defaults or acceleration events in their agreements and instruments with the Company relating to, the potential delisting of the Company's common stock from The Nasdaq Capital Market. The TCR on September 14, 2010, reported that Irvine Sensors received a determination notice from the Nasdaq Hearings Panel stating that the Company's shares would be delisted from The Nasdaq Stock Market. Trading of the shares was suspended effective at the open of trading on September 13. The Panel had previously required the Company to evidence a closing bid price of $1.00 or more for a minimum of 10 consecutive trading days on or before September 13, 2010, to maintain its Nasdaq listing, and the Company did not achieve compliance with this requirement. J'S CONSTRUCTION: Case Summary & 8 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: J's Construction, LLC 56507 McFall Place Hannibal, MO 63401 Bankruptcy Case No.: 10-20664 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court Eastern District of Missouri (Hannibal) Judge: Kathy A. Surratt-States Debtor's Counsel: Fredrich J. Cruse, Esq. THE CRUSE LAW FIRM 718 Broadway P.O. Box 914 Hannibal, MO 63401-0914 Tel: (573) 221-1333 Fax: (573) 221-1333 E-mail: fcruse@cruselaw.com Scheduled Assets: $949,500 Scheduled Debts: $1,071,993 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/moeb10-20664.pdf The petition was signed by Jackie W. Hooper, Jr., member. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Jackie W. Jr. & Carrie M. Hooper 10-20593 10/25/10 JAKE'S GRANITE: District Court Rules on SNS Lawsuit --------------------------------------------------- Jake's Granite Supplies, L.L.C., an Arizona Limited Liability Company, v. SNS Civil Design Consultants, Inc., an Arizona corporation dba SNS Civil Design Group; Kimball R. Siegfried and Eileen Siegfried, husband and wife, Case No. 10-CV-00083 (D. Ariz.), is an appeal from the Arizona Bankruptcy Court's grant of summary judgment, entered October 26, 2009, in favor of SNS, dismissing Jake's claims for breach of contract, negligent misrepresentation, and promissory estoppel. Jake's also seeks review of the Bankruptcy Court's Second Amended Final Judgment, entered January 25, 2010, awarding Appellees attorneys' fees and costs. District Judge G. Murray Snow affirms in part and denies in part the Bankruptcy Court's summary judgment order, and vacates in part the Bankruptcy Court's Second Amended Final Judgment. Jake's has established that there is a genuine issue as to material facts pertaining to its negligent misrepresentation claim against SNS. The Bankruptcy Court erred in granting summary judgment on this claim. The District Court also holds that a genuine issue of material fact exists at to whether Jake's is a third-party beneficiary to the contract between General Engineering and SNS, precluding summary judgment in favor of SNS on Jake's breach of contract claim. Moreover, the District Court rules that because SNS cannot satisfy the "promise" element of promissory estoppel, SNS's promissory estoppel argument must fail. The Bankruptcy Court's summary judgment finding on Jake's promissory estoppel claim is affirmed. In light of the District Court's reversal of the Bankruptcy Court's summary judgment findings with respect to Jake's breach of contract and negligent misrepresentation claims, the attorneys' fees award to SNS is vacated and remanded for further proceedings. A copy of the District Court's December 13, 2010 Order is available at http://is.gd/iPJDBfrom Leagle.com. About Jake's Granite Headquartered in Chandler Heights, Arizona, Jake's Granite Supplies, L.L.C., owns and operates a sand and gravel mining operation in Buckeye, Arizona. The Company filed for chapter 11 protection on June 13, 2005 (Bankr. D. Ariz. Case No. 05-10601). Joseph E. Cotterman, Esq., at Gallagher & Kennedy, P.A., represented the Debtor in their restructuring efforts. Brian N. Spector, Esq., at Jennings Strouss & Salmon, PLC, represented the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it listed assets of $16,473,500 and debts of $6,141,198. In November 2005, Jake's closed the sale of substantially all of its assets associated with its sand and gravel mining operation to Cemex Construction Materials, L.P. The U.S. Bankruptcy Court for the District of Arizona confirmed Jake's Plan of Reorganization on March 1, 2006. Daniel E. Garrison, Esq., at Gallagher & Kennedy, P.A., in Phoenix, Arizona, told the Court that the Debtor has sufficient cash from the sale of substantially all of its assets to Cemex Building Materials, L.P., to fully pay all allowed claims. Mr. Garrison said there's $4,645,000 remaining in the estate -- net of all remaining cure payments, all claims of unsecured creditors, and anticipated administrative costs -- plus the $500,000 Cemex holdback. Holders of unsecured claims were paid in cash on the effective date. Holders of equity interests retained their stake in the Company. JAMES MACPHERSON: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Joint Debtors: James Henry MacPherson Jeanne Shedd MacPherson aka Jena MacPherson 2934 NW Esplanade Seattle, WA 98117 Bankruptcy Case No.: 10-24944 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court Western District of Washington (Seattle) Debtor's Counsel: Charles A. Johnson, Jr., Esq. LAW OFFICES OF CHARLIE JOHNSON 5413 Meridian Ave N Ste A Seattle, WA 98103-6138 Tel: (206) 632-8980 E-mail: charlie@johnsonlaw.com Scheduled Assets: $1,467,828 Scheduled Debts: $631,458 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wawb10-24944.pdf JOHNS-MANVILLE: Bankr. Ct. Directs Travelers to Pay Settlement -------------------------------------------------------------- Judge Burton R. Lifland directs The Travelers Indemnity Company and Travelers Casualty and Surety Company to immediately fulfill its payment obligations in accordance with the plain terms of the settlements in the Johns-Manville Corporation bankruptcy case. Travelers faced various state court actions seeking to hold Travelers liable for alleged asbestos-related personal injuries arising from (1) Travelers' underwriting of insurance policies for Manville; (2) Travelers' investigation, defense and settlement of claims against Manville; and (3) the knowledge that Travelers gained in the course of its nearly three-decades-long insurance relationship with Manville. Certain of the Direct Actions were based on state consumer statutes -- Statutory Direct Actions -- and others on common law theories -- Common Law Direct Actions. The Hawaii Direct Actions are predicated on Hawaii consumer statutes, and are a subset of the Statutory Direct Actions. All were predicated on the same underlying conduct: that Travelers acquired knowledge about the dangers of asbestos from claims in the 1950s, recognized the potential for future escalation of asbestos litigation and began to influence Manville's purported failure to disclose knowledge about asbestos hazards. More than six years ago, the counsel to the Actions and Travelers executed three settlement agreements to resolve actions brought by victims against Travelers for asbestos-related personal injuries arising from Travelers' relationship with Manville. At that time, Travelers represented to the Bankrutpcy Court that "[t]hese settlements will collectively provide nearly a half billion dollars to asbestos claimants at a time when new sources of asbestos compensation are few and far between." Travelers agreed to pay at least $360 million to the statutory direct action settlement fund, $15 million to the Hawaii direct action settlement fund and $70 million to the common law direct action settlement fund upon the satisfaction of specified conditions precedent. Chubb Indemnity Insurance Company -- a co-defendant with Travelers in certain Common Law Direct Actions, and who stood to be enjoined from bringing potential contribution and indemnity claims against Travelers -- was one of those who objected to the Settlements. To preserve its ability to bring claims against Travelers, Chubb joined the Objecting Plaintiffs in arguing that the Bankruptcy Court lacked subject matter jurisdiction to enjoin non-derivative claims against Travelers, a third party non-debtor in Manville's bankruptcy proceedings. Chubb additionally (and independently) objected on due process grounds, contending that the Bankruptcy Court lacked authority to enjoin it because despite being a major informed institutional insurer that engaged in the mammoth asbestos litigation, Chubb did not receive sufficiently adequate constitutional notice of the 1986 Orders. In July 2004, the Bankruptcy Court subsequently entered a single order approving all three Settlements, and clarifying that the 1986 Orders barred pending Direct Actions and "[t]he commencement or prosecution of all actions and proceedings against Travelers that directly or indirectly are based upon, arise out of or relate to Travelers['] insurance relationship with Manville or Travelers['] knowledge or alleged knowledge concerning the hazards of asbestos," including claims for contribution or indemnification. The Bakruptcy Court separately issued findings of fact and conclusions of law detailing the basis for the 2004 Clarifying Order. On appeal, the District Court affirmed the 2004 Clarifying Order in all material respects, except with regard to the "gate-keeping" provision. In re Johns-Manville Corp. ("Manville I"), 340 B.R. 49 (S.D.N.Y. 2006). The District Court relied largely on the Second Circuit's prior decision in MacArthur Co. v. Johns-Manville Corp., 837 F.2d 89 (2d Cir. 1988) to reject the various challenges brought by the Objecting Plaintiffs. Notably, the District Court found that the Second Circuit had already considered and rejected an argument similar to Chubb's due process challenge in MacArthur when it ruled that all "interested parties were provided with notice and a hearing before the settlements were approved by the Bankruptcy Court. The notice of proposed settlements issued by the Bankruptcy Court met the requirements of due process." In 2008, however, the Second Circuit reversed Manville I, holding that the District Court lacked subject matter jurisdiction to enjoin claims against Travelers "that were predicated, as a matter of state law, on Travelers' own alleged misconduct and were unrelated to Manville's insurance policy proceeds and the res of the Manville estate." In re Johns-Manville Corp. ("Manville II"), 517 F.3d 52, 68 (2d Cir. 2008). The claims, according to the Second Circuit, could not have been barred by the 1986 Orders because the Bankruptcy Court had neither the jurisdiction nor the authority to enter a confirmation order that extended beyond the "res" of the debtors' estates. The Second Circuit arrived at this conclusion without reaching Chubb's due process arguments. Less than a year later, the United States Supreme Court granted certiorari and reversed Manville II. Finding that the Second Circuit erred in revisiting the Bankruptcy Court's subject matter jurisdiction of the 1986 Orders, the Supreme Court expressly held that "the 1986 Orders became final on direct review over two decades ago" and "whether the Bankruptcy Court had jurisdiction and authority to enter the injunction in 1986 was not properly before the Court of Appeals in 2008 and is not properly before us." The Supreme Court explained that the issue, instead, was whether the Bankruptcy Court had properly interpreted the scope of the 1986 Orders in its 2004 Clarifying Order. Finding that the Bankruptcy Court had, the Supreme Court declared that "the only question left is whether the Bankruptcy Court had subject-matter jurisdiction to enter the [2004 Clarifying Order]. The answer here is easy: as the Second Circuit recognized . . . the Bankruptcy Court plainly had jurisdiction to interpret and enforce its own prior orders." The Supreme Court in Bailey refrained from determining whether any particular party was bound by the 1986 Orders. Because Chubb preserved its due process objection on appeal but since the Second Circuit never reached it in Manville II, the Supreme Court remanded for the Second Circuit to address whether due process "absolves" Chubb from following the 1986 Orders, "whatever their scope." On March 22, 2010, the Second Circuit affirmed the District Court's March 28, 2006 order as to the Objecting Plaintiffs, but reversed it as to Chubb, finding that Chubb did not receive constitutionally adequate notice of the 1986 Orders, and thus "it would offend the Due Process Clause to enforce the 1986 Orders against . . . Chubb." As in Manville II, the Second Circuit declined "to determine the prospective status of [the Settlements] or to resolve arguments relating to technical objections and [the Settlements]' overall fairness," and left "it to the parties, with the aid of the bankruptcy court, to determine the status of their settlements." On August 18, 2010, Travelers filed a petition for a writ of certiorari and a writ of mandamus before the United States Supreme Court, both of which were recently denied on November 29, 2010. Travelers Indem. Co. v. Chubb Indem. Co., 562 U.S. ___ (2010) (No. 10-244). On September 2, and on September 3, 2010, the Statutory and Hawaii Direct Action Settlement Counsel and the Common Law Settlement Counsel filed separate Motions requesting that the Bankruptcy Court compel Travelers to pay the settlement proceeds. On September 30, 2010, Travelers filed its opposition brief requesting that the Court deny the Motions on the grounds that pursuant to the terms of the Settlements, Travelers' payment obligations are not due. In his ruling, Judge Lifland says Travelers' payment obligations have been due and owing since June 18, 2009. Judge LIfland directs the Parties to submit a briefing schedule to the Bankruptcy Court regarding whether the beneficiaries of the Settlements are entitled to interest on the settlement proceeds and, if so, the amount due and owing. Alternatively, the Parties are to submit a consent order resolving the interest issue, with or without the aid of a mediator. A copy of Judge Lifland's Memorandum Decision dated December 16, 2010, is available at http://is.gd/j2Jacfrom Leagle.com. The Statutory Settlement Counsel and Hawaii Settlement Counsel are: Matthew Gluck, Esq. Kent A. Bronson, Esq. MILBERG LLP, One Pennsylvania Plaza, 48th Floor New York, NY 10119 Telephone: (212) 594-5300 Facsimile: (212) 868-1229 The Common Law Settlement Counsel are: Ronald Barliant, Esq. Danielle Wildern Juhle, Esq. GOLDBERG KOHN LTD 55 East Monroe Street, Suite 3300 Chicago, IL 60603 Telephone: (312) 201-4000 Facsimile: (312) 332-2196 Travelers is represented by: Barry R. Ostrager, Esq. Myer O. Sigal, Jr., Esq. Andrew T. Frankel, Esq. SIMPSON THACHER & BARTLETT LLP 425 Lexington Avenue New York, NY 10017 Telephone: (212) 455-2000 Facsimile: (212) 455-2502 Johns-Manville Corp. was, by most sources, the largest manufacturer of asbestos-containing products and the largest supplier of raw asbestos in the United States from the 1920s until the 1970s. Manville sold raw asbestos to manufacturers of asbestos-based products in 58 countries and distributed its own asbestos-based products "across the entire spectrum of industries and employment categories subject to asbestos exposure." As a result of studies linking asbestos with respiratory disease, Manville became the target of a growing number of products liability lawsuits in the 1960s and 1970s. Buckling under the weight of its asbestos liability, Manville filed for Chapter 11 protection on August 26, 1982, before Judge Lifland. To avoid the uncertainty of insurance litigation and to fund its plan of reorganization, Manville sought to settle its insurance claims. Manville obtained in excess of $850,000,000 from settlements with its insurers. The U.S. Bankruptcy Court for the Southern District of New York entered an order confirming the Debtors' Second Amended and Restated Plan of Reorganization on Dec. 22, 1986. KAPWEST CORP: Case Summary & Largest Unsecured Creditor ------------------------------------------------------- Debtor: Kapwest Corp. 981 Father Capodanno Blvd. Staten Island, NY 10306 Bankruptcy Case No.: 10-51690 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Jerome Feller Debtor's Counsel: Marc Scott Kallman, Esq. MARC SCOTT KALLMAN PC 1101 Stewart Avenue, Suite 303 Garden City, NY 11530 Tel: (516) 222-2006 Fax: (516) 222-1080 Scheduled Assets: $600,000 Scheduled Debts: $1,900,000 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ 745 Special Assets LLC Mortgage loan $1,900,000 25520 Commercecenter Dr. Lake Forest, CA 92630 The petition was signed by Steven Kaplan, president. KH FUNDING: Court Extends Filing of Schedules Until Dec. 30 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maryland has extended, at the behest of KH Funding Company, the deadline for the filing of schedules of assets and liabilities and statement of financial affairs until December 30, 2010. The Statement and Schedules were initially due to be filed with the Court by December 17, 2010. The Debtor said that while it is working diligently to assemble the required information, it will be unable to furnish the information to counsel for completion within the 14 day period required by Bankruptcy Rule 1007(c). Silver Spring, Maryland-based KH Funding Company filed for Chapter 11 bankruptcy protection on December 3, 2010 (Bankr. D. Md. Case No. 10-37371). Lawrence Coppel, Esq., who has an office in Baltimore, Maryland, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. LA VILLITA: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: La Villita Motor Inns JV 100 La Villita Street San Antonio, TX 78205 Bankruptcy Case No.: 10-54864 Chapter 11 Petition Date: December 17, 2010 Court: U.S. Bankruptcy Court Western District of Texas (San Antonio) Judge: Ronald B. King Debtor's Counsel: Debra L. Innocenti, Esq. OPPENHEIMER BLEND HARRISON & TATE 711 Navarro, Sixth Floor San Antonio, TX 78205 Tel: (210) 224-2000 Fax: (210) 224-7540 E-mail: dinnocenti@obht.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Irfan Valla, director of operations. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ GSM-1991-C1 -- $6,052,000 c/o James G. Winstead 401Congress Avenue, Suite 2100 Austin, TX 78701 Outsourcing Inspirion Wages $40,000 Inspirion Group P.O. Box 2025 Tyler, TX 75710 Howard Johnson Franchise System Services $30,910 15013 Collection Center Drive Chicago, IL 60693 City of San Antonio Hotel City OCC Taxes $18,602 State of Texas OCC Taxes $12,382 Bobby Duran Services $7,000 Vizergy Services $6,823 Valla Investments, LLC Services $4,167 Bexar County Tax Assessor - Taxes $3,617 Collector Essential Ammenities Services $3,262 Gulf Coast Paper Co. Services $2,318 State Comptroller of Public Hotel Taxes $2,196 Accounts HEI Systems & Solutions LLC Services $2,187 H & E Equipment Services Services $2,116 Wortham Insurance Insurance $1,532 Prime Services Uniforms Products $1,493 Office Depot Products $1,455 HD Supply Facilities Maintenance Services $1,248 Ecolab Center Services $1,200 Pages Printing Services $990 LEHMAN BROTHERS: Aussie Liquidators Want Revised PTCL Deal ---------------------------------------------------------- The liquidators of Lehman Brothers Australia Limited are pushing for the revision of the settlement agreement between Lehman Brothers Special Financing Inc. and Perpetual Trustee Company Limited. Earlier, LBSF filed a motion to approve the agreement it entered into to settle its dispute with Perpetual Trustee in connection with a series of notes issued under the so-called Dante program. LB Australia is a holder of notes issued under the Dante program that are not within the Mahogany Notes Series I or Mahogany Notes Series II held by Perpetual Trustee. Stephen Parbery and Neil Singleton, LB Australia's liquidators, want the terms of the deal revised to clarify that noteholders other than the holders of the Mahogany notes held by Perpetual Trustee won't be affected by the deal. "The liquidators only object to the motion to the extent that it could be interpreted to bind the liquidators or preclude them from bringing an action against the Debtors in connection with the liquidators' holdings in certain notes issued under the Dante program," said LB Australia's lawyer, James Sprayregen, Esq., at Kirkland & Ellis LLP, in New York. The motion also drew flak from Belmont Park Investments Pty Ltd. and other noteholders. They expressed concern that approval of the settlement would preclude them from litigating the issues in the lawsuit that LBSF filed against BNY Corporate Trustee Services Limited. To recall, the terms of the settlement agreement call for the dismissal of the lawsuit, and an appeal by BNY to reconsider the Court's order issued on July 19, 2010, in favor of LBSF. The case filed by Perpetual in London to seek payment from BNY Corporate as well as the appeal filed by LBSF in connection with the case will also be dismissed, according to the agreement. "While the Belmont noteholders believe that BNY is acting in different representative capacities and no preclusive effect on them should attach, there remains the risk that BNY's support for the settlement and dismissal of the pending appeal potentially will subject the Belmont noteholders to the preclusive effect of res judicata and collateral estoppel," Mr. Sprayregen said. BNY said in a court filing that it does not oppose the proposed settlement, pointing out that its approval won't affect the rights or claims of the holders of any other notes issued under the Dante program. Robert Hershan, managing director of Alvarez and Marsal North America LLC, said the settlement will allow LBSF to recover the value of the transactions for its estate while avoiding the costs and uncertainty associated with continuation of the pending lawsuits. In a related development, LBSF filed with the Court a copy of an amendment to the Termination and Settlement Agreement entered into on December 8, 2010, that makes minor modifications to the agreement. The document is available without charge at: http://bankrupt.com/misc/LBHI_AmAgreementPerpetual.pdf About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: Copy of Settlement With Heritage Fields -------------------------------------------------------- Lehman Brothers Holdings Inc. and its units filed with the Bankruptcy Court a copy of a settlement agreement they entered into to recover their investment in the Heritage Fields project, a 3,723-acre masterplan development in California owned by Heritage Fields El Toro LLC. A full-text copy of the settlement agreement is available for free at http://bankrupt.com/misc/LBHI_SettlementHeritage.pdf Lehman Brothers is seeking approval of the Heritage Fields project settlement. The Heritage Fields project is a 3,723-acre masterplan development in California owned by Heritage Fields El Toro LLC. The proposed settlement requires LBHI to ink an agreement with El Toro LLC, under which the latter will grant a $250 million participation interest to the company, and a $197,470,189 participation interest to State Street Bank and Trust Company in the $775 million loan that El Toro previously provided to Heritage for the project. Following the execution of the agreement, LBHI will receive a discounted pay off in the sum of $125 million and will be given an option for a cash flow participation by Heritage. Following completion of the transactions under the proposed settlement, LBHI and LCPI will no longer have any interest in the Heritage Fields project other than a cash-flow participation. State Street Bank will also be the new lender to the project. "Lehman's retention of its interest in the Heritage Fields project could result in no recovery for the estate. The Heritage Fields project continues to have substantial costs associated with it which need to be funded," says Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in Houston, Texas. "Entry into the settlement agreement and consummation of the transactions will relieve LBHI from this funding burden," Mr. Perez says in a court filing. LBHI is still in the process of finalizing the form of the settlement agreement and will file a copy of the agreement before December 8, 2010, according to Mr. Perez. The company previously sought court approval of a settlement with Heritage to recover its investment in the project. The proposed settlement was eventually withdrawn after the parties involved failed to finalize the deal. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: LBI Trustee Removal Period Extended to June ------------------------------------------------------------ The U.S. Bankruptcy Court has extended until June 11, 2011, the period within which the trustee for Lehman Brothers Inc. may remove actions pursuant to 28 U.S.C. Section 1452 of the United States Code and Rules 9027 and 9006 of the Federal Rules of Bankruptcy Procedure. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: LBI Trustee Wants to Compel UBS Payment -------------------------------------------------------- James W. Giddens, as Trustee for the SIPA liquidation of Lehman Brothers Inc., asks the Court to enforce the automatic stay against UBS AG and compel payment of approximately $23 million, plus interest, of excess collateral that is property of the LBI estate. The approximately $23 million represents collateral provided by LBI to UBS to secure LBI's obligations to UBS under a 1992 International Swaps and Derivatives Association Master Agreement, dated as of July 13, 2004, by and between LBI and UBS. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LEHMAN BROTHERS: LBI Trustee Wants Until May 9 to Decide on Leases ------------------------------------------------------------------ The trustee for Lehman Brothers Inc. asks the bankruptcy Court to further extend the time within which he may assume, assign or reject LBI's executory contracts and certain unexpired leases for a period up to and including May 9, 2011. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LITTLE TOKYO: Gets Permission to Use Cash Collateral Until March 4 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California has approved Little Tokyo Partners, L.P.'s stipulation with First- Citizen's Bank & Trust Company and the Official Committee of Unsecured Creditors to extend the Debtor's use of cash collateral until March 4, 2011. Neeta Menon, Esq., at Stutman, Treister & Glatt Professional Corporation, the attorney for the Debtor, explained that the Debtor needs to use cash that constitute certain parties' collataral to fund its Chapter 11 case, pay suppliers and other parties. The entities with an interest in Cash Collateral are: (1) First-Citizens Bank & Trust Company (the Bank), as successor in interest to First Regional Bank. The Bank is a beneficiary under: (i) that certain Promissory Note (Note 1), dated as of August 10, 2007, in the principal amount of $10,400,000, which it asserts is secured by a first priority lien on Weller Court (Weller Court), a mall located in the "Little Tokyo" area of Downtown Los Angeles. As of the Petition Date, the outstanding principal amount due and owing under Note 1 was $10,400,000; (ii) that certain Promissory Note (the Note 2), dated as of November 25, 2009, in the principal amount of $33,600,000, which it asserts is secured by a first priority lien on the Kyoto Grand Hotel and Gardens (the Hotel), also located in Little Tokyo. As of the Petition Date, the outstanding principal amount due and owing under Note 2 was $33,580,415.83; and (2) Excell Investment Group, LLC. On July 14, 2010, Excell funded a $300,000 loan to the Debtor, pursuant to a secured loan transaction, in order to fund the Chapter 11 retainer payable to the Debtor's insolvency counsel. The Excell loan is secured by a second priority deed of trust on the Hotel and Weller Court, which is subordinate to the Bank's first priority deed of trust on the Hotel and Weller Court. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/LITTLETOKYO_budget.pdf The Bank's and Excell's lien interests will be adequately protected by: (1) the maintenance and preservation of the going concern value of their respective collateral, as described and discussed in section III-B-1 below; and (2) replacement liens in any proceeds generated from the postpetition use of the Properties. Excell has informed the Debtor that it consents to the Debtor's use of cash collateral. The Court's order also provides that the Debtor is also authorized to borrow $75,000, on an unsecured administrative priority basis, from its limited partner to fund the Franchise Application Fee payable to Hilton Worldwide, Inc. The Committee also consents to the incurrence of an unsecured administrative liability to the Debtor's limited partner About Little Tokyo Partners Little Tokyo Partners, L.P. -- fka New Otani Hotel; aka Kyoto Grand Hotel & Gardens; aka Little Tokyo Partners - Weller Court; aka Weller Court; aka Littlte Tokyo Partners - Kyoto Grand Hotel & Gardens -- a Delaware limited partnership, is a startup company that owns the Hotel and Weller Court in the "Little Tokyo"3 area of Downtown Los Angeles. Built in 1977, the Hotel is the centerpiece building and the only large, full-service hotel in Little Tokyo. The 21-story hotel was purchased by the Debtor in 2007 and features 434 guest rooms, meeting rooms and a hotel restaurant. The Company filed for Chapter 11 bankruptcy protection on July 15, 2010 (Bankr. C.D. Calif. Case No. 10-39113). Neeta Menon, Esq., who has an office in Los Angeles, California, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million. LOCAL INSIGHT: Names Zipper's J. Sakys as Interim Controller & CAO ------------------------------------------------------------------ On December 9, 2010, Local Insight Media Holdings Inc. and Zipper Solutions LLC entered into an Amended and Restated Consulting Agreement pursuant to which John Sakys, the President of Zipper, will serve as the Interim Controller and Chief Accounting Officer of LIMH and its subsidiaries, including the Company, effective December 17, 2010. Under the Agreement, Mr. Sakys will report to LIMH's Interim Chief Financial Officer. He is required to devote substantially all his working time and efforts to the business and affairs of LIMH and its subsidiaries. Unless earlier terminated, the term of the Agreement will expire on December 31, 2011. Either party may terminate the Agreement on 30 days' prior written notice to the other party. LIMH has agreed to file a motion with the United States Bankruptcy Court for the District of Delaware seeking its approval of the Agreement. If the Motion is denied, the Agreement will immediately terminate and be of no further force or effect. In such event, Zipper will be entitled to payment for all services performed through the date of such termination. Under the Agreement, LIMH will compensate Zipper at the rate of $135 per hour of services rendered. In addition, LIMH will pay Zipper an amount equal to $5,000 by December 24, 2010. Further, in the event LIMH terminates the Agreement for convenience prior to December 31, 2011, then LIMH will, no later than 15 days following the effective date of such termination, pay Zipper an amount equal to $45,000. In the event Zipper completes the entire term of the Agreement through December 31, 2011, then LIMH will, no later than January 15, 2012, pay Consultant an amount equal to $45,000. As a non-employee of LIMH, Mr. Sakys is not eligible to participate in any of LIMH's benefit plans. About Local Insight Media Holdings Wilmington, Delaware-based Local Insight Media Holdings, Inc., is a publisher of print and online yellow page directories in the United States. It filed for Chapter 11 bankruptcy protection on November 17, 2010, (Bankr. D. Del. Case No. 10-13677). Affiliates Local Insight Media Holdings II, Inc. (Bankr. D. Del. Case No. 10-13679), Local Insight Media Holdings III, Inc. (Bankr. D. Del. Case No. 10-13682), LIM Finance Holdings, Inc. (Bankr. D. Del. Case No. 10-13680), LIM Finance, Inc. (Bankr. D. Del. Case No. 10-13681), LIM Finance II, Inc. (Bankr. D. Del. Case No. 10- 13687), Local Insight Regatta Holdings, Inc. (Bankr. D. Del. Case No. 10-13686), The Berry Company LLC (Bankr. D. Del. Case No. 10- 13678), Local Insight Listing Management, Inc. (Bankr. D. Del. Case No. 10-13685), Regatta Investor Holdings, Inc. (Bankr. D. Del. Case No. 10-13725), Regatta Investor Holdings II, Inc. (Bankr. D. Del. Case No. 10-13741), Regatta Investor LLC (Bankr. D. Del. Case No. 10-13684), Regatta Split-off I LLC (Bankr. D. Del. Case No. 10-13721), Regatta Split-off II LLC (Bankr. D. Del. Case No. 10-13753), Regatta Split-off III LLC (Bankr. D. Del. Case No. 10-13737), Regatta Holding I, L.P. (Bankr. D. Del. Case No. 10-13748), Regatta Holding II, L.P. (Bankr. D. Del. Case No. 10- 13715), and Regatta Holding III, L.P. (Bankr. D. Del. Case No. 10- 13745) filed separate Chapter 11 petitions. Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Ross M. Kwasteniet, Esq., at Kirkland & Ellis LLP, assist the Debtors in their restructuring efforts. Curtis A. Hehn, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones LLP, are the Debtors' co-counsel. The Debtors' investment banker and financial advisor is Lazard Freres & Co. LLC. The Debtors' independent auditor is Deloitte & Touche LLP. The Debtors' interim management and restructuring advisors are Alvarez & Marsal North America, LLC, and Avarez & Marsal Private Equity Performance Improvement Group, LLC. Kurtzman Carson Consultants LLC is the Debtors' notice and claims agent. Local Insight Media Holdings estimated assets of less than $50,000 and liabilities of $100 million to $500 million in its Chapter 11 petition. In its latest Form 10-Q with the Securities and Exchange Commission, Local Insight Regatta reported consolidated assets of $796,270,000 against consolidated debts of $669,612,000 as of September 30, 2010. LOEHMANN'S INC: Wins Nod for $25 Million Rights Offering -------------------------------------------------------- As widely reported, Judge Robert E. Gerber of the U.S. Bankruptcy Court in Manhattan approved an investment agreement, paving the way for Loehmann's Holdings Inc. to launch a $25 million rights offering that partly finances its reorganization plan. Dow Jones' Small Cap reports Judge Gerber approved the investment agreement Loehmann's struck with current owner Istithmar World and senior-secured noteholder Whippoorwill Associates Inc. Bill Rochelle, the bankruptcy columnist for Bloomberg News, relates that the Dec. 15 order by U.S. Bankruptcy Judge Robert E. Gerber in Manhattan gives Loehmann's the right to terminate the agreement if it turns out that further pursuit of the underlying Chapter 11 plan "would constitute a breach of its fiduciary duties." Whippoorwill owns 70 percent of the secured notes. Istithmar, an investment firm owned by the government of Dubai, is to provide 64 percent of the $25 million to purchase new convertible preferred stock. A hearing for approval of the disclosure statement is scheduled for Jan. 5. If the plan isn't working, a loan agreement requires filing a motion by Jan. 14 to sell the business. The loan requires the plan to be confirmed and implemented by Feb. 18. About Loehmann's Holdings Bronx, New York-based Loehmann's Holdings, Inc., is a discount retailer with more than 60 stores. The Bronx, New York-based company is owned indirectly by Istithmar PJSC, an investment firm owned by the government of Dubai. Loehmann's filed for Chapter 11 bankruptcy protection on November 15, 2010 (Bankr. S.D.N.Y. Case No. 10-16077). It estimated its assets and debts at $100 million to $500 million. Affiliates Loehmann's Inc. (Bankr. S.D.N.Y. Case No. 10-16078), Loehmann's Operating Co. (Bankr. S.D.N.Y. Case No. 10-16079), Loehmann's Real Estate Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16080), and Loehmann's Capital Corp. (Bankr. S.D.N.Y. Case No. 10-16081) filed separate Chapter 11 petitions. Frank A. Oswald, Esq., at Togut, Segal & Segal LLP, assist the Debtors in their restructuring efforts. Perella Weinberg Partners LP is the Debtors' investment banker and financial advisor. Clear Thinking Group LLC is the Debtors' restructuring adviser. Troutman Sanders LLP is the Debtor's special corporate counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. LOUIS PEARLMAN: Court Says Bank Fraud Wasn't a Ponzi Scheme ----------------------------------------------------------- WestLaw reports that an alleged bank fraud scheme, in which a corporate debtor and its debtor-principal purportedly obtained loans from banks by falsifying due diligence materials, was not a "Ponzi scheme," since the bank loans were not investments and the lender was not an investor. Therefore, the Chapter 11 trustee could not rely solely on the alleged existence of the bank fraud scheme to trigger the Ponzi scheme presumption of fraudulent intent in support of his actual fraudulent transfer claims against the lender. Material issues of fact existed, moreover, as to whether the challenged transfers were made in furtherance of either of the two Ponzi schemes that were allegedly being operated by the debtors, precluding partial summary judgment for the trustee on the issue of whether the Ponzi scheme presumption applied. In re Pearlman, --- B.R. ----, 2010 WL 4977126, slip op. http://pacer.flmb.uscourts.gov/pdf-new/49599500.pdf(Bankr. M.D. Fla.) (Jennemann, J.). This published decision is the basis for the Honorable Karen S. Jennemann's ruling rejecting the motion to dismiss Kapila, et al. v. Integra Bank, N.A., Adv. Pro. No. 09-00715, http://is.gd/iMBNV (Bankr. M.D. Fla.), covered in the Dec. 16, 2010, edition of the Troubled Company Reporter. About Louis Pearlman Louis J. Pearlman started Trans Continental Records which managed boy bands such as the Backstreet Boys, 'N Sync, O-Town, Lyte Funky Ones (LFO), Take 5, Natural and US5. Other artists on the Trans Continental's label included Aaron Carter, Jordan Knight, C Note, and Smilez & Southstar. On March 1, 2007, creditors Tatonka Capital Corporation, First National Bank & Trust Co. of Williston, and American Bank of St. Paul, and Integra Bank filed an involuntary chapter 11 petition against Mr. Pearlman and his company, Trans Continental Airlines, Inc. (Bankr. M.D. Fla. Case Nos. 07-00761 and 07-00762). The creditors disclosed an aggregate of more than $40 million in claims. Fletcher Peacock, Esq., served as Mr. Pearlman's legal counsel. Tatonka Capital is represented by Derek F. Meek, Esq., and Robert B. Rubin, Esq., at Burr & Forman LLP, and Richard B Webber, II, Esq., Zimmerman Kiser & Sutcliffe PA. First national Bank is represented by Raymond V. Miller, Esq., at Gunster Yoakley & Stewart PA, and Richard P. Olson, Esq., at Olson & Burns PC. American Bank of St. Paul is represented by William P. Wassweiler, Esq., at Rider Bennett LLP. Integra bank is represented by Lawrence E. Rifken, Esq., at McGuire Woods LLP. Soneet R. Kapila, the Chapter 11 trustee appointed to oversee Mr. Pearlman's estate, is represented by Denise D. Dell-Powell, Esq., and Jill E. Kelso, Esq., at Akerman Senterfitt, and Gregory M. Garno, Esq., and Paul J. Battista, Esq., at Genovese Joblove & Battista PA. The Official Committee of Unsecured Creditors of Trans Continental is represented by Robert J. Feinstein, Esq. at Pachulski Stang Ziehl & Jones LLP. METRO-GOLDWYN-MAYER: Debt Trades at 56% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Metro-Goldwyn- Mayer, Inc., is a borrower traded in the secondary market at 44.44 cents-on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents a drop of 0.60 percentage points from the previous week, The Journal relates. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on April 8, 2012, and is not rated by Moody's Standard & Poor's. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro-Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro- Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. METRO-GOLDWYN-MAYER: Moelis Approved as Financial Advisor --------------------------------------------------------- Metro-Goldwyn-Mayer Studios Inc. and its units seek the Bankruptcy Court's authority to employ Moelis & Company LLC as their financial advisor, nunc pro tunc to the Petition Date. The Debtors inform the Court that they have selected Moelis as their financial advisor based on, among other things, (a) their need to retain a financial advisory firm to provide advice with respect to their restructuring activities, and (b) Moelis' extensive experience and excellent reputation in providing financial advisory and investment banking services in complex Chapter 11 cases. Before the Petition Date, notes the Debtors, they engaged Moelis to provide general investment banking and financial advice in connection with their attempts to complete a strategic restructuring, reorganization or recapitalization of all or a significant portion of their outstanding indebtedness, as well as to prepare for the potential commencement of Chapter 11 cases. Accordingly, Moelis has developed significant expertise regarding the Company that will assist it in its provision of effective and efficient services during these Chapter 11 cases, the Debtors point out. As financial advisor, Moelis' services may include these financial advisory and investment banking services: (a) undertaking, in consultation with members of management of the Company, a customary business and financial analysis of the Company, including to the extent requested by the Company or its counsel in connection with any Bankruptcy Case, rendering expert testimony with respect to Moelis' analysis to assist the Company in fulfilling the requirements of the U.S. Bankruptcy Code; (b) to the extent Moelis deems necessary, appropriate and feasible, or as the Company or its counsel may request, reviewing and analyzing the Company's assets and its operating and financial strategies; (c) reviewing and analyzing the business plans and financial projections prepared by the Company including, but not limited to, testing assumptions and comparing those assumptions to historical Company and industry trends; (d) evaluating the Company's debt capacity and assisting in the determination of an appropriate capital structure for the Company; (e) advising and assisting counsel to the Company in the course of its preparation for and negotiation of any Restructuring Transaction and participating in the negotiations, as requested; (f) advising the Company and its counsel on the risks and benefits of considering, initiating and consummating any Restructuring Transaction; (g) determining values or ranges of values for the Company and any securities that the Company offers or Proposes to offer in connection with a Restructuring Transaction; and (h) being available at the Company's request to meet with its management, board of directors, creditor groups, equityholders, any official committees appointed in a Bankruptcy Case, or other parties to discuss any Restructuring. Upon either the consummation of a restructuring transaction or a sale, as those terms are defined in the parties' engagement letter, the Debtors will pay Moelis a cash fee equal to $9,500,000. The Debtors will pay the Transaction Fee immediately upon the consummation of a Restructuring Transaction or a Sale; provided that, in no event will the Debtors be obligated to pay more than one Transaction Fee. Moelis will also be reimbursed for all reasonable expenses incurred in connection with the Engagement, including the reasonable fees, disbursements and other charges of Moelis' legal counsel in an amount not to exceed $25,000, provided that Moelis will notify the Debtors promptly if the reimbursable expenses exceed $175,000, and will obtain the Debtors' prior written consent, if reimbursable expenses are to exceed $250,000. The Debtors intend for Moelis to receive payment of its fees on a fixed rate basis, contingent upon the occurrence of a transaction, which is customary in the investment banking industry. Before the Petition Date, the Debtors paid Moelis approximately $1,000,000 for fees and approximately $181,994 in expenses billed through October 31, 2010, for Moelis' representation of the Debtors pursuant to the terms of the Engagement Letter. As of the Petition Date, Moelis holds a prepetition claim against the Debtors for services rendered, contingent upon the occurrence of a Restructuring Transaction, but will waive the claim upon approval of it's current proposed employment, the Debtors explain. To the extent that Moelis is holding funds from the Debtors in excess of fees earned and reimbursements due as of the Petition Date, Moelis will hold the excess funds as a retainer to be applied against postpetition fees and expenses due from the Debtors to Moelis, subject to compliance with applicable fee motion requirements. The Debtors also agree to indemnify and hold Moelis harmless from and against any losses, claims, liabilities, damages, and expenses incurred to or by any person in connection with the services provided to the Debtors, except for any losses, claims, damages or liabilities that are finally determined by a court or arbitral tribunal to have resulted primarily from Moelis' bad faith, willful misconduct, or gross negligence. Robert J. Flachs, a managing director at Moelis, assures the Court that his firm does not (a) hold or represent an interest adverse to the Debtors' estates or (b) have any connection to the Debtors, their creditors or other relevant parties. About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro-Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro- Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. METRO-GOLDWYN-MAYER: Reed Smith Serves as Counsel for German Unit ----------------------------------------------------------------- Amy Tonti, Esq., a partner at Reed Smith LLP, in Munich, Germany, filed a statement with the Court, disclosing that the firm agreed to provide regulatory and contractual services to the German channel of MGM Networks (Deutschland) GmbH. The firm also agreed to continue providing services, including media-related advice, to certain Debtors, Ms. Tonti disclosed. Reed Smith, a Munich-based law firm, has been providing media- related advice to the Debtors with respect to the German channel of MGM Germany since 2009. The firm is currently owed as much as EUR10,787 for the services it rendered to the Debtors since the commencement of their Chapter 11 cases, according to Ms. Tonti. Reed Smith's current customary rates are EUR400 for partners and EUR320 for associates. Ms. Tonti assured the Court that the firm neither holds nor represents any interest adverse to the Debtors and their estates in matters to which the firm is to be engaged. About Metro-Goldwyn-Mayer Studios Metro-Goldwyn-Mayer Studios Inc. -- http://www.mgm.com/-- is actively engaged in the worldwide production and distribution of motion pictures, television programming, home video, interactive media, music, and licensed merchandise. The company owns the world's largest library of modern films, comprising around 4,100 titles. Operating units include Metro-Goldwyn-Mayer Studios Inc., Metro-Goldwyn-Mayer Pictures Inc., United Artists Films Inc., MGM Television Entertainment Inc., MGM Networks Inc., MGM Distribution Co., MGM International Television Distribution Inc., Metro- Goldwyn-Mayer Home Entertainment LLC, MGM ON STAGE, MGM Music, MGM Consumer Products and MGM Interactive. In addition, MGM has ownership interests in domestic and international TV channels reaching over 130 countries. As of September 30, 2010, the Debtors' unaudited consolidated financial statements, as prepared in accordance with accounting principles generally accepted in the United States for interim financial statements, included $2,673,772,000 in total assets and $3,451,493,000 in total liabilities Excluding certain adjustments made by the Company in accordance with GAAP, the Debtors' total outstanding liabilities would be $5,766,721,000, which includes the total face value of outstanding principal and accrued, but unpaid, interest under the Credit Agreement and interest rate swap agreements. Metro-Goldwyn-Mayer Inc. and 160 of its affiliates on November 3 filed Chapter 11 cases (Bankr. S.D.N.Y. Lead Case No. 10-15774), to seek confirmation of their "pre-packaged" plan of reorganization. Jay M. Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York, serves as bankruptcy counsel to the Debtors. Klee, Tuchin, Bogdanoff & Stern LLP is the legal counsel. Moelis & Company is the financial advisor. Donlin Recano & Company, Inc., is the claims and notice agent. CAIR Management, LLC, Stephen F. Cooper, and Zolfo Cooper Management LLC, is the Debtors' management service providers. MICHAEL BROSNAN: Case Summary & 12 Largest Unsecured Creditors -------------------------------------------------------------- Joint Debtors: Michael Brosnan Elizabeth Brosnan 1390 Hillcrest Boulevard Millbrae, CA 94030 Bankruptcy Case No.: 10-34899 Chapter 11 Petition Date: December 14, 2010 Court: United States Bankruptcy Court Northern District of California (San Francisco) Judge: Dennis Montali Debtor's Counsel: Iain A. Macdonald, Esq. MACDONALD AND ASSOCIATES 221 Sansome St. Third Floor San Francisco, CA 94104 Tel: (415) 362-0449 E-mail: iain@macdonaldlawsf.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-34899.pdf MOMENTIVE SPECIALTY: New KG to Guarantee Foreign Secured Debt ------------------------------------------------------------- On December 15, 2010, Momentive SC GmbH & Co. KG ("New KG") entered into a supplement to the foreign guarantee agreement that secures the Senior Secured Credit Facilities of Momentive Specialty Chemicals Inc. Pursuant to the supplement, New KG agreed to guarantee all foreign obligations under the Senior Secured Credit Facilities. In addition, New KG granted a lien over its assets to secure such obligations under local law collateral agreements. New KG is organized in Germany and is owned by Momentive Specialty Chemicals Europe B.V., as 100% limited partner, and Hexion Specialty Chemicals Holding Germany GmbH, as 0% general partner. About Momentive Specialty Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a leading producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. The Company's balance sheet at Sept. 30, 2010, showed $3.22 billion in total assets, $5.20 billion in total liabilities, and a stockholders' deficit of $1.99 billion. Momentive Specialty carries a 'B-' issuer credit rating from Standard & Poor's Ratings Services. It has 'B3' corporate family and probability of default ratings from Moody's Investors Service. corporate credit rating from Standard & Poor's. MULTI-PLASTICS INC: Section 341(a) Meeting Scheduled for Jan. 12 ---------------------------------------------------------------- The U.S. Trustee for Region 21 will convene a meeting of Multi- plastics Inc's creditors on January 12, 2010, at 11:00 a.m. The meeting will be held at Ochoa Building, 500 Tanca Street , First Floor, San Juan, PR 00901. 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. Saint Just, Puerto Rico-based Multi-Plastics, Inc., filed for Chapter 11 bankruptcy protection on December 8, 2010 (Bankr. D. P.R. Case No. 10-11493). Wallace Vazquez Sanabria, Esq., who has an office in San Juan, Puerto Rico, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $1 million to $100 million. NADOWESSIOUX PROPERTIES: Voluntary Chapter 11 Case Summary ---------------------------------------------------------- Debtor: Nadowessioux Properties, Ltd. 764 Kuhlman Road Houston, TX 77024 Bankruptcy Case No.: 10-41418 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Karen K. Brown Debtor's Counsel: Edward L. Rothberg, Esq. HOOVER SLOVACEK, LLP 5847 San Felipe, Suite 2200 Houston, TX 77057 Tel: (713) 977-8686 Fax: (713) 977-5395 E-mail: rothberg@hooverslovacek.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Charles M. Haden, Jr., manager. NAVISTAR INT'L: Panel OKs 2011 Incentive Plan Criteria ------------------------------------------------------ On December 14, 2010, the Compensation Committee of the Board of Directors of Navistar International Corporation approved the Annual Incentive Plan Criteria for fiscal year 2011 for certain employees, including its principal executive officer, principal financial officer and other named executive officers. On December 13, 2010, the Nominating and Governance Committee recommended, and on December 14, 2010 the Board approved, the fiscal year 2011 non-employee director stock option grants. On December 14, 2010, the Compensation Committee and the Board also approved the fiscal year 2011 long-term incentive equity grant awards to certain employees, including its principal executive officer, principal financial officer and other named executive officers. The 2011 Annual Incentive Awards, the Non-Employee Director Stock Option Grants and the 2011 Long-Term Incentive Equity Grants will be awarded under, and are subject to the terms and conditions of, the Corporation's 2004 Performance Incentive Plan, as amended and restated as of April 19, 2010. A full-text copy of the Amended and Restated By-Laws of Navistar International Corporation effective December 14, 2010, is available for free at: http://ResearchArchives.com/t/s?7123 A full-text copy of the Fiscal Year 2011 Annual Incentive Awards Plan Criteria is available for free at: http://ResearchArchives.com/t/s?7124 A full-text copy of the 2011 Long-Term Equity Grants is available for free at: http://ResearchArchives.com/t/s?7125 A full-text copy of the Form of Cash Settled Performance-Based Stock Unit Award Notice and Agreement is available for free at: http://ResearchArchives.com/t/s?7126 About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The company also provides truck and diesel engine parts and service. Another affiliate offers financing services. The Company's balance sheet at July 31, 2010, showed $9.41 billion in assets and $10.46 billion in liabilities. As of July 31, 2010, Navistar had approximately $1.7 billion in debt at its manufacturing operations, including about $1 billion in senior unsecured debt. Navistar has a BB-/Stable/-- corporate credit rating from Standard & Poor's and a 'B1' Corporate Family Rating and Probability of Default Rating from Moody's Investors Service. Moody's said in October 2010 that Navistar's B1 rating could improve if the North American truck market remains on track for a sustained recovery into 2011, and Navistar's operational initiatives to moderate its vulnerability to the truck cycle show evidence of taking hold. NELS ANDERSON: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Nels Harold Anderson dba Circle S Storage dba Sussex Storage P.O. Box 305 Tinnie, NM 88351 Bankruptcy Case No.: 10-16170 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court New Mexico (Albuquerque) Judge: Robert H. Jacobvitz Debtor's Counsel: George M. Moore, Esq. MOORE, BERKSON & GANDARILLA, P.C. P.O. Box 7459 Albuquerque, NM 87194 Tel: (505) 242-1218 Fax: (505) 242-2836 E-mail: mbglaw@swcp.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nmb10-16170.pdf NEOMEDIA TECHNOLOGIES: Acquires US Patent Rights from BP GBL ------------------------------------------------------------ On December 14 2010, NeoMedia Technologies, Inc., entered into a Confidential Settlement Agreement to acquire certain rights pertaining to its United States Patents 6,430,554; 6,651,053; 6,675,165 and 6,766,363 from BP GBL Section 3.4, LLC, and to settle all litigation between the Company and Rothschild Trust Holdings, LLC, in exchange for restricted shares of the Company's $0.001 par value common stock. The Company anticipates that the issuance of such shares is exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended. The Loyaltypoint Rights included the right to receive 10% of the Company's revenues from the Loyaltypoint Patents, and certain internal use rights related to the Loyaltpoint Patents. The Company now owns all rights to the Loyaltypoint patents. In connection with the transaction, BP, RTH and Leigh M. Rothschild executed an assignment of all their interests in the Loyaltypoint Rights to the Company, which the Company will file with the United States Patent & Trademark Office. In addition, RTH and the Company agreed to file a joint dismissal of their pending litigation. Furthermore, BP, RTH and Leigh M. Rothschild granted to the Company and the Company granted to BP, RTH and Leigh M. Rothschild, mutual releases from past, present and future claims, and entered into covenants not to sue, with respect to the Loyaltypoint Rights and Loyaltypoint Patents. As reported in the Troubled Company Reporter on April 1, 2010, Kingery & Crous, P.A., in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. The Company's balance sheet at September 30, 2010, showed $9.04 million in total assets, $83.31 million in total liabilities, $8.37 million in Series C convertible preferred stock, $2.50 million in Series D convertible preferred stock, and a stockholders' deficit of $85.14 million. At September 30, 2010, the Company has an accumulated deficit of $237.99 million. The Company also has a working capital deficit of $82.05 million, of which of which $68.51 million is related to the Company's financing instruments, including $30.71 million related to the fair value of warrants and those debentures that are recorded as hybrid financial instruments, and $37.80 million related to the amortized cost carrying value of certain of the Company's debentures and the fair value of the associated derivative liabilities. As reported in the Troubled Company Reporter on April 1, 2010, Kingery & Crous, P.A., in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. NEW ORIENTAL: NASDAQ Grants Request to Remain Listed ---------------------------------------------------- New Oriental Energy & Chemical Corp. has received a letter of determination from The NASDAQ Stock Market granting the Company's request to remain listed on NASDAQ, subject to monitoring by the Hearings Panel until December 15, 2011 to ensure the Company remains in continued compliance with the shareholders' equity rule and all other listing requirements. Additional details on the determination are available in the 8-K being filed Thursday by the Company with the Securities and Exchange Commission. Mr. Chen Si Qiang, President and CEO of the Company, stated, "We are extremely pleased with this decision. Be assured we will make every effort to remain in compliance, so our shareholders continue to have the benefits associated with shares that are listed on The NASDAQ Stock Market." As previously disclosed on July 9, 2010, the Company received notification from NASDAQ that the Company's stockholders' equity of $1,225,480, as reported in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2010, did not comply with the minimum stockholders' equity requirement of $2,500,000 for continued listing on The NASDAQ Capital Market pursuant to NASDAQ Listing Rule 5550(b)(1). On August 27, 2010, as provided in the NASDAQ Listing Rules, the Company submitted to NASDAQ a plan and timeline to achieve and sustain compliance. As previously disclosed on September 16, 2010, the Company received a determination letter stating that NASDAQ had denied the Company's request for continued listing on The NASDAQ Capital Market. The determination letter stated that the Company could appeal the delisting determination by requesting a hearing and presenting its plan of compliance at such hearing. The Company appealed the delisting determination and subsequently presented its plan of compliance at a hearing with NASDAQ. Following the hearing, the Company provided additional information at the request of NASDAQ in support of its plan of compliance. On December 14, 2010, the Company received a determination letter stating that NASDAQ has granted the Company's request to remain listed on The NASDAQ Capital Market. NASDAQ also invoked its authority under Listing Rule 5815(d)(4)(A) to impose a Hearings Panel Monitor to monitor the Company's continued compliance with the stockholders' equity rule through December 15, 2011. About New Oriental New Oriental Energy & Chemical Corp. (NASDAQ: NOEC) -- http://www.neworientalenergy.com/-- was incorporated in the State of Delaware on November 15, 2004. The Company is an emerging coal-based alternative fuels and specialty chemical manufacturer based in Henan Province, in the Peoples' Republic of China. The Company's core products are urea and other coal-based chemicals primarily utilized as fertilizers. All of the Company's sales are made through a network of distribution partners in the Peoples' Republic of China. As reported in the Troubled Company Reporter on July 2, 2010, Weinberg & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company incurred a net loss of $12.8 million and has negative cash flows from operations of $7.5 million for the year ended March 31, 2010, and has a working capital deficit of $44.1 million at March 31, 2010. NORTHWESTERN STONE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Northwestern Stone, LLC 4373 Pleasant View Road Middleton, WI 53562 Bankruptcy Case No.: 10-19137 Chapter 11 Petition Date: December 16, 2010 Court: U.S. Bankruptcy Court Western District of Wisconsin (Madison) Judge: Robert D. Martin Debtor's Counsel: Timothy J. Peyton, Esq. 634 West Main Street, Suite 202 Madison, WI 53703 Tel: (608) 257-5424 E-mail: tim@keplerpeyton.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Richard C. Bakken, managing member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Welton Enterprises, Inc. -- $428,166 702 North Blackhawk Avenue, #109 Madison, WI 53705 Ahlgrim Explosives Company, Inc. -- $333,123 1829 East Ravenswood Court Appleton, WI 54913-6626 Madison Truck Sales -- $165,000 P.O. Box 8130 Madison, WI 53708 Viking Explosives & Supply, Inc. -- $115,530 Middleton Cooperative -- $111,551 Michael Bakken -- $104,324 Internal Revenue Service -- $88,828 Wisconsin Department of Revenue -- $32,127 Marlin Leasing -- $26,822 Patten Industries, Inc. -- $25,367 Landmark Services Cooperative -- $25,183 Sam's Well Drilling, Inc. -- $24,177 WK Stone Co., Inc. -- $23,385 Springfield Welding & Mfg. Co., -- $16,517 Inc. Pomp's Tire Service, Inc. -- $15,680 Brooks Tractor, Inc. -- $14,737 Murphy Insurance Group -- $14,733 Lincoln Contractors Supply, Inc. -- $14,015 RB Scott Company, Inc. -- $10,393 Axley Brynelson, LLP -- $5,559 NYC OFF-TRACK: Few Potential Rescue Plans Floating Around --------------------------------------------------------- The Associated Press reports a few potential rescue plans for New York City Off-Track Betting Corp. were floating around Albany after the state Senate failed to approve a plan a week ago. The AP says OTB Chairman Lawrence Schwartz scoffed at the chances of last-minute rescues including one proposed by Senate Republicans Tuesday. He's deeply skeptical legislators will put aside partisanship even to save hundreds of OTB jobs. As reported in the Dec. 10, 2010 edition of the Troubled Company Reporter, NYC OTB began closing down December 7 after the state Senate voted down legislation for a bailout to be effected through a Chapter 9 reorganization plan. The New York Times reported that about 50 parlors around the city were shuttered and some 1,000 employees lost their jobs. Chapter 9 Plan Off Early December, the bankruptcy judge signed an order approving a disclosure statement explaining the Chapter 9 municipal reorganization plan for Off-Track Betting Corp. NYC OTB, however, said it wouldn't solicit creditors' votes unless the legislation proposed by outgoing New York Governor David Paterson passes. NYC OTB has warned that unless a special session of the New York legislature adopts enabling legislation, the Debtor would close down starting December for lack of cash. Republicans in the state Senate, however, blocked the measure. About NYC Off-Track Betting New York City Off-Track Betting Corporation is a public benefit corporation, which operates an off-track pari-mutuel betting system on thoroughbred and harness horse races held at all 11 race tracks located in New York State and certain race tracks located outside of the State. Since NYC OTB's inception in 1971, it has made payments of nearly $2 billion to the State horse racing industry, more than $1.4 billion to New York City and nearly $600 million to the State. In 2008 alone, NYC OTB made statutory contributions in an aggregate amount of $128.6 million to the State horse racing industry, the State, the City, and other local municipalities. NYC OTB's operations are regulated by the State. NYC OTB sought protection under Chapter 9 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 09-17121) on December 3, 2009. NYC OTB is represented by Richard Levin, Esq., at Cravath, Swaine & Moore LLP., in New York City, and Michael S. Fox, Esq., Herbert C. Ross, Esq., David Y. Wolnerman, Esq., at Olshan Grundman Frome Rosenzweig & Wolosky LLP in New York City. At September 30, 2009, NYC OTB disclosed $18,468,147 in total assets, $74,912,742 in total current liabilities, $6,982,887 in long-term liabilities, and $201,020,000 in long-term post employment benefits. N.L.C. UNITRUST: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: N.L.C. Unitrust Partners 27 Feather Way Sedona, AZ 86336 Bankruptcy Case No.: 10-14074 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Judge: Kevin Gross Debtor's Counsel: Jeffrey S. Cianciulli, Esq. WEIR & PARTNERS LLP 824 Market Street Mall, Suite 1001 P.O. Box 708 Wilmington, DE 19899 Tel: (302) 652-8181 Fax: (302) 652-8909 Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Nancy Linn Connor, managing partner. Debtor's List of two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Liberty Ventures II, L.P. -- $3,000,000 c/o Kathleen M. Shay, Esquire Duane Morris LLP 30 South 17th Street Philadelphia, PA 19103 Grant Thornton -- unknown 2001 Market Street, No. 31 Philadelphia, PA 19103 OSI RESTAURANT: Bank Debt Trades at 6% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which OSI Restaurant Partners, Inc., is a borrower traded in the secondary market at 94.44 cents-on-the-dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.53 percentage points from the previous week, The Journal relates. The Company pays 225 basis points above LIBOR to borrow under the facility. The bank loan matures on May 9, 2014, and carries Moody's B3 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. OSI Restaurant Partners, Inc., is the #3 operator of casual-dining spots (behind Darden Restaurants and Brinker International), with more than 1,400 locations in the U.S. and 20 other countries. Its flagship Outback Steakhouse chain boasts more than 950 locations that serve steak, chicken, and seafood in Australian-themed surroundings. OSI also operates the Carrabba's Italian Grill chain, with about 240 locations. Other concepts include Bonefish Grill, Fleming's Prime Steakhouse, and Cheeseburger In Paradise. Most of the restaurants are company owned. A group led by Chairman Chris Sullivan took the company private in 2007. The Company's balance sheet at June 30, 2010, showed $2.34 billion in total assets, $2.450 billion in total liabilities, and a deficit of $106.2 million. OTC HOLDINGS: Wins Confirmation of Reorganization Plan ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Oriental Trading Co. had the bankruptcy judge in Delaware approve the reorganization at a confirmation hearing December 16 after first- and second-lien lenders reached settlement on the Chapter 11 plan. The plan gives the new stock, plus cash or a new $200 million second-lien note, to senior lenders owed $403 million. About OTC Holdings Corporation Omaha, Nebraska-based OTC Holdings Corporation filed for Chapter 11 protection on August 25, 2010 (Bankr. D. Del. Case No. 10-12636). Affiliates OTC Investors Corporation (Bankr. D. Del. Case No. 10-12637), Oriental Trading Company, Inc. (Bankr. D. Del. Case No. 10-12638), Fun Express, Inc. (Bankr. D. Del. Case No. 10-12639), and Oriental Trading Marketing, Inc. (Bankr. D. Del. Case No. 10-12640), filed separate Chapter 11 petitions on August 25, 2010. The Debtors disclosed $463 million in total assets and $757 million in total liabilities as of the Petition Date. Richard Hahn, Esq., My Chi To, Esq., Jae-Sun Chung, Esq., Huyue Angela Zhang, Esq., and Jessica Katz, Esq., at Debevoise & Plimpton LLP, represent the Debtors. Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor, serve as the Debtors' local counsel. Jefferies & Company, Inc., is the Debtors' financial advisor. Protiviti, Inc., is the Debtors' restructuring consultant. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The Official Committee of Unsecured Creditors' Delaware counsel is Ashby & Geddes, P.A. PALAZZO SPLENDORE: Case Summary & Largest Unsecured Creditor ------------------------------------------------------------ Debtor: Palazzo Splendore, LLC 150 N. Santa Anita Avenue, #800 Arcadia, CA 91006 Bankruptcy Case No.: 10-63556 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Peter Carroll Debtor's Counsel: Michael Y. Lo, Esq. LAW OFFICE OF MICHAEL Y. LO 506 N Garfield Avenue, #280 Alhambra, CA 91801 Tel: (626) 289-8838 E-mail: michaellolaw@yahoo.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The petition was signed by Su Chia Shih Ku, manager. The list of unsecured creditors filed together with its petition contains only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ East West Bank 17582 Arrow Blvd. $1,000,001 135 N. Los Robles, #600 Fontana, CA 92335 Pasadena, CA 91101 PARK AVENUE GARAGE: 2nd Cir. Affirms Lease Rejection Ruling ----------------------------------------------------------- 390 Park Avenue Associates, LLC, appeals from a December 23, 2009 judgment of the United States District Court for the Southern District of New York (Berman J.), which affirmed two orders, dated June 1, 2009 and June 18, 2009, of the Bankruptcy Court for the Southern District of New York (Drain, J.). The June 1, 2009 order, as clarified by the June 18, 2009 order, authorized Park Avenue Garage, LLC, to assume an unexpired non-residential lease and imposed certain additional obligations upon Debtor. The U.S. Court of Appeals for the Second Circuit affirms the lower courts' rulings. A three-manel panel, consisting of Circuit Judges Wilfred Feinberg, Barrington D. Parker, and Richard C. Wesley, holds that the bankruptcy court did not err in authorizing the Debtor to assume the lease pursuant to Section 365(a) of the Bankruptcy Code. The bankruptcy court's conclusion that assumption of the lease, in light of the totality of the circumstances, would benefit the Debtor represents a valid exercise of the court's "business judgment." A copy of the Second Circuit's December 14, 2010 order is available at http://is.gd/iPCFtfrom Leagle.com. Ralph Berman, Esq. -- rberman@ebglaw.com -- and Adrian Zuckerman, Esq. -- azuckerman@ebglaw.com -- at Epstein, Becker & Green, P.C., in New York, represent 360 Park Avenue. Robert R. Leinwand, Esq. -- rrl@robinsonbrog.com -- at Robinson, Brog, Leinwand, Greene, Genovese & Gluck P.C., in New York, represents the Debtor. New York-based Park Avenue Garage, LLC, filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-14354) on November 3, 2008. Judge Robert D. Drain presided over the case. PENINSULA GAMING: S&P Puts 'B+' Rating on CreditWatch Negative -------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B+' corporate credit rating for Dubuque, Iowa-based gaming operator Peninsula Gaming LLC, along with all related issue-level ratings, on CreditWatch with negative implications. "The CreditWatch listing follows the company's announcement that it was awarded a license to develop and operate a casino in south- central Kansas," said Standard & Poor's credit analyst Ariel Silverberg. "It reflects S&P's expectation that the additional financing required for the development will result in a meaningful weakening of Peninsula's credit measures, at least until the new property is fully operational." The proposed casino, which is expected to cost a total of $260 million (including the third-party operated hotel), will be developed in two phases. At the completion of the first phase, the casino is expected to have approximately 1,500 slot machines, with an additional 500 added during the second phase. The CreditWatch listing also reflects some uncertainty around the financing plans and S&P's need to assess the cash flow prospects for the project before reaching a rating conclusion. Based on S&P's preliminary analysis, S&P expects that during the build-out of the new casino, and before it will contribute to EBITDA, leverage will spike to at least the mid 7.0x area, and interest coverage will weaken to below 1.5x. This incorporates S&P's expectation for essentially flat year-over-year revenue and EBITDA in 2011 from Peninsula's existing properties. As of Sept. 30, 2010, adjusted leverage and interest coverage were 5.8x and 1.6x, respectively, which were both already somewhat weak for the current rating. In the nine months ended Sept. 30, 2010, revenue and EBITDA (pro forma for the incorporation of Amelia Belle, which was acquired Oct. 22, 2009) declined 5% and 6%, respectively. This was primarily due to weakness at the Evangeline Downs property, and initial weakness at the Amelia Belle property, which underwent a renovation that was completed in the first quarter of 2010. In resolving S&P's CreditWatch listing, S&P expects to meet with management in the coming months to discuss the financing plans and strategy for the property. S&P will subsequently assess the cash flow prospects and determine the rating implications. A rating downgrade is not a foregone conclusion. However, if a downgrade is the ultimate conclusion of S&P's review, it will likely be limited to one notch (to 'B'). P.M.C. VENTURES: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: P.M.C. Ventures, L.L.C. 17801 North Black Canyon Highway Phoenix, AZ 85023 Bankruptcy Case No.: 10-39988 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Sarah Sharer Curley Debtor's Counsel: Donald W. Powell, Esq. CARMICHAEL & POWELL, P.C. 7301 N. 16th Street, #103 Phoenix, AZ 85020 Tel: (602) 861-0777 Fax: (602) 870-0296 E-mail: d.powell@cplawfirm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Lawrie Porter, managing member. POINT BLANK: Committees Have Permission to File Plan ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the two official committees in the reorganization of Point Blank Solutions Inc. reached another milestone toward their goal of avoiding a sale and reorganizing body armor manufacturing business. According to report, at a Dec. 15 hearing, the bankruptcy judge signed an order allowing the two committees to file a Chapter 11 plan. Unless the judge grants a further extension, other creditors are prohibited from filing a plan before Feb. 9. Mr. Rochelle relates that the Company withdrew its motion for approval of auction and sale procedures given that the committees previously won approval for replacement financing. The prior loan supporting the Chapter 11 case required a quick sale. New loan comes from Lonestar Partners LP, Privet Fund Management LLC and Prescott Group Capital Management. The three investors agreed to backstop a $15 million to $25 million equity offering to help finance a Chapter 11 plan. The offering would be open to unsecured creditors and stockholders. 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. POINT BLANK: Rejects Class-Action Settlement Agreement ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the bankruptcy judge authorized Point Blank Solutions Inc. to reject an uncompleted agreement to settle a class-action shareholders' suit. Rejecting the agreement may result in the recovery of $32.5 million that was being held for payment to shareholders. It may also enable the company to sue former officers. 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. PRIUM SPOKANE: Case Summary & 14 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Prium Spokane Buildings, L.L.C. c/o Davis & Silesky 15600 NE 8th Street, Suite B1-173 Bellevue, WA 98008 Bankruptcy Case No.: 10-06952 Chapter 11 Petition Date: December 16, 2010 Court: U.S. Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Debtor's Counsel: Barry W. Davidson, Esq. DAVIDSON BACKMAN MEDEIROS PLLC 601 West Riverside Avenue, Suite 1550 Spokane, WA 99201 Tel: (509) 624-4600 Fax: (509) 623-1660 E-mail: cnickerl@dbm-law.net Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Glenn R. Davis, managing member. Debtor's List of 14 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ ABM Janitorial Services Labor and Materials $34,012 112 North Altamont Street Spokane, WA 99202 Amsbury Glass, Inc. Materials $2,500 204 East Nora Spokane, WA 99207 Peachtree Business Products Supplies $2,489 P.O. Box 13290 Atlanta, GA 30062 Horizon Fence Co. Labor and Materials $2,473 Thornton & Sons Electric, Inc. Labor and Materials $2,174 Camtek Services and $1,746 Contract Labor Standard Plumbing Heating Controls Labor $1,172 Divco Labor and Materials $1,116 Platt Labor and Materials $858 River City Glass Labor and Materials $814 Rob's Demolition Labor $761 Maintenance Solutions, Inc. Supplies $702 First American Title Insurance Co. Subdivision/ $272 Plat Certificate K.C. Charles, Inc. Labor $71 QUEPASA CORP: Has Deal to Sell 1.71MM Shares for $12.9MM -------------------------------------------------------- Quepasa Corporation has entered into an agreement to sell 1,716,664 shares of its common stock at $7.50 per share for gross proceeds of approximately $12.9 million. The net proceeds received by Quepasa are expected to be approximately $12.3 million, after deducting commissions, legal fees, and certain deal-related expenses payable by the company. The offering is expected to close on Monday, December 20, 2010. Quepasa will use the proceeds from the funding primarily to expand its gaming platform, including through acquisitions, as well as to facilitate the continued development of Quepasa-owned gaming IP and other general corporate purposes. The Company worked with Merriman Capital, Inc., a wholly owned subsidiary of Merriman Holdings, Inc., and other Latin America- focused investors in completing the sale. "This funding allows us to accelerate investment and growth within social gaming," said John C. Abbott, CEO of Quepasa. "We look forward to launching and monetizing culturally relevant social games within a Quepasa premium gaming channel and publishing these games on alternative audience networks." The securities offered and sold by Quepasa in this private offering have not been registered under the Securities Act of 1933, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. A full-text copy of the Form of Securities Purchase Agreement dated December 14, 2010, is available for free at: http://researcharchives.com/t/s?712a A full-text copy of the Form of Amendment to the Securities Purchase Agreement dated December 14, 2010, is available for free at: http://ResearchArchives.com/t/s?7128 A full-text copy of the Form of Registration Rights Agreement dated December 14, 2010, is available for free at: http://ResearchArchives.com/t/s?7129 About Quepasa Corporation West Palm Beach, Fla.-based Quepasa Corporation (OTC BB: QPSA) through its Web site http://www.Quepasa.com/operates as an online social community for young Hispanics. The Company's balance sheet at September 30, 2010, showed $3.39 million in total assets, $6.67 million in total liabilities, and a stockholders' deficit of $3.28 million. At Sept. 30, the Company had accumulated losses from inception of $164.28 million. As reported in the Troubled Company Reporter on March 9, 2010, Salberg & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted of the Company's net loss and net cash used in operating activities in 2009 of $10.58 million and $3.88 million, respectively, and a stockholders' deficit and an accumulated deficit of $3.90 million and $159.33 million, respectively, at December 31, 2009. RACE POINT: Moody's Affirms 'Ba2' Rating on $275 Mil. Loan ---------------------------------------------------------- Moody's Investors Service has affirmed the Ba2 rating to the revised $275 million senior secured term loan due 2017, for Race Point Power. The amount of the senior secured term loan has been reduced to $275 million from $370 million; however, the rating remains the same. Moody's had originally assigned the Ba2 rating to the $370 million senior secured term loan in a press release dated November 10, 2010. The rating outlook remains stable. The Borrowers will actually consist of four individual holding companies that will be the indirect owners of equity interests in a portfolio of power projects in the US and Spain that are currently held indirectly by three separate funds of ArcLight Capital Partners, LLC. The Borrowers are Race Point Power II LLC, Race Point Power III LLC, Race Point Power IV LLC (as the "US Borrowers") and NeoElectra Lux S.�r.l, the last of which is the Borrower in respect of the Spanish power assets (as the "Borrowers" or "Co-Borrowers"). Obligations of the Borrowers will be joint and several with respect to all obligations under the term loan. The $275 million senior secured term loan facility will be allocated to the Borrowers in amounts that are still to be determined. Each Borrower will be entitled to borrow a portion of the term loan up to an agreed cap. Proceeds from the transaction will be used (i) to refinance existing indebtedness (at existing holding company levels above the projects in order to simplify the capital structure); (ii) to pay related transaction fees and expenses; (iii) for general corporate purposes, including permitted dividends; (iv) to fund a capex reserve; and (v) to fund a Lea Power reserve account. ArcLight will post a six-month debt service reserve letter of credit. The portfolio consists of 8 power generation investments with a total of 24 power plants throughout the US and Spain. The portfolio is composed of approximately 1,412MWs of combined generation capacity, with net ArcLight ownership totaling 1,225MWs. The assets are located in Connecticut, Maine, Michigan, Nevada, New Mexico, Pennsylvania, Texas and Spain. ArcLight has majority-owned stakes in 5 of the 8 investments and 100% ownership in 5 investments. There is project level debt at 7 of the 8 investments. ArcLight is a private equity investment firm founded in 2001 focused exclusively on the power and energy sectors. ArcLight has approximately $6.8 billion under management, with over 6,000 net MWs in operation or construction across its four funds. ArcLight owns a diverse portfolio of companies in the power generation, transmission and distribution, midstream and upstream sectors. The rating primarily reflects: (a) the diversity of a portfolio of 8 power projects in the US and Spain; (b) the largely contracted nature of the portfolio (90% of cash flows are contracted), which provides stable cash flows through long-term power purchase agreements, primarily with investment grade counterparties; and (c) the strong operating histories of the generation projects with commercially proven technologies. However, the recommendation also considers: (i) the high consolidated leverage that includes project level debt associated with the underlying project assets; (ii) regulatory risk and potential for changes to the regulated tariff structure in Spain as approximately 50% of cash flows come from projects at NeoElectra in Spain; (iii) refinancing risk; and (iv) the structurally subordinated position of the holding companies' lenders. The rating is predicated upon final documentation in accordance with Moody's current understanding of the transaction and final debt sizing consistent with initially projected credit metrics. The Co-Borrowers are special purpose entities formed by ArcLight Capital Partners, LLC, to hold its interests in a portfolio consisting of 8 power projects in the US and Spain totaling 1,225 MWs of net generation. RAJAK JAMAL: Case Summary & 4 Largest Unsecured Creditors --------------------------------------------------------- Joint Debtors: Rajak Jamal Marilyn Jamal 29807 Gardenia Circle Murrieta, CA 92563 Bankruptcy Case No.: 10-50279 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Deborah J. Saltzman Debtors' Counsel: Jennifer Urquizu, Esq. 42690 Rio Nedo, Suite F Temecula, CA 92590 Tel: (951) 296-5492 Fax: (951) 639-6063 E-mail: lray@affordablels.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-50279.pdf REALOGY CORP: Bank Debt Trades at 7% Off in Secondary Market ------------------------------------------------------------ Participations in a syndicated loan under which Realogy Corp. is a borrower traded in the secondary market at 93.23 cents-on-the- dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 0.48 percentage points from the previous week, The Journal relates. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on September 30, 2013, and carries Moody's B1 rating and Standard & Poor's CCC- rating. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Realogy Corp. Realogy Corp. -- http://www.realogy.com/-- a global provider of real estate and relocation services with a diversified business model that includes real estate franchising, brokerage, relocation and title services. Realogy's world-renowned brands and business units include Better Homes and Gardens Real Estate, CENTURY 21, Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group, ERA, Sotheby's International Realty, NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise systems have around 15,000 offices and 270,000 sales associates doing business in 92 countries around the world. Headquartered in Parsippany, N.J., Realogy is owned by affiliates of Apollo Management, L.P., a leading private equity and capital markets investor. Realogy fully supports the principles of the Fair Housing Act. The Company's balance sheet at Sept. 30, 2010, showed $2.67 billion in total assets, $9.14 billion in total liabilities, and a stockholders' deficit of $981.0 million. Realogy carries a 'CC' corporate credit rating with a "developing" outlook from Standard & Poor's. S&P noted that leverage was high, at 15x at March 2010, although this was an improvement compared to 20x one year ago. It has 'Caa2' corporate family and probability of default ratings, with negative outlook, from Moody's. REALOGY CORP: S&P May Put 'C' Rating on Notes After Exchange Offer ------------------------------------------------------------------ On Dec. 15, 2010, Parsippany, N.J.-based Realogy Corp. announced the preliminary results of its exchange offers, and that approximately $2.67 billion aggregate principal amount out of $3.045 billion in outstanding principal of existing notes were validly tendered and not withdrawn. The exchange was contingent upon a minimum of $2.65 billion in aggregate principal amount of existing notes, which has been achieved. Following this announcement, Standard & Poor's Ratings Services assigned each of Realogy's new notes that will be issued upon consummation of the exchange offers its preliminary 'C' issue- level rating with a preliminary recovery rating of '6', indicating S&P's expectation of negligible (0% to 10%) recovery for noteholders in the event of a payment default. The notes issues include: * 11.5% cash pay senior notes due 2017; * 12% cash pay senior notes due 2017; * 13.375% subordinated notes due 2018; * 11% series A convertible subordinated notes due 2018; * 11% series B convertible subordinated notes due 2018; and * 11% series C convertible subordinated notes due 2018. Realogy also extended the expiration date of the exchange offers to midnight Dec. 29, 2010, and is now offering par to existing noteholders who tender prior to the expiration date. S&P will assign final ratings to the new notes following their settlement and issuance, currently expected on or shortly after Jan. 5, 2011. Upon consummation of Realogy Corp.'s exchange offer, S&P's issue- level ratings on the company's 10.5% senior notes due 2014, 11.75% senior toggles notes due 2014, and 12.375% subordinated notes due 2015 would be lowered to 'D' from 'C'. Realogy's senior secured revolver, term loan, and synthetic LOC facilities would remain rated at 'CCC-', the company's senior secured second-lien term loan would remain rated at 'C', and the corporate credit rating will remain at 'CC' during and following the completion of the exchange. The current rating outlook is developing. Upon consummation of the exchange, S&P's expected downgrade to 'D' of the existing notes reflects its view that the exchange will be tantamount to a default according to S&P's criteria, notwithstanding the offer at par. This is because the exchange will extend the original maturity and result in a more junior ranking for many debtholders who tender. S&P's corporate credit rating on Realogy will not be affected by the exchange offer, as S&P already lowered this rating to 'SD' (selective default) on Sept. 29, 2009, following an earlier exchange. The current exchange offer reflects a continuing effort on the part of the company to find solutions to manage its highly leveraged capital structure, which was put in place to fund its leveraged buyout several years ago. In addition, the current proposed exchange would not be a deleveraging event, although Realogy would benefit from an extended maturity profile. Following the completion of the exchange, S&P expects to raise its issue-level ratings on the existing notes to 'C' from 'D'. REDCO DEVELOPMENT: Plan Filing Exclusivity Extended Until Jan. 31 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Oregon has granted Redco Development Co., LLC, an extension of its exclusive right to file a plan until January 31, 2011. Medford, Oregon-based Redco Development Co., LLC, filed for Chapter 11 bankruptcy protection on August 3, 2010 (Bankr. D. Ore. Case No. 10-64783). James Ray Streinz, Esq., who has an office in Portland, Oregon, assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. REDDY ICE: Grants Stock Options to Executives Under Incentive Plan ------------------------------------------------------------------ Effective January 1, 2011, the compensation committee of the board of directors of Reddy Ice Holdings, Inc., granted 343,750 shares of restricted stock and 573,300 stock options to 53 of the Company's executives pursuant to the Company's 2005 Long Term Equity Incentive and Share Award Plan, as amended. The restricted stock grants and stock option grants will all vest in three equal amounts with the first vesting on January 1, 2012, the second vesting on January 1, 2013 and the third vesting on January 1, 2014. The stock option grants have been made in the form of 7-year stock options with the options vesting as described above. The stock option grants will be granted at a strike price equal to the fair market value on December 31, 2010. About Reddy Ice Reddy Ice Holdings, Inc. -- http://www.reddyice.com/-- manufactures and distributes packaged ice in the United States. The company serves variety of customers in 31 states and the District of Columbia under the Reddy Ice brand name. * * * As reported by the Troubled Company Reporter on August 17, 2010, Moody's Investors Service lowered Reddy Ice Holdings' corporate family and probability-of-default ratings to B3 from B2, and its $12 million senior discount notes due 2012 to Caa2 from Caa1. Moody's also lowered the rating on Reddy Ice Corporations' $300 million first lien senior secured notes due 2015 to B2 from B1 and the $139 million second lien notes due 2015 to Caa2 from Caa1. The ratings outlook remains negative. The speculative grade liquidity rating was affirmed at SGL-3. The ratings downgrade was prompted by Reddy Ice's elevated financial leverage through the first half of 2010 due to weaker than expected operating performance and the expectation that leverage will remain elevated. The B3 corporate family rating considers ongoing operational risks related to weather as well as increasing acquisition activity. Reddy Ice carries 'B-' issuer credit ratings, with "negative" outlook, from Standard & Poor's. Moody's Investors Service said Reddy Ice Holdings, Inc.'s (the entity that wholly owns Reddy Ice Corporation) announcement that it has amended and restated its credit agreement, consisting of a $50 million revolving credit facility (not rated), does not affect the B3 corporate family rating, nor the existing instrument ratings and the negative ratings outlook. REGAL ENTERTAINMENT: Faces Criminal Charges by Kings County DA -------------------------------------------------------------- On December 9, 2010, Regal Entertainment Group learned that the District Attorney for Kings County, New York, filed a criminal complaint against the Company and the manager of the Company's theater located at 3907 Shore Parkway, Brooklyn, New York. The complaint alleges, among other things, that there were multiple instances where sewage from the Sheepshead Bay Theater was released into the waters of the State of New York without a valid permit. The actual costs that will be incurred in connection with this action cannot be quantified at this time and will depend on many unknown factors. While the Company intends to vigorously defend these matters, the Company cannot predict the outcome; however, it is likely that settlement would include a monetary penalty, although an amount cannot be predicted. These matters are subject to inherent uncertainties and management's view of these matters may change in the future. About Regal Entertainment Group Based in Knoxville, Tennessee, Regal Entertainment Group (NYSE: RGC) -- http://www.REGmovies.com/-- is the largest motion picture exhibitor in the world. Regal's theatre circuit, comprising Regal Cinemas, United Artists Theatres and Edwards Theatres, operates 6,739 screens in 545 locations in 38 states and the District of Columbia. Regal operates theatres in 43 of the top 50 U.S. designated market areas. * * * The Company's balance sheet at Sept. 30, 2010, showed $2.67 billion in total assets, $2.94 billion in total liabilities, and a stockholders' deficit of $267.3 million. Regal Entertainment carries 'B1' corporate family and probability of default ratings from Moody's Investors Service, 'B+' issuer default rating from Fitch Ratings, and 'B+' corporate credit rating from Standard & Poor's Ratings Services. REXAIR LLC: Moody's Assigns 'B1' Ratings to New Senior Facilities ----------------------------------------------------------------- Moody's Investors Service assigned B1 ratings to Rexair LLC's new senior secured credit facilities, which include a $70 million term loan and $15 million revolver. Moody's also affirmed the B1 corporate family rating and probability of default rating on its parent company, Rexair Holdings, Inc. The ratings outlook remains negative. Moody's expects proceeds to refinance existing first lien debt and to fund an approximately $27 million dividend to the company's majority owner, Rhone Capital, L.L.C. The transaction increases debt by approximately $34 million and leverage by approximately 1 turn, to 2.7 times debt-to-EBITDA from 1.7 times debt-to-EBITDA. However, Rexair repaid approximately $27.5 million of debt during the fiscal year ended October 2010, and the B1 CFR can tolerate the increase in leverage. A summary of the actions are: Rexair LLC -- Senior Secured Bank Credit Facility, Assigned B1, LGD3, 44% Rexair Holdings, Inc. --.Affirmed B1 Corporate Family Rating -- Affirmed B1 Probability of Default Rating -- Outlook, Negative Ratings Rationale Rexair Holdings' B1 CFR incorporates its consistently robust operating margins, strong interest coverage, and modest leverage (estimated at 2.7 times debt-to-EBITDA pro forma for the transaction) relative to its rating level. A proven track record of positive free cash flow generation and voluntary debt reduction supports the rating. However, the company has also returned cash to its equity sponsor, and its willingness to do so in an environment of weak consumer spending raises some concern. Rexair's lack of scale, dependency on a single product line in a mature product category and the inherent volatility and competitiveness of the direct sales industry constrain the rating. The negative outlook reflects Moody's ongoing concern over Rexair's volume declines in the wake of depressed consumer spending and limited credit availability, as well as its willingness to increase debt to fund a shareholder return. An inability to increase the number of units sold, an erosion of operating margins, or further shareholder returns that materially increase leverage could lead to a ratings downgrade. Conversely, Moody's could stabilize the outlook if sales volumes recover and liquidity remains good. An upgrade is highly unlikely given the lack of scale and single product focus. RHI ENTERTAINMENT: Wins Interim Loan to Support Prepack Case ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that RHI Entertainment Inc. received interim approval to borrow $7.5 million from a promised $15 million financing. A final hearing to approve financing is set for Jan. 11. As reported in the Dec. 15, 2010 edition of the Troubled Company Reporter, RHI Entertainment and its units are seeking authority to obtain postpetition secured financing from JPMorgan Chase Bank, N.A., as the DIP agent, JPMorgan Securities Inc. as the lead arranger, and certain financial institutions designated as lenders under the DIP Credit Agreement. The DIP lenders have committed to provide up to $7.5 million on an interim basis and up to $15 million on a final basis. A copy of the DIP financing is available for free at: http://bankrupt.com/misc/RHI_ENT_dipfinancingpact.pdf The DIP facility will mature six months from the petition date. The DIP facility will incur interest at a floating rate equal to, at the Debtors' option: (i) the Alternate Base Rate (which is the highest of (a) the DIP Agent's Prime Rate, (b) the Federal Funds Effective Rate plus 1/2 of 1.00%, and (c) one-month LIBOR plus 1.00%), plus (in each case) 5.00%; or (ii) one-month LIBOR plus 6.00%. LIBOR will at all times be subject to a 2.00% floor. In the event of default, the Debtors will pay an additional 2% default interest per annum. About RHI Entertainment New York-based RHI Entertainment, Inc., develops, produces and distribute new made-for-television movies, mini-series and other television programming worldwide. It filed for Chapter 11 bankruptcy protection on December 10, 2010 (Bankr. S.D.N.Y. Case No. 10-16536). D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at Latham & Watkins LLP, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $524,722,000 in total assets and $834,094,000 in total debts. Affiliates RHI Entertainment, LLC (Bankr. S.D.N.Y. Case No. 10-16537), RHIE Holdings Inc. (Bankr. S.D.N.Y. Case No. 10-16538), RHI Entertainment Holdings II, LLC (Bankr. S.D.N.Y. Case No. 10-16541), RHI Entertainment Distribution, LLC (Bankr. S.D.N.Y. Case No. 10-16549), RHI International Distribution Inc. (Bankr. S.D.N.Y. Case No. 10-16550), RHI Entertainment Productions, LLC (Bankr. S.D.N.Y. Case No. 10-16551), HE Pro Tunes, Inc. (Bankr. S.D.N.Y. Case No. 10-16552), HEGOA INC. (Bankr. S.D.N.Y. Case No. 10-16553), HEP Music, Inc. (Bankr. S.D.N.Y. Case No. 10-16554), HEP SS Music Inc. (Bankr. S.D.N.Y. Case No. 10-16555), Don Quixote, Inc. (Bankr. S.D.N.Y. Case No. 10-16556), Independent Projects, Inc. (Bankr. S.D.N.Y. Case No. 10-16557), Library Storage, Inc. (Bankr. S.D.N.Y. Case No. 10-16558), Metropolitan Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16560), NGP Holding, Inc. (Bankr. S.D.N.Y. Case No. 10-16561), and SLB Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16562) filed separate Chapter 11 petitions. RHI ENTERTAINMENT: Has Interim OK to Continue Film Financing Pacts ------------------------------------------------------------------ RHI Entertainment, Inc., et al., sought and obtained interim authorization from the Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York to continue performing under certain film financing agreements, provide credit support in connection with Film Financing Agreements, and enter into additional Film Financing Agreements in the ordinary course of business. The Debtors commission certain production companies to produce new films pursuant to the Film Financing Agreements. To the extent permitted under the DIP Facility, with the prior consent of the administrative agent under the DIP Facility, the Debtors are authorized to provide additional credit support to production companies, the related special purpose entities and their lenders with respect to production loans without further order of the Court, including (a) providing the limited guarantee and (b) granting a lien in favor of the production companies or special purpose entities on the Debtors' interest in the distribution payments and New Content or consenting to the assignment of the special purpose entities' security interest in the producer fee collateral to its lender. The Debtors are authorized to grant sub-distributor's liens in the context of Film Financing Agreements in the ordinary course of business, without further court order. The Debtors are also authorized to remit any distribution payments to the special purpose entities or the production companies, as the case may be, in accordance with the terms of the Film Financing Agreements, including any payments required by the guarantee in the event that any sublicensee fails to make a distribution payment to the Debtors. A copy of the Debtors' motion is available for free at: http://bankrupt.com/misc/RHI_ENT_financingmotion.pdf The Court has set a final hearing for January 11, 2011, at 2:00 p.m. Any objections must be served and filed by 5:00 p.m. on January 4, 2011. New York-based RHI Entertainment, Inc., develops, produces and distribute new made-for-television movies, mini-series and other television programming worldwide. It filed for Chapter 11 bankruptcy protection on December 10, 2010 (Bankr. S.D.N.Y. Case No. 10-16536). D.J. Baker, Esq., Rosalie Walker Gray, Esq., Keith A. Simon, Esq., Adam S. Ravin, Esq., and Jude Gorman, Esq., at Latham & Watkins LLP, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $524,722,000 in total assets and $834,094,000 in total debts. Affiliates RHI Entertainment, LLC (Bankr. S.D.N.Y. Case No. 10- 16537), RHIE Holdings Inc. (Bankr. S.D.N.Y. Case No. 10-16538), RHI Entertainment Holdings II, LLC (Bankr. S.D.N.Y. Case No. 10- 16541), RHI Entertainment Distribution, LLC (Bankr. S.D.N.Y. Case No. 10-16549), RHI International Distribution Inc. (Bankr. S.D.N.Y. Case No. 10-16550), RHI Entertainment Productions, LLC (Bankr. S.D.N.Y. Case No. 10-16551), HE Pro Tunes, Inc. (Bankr. S.D.N.Y. Case No. 10-16552), HEGOA INC. (Bankr. S.D.N.Y. Case No. 10-16553), HEP Music, Inc. (Bankr. S.D.N.Y. Case No. 10-16554), HEP SS Music Inc. (Bankr. S.D.N.Y. Case No. 10-16555), Don Quixote, Inc. (Bankr. S.D.N.Y. Case No. 10-16556), Independent Projects, Inc. (Bankr. S.D.N.Y. Case No. 10-16557), Library Storage, Inc. (Bankr. S.D.N.Y. Case No. 10-16558), Metropolitan Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16560), NGP Holding, Inc. (Bankr. S.D.N.Y. Case No. 10-16561), and SLB Productions, Inc. (Bankr. S.D.N.Y. Case No. 10-16562) filed separate Chapter 11 petitions. RIGGING & WELDING: Gets OK to Obtain Financing to Buy Cranes ------------------------------------------------------------ Rigging & Welding Specialists, Inc., sought and obtained authorization from the U.S. Bankruptcy Court for the Southern District of Texas for postpetition borrowing to purchase certain cranes and to refinance certain prepetition debt. In connection with the postpetition financing, the Debtor requested authorization from the Court to grant Financial Federal Credit Inc. postpetition liens and security interests in all of the collateral to secure the Debtor's obligations under the loan documents, including a first priority purchase money lien and security interest with respect to the collateral. FFCI is willing to advance monies to the Debtor. FFCI is a prepetition secured creditor of, and lessor of equipment to the Debtor pursuant to a promissory note and five leases. FFCI holds a blanket security interest in all of the Debtor's property which has priority over all other liens and security interests, except for any properly perfected purchase money security interests. By the terms of the leases, the Debtor is obligated to pay FFCI holdover rent as provided in the leases equal to twice the monthly rental during the lease term. The Debtor and FFCI have negotiated terms providing for the sale of the Cranes on certain conditions, and subject to the Court's approval. The Debtor lacks the cash to buy the Cranes, and has been unable to secure third party financing to enable the Cranes to be purchased outright from FFCI. FFCI has agreed to let Debtor purchase the Cranes for $937,300 plus sales and diesel taxes in the amount of $96,073.21, and to borrow $3,736,889.10 to be used for financing the purchase of the Cranes and to refinance the prepetition amounts owed by the Debtor to FFCI. The postpetition loan will bear interest at 12% per annum and will be payable in 60 monthly installments in the amount of $83,465 each, commencing on September 20, 2010, and continuing on the same day of each subsequent month until paid in full. The Court has authorized and directed the Debtor to execute a promissory note and security agreement in favor of FFCI. Copies of the note and Postpetition SA are available for free at: http://bankrupt.com/misc/RIGGING&WELDING_securitypact.pdf http://bankrupt.com/misc/RIGGING&WELDING_promissorynote.pdf The Postpetition SA grants FFCI a security interest in all personal property of the Debtor's estate to secure the Postpetition Note. The Postpetition SA will also secure any other or future indebtedness of the Debtor to FFCI. The security interest granted to FFCI is identical to the prepetition security interest granted by the Debtor to FFCI. FFCI will have first priority purchase money security interest in the Cranes that will be first and prior to any other lender or secured party in the case and FFCI will similarly be granted a lien on par with its prepetition liens and security interests in all other property of the Debtor, which lien and security interest will be first priority with respect to all property in which FFCI held a first priority security interest prepetition. About Rigging & Welding Baytown, Texas-based Rigging & Welding Specialists, Inc., has two primary sources of revenue: (1) by the rental of cranes with operator or without; and (2) providing services for inspection, testing and certification of slings and rigging equipment by the testing and sales of crane rigging equipment. The Company's special "niche" is 24-hour/7-day-a-week service. Rigging & Welding Specialists filed for Chapter 11 bankruptcy protection on May 12, 2010 (Bankr. S.D. Texas Case No. 10-34012). The Company disclosed $15,853,284 in assets and $17,547,127 in debts. RITE AID: Incurs $79.1-Mil. Net Loss in Nov. 27 Quarter ------------------------------------------------------- Rite Aid Corporation reported revenues of $6.2 billion, a net loss of $79.1 million or $0.09 per diluted share and Adjusted EBITDA of $212.5 million or 3.4% of revenues for the fiscal quarter ended Nov. 27, 2010. Negatively impacting results were a slower start to the cough, cold and flu season coupled with an increase in workers' compensation and general liability self insurance expense. Net loss was $79.1 million or $0.09 per diluted share compared to last year's third quarter net loss of $83.9 million or $0.10 per diluted share. Lower lease termination and impairment charges, lower LIFO expense, lower interest and securitization expense and a reduction in depreciation and amortization helped offset the impact of the decline in Adjusted EBITDA on net loss. The Company's balance sheet at Nov. 27, 2010, showed $7.8 billion in total assets, $9.8 billion in total liabilities, and a stockholders' deficit of $2.0 billion. Adjusted EBITDA was $212.5 million or 3.4% of revenues for the third quarter compared to $254.2 million or 4.0% of revenues for the like period last year. Adjusted EBITDA was negatively impacted by $12.0 million due to fewer cough, cold and flu prescriptions filled year over year and a $29.5 million increase in workers' compensation and general liability self insurance expense. The increase in self insurance expense is due to a reduction of reserves recorded in last year's third quarter because of favorable claims experience. "The quarter was below our expectations. While the lack of cough, cold and flu had a significant impact on our results, the good news is that our front end sales began to turn around during the quarter and our team continued to do a good job of controlling costs. We are pleased to see that our loyalty program wellness + continues to gain traction with customers and patients," said John Standley, Rite Aid president and CEO. "Based on our third quarter results and our current view that same stores sales in the fourth quarter will be softer than we had expected, we have lowered our guidance for the full year," Standley said. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?7127 About Rite Aid Corp. Headquartered in Camp Hill, Pennsylvania, Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- is the largest drugstore chain on the East Coast and the third largest drugstore chain in the U.S. The Company operates more than 4,900 stores in 31 states and the District of Columbia. * * * Rite Aid carries 'Caa2' probability of default and corporate family ratings from Moody's Investors Service. It has a 'B-' corporate credit rating from Standard & Poor's Ratings Services. RODOLFO MIRANDA: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Joint Debtors: Rodolfo Miranda Ivonne Miranda 733 Cleveland Avenue Elizabeth, NJ 07208 Bankruptcy Case No.: 10-48765 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Donald H. Steckroth Debtor's Counsel: Stuart D. Gavzy, Esq. 163 East Main Street, Suite B Little Falls, NJ 07424 Tel: (973) 256-6080 Fax: (973) 256-3665 E-mail: mainmail@gavzylaw.com Scheduled Assets: $1,285,595 Scheduled Debts: $1,609,862 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/njb10-48765.pdf RUSSELL EBERSOLE: Motion for Relief from Stay Conditionally Denied ------------------------------------------------------------------ WestLaw reports that a limited partnership which, as result of its merger with another limited partnership to which a Chapter 11 debtor's deed of trust note had been transferred by means of a pre-merger allonge, succeeded to all rights and obligations of this other partnership, had to be regarded as the holder of deed of trust note, with standing to pursue a post-default motion for relief from the automatic stay for purposes of exercising its rights in the deed of trust property. The limited partnership had at least a colorable claim to support its stay relief motion, and according to a bankruptcy judge in Virginia, a colorable claim was all that was needed. In re Ebersole, --- B.R. ----, 2010 WL 4985890 (Bankr. W.D. Va.) (Krumm, J.). The Honorable Ross W. Krumm finds that (i) Brown Bark I L.P. has a "colorable claim" based on its status as holder of a $539,000 promissory note with Bank of America and, therefore, has standing to bring a Motion for Relief from the automatic stay; (ii) at this time, Brown Bark has an equity cushion that is subject to diminution and conditioning of continuance of the stay is warranted; and (iii) the collateral that is the subject of the Motion for Relief is necessary for the successful reorganization of the Debtor and therefore, Brown Bark is not entitled to relief from the automatic stay pursuant to 11 U.S.C. Sec. 362(d)(2). Accordingly, Judge Krumm conditionally denied Brown Bark's motion for relief from the stay. Russell Lee Ebersole was the president and director of a business called Detector Dogs Against Drugs and Explosives, Inc., a privately held Maryland corporation. Detector Dogs trained dogs and their human handlers to find drugs and explosives, and then offered the services of the canine teams to customers. Mr. Ebersole operated Detector Dogs alongside a pet boarding and training facility in Frederick County, Va., as well as from his home in Hagerstown, Md. Mr. Ebersole was convicted on twenty-five counts of wire fraud, in violation of 18 U.S.C. Sec. 1343, and two counts of presenting false claims to the government, in contravention of 18 U.S.C. Sec. 287, and sentenced to seventy- eight months of imprisonment by the U.S. District Court for the Western District of Virginia. Mr. Ebersole was unsuccessful appealing his convictions. See U.S. v. Ebersole, 411 F.3d 517 (2005), cert. denied, 127 S.Ct. 1842 (2007) and 129 S.Ct. 152 (2008). On Sept. 29, 2009, Mr. Ebersole filed a Chapter 13 petition (Bankr. W.D. Va. Case No. 09-51561), and on Jan. 14, 2010, an Order was entered converting the Debtor's Chapter 13 case to one under Chapter 11. Mr. Ebersole represents himself in his bankruptcy proceeding. SANITARY AND IMPROVEMENT: Chapter 9 Case Summary & Creditors List ----------------------------------------------------------------- Debtor: Sanitary and Improvement District No. 528 of Douglas County, Nebraska 11440 West Center Road Omaha, NE 68144 Tel: (402) 334-0700 Bankruptcy Case No.: 10-83596 Chapter 9 Petition Date: December 14, 2010 Court: U.S. Bankruptcy Court District of Nebraska (Omaha Office) Debtor's Counsel: Brian C. Doyle, Esq. FULLENKAMP DOYLE & JOBEUN 11440 West Center Road Omaha, NE 68144 Tel: (402) 334-0700 Fax: (402) 334-0815 E-mail: brian@fdjlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Chad LaMontagne, chairman. Debtor's List of five Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ First National Warrant $9,363,609 Bank of Omaha 1620 Dodge Street Omaha, NE 68197 US Investment Partnership II Warrant $1,377,866 c/o Awerkamp Goodnight Schwaller & Nelson, P.C. 17007 Marcy Omaha, NE 68118 US Investment Partnership Warrant $572,450 c/o Awerkamp Goodnight Schwaller & Nelson, P.C. 17007 Marcy Omaha, NE 68118 Barbara Udes Shaw, Charitable Warrant $171,735 Foundation F Lynne Udes Scott, Charitable Warrant $124,177 Foundation SEARCHMEDIA HOLDINGS: Files Form 10-Q; Has $8MM Loss in 1st Qtr. ---------------------------------------------------------------- SearchMedia Holdings Limited filed a Form 10-Q, reported a net loss of $3.35 million on $8.47 million of advertising service revenues for the three months ended March 31, 2010, compared with a net loss of $14.35 million on $10.89 million of advertising service revenues for the same period a year ago. The Company's balance sheet at March 31, 2010, showed $93.30 million in total assets, $51.32 million in total liabilities, and a stockholders' equity of $41.98 million. The Company believes it is compliant and up-to-date with NYSE Amex listing requirements. Wilfred Chow, Chief Financial Officer of SearchMedia, commented, "[Thurs]day's filing marks the completion of the outstanding items necessary to meet our NYSE Amex listing requirements and we move forward with even more focus on driving SearchMedia's growth through operational enhancements and business development efforts." The results reflect the shifting of certain revenue to the second quarter of 2010 from the first quarter of 2010, due to a delay in several billboard campaigns. Results also reflect certain non- recurring charges, such as a loss on impairment of goodwill of $1.7 million and an abandonment loss of $1.3 million. Wilfred Chow continues, "Our first quarter 2010 results differ from the preliminary results announced on May 24, 2010. This is in part due to a shift in the timing of revenue from the 2010 first quarter to the 2010 second quarter. This shift partially drove quarter over quarter growth in the second and third quarters. We also expect this growth momentum to continue in the upcoming quarters, driven by the management team reorganization and significant operational enhancements implemented throughout this year. Additionally, year over year results for the first quarter of 2010 reflect the fact that the first quarter of 2009 was particularly strong due to uniquely active campaign execution that quarter." Paul Conway, the Company's Chief Executive Officer, stated, "Since the filing of our Form 10-K last month, our concession and acquisition pipeline opportunities have improved. We believe the completion of our NYSE Amex listing requirements, and the removal of that uncertainty, will further enhance our growing pipeline. Moving forward, we believe we have laid a strong foundation from which to build SearchMedia into one of China's leading media companies." Board of Directors Changes On December 13, 2010, the Company filed a Form 6-K to report the resignation of Earl Yen and Jianzhong Qu from its Board of Directors. Mr. Yen, the founder and managing director of CSV Capital Partners, and Mr. Qu, a principal of CSV Capital Partners, were appointed to the Board by the representatives of the former stockholders of SearchMedia International Limited. Indemnification Claim Update The Company continues to pursue all remedies available to it, including legal remedies and potential cancellation of some of the shares issued in the Share Exchange Agreement. There were approximately 22 million fully diluted shares outstanding as of December 15, 2010, of which approximately 9 million were issued to the former stockholders of SearchMedia International Limited. A full-text copy of the quarterly report on Form 10-Q is available for free at http://ResearchArchives.com/t/s?7120 A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?7121 About SearchMedia Holdings Based in Shanghai, China, SearchMedia Holdings Limited (NYSE Amex: IDI, IDI.WS) is a multi-platform media company operating primarily in the out-of-home advertising industry and one of the largest operators of integrated outdoor billboard and in-elevator advertising networks in China. SearchMedia operates a network of over 1,500 high-impact billboards with over 500,000 square feet of surface display area and one of China's largest networks of in- elevator advertisement panels consisting of approximately 125,000 frames in 50 cities throughout China. Additionally, SearchMedia operates a network of large-format light boxes in concourses of eleven major subway lines in Shanghai. SearchMedia's core outdoor billboard and in-elevator platforms are complemented by its subway advertising platform, which together enable it to provide a multi- platform, "one-stop shop" services for its local, national and international advertising clients. SearchMedia reported a net loss of $22.6 million on $37.7 million of revenue for the fiscal year ended December 31, 2009, compared to a net loss of $35.1 million on $41.7 million of revenue for fiscal 2008. The Company disclosed that its inability to generate cash flows to meet its obligations due to the uncertainty of achieving operating profitability on an annual basis and raising required proceeds on reasonable terms, among other factors, raises substantial doubt as to the Company's ability to continue as a going concern. SEQUENOM INC: ObGyn Journal Accepts Unit's Research Results ----------------------------------------------------------- On December 15, 2010, Sequenom Inc. announced the acceptance by the American Journal of Obstetrics and Gynecology of a manuscript describing results from the research and development locked-assay verification study by the Company's wholly owned subsidiary, Sequenom Center for Molecular Medicine. Details of the study described in the manuscript entitled "Noninvasive Detection of Fetal Trisomy 21 by Plasma DNA Sequencing in a Clinical Setting" have been embargoed until publication. About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. The Company's balance sheet 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 stockholders' equity of $27.96 million. * * * 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. SINOBIOMED INC: Acquires All Data Center Assets of Keychain Ltd. ---------------------------------------------------------------- The Board of Directors of Sinobiomed Inc. announced the acquisition of all data center assets from Keychain, Ltd., a Hong Kong limited company, specializing in international telecommunications consulting, management and hosting services on behalf of clients with strategic connectivity and network infrastructure requirements in major world cities. "We believe that the acquisition of the Keychain data center assets will enable Sinobiomed to utilize Keychain's extensive telecommunications infrastructure and expertise, and pursue further growth initiatives," said Mr. George Yu, Sinobiomed's Chief Executive Officer. About Sinobiomed Sinobiomed Inc. formerly CDoor Corp. (OTC BB: SOBM) -- http://www.sinobiomed.com/-- was incorporated in the State of Delaware. The Company is a Chinese developer of genetically engineered recombinant protein drugs and vaccines. Based in Shanghai, Sinobiomed currently has 10 products approved or in development: three on the market, four in clinical trials and three in research and development. The Company's products respond to a wide range of diseases and conditions, including: malaria, hepatitis, surgical bleeding, cancer, rheumatoid arthritis, diabetic ulcers and burns, and blood cell regeneration. Going Concern Doubt Schumacher & Associates Inc., in Denver, expressed substantial doubt about Sinobiomed Inc.'s ability to continue as a going concern after auditing the company's consolidated financial statements for the year ended December 31, 2007. The auditing firm reported that the Company has experienced losses since commencement of operations and has negative working capital and a stockholders' deficit. The Company is in the process of researching, developing, testing and evaluating proposed new pharmaceutical products and has not yet determined whether these products are technically or economically feasible. Management's plan is to actively search for new sources of capital, including government and non- government grants toward research projects and new equity investment. SPARTA COMMERCIAL: Delays Form 10-Q for October 31 Quarter ---------------------------------------------------------- Sparta Commercial Services Inc. said it could not timely file its quarterly report on Form 10-Q for the period ended Oct. 31, 2010, because the Company is in the process of preparing and reviewing the financial and other information, and does not expect the report will be finalized for filing by the prescribed due date without unreasonable effort or expense. The Company said it needs additional time to complete its financial statements, as well as to have the report reviewed by its accountants and attorneys. The Company undertakes the responsibility to file such report no later than five days following the prescribed due date. About Sparta Commercial Based in New York, Sparta Commercial Services, Inc. -- http://www.spartacommercial.com/-- is a specialized consumer finance company engaged primarily in the purchase of retail installment sales contracts and the origination of leases to assist consumers in acquiring new and used motorcycles (550cc and higher), scooters, and 4-stroke ATVs. The Company's balance sheet at July 31, 2010, showed $2.18 million in total assets, $4.84 million in total liabilities, and a stockholders' deficit of $2.66 million. The Company has an accumulated deficit of $32.73 million as of July 31, 2010. RBSM LLP, in New York, expressed substantial doubt about Sparta Commercial Services, Inc.'s ability to continue as a going concern following its results for the fiscal year ended April 30, 2010. The independent auditors noted of the Company's recurring losses from operations. STILLWATER MINING: To Buy Benton's Interest in Bermuda Property --------------------------------------------------------------- Stillwater Mining Company and Benton Resources Corp. have entered into a definitive agreement pursuant to which Stillwater will acquire Benton's entire interest in the Bermuda Property located near Marathon, Ontario, as well as Benton's 2% NSR royalty interest at Stillwater's recently acquired Marathon PGM/Copper Project. Benton will retain a 1% NSR royalty on any ores mined from the Bermuda Property beyond a production threshold of 2.5 million aggregate ounces of Palladium, Platinum and Gold. Under the Agreement, Stillwater will pay Benton the sum of C$14 million in cash and Stillwater shares on a 50:50 split. The transaction will be based on the 20-day volume weighted average closing share price of Stillwater as determined at December 14, 2010. The transaction has been approved by the Boards of Directors of both companies and is expected to close on or before December 31, 2010 pending satisfactory completion of the Company's routine due diligence review of the claims and leases constituting the Property and receipt of all regulatory and exchange approvals. The 7,300 hectare Bermuda Property is located along the eastern and northern margins of the Coldwell Complex near Marathon, Ontario and adjoins Stillwater's recently purchased Marathon PGM- Copper Project and Geordie Lake exploration properties. Historical geologic and geophysical studies and exploration drilling by Benton and others has indicated the presence of PGM, Copper and Nickel on the Property which the Company views as an attractive indication of the areas discovery potential. Commenting on the projects, Francis R. McAllister, Stillwater's Chairman and CEO, said, "The acquisition of Benton's Bermuda Property will directly complement our acquisition of Marathon PGM Corp. which closed earlier this month. The acquisition provides Stillwater with a dominant position on the more prospective portions of the Coldwell Intrusive Complex and the opportunity to coordinate continued exploration of the Bermuda Property with the development and operational plans for the Marathon PGM/Copper Project and the Geordie Lake exploration properties. Further, acquiring Benton's royalty position on the Marathon PGM/Copper Deposit enhances the economics of our planned Marathon operations." About Stillwater Mining Billings, Montana-based Stillwater Mining Company -- http://www.stillwatermining.com/-- is the only U.S. producer of palladium and platinum and is the largest primary producer of platinum group metals outside of South Africa and Russia. The Company's shares are traded on the New York Stock Exchange under the symbol "SWC." The Company's balance sheet at Sept 30, 2010, showed $778.23 million in total assets, $287.90 million in total liabilities, and stockholders' equity of $490.33 million. Stillwater carries 'Caa1' corporate family and probability of default ratings, with 'stable' outlook, from Moody's Investors Service. It has 'B' issuer credit ratings from Standard & Poor's. SWIFT INSTRUMENTS: Ch. 7 Trustee Fails in Subordination Bid ----------------------------------------------------------- In Carol Wu, Chapter 7 Trustee, v. Stephen H. Swift Trust; Anne H. Swift; Stephen W. Swift; Samuel H. Swift; and Qtip Trust #2 of Humphrey H. Swift Trust -- 1966 U/I Dated August 1, 1966, Adv. Pro. No. 09-5335 (Bankr. N.D. Calif.), the Chapter 7 Trustee for Swift Instruments, Inc., seeks summary judgment on her first claim for relief, which seeks to subordinate, under Bankruptcy Code Sec. 510(b), the proof of claims filed by the Trusts and defendants Stephen W. Swift and Samuel Swift as damages arising from the Debtor's purchase of the Swift Instrument, Inc. stock owned by the defendants' predecessors in interest. The Trusts counter in their summary judgment motions that their claims cannot be subordinated under Sec. 510(b) as a matter of law. The HHS Trust's summary judgment motion also seeks to dismiss Ms. Wu's second and third claim for relief, which assert claims under Bankruptcy Code Secs. 502(d) and 547 against defendants Anne Swift, the HHS Trust, Stephen Swift and Samuel Swift. Judge Charles Novack grants the Trusts' motions for summary judgment against Ms. Wu's first claim for relief and denies Ms. Wu's competing motion for summary judgment against all defendants. The court grants the HHS Trust's motion for summary judgment against Ms. Wu's second claim for relief on the ground that the preference claim is time-barred under Bankruptcy Code Sec. 546. The court denies the HHS Trust's motion as to Ms. Wu's third claim for relief under Bankruptcy Code Sec. 502(d). Ms. Wu may object to the Swifts' proof of claims under Sec. 502(d) despite her inability to seek affirmative relief under Secs. 547 and 550, and a material question of fact exists regarding Ms. Wu's right to avoid these payments under Sec. 547. A copy of the Court's December 14, 2010 Memorandum Decision and Order is available at http://is.gd/iPAoofrom Leagle.com. San Jose, California-based Swift Instruments, Inc., dba Swift Optics -- http://www.swift-optics.com/-- was an international manufacturer and distributor of microscopes and binoculars. It filed for Chapter 11 bankruptcy (Bankr. N.D. Calif. Case No. 06-50896) on May 24, 2006. Judge Marilyn Morgan presided over the case. Janice M. Murray, Esq., at Murray and Murray, P.C., in Cupertino, California, served as bankruptcy counsel. In its petition, it listed $1 million to $10 million in both assets and debts. The case was later converted to Chapter 7. SWIFT TRANSPORTATION: Moody's May Raise Ratings on Public Offering ------------------------------------------------------------------ Swift Transportation Co., LLC's planned initial public offering of stock and debt refinancing transactions, if successfully executed with new equity raised in amounts the company is expecting, will result in an upgrade of Swift's ratings. Both the corporate family rating and probability rating are expected to be raised to B2 from B3 as a result of these transactions. In addition, Moody's expects that the proposed senior secured first lien credit facility will be rated B1 and the proposed second lien notes will be rated Caa1 on close of the refinancing transactions. Swift's ratings were assigned by evaluating factors Moody's believe are relevant to the credit profile of the issuer, such as i) the business risk and competitive position of the company versus others within its industry, ii) the capital structure and financial risk of the company, iii) Moody's projections of the company's performance over the near to intermediate term, and iv) management's track record and tolerance for risk. These attributes were compared against other issuers both within and outside of Swift's core industry and Swift's ratings are believed to be comparable to those of other issuers of similar credit risk. The last rating action was on November 23, 2010, when Moody's upgrade Swift's ratings, corporate family rating to B3 from Caa1. Swift Transportation Co, LLC, headquartered in Phoenix, Arizona, is one of the largest providers of truckload transportation services in the United States, with line-haul, dedicated and inter-modal freight services. SWIFT TRANSPORTATION: Moody's Raises Corp. Family Rating to 'B2' ---------------------------------------------------------------- Moody's Investors Service raised its ratings for Swift Transportation Co, LLC, corporate family and Probability of Default ratings to B2 from B3. At the same time, Moody's has assigned a B1 rating to Swift's new senior secured credit facility and a Caa1 rating to the company's new second lien notes. The ratings on Swift's existing second lien notes (amounts remaining that have not been redeemed via tender) have also been raised to Caa1. Swift has a Speculative Grade Liquidity Rating of SGL-3. The ratings outlook is stable. Ratings Rationale The ratings were raised primarily in recognition of the substantial debt reduction that will ensue from the company's recently-launched initial public offering of equity. As announced in recent public filings, Swift intends to use all proceeds from the IPO (estimated to be above $750 million), along with $1.06 billion in proceeds from the first lien term loan and $500 million from the second lien notes, to repay existing debt. Once completed, the application of a substantial majority of the IPO proceeds (less payment of transaction fees and to settle interest rate swaps relating to existing debt) towards debt repayment is estimated to result in a substantial amount of deleveraging at Swift. Moody's will withdraw the B2 rating on Swift's existing first lien bank credit facility when those instruments are repaid and terminated on completion of the proposed refinancing. The new debt raised in the refinancing will also lengthen Swift's debt maturity profile. With the total debt to be reduced by nearly one-third from the IPO-related refinancing, credit metrics are expected to improve materially. Pro forma Debt to EBITDA (based on LTM September 2010 operating results) is estimated at approximately 4.4 times while EBIT to Interest is approximately 1.3 times. These metrics map closely to B2-rated companies. Swift's ratings also considers the company's strengthening financial performance, which can be attributed to improvements in its trucking operations as well as to an improving trend in industry freight volumes and yields that are now taking traction. As industry conditions improve, Swift should be able to expand operating margins, while generating cash to support fleet investments and debt service. However, the B2 rating also takes into account the sizeable (albeit reduced) debt levels resident in the company's current capital structure. Pro forma total debt (including Moody's standard adjustments, primarily relating to operating expenses) of approximately $2.4 billion represents over 80% of the company's annual revenues. The stable ratings outlook reflects Moody's expectations that revenue, yields, and operating margins will improve modestly over the next year as conditions slowly improve in the trucking industry. This should result in substantial growth in cash generated from operations, which will be important to allow the company to undertake substantial fleet investments over the near term, and possibly repay modest amounts of debt. However, Moody's does not expect credit metrics to improve materially beyond levels commensurate with the B2 rating for some time. Ratings or their outlook could be revised upward if the company can demonstrate the ability to generate strong positive free cash flow and maintaining fleet investment at over 7% of total revenue, while repaying substantial amounts of debt. Debt to EBITDA of less than 4 times and interest coverage of over 2 times would also support a positive rating action. Ratings could be downgraded if operating conditions were to deteriorate unexpectedly, such that operating ratios were to rise above 98% for a prolonged period or if the company were to become heavily reliant on use of its revolving credit facility to cover operating or investing requirements. Debt to EBITDA of over 5 times or EBIT to Interest of less than 1.3 times could result in a downgrade. Upgrades: Issuer: Swift Transportation Co., LLC -- Probability of Default Rating, Upgraded to B2 from B3 -- Corporate Family Rating, Upgraded to B2 from B3 -- Existing Senior Secured Regular Bond/Debentures, due 2015 and 2017, Upgraded to Caa1 (LGD6-94) from Caa2 Assignments: Issuer: Swift Transportation Co., LLC -- Senior Secured Bank Credit Facility, Assigned B1 (LGD3-33) -- Senior Secured Regular Bond/Debenture, Assigned Caa1 (LGD5- 83) -- Speculative Grade Liquidity Rating, Assigned SGL-3 Swift Transportation Co, LLC, headquartered in Phoenix, Arizona, is one of the largest providers of truckload transportation services in the United States, with line-haul, dedicated and inter-modal freight services. TAB ELECTRIC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: TAB Electric, Inc. 10318 Northlake Kemp, TX 75143 Bankruptcy Case No.: 10-38797 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Harlin DeWayne Hale 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: $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/txnb10-38797.pdf The petition was signed by Thomas Barnes, president. TELEFLEX INC: S&P Assigns 'BB' Corporate Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said that it assigned its 'BB' corporate credit rating and positive outlook to Teleflex Inc. In addition, S&P assigned a debt rating of 'B+' to the company's $400 million convertible senior subordinated notes. The 'B+' rating and '6' recovery rating reflect expectations of negligible recovery (0 to 10%) of principal in the event of a default. "The ratings on Teleflex Inc. reflect S&P's expectation that the company's financial risk profile will gradually benefit from EBITDA growth tied to its diversified portfolio of disposable medical products, and debt repayment; Teleflex' business risk profile is fair," said Standard & Poor's credit analyst Cheryl Richer. S&P believes that the company will divest its aerospace and commercial businesses in the near term; it just announced the signing of a definitive agreement to sell its Actuation business ($24 million revenues for the 12 months ended Sept. 26, 2010) for about $94 million. Teleflex's medical segment was 79% for the first three quarters of 2010 and 86% of operating profits. Since the October 2007 acquisition of Arrow International Inc. ($2.1 billion), the company paid down over $1.1 billion of debt. Adjusted debt to EBITDA was 3.4x for the 12 months ended Sept. 26, 2010, down from over 7x at year-end 2007. Despite Teleflex's brand recognition, broad customer base, and long-term customer relationships, its medical products compete with significantly larger industry players such as Ethicon (a division of Johnson & Johnson), Smith & Nephew, C.R. Bard, and CareFusion. Pricing has been under pressure because of hospital group purchasing organizations and tenders in various international markets. Still, its product and geographic diversity (about 48% of sales are derived from outside North America) reduces exposure to competitive technology and pricing pressures for any one product line. The medical segment, which manufacturers and supplies medical devices for critical care and surgical applications is in four areas: Critical Care (66% of medical revenues), Surgical (18%), Cardiac Care (5%), and Original Equipment Manufacturers and Development Services (11%). Products mostly are consumables, and providing a recurring revenue stream. Although certain products within vascular access, anesthesia TERRA INDUSTRIES: Moody's Withdraws 'Ba3' Corporate Family Rating ----------------------------------------------------------------- Moody's Investors Service has withdrawn all ratings for Terra Industries Inc. and for Terra Capital Inc. TI is now an indirect wholly-owned subsidiary of CF Industries Holdings, Inc. (Ba3 Corporate Family Rating) as a result of its merger with CF. The credit ratings have been withdrawn because Moody's Investors Service believes it has insufficient or otherwise inadequate information to support the maintenance of the credit ratings. These ratings were withdrawn: Terra Industries Inc -- Corporate family rating at Ba3; -- Probability of default rating at Ba3 -- Outlook, Changed to withdrawn Terra Capital, Inc. -- $ 12.50 million 7% Gtd. Sr. Global Notes due 02/01/2017 at B1 65% LGD4 -- Outlook, Changed to withdrawn The last rating action was on February 17, 2010, where Moody's placed the ratings for Terra Industries Inc. and for Terra Capital Inc under review for possible upgrade. Terra Industries, Inc., a subsidiary of CF Industries Inc., produces nitrogen fertilizer products including ammonia, urea, nitrogen solutions, and ammonium nitrate. TERRESTAR NETWORKS: Committee Proposes FTI as Advisor ----------------------------------------------------- The Official Committee of Unsecured Creditors in TerreStar Networks Inc.'s cases asks the Bankruptcy Court for authority to retain FTI Consulting, Inc., as its financial advisor as of October 29, 2010. The Committee relates that it needs assistance in collecting and analyzing financial and other information in relation to the Debtors' Chapter 11 cases. The Committee specifies that it needs FTI to perform these services: * Assistance in the review of reports or filings as required by the Bankruptcy Court or the Office of the United States Trustee, including, but not limited to, schedules of assets and liabilities, statements of financial affairs and monthly operating reports; * Assistance with the assessment and monitoring of the Debtors' short term cash flow, liquidity, operating results, and requirements under the DIP facility; * Review of the Debtors' financial information, including, but not limited to, analyses of cash receipts and disbursements, DIP budget, wind down budget, financial statement items and proposed transactions for which Bankruptcy Court approval is sought; * Evaluation of employee issues, including, but not limited to potential employee retention and severance plans; * Assistance and advice to the Committee regarding the Debtors' marketing of its assets, including identification of possible buyers and evaluation of alternative bids; * Valuation of the Debtors as a going concern or as otherwise requested by the Committee; * Assistance with a review of the Debtors' performance of cost/benefit evaluations with respect to the affirmation or rejection of various executory contracts and leases; * Assistance in analyzing the Debtors' business plan, including assessment of cost saving opportunities, capital expenditures and liquidity; * Assistance with review of any tax issues associated with, but not limited to, claims/stock trading, preservation of net operating losses, refunds due to the Debtors, plans of reorganization, and asset sales; * Assistance in the evaluation and analysis of avoidance actions, including fraudulent conveyances and preferential transfers; * Assistance in the review and/or preparation of information and analyses necessary for the confirmation of a plan in these Chapter 11 proceedings; * Review and analysis of DIP and exit financing, including collateral analysis and cash flow validation; * Attendance at meetings and assistance in discussions with the Debtors, potential investors, secured lenders, the Committee and any other official committees organized in the Chapter 11 proceedings, the U.S. Trustee, other parties in interest and professionals hired by the same, as requested; and * Render other general business consulting or other assistance as the Committee or its counsel may deem necessary that are consistent with the role of a financial advisor and not duplicative of services provided by other professionals in the Debtors' Chapter 11 proceedings. The Committee proposes that FTI be paid a $125,000 fixed monthly fee for its services, and a potential completion fee worth $1,000,000. A portion of the potential completion fee totaling $250,000 will be payable at the conclusion of the case. After nine months of FTI's engagement, one-half of FTI's Monthly Fee, in respect of each of the four subsequent months, will be credited against the contingent portion of its Completion Fee up to a maximum aggregate credit of $250,000. The balance of the Completion Fee will be considered earned and payable, subject to Court approval, upon confirmation of a Chapter 11 plan of reorganization or liquidation. In addition, FTI will be reimbursed of its actual and reasonable expenses incurred in the performance of the contemplated services. FTI and its affiliates, and their directors, officers, shareholders, employees, agents and controlling persons, will be indemnified and held harmless by the Debtors to the fullest extent lawful, from and against any and all losses, claims, damages or liabilities, joint or several, arising out of or related to the FTI Committee Engagement, any actions taken or omitted to be taken by an indemnified party in connection with FTI's provision of services to the Committee, or any transaction or proposed transaction contemplated thereby. In addition, the Indemnified Parties will be reimbursed for any legal or other expenses reasonably incurred by them in respect thereof at the time those expenses are incurred; provided, however, that the Debtors will have no liability under the indemnity and reimbursement agreement for any loss, claim, damage or liability which is finally judicially determined to have resulted from the willful misconduct, gross negligence, bad faith or self-dealing of any Indemnified Party. Andrew Scruton, a senior managing director with FTI Consulting, assures the Court that his firm is a "disinterested person" as the term is defined under Section 101(14) of the Bankruptcy Code. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc., will act as claims and noticing agent in the Chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TERRESTAR NETWORKS: Proposes Epiq as Subscription Agent ------------------------------------------------------- In connection with the contemplated rights offering under their Chapter 11 Plan, TerreStar Networks Inc. and its affiliates ask the Bankruptcy Court to allow TerreStar Networks Inc. to employ Epiq Bankruptcy Solutions LLC as subscription agent. Epiq has significant experience in performing subscription services in other large Chapter 11 cases, the TSN Debtors note. They also relate that their DIP Financing Lender and Plan Sponsor support the employment of Epiq as subscription agent. As subscription agent, Epiq will: (a) consult with TSN and its counsel regarding the Rights Offering and documents needed for the Rights Offering; (b) review the relevant documents for procedural and timing issues, which documents may include the Solicitation Procedures Motion and corresponding Order, the Disclosure Statement, the Plan, the Subscription Form, and other documents; (c) coordinate with the TSN's financial advisor, who will provide the rights allocation for each Eligible Holder to subscribe; (d) serve as administrator of a subscription account for TSN; (e) prepare certificates of mailing for documents to be mailed by Epiq in connection with the Rights Offering; (f) handle requests for documents from parties-in-interest; (g) respond to telephone inquiries regarding the Rights Offering Procedures; (h) if requested to do so, establish a website for the posting of subscription documents; (i) receive and examine any Subscription Forms submitted by Eligible Holders; (j) confirm payments to the subscription account; and (k) undertake other duties as may be agreed upon by TSN and Epiq. Ira S. Dizengoff, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, asserts that the services to be provided by Epiq, as Subscription Agent, and The Garden City Group, Inc., as the Debtors' Claims Agent, are distinct and do not overlap. Epiq is being retained for the limited purpose of facilitating the Rights Offering. Accordingly, Mr. Dizengoff remains, Epiq, in its role as the Subscription Agent, will not duplicate any services already provided by the Claims Agent. Subject to the Court's approval, TSN has agreed to compensate Epiq for professional services to be rendered by the firm according to these terms: a. Project fee of $10,000 plus hourly charges: Executive Director $410 per hour Vice President $360 per hour Senior Consultant $300 per hour Senior Case Manager $225 to $275 per hour Case Manager (Level 2) $185 to $220 per hour IT Programming Consultant $140 to $180 per hour Case Manager (Level 1) $125 to $175 per hour Clerical $40 to $60 per hour b. Costs for noticing for subscription mailing: $1.75 to $2.25 per voting package and subject to a $750 minimum per class or issue; document hosting fee: $150 per month. c. Noticing to subscription parties: $0.50 to $0.65 per holder. Jane Sullivan, an executive vice president of Epiq, assures the Court that her firm is a "disinterested person" as term is defined under Section 101(14) of the Bankruptcy Code. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc., will act as claims and noticing agent in the Chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TERRESTAR NETWORKS: Wins Nod for Blackstone as Fin'l Advisor ------------------------------------------------------------ TerreStar Networks Inc. and its units sought and obtained interim permission from the U.S. Bankruptcy Court to employ Blackstone Advisory Partners L.P. as their financial advisor nunc pro tunc to the Petition Date. Jeffrey Epstein, TerreStar Networks, Inc.'s president and chief executive officer, relates that the Debtors selected Blackstone in April 2010 after interviewing several other potential candidates and considering the qualifications and proposed compensation of each candidate. He adds that the Debtors have been working closely with the Advisor since that time and Blackstone has become intimately familiar with the Debtors' business, affairs, assets and contractual arrangements. As the Debtors' financial advisor, Blackstone will: (a) assist in the evaluation of the Debtors' business and prospects; (b) assist in the development of the Debtors' long-term business plan and related financial projections; (c) assist in the development of financial data and presentations to the Debtors' Board of Directors, various creditors and other third parties; (d) analyze various restructuring scenarios and the potential impact of the scenarios on the recoveries of various stakeholders impacted by the restructuring; (e) provide strategic advice with regard to restructuring or refinancing the Debtors' obligations; (f) evaluate the Debtors' debt capacity and alternative capital structures; (g) participate in negotiations among the Debtors and their creditors, suppliers, lessors and other interested parties; (h) value securities offered by the Debtors in connection with a restructuring; (i) advise the Debtors and negotiate with lenders with respect to potential waivers or amendments of various debt instruments and preferred stock; (j) advise and assist the Debtors in evaluating a potential financing, contact potential sources of capital and assist the Debtors in negotiating and consummating financing; (k) analyze the Debtors' financial liquidity and evaluate alternatives to improve liquidity; (l) assist in arranging debtor-in-possession financing for the Debtors; (m) provide expert witness testimony concerning any financial advisory services provided by the Advisor; (n) provide general advice on asset sale alternatives; and (o) provide other advisory services as are customarily provided in connection with the analysis and negotiation of a restructuring as reasonably requested. The Debtors propose to pay Blacstone's fees and compensate necessary out-of-pocket expenses according to this fee structure: (a) A monthly advisory fee of $200,000. One-half of each Monthly Fee in excess of the first $800,000 in monthly fees will be credited against the transaction fee; (b) A transaction fee equal to $8,400,000 payable upon the consummation of any restructuring pursuant to a bankruptcy proceeding; (c) A DIP financing fee of 1% of the face amount of any new DIP financing provided by a non-affiliate arranged by the Advisor; (d) A debt financing fee of 1% of the face amount of any new debt financing provided by a Non-Affiliate arranged by the Advisor in connection with a plan of reorganization; (e) An equity financing fee of 3% of the total amount of new equity financing provided by a non-affiliate and arranged by Blackstone in connection with a plan of reorganization; and (f) Reasonable out-of-pocket expenses in connection with the services provided. Mr. Epstein reveals that before the Petition Date and under the terms of its engagement, the Debtors paid Blackstone $1,317,054 for services rendered from April 2010 to October 2010 and for related reasonable out-of-pocket expenses. In connection with the engagement, the Debtors and Blackstone also entered into an indemnification agreement, where the Debtors agreed to indemnify and hold harmless Blackstone and its affiliates and their partners, members, officers, directors, employees and agents and each other person, if any, related to, arising out of or in connection with the retention of the Advisor by the Debtor. Nevertheless, these conditions apply to the parties' Indemnification Agreement: (a) All requests of Indemnified Persons for payment of indemnity, contribution or otherwise pursuant to the indemnification provisions of the Indemnification Agreement will be made by means of an interim or final fee application and will be subject to the approval of, and review by, the Court to ensure that the payment conforms to the terms of the Indemnification Agreement, the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Local Rules of Bankruptcy Procedure for the Southern District of New York and the orders of the Court and is reasonable based upon the circumstances of the litigation or settlement in respect of which indemnity is sought; provided, however, that in no event will an Indemnified Person be indemnified or receive contribution to the extent that any claim or expense has resulted from gross negligence or willful misconduct on the part of that or any other Indemnified Person. (b) In no event will an Indemnified Person be indemnified or receive contribution or other payment under the Indemnification Agreement if the Debtors, their estates, or the official committee of unsecured creditors assert a claim, to the extent that the Court determines by final order that the claim arose out of gross negligence, or willful misconduct on the part of that or any other Indemnified Person. (c) In the event an Indemnified Person seeks reimbursement for attorneys' fees from the Debtors pursuant to the Indemnification Agreement, the invoices and supporting time records from the attorneys will be annexed to Blackstone's own interim and final fee applications, and the invoices and time records will be subject to the U.S. Trustee Guidelines and the approval of the Court under the standards of Section 330 of the Bankruptcy Code without regard to whether the attorney has been retained under Section 327 of the Bankruptcy Code. Stevin Zelin, a senior managing director of Blackstone, assures the Court that his firm is a "disinterested person" as the term is defined under Section 101(14) of the Bankruptcy Code. * * * The Court's interim order provides that the United States Trustee retains all rights to respond or object to Blackstone's interim and final applications for compensation and reimbursement of expenses on all grounds including, but not limited to, reasonableness pursuant to Section 330 of the Bankruptcy Code. In the event the U.S. Trustee objects to the firm's interim and final applications the Court retains the right to review those applications pursuant to Section 330. None of the fees payable to Blackstone will constitute a "bonus" or fee enhancement under applicable law, the Court clarified. Blackstone has applied all of its prepetition retainer against its prepetition fees and expenses and, as a result, no prepetition retainer exists to credit toward postpetition fees and expenses. To the extent that any prepetition expenses arise, Blackstone will waive all those expenses. About TerreStar Networks Reston, Va.-based TerreStar Corporation (NASDAQ: TSTR) -- http://www.terrestar.com/-- is in the mobile communications business through its ownership of TerreStar Networks, its principal operating subsidiary, and TerreStar Global. TerreStar Networks, in cooperation with its Canadian partners, TerreStar Canada and TerreStar Solutions, majority-owned subsidiaries of Trio 1 and 2 General Partnerships, plans to launch an innovative wireless communications system to provide mobile coverage throughout the United States and Canada using integrated satellite-terrestrial smartphones and other devices. This system build out will be based on an integrated satellite and ground- based technology intended to provide communication service in most hard-to-reach areas and will provide a nationwide interoperable, survivable and critical communications infrastructure. The Company intends to provide multiple communications applications, including voice, data and video services. As of June 30, 2010, the Company had four wholly owned subsidiaries, MVH Holdings Inc., Motient Holdings Inc., TerreStar Holdings Inc., and TerreStar New York Inc. Motient Ventures Holding Inc., a wholly owned subsidiary of MVH Holdings Inc., directly holds approximately 89.3% and 86.5% interest in TerreStar Networks and TerreStar Global, respectively. TerreStar Networks Inc. and Its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in Manhattan (Bankr. S.D.N.Y. Lead Case No. 10-15446). The Debtors' parent, TerreStar Corporation (NASDAQ: TSTR), is not among the Chapter 11 filers. The Garden City Group, Inc., will act as claims and noticing agent in the Chapter 11 cases. Michel Wunder, Esq., Ryan Jacobs, Esq., and Jarvis Hetu, Esq. at Fraser Milner Casgrain LLP and Ira Dizengoff, Esq., Arik Preis, Esq., and Ashleigh Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP, serve as bankruptcy counsel to the Debtors. Blackstone Advisory Partners LP is the financial advisor. Bankruptcy Creditors' Service, Inc., publishes TerreStar Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by TerreStar Networks Inc. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TIB FINANCIAL: Reverse Stock Split Reduces Shares to 50,000,000 --------------------------------------------------------------- On December 14, 2010, TIB Financial Corp. filed with the Secretary of State of Florida Articles of Amendment to the Company's Restated Articles of Incorporation, which effected a reverse stock split of the Company's issued and outstanding common stock, par value $0.10 per share, at a ratio of 1:100, effective immediately after the close of business on December 15, 2010. The number of authorized shares of Common Stock was correspondingly adjusted from 5,000,000,000 shares to 50,000,000 shares. As a result of the reverse stock split, every 100 shares of the Company's Common Stock issued and outstanding immediately prior to the effective time will be combined and reclassified into 1 share of Common Stock. The Company will not issue fractional shares of Common Stock. Fractional shares resulting from the reverse stock split will be rounded up to the nearest whole share. Trading of the Common Stock on the NASDAQ Global Select Market on a split-adjusted basis is expected to begin at the open of trading on December 16, 2010. The Company's shares will continue to trade on the NASDAQ Global Select Market under the symbol "TIBB" with the letter "D" added to the end of the trading symbol for a period of 20 trading days to indicate that the reverse stock split has occurred. About TIB Financial Corp. Headquartered in Naples, Florida, TIB Financial Corp. -- http://www.tibfinancialcorp.com/-- is a financial services company with approximately $1.7 billion in total assets and 28 full-service banking offices throughout the Florida Keys, Homestead, Naples, Bonita Springs, Fort Myers, Cape Coral and Venice. TIB Financial Corp. is also the parent company of Naples Capital Advisors, Inc., a registered investment advisor with approximately $169 million of assets under advisement. TIB Financial Corp., through its wholly owned subsidiaries, TIB Bank and Naples Capital Advisors, Inc., serves the personal and commercial banking and investment management needs of local residents and businesses in its market areas. * * * As reported in the Troubled Company Reporter on April 6, 2010, Crowe Horwath LLP, in Fort Lauderdale, Fla., 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 incurred net losses in 2009, 2008 and 2007, primarily from loan and investment impairments. In addition, the Company's bank subsidiary is operating under an informal agreement with bank regulatory agencies that requires, among other provisions, higher regulatory capital requirements. The Bank did not meet the higher capital requirement as of December 31, 2009, and therefore is not in compliance with the regulatory agreement. Failure to comply with the regulatory agreement may result in additional regulatory enforcement actions. TITAN INTERNATIONAL: S&P Affirms 'B+' Corporate Credit Rating ------------------------------------------------------------- Standard & Poor's Rating Services said that it has affirmed its ratings, including the 'B+' corporate credit rating, on Titan International Inc. and revised the outlook to stable from negative. "The outlook revision to stable reflects S&P's expectation that Titan is likely to continue to show improving operating results and credit measures in 2011, given good demand expectations in its agricultural end market and increasing demand expectations in its earthmoving end market" said Standard & Poor's credit analyst Robyn Shapiro. The ratings on Titan reflect the company's weak business risk profile in the cyclical, wheel and tire industry, as well as the competitive tire industry. The business can be capital intensive, which may create some barriers to entry. S&P has also factored the company's aggressive financial risk profile into the ratings. Titan manufactures wheels and tires for off-highway vehicles, primarily for the agriculture, construction, and mining industries. It derives a smaller proportion of revenue from the consumer market. The outlook is stable. If weaker-than-expected performance causes FFO to total debt to decline and remain below 10% for an extended period or if liquidity becomes constrained, S&P could consider a downgrade. The company's business risk profile and S&P's assessment of its financial policies as aggressive currently limit upside rating potential. TOXAWAY 64: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Toxaway 64 Investments, LLC 15051 S. Tamiami Trail Fort Myers, FL 33908 Bankruptcy Case No.: 10-11429 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court Western District of North Carolina (Asheville) Judge: George R. Hodges Debtor's Counsel: Edward C. Hay, Jr., Esq. PITTS, HAY & HUGENSCHMIDT, P.A. 137 Biltmore Avenue Asheville, NC 28801 Tel: (828) 255-8085 Fax: (828) 251-2760 E-mail: ehay@phhlawfirm.com Scheduled Assets: $6,225,504 Scheduled Debts: $4,135,000 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ncwb10-11429.pdf TRAILER BRIDGE: S&P Affirms 'B-' Corporate Credit Rating -------------------------------------------------------- Standard and Poors says Jacksonville, Fla.-based Trailer Bridge Inc. is facing increasing refinancing and repricing risks with the upcoming maturity of most of its outstanding debt in less than a year. S&P is affirming its ratings, including the 'B-' corporate credit rating, on Trailer Bridge. The outlook is negative. The negative outlook reflects S&P's concerns over the nearing maturity of the company's $82.5 million senior secured notes maturing in November 2011 and the potential for a weakening of the company's financial profile due to higher cash interest expense payments and transactions fees if a refinancing is completed. Standard & Poor's Ratings Services revised its outlook on Trailer Bridge Inc. to negative from stable. "The negative outlook reflects S&P's concerns over the nearing maturity of the company's $82.5 million senior secured notes in November 2011 and the potential for a weakening of the company's financial profile due to higher cash interest expense payments and transactions fees if a refinancing is completed--at a time when revenues and earnings remaining vulnerable in a still-weak, albeit improving, economic environment," said Standard & Poor's credit analyst Funmi Afonja. "As of Sept. 30, 2010, the company had an outstanding balance of about $82.5 million under its senior secured notes due November 2011. These notes represent about 80% of its reported debt--72% on a lease-adjusted basis." The ratings on Trailer Bridge reflect its highly leveraged financial profile, concentrated end-market demand, and participation in the capital-intensive and competitive shipping industry. Positive credit factors include the less-cyclical nature of demand for consumer staples that Trailer Bridge mostly carries and barriers to entry due to the Jones Act (which regulates intra-U.S. shipping). S&P characterize Trailer Bridge's business risk profile as vulnerable and its financial risk profile as highly leveraged. The negative outlook reflects S&P's increasing concerns over the refinancing and repricing risks associated with the maturation of its $82.5 million senior secured notes on Nov. 15, 2011. The notes represent the substantial majority of the company's outstanding debt. "S&P could lower the ratings if S&P believes the company would not be able to complete a refinancing, if earnings do not stabilize at the levels S&P expects, causing cash flow pressures and liquidity constraints, or if it uses more than $5 million under its revolver leaving limited room under the springing financial covenants," Ms. Afonja continued. "S&P could revise the outlook back to stable if the company refinances the notes and S&P believes its financial profile will not be materially affected by any potential increase in cash interest payments and transaction fees. S&P believes that an upgrade is unlikely due to substantial refinancing risks and the company's highly leveraged financial profile." TREETOPS OF PAGOSA: Case Summary & 5 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Treetops Of Pagosa, LLC 3700 C.R. 600 Pagosa Springs, CO 81147 Bankruptcy Case No.: 10-41265 Chapter 11 Petition Date: December 15, 2010 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: A. Bruce Campbell Debtor's Counsel: Cynthia T. Kennedy, Esq. KENNEDY LAW FIRM 308 1/2 E. Simpson St. Lafayette, CO 80026 Tel: (303) 604-1600 E-mail: ctk@kennedylawyer.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 five largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cob10-41265.pdf The petition was signed by Robert Henry, manager. TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Tribune Co. is a borrower traded in the secondary market at 68.23 cents-on-the- dollar during the week ended Friday, December 17, 2010, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. This represents an increase of 2.06 percentage points from the previous week, The Journal relates. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2013. Moody's has withdrawn its rating on the bank debt. The loan is one of the biggest gainers and losers among 193 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of December 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRICO MARINE: Closes Sale of Trico Saber and Trico Star to Lewek ---------------------------------------------------------------- In a regulatory filing Friday, Trico Marine Services, Inc., discloses that on December 16, 2010, Trico Subsea Holding AS, a Norwegian limited company and a wholly-owned subsidiary of the Company, as seller, and Lewek Shipping Pte. Ltd., as buyer, closed the sale of the Trico Sabre and Trico Star pursuant to that certain memorandum of agreement dated November 10, 2010 (the "Memorandum of Agreement"), under which Trico Subsea agreed to sell the Trico Sabre and Trico Star vessels en bloc to Lewek Shipping, or its nominee, for $52.3 million, free of all charters, encumbrances, mortgages, and maritime liens or any other debts whatsoever, on an "as is, where-is" basis. The Trico Sabre and Trico Star are both multi-purpose platform supply vessels that were built in 2009 and 2010, respectively, at the Tebma Shipyards Limited. Trico Shipping AS plans to retain $20.0 million of the net sale proceeds for working capital purposes and to apply the remainder to redeem its its 11-7/8% Senior Secured Notes due 2014 and repay debt under its working capital facility. The proceeds used to redeem the the Notes and repay debt under its working capital facility will be applied 91.64% to redeem the Notes at par plus accrued interest, without paying a make-whole premium, and 8.36% to repay debt under the working capital facility, without paying a prepayment premium. 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 US$30,562,681 in assets and US$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. TRICO MARINE: Authorized Again to Sell Vessel Truckee River ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Trico Marine Services Inc. was authorized for a second time to sell the vessel Truckee River for $950,000. The buyer is Riverman Nigeria Ltd. A prior buyer failed to complete a purchase the bankruptcy judge approved in October. Trico is closing down and selling all vessels associated with its towing and supply business. About Trico Marine Based in The Woodlands, 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 US$30,562,681 in assets and US$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. TWAIN CONDOMINIUMS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Twain Condominiums, LLC 630 Trade Center Drive Las Vegas, NV 89119 Bankruptcy Case No.: 10-33323 Chapter 11 Petition Date: December 15, 2010 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Linda B. Riegle Debtor's Counsel: Thomas H. Fell, Esq. GORDON SILVER ATTORNEYS AND COUNSELORS AT LAW 3960 Howard Hughes Parkway, 9th Floor LAS VEGAS, NV 89169 Tel: (702) 796-5555 Fax: (702) 369-2666 E-mail: tfell@gordonsilver.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Roni Amid, manager. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Twain Condominiums Unit Owners HOA $16,000 Association 16200 Addison Road, Suite 150 Addison, TX 75001 For Rent Magazine Vendor $4,732 75 Remittance Drive, Suite 1705 Chicago, IL 60675 Riccel Carpet Cleaning Vendor $4,340 936 Viscanio Place Las Vegas, NV 89138 James F. Lisowski Sr. -- $4,000 AZ Partsmaster, Inc. Vendor $3,594 Christensen Law Offices LLC Services $2,996 HD Supply Facilities Maintenance Vendor $2,707 Leak Control Services, Inc Vendor $1,960 Rice Silbey Reuther & Sullivan, Services $1,295 LLP Wilmar Industries Inc. Vendor $1,202 Renters Legal Liability -- $1,188 D-Termination Pest Control Vendor $1,160 Sherwin Williams Vendor $897 Ideal Flooring Installations Vendor $474 Rent.Com Vendor $372 Fast Glass, Inc Vendor $363 Sparky s Sparkling Cleaning Vendor $300 Services Ellipse Communications, Inc. Vendor $211 Sparking Clean Carpet Services Vendor $180 Dan Bradley Glass Shop, Inc. Vendor $170 UNITED AMERICAS: Closed; State Bank and Trust Assumes Deposits -------------------------------------------------------------- United Americas Bank, National Association, of Atlanta, Ga., was closed on Friday, December 17, 2010, by The Office of the Comptroller of the Currency, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with State Bank and Trust Company of Macon, Ga., to assume all of the deposits of United Americas Bank, N.A. The two branches of United Americas Bank, N.A., will reopen during normal business hours as branches of State Bank and Trust Company. Depositors of United Americas Bank, N.A., will automatically become depositors of State Bank and Trust Company. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of United Americas Bank, N.A., should continue to use their existing branch until they receive notice from State Bank and Trust Company that it has completed systems changes to allow other State Bank and Trust Company branches to process their accounts as well. As of September 30, 2010, United Americas Bank, N.A., had around $242.3 million in total assets and $193.8 million in total deposits. State Bank and Trust Company did not pay the FDIC a premium for the deposits of United Americas Bank, N.A. In addition to assuming all of the deposits of the failed bank, State Bank and Trust Company agreed to purchase essentially all of the assets. The FDIC and State Bank and Trust Company entered into a loss- share transaction on $195.8 million of United Americas Bank, N.A.'s assets. State Bank and Trust Company will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers who have questions about the transaction can call the FDIC toll-free at 1-800-405-1498. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/unitedamericas.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $75.8 million. Compared to other alternatives, State Bank and Trust Company's acquisition was the least costly resolution for the FDIC's DIF. United Americas Bank, N.A., is the 155th FDIC-insured institution to fail in the nation this year, and the 21st in Georgia. The last FDIC-insured institution closed in the state was Appalachian Community Bank, F.S.B., McCaysville, earlier on December 17. UNITED MARITIME: S&P Affirms 'B' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services said that it has affirmed its 'B' long-term corporate credit rating on United Maritime Group LLC. At the same time, S&P affirmed the 'B' rating on the company's $200 million second-lien notes. S&P revised its recovery rating on the notes to '3' from '4', indicating its expectation of a meaningful (50%-70%) recovery in a payment default scenario. The outlook is stable. "The ratings on Tampa, Fla.-based United Maritime reflect the firm's highly leveraged financial profile and participation in the highly competitive and capital-intensive shipping industry," said Standard & Poor's credit analyst Funmi Afonja. "The ratings also reflect its exposure to cyclical demand swings in certain end markets and vulnerability to weather-related disruptions in business operations. United Maritime's solid market position in U.S. domestic coastal and river dry bulk barge transportation, relatively stable revenues under fixed-rate, long-term contracts, and competitive barriers to entry under the Jones Act are positive factors. S&P characterize United Maritime's business risk profile as weak and its financial risk profile as highly leveraged." The stable outlook reflects S&P's expectations that the company will maintain its financial profile over the next year, with revenues and earnings supported by long-term contracts and cost- cutting, and capital spending limited to maintenance levels. Still, there is limited room in the ratings for deterioration in the financial profile. "If earnings decline due to rate or volume pressures, causing FFO to total debt to fall to below 10%, or debt to EBITDA to rise above 5.5x, S&P could lower the ratings. S&P considers an upgrade unlikely over the near term. However, if FFO to debt approached 20% on a sustained basis, S&P could raise the rating," Ms. Afonja added. USEC INC: Former Bechtel Chief Elected to Board of Directors ------------------------------------------------------------ USEC Inc.'s board of directors recently elected energy industry veteran M. Richard Smith to the board, effective January 1, 2011. Mr. Smith brings to USEC nearly 40 years of power industry engineering, construction, project management and M&A experience. "Rick Smith is a true leader in the energy industry in every sense of the word," said Chairman James R. Mellor. "Rick has a successful history of overseeing the construction and operation of large energy projects and possesses a global view of the industry. We are honored to have someone of his stature join us, and we will look to him for strategic guidance and advice as the company moves forward in deploying the American Centrifuge Plant." "I am excited to join a company on the cutting edge of an important and growing market," said Mr. Smith. "USEC is well positioned to benefit from the worldwide growth of nuclear power, and I look forward to helping the company succeed, grow and create shareholder value." Mr. Smith retired as president of Bechtel Fossil Power in 2007. During his tenure, he managed Bechtel's global fossil power engineering and construction business and more than $5 billion in new construction work. Before that, he was CEO of Intergen, a Bechtel-Shell joint venture that operated and eventually sold 17 power plants in Europe, Asia and the Americas through four transactions valued in excess of $2 billion. Smith served in various senior management roles during his 30 years with Bechtel. Over the course of his career, he managed multiple power and energy projects and transactions totaling more than $10 billion. 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. VALLECITO GAS: No Answer If Mineral Lease Transfer Violated Stay ---------------------------------------------------------------- WestLaw reports that material issues of fact existed as to whether the good faith defense to the avoidance of a postpetition transfer applied to the transfer, by a Chapter 11 debtor-lessee's assignee, of an overriding royalty interest in a mineral lease that was bankruptcy estate property, and thus whether the transfer fell within an exception to the automatic stay. These factual issues precluded summary judgment for the trustee on the issue of whether the transfer was void as violative of the automatic stay. In re Vallecito Gas, LLC, --- B.R. ----, 2010 WL 4777629 slip op. <http://www.txnb.uscourts.gov/opinions/pdf/2010-3039- 117.pdf>http://www.txnb.uscourts.gov/opinions/pdf/2010-3039- 117.pdf (Bankr. N.D. Tex.) (Houser, J.). Vallecito Gas, LLC -- http://www.vallecitogas.net/-- is located in Dallas, Tex., and explores and exploits oil fields located throughout the Mid-Continent region of the U.S. Vallecito sought chapter 11 protection (Bankr. N.D. Tex. Case No. 07-35674) on Nov. 14, 2007, estimating its assets at more than $1 million and its debts at less than $1 million. Harvey L. Morton serves as the Chapter 11 Trustee for Vallecito Gas, LLC. Mr. Morton has proposed a First Amended Plan of Liquidation for the Debtor. Essentially, the Plan provided that the the debtor's New Mexico Mineral Lease (against which there are a number of disputed competing claims) would be sold to Vision Energy, LLC, in exchange for approximately $6.6 million in cash, subject to certain terms and conditions, with the proceeds to be distributed in accordance with the various settlements with the relevant parties, who agreed to disclaim their alleged interests in the Hogback Lease in order to permit the sale to Vision to occur. The Plan was confirmed on Mar. 17, 2009, but because of a pending appeal, the Plan was not consummated. VEBLEN WEST: Cash Collateral Use Hearing Today ---------------------------------------------- The Hon. Charles L. Nail, Jr., of the U.S. Bankruptcy Court for the District of South Dakota has continued until today, December 20, 2010, the hearing consider Veblen West Dairy LLP's request to further access AgStar Financial Service, PCA and AgStar Financial Services, FLCA's cash collateral. AgStar requested for a second continuance of evidentiary hearing and related deadlines on the Debtor's motion for use of cash collateral. The Debtor requested for an authorization to use the cash collateral to fund its Chapter 11 case, pay suppliers and other parties. As adequate protection for the use of cash collateral, the Debtor will: i) provide interest-only payments on AgStar's existing loans on a monthly basis; ii) grant AgStar replacement liens on all after-acquired collateral; and iii) to operate its business to maximize the value of AgStar's collateral. About Veblen West Veblen West Dairy LLP, based in Veblen, S.D., operates a 4,000-cow milking facility. Veblen West sought Chapter 11 protection (Bankr. D. S.D. Case No. 10-10071) on April 7, 2010. Bryant D. Tchida, Esq., at Leonard, Street and Deinard, P.A., in Minneapolis, Minn., represents the Debtor. The Debtor disclosed $15.5 million in assets and $23.7 million in liabilities as of the Chapter 11 filing. The Dairy Dozen-Milnor, LLP, a related milking facility, also sought chapter 11 protection (Bankr. D. N.D. Case No. 10-30377) on April 7, 2010. The Dairy Dozen-Thief River Falls, LLP, another related entity, sought Chapter 11 protection (Bankr. D. Minn. Case No. 10-60438) on April 7, 2010, and that case has been converted to a Chapter 7 liquidation proceeding. Two additional related entities filed Chapter 11 petitions on July 2, 2010 -- Veblen East Dairy Limited Partnership (Bankr. D. S.D. Case No. 10-10146) and The Dairy Dozen-Veblen, LLP (Bankr. D. S.D. Case No. 10-10147). VEBLEN WEST: Equity Owners Withdraw Proposed Plan ------------------------------------------------- Certain equity owners of Veblen West Dairy LLP, according to a court docket entry, had withdrawn their plan and disclosure statement without any opposition from other parties-in-interest. As reported in the Troubled Company Reporter on October 14, 2010, 15 members, with over 83% of the ownership interests of Veblen West, have filed a proposed plan for the Debtor. The equity owners are Aaron Anderson, Duayne Baldwin, Jordan Hill, Jay Hill, Rick Millner, Denny Pherson, Wayne Viessman, Doug Viessman, David Viessman, Randy Viessman, Terry Viessman, Michael Wyum, Wyum Trust, Steve Wyum, and Mark Wyum. According to the Disclosure Statement, the Plan promises to pay its unsecured creditors 100% of their Allowed Claims, over time, without interest. The equity owners' Plan will be funded by a number of income streams. About Veblen West Veblen West Dairy LLP, based in Veblen, S.D., operates a 4,000-cow milking facility. Veblen West sought Chapter 11 protection (Bankr. D. S.D. Case No. 10-10071) on April 7, 2010. Bryant D. Tchida, Esq., at Leonard, Street and Deinard, P.A., in Minneapolis, Minn., represents the Debtor. The Debtor disclosed $15.5 million in assets and $23.7 million in liabilities as of the Chapter 11 filing. The Dairy Dozen-Milnor, LLP, a related milking facility, also sought chapter 11 protection (Bankr. D. N.D. Case No. 10-30377) on April 7, 2010. The Dairy Dozen-Thief River Falls, LLP, another related entity, sought Chapter 11 protection (Bankr. D. Minn. Case No. 10-60438) on April 7, 2010, and that case has been converted to a Chapter 7 liquidation proceeding. Two additional related entities filed Chapter 11 petitions on July 2, 2010 -- Veblen East Dairy Limited Partnership (Bankr. D. S.D. Case No. 10-10146) and The Dairy Dozen-Veblen, LLP (Bankr. D. S.D. Case No. 10-10147) VERENIUM CORP: To Issue 2-Mil. Shares Under Incentive Plan ---------------------------------------------------------- Verenium Corporation filed a registration statement on Form S-8 with the Securities and Exchange Commission covering the offering of up to 2,000,000 shares of the Company's Common Stock, $0.001 par value per share, issuable pursuant to the Verenium Corporation 2010 Equity Incentive Plan. Cooley LLP has opined as to the legality of the shares of common stock being offered by this registration statement on Form S-8. A copy of the Form S-8 is available for free at: http://ResearchArchives.com/t/s?70e3 About Verenium Corporation Cambridge, Mass.-based Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a pioneer in the development and commercialization of high-performance enzymes for use in industrial processes. Verenium currently sells enzymes developed using its R&D capabilities to industrial customers globally for use in markets including biofuels, animal health and oil seed processing The Company's balance sheet at Sept. 30, 2010, showed $113.12 million in total assets, $107.49 million in total liabilities, and stockholders' equity of $5.63 million. As reported in the Troubled Company Reporter on March 19, 2010, Ernst & Young LLP, in San Diego, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring operating losses and accumulated deficit of $630.0 million at December 31, 2009. VERENIUM CORP: Reports 2010 Business Update and 2011 Outlook ------------------------------------------------------------ Verenium Corporation announced key 2010 accomplishments and 2011 Company goals and financial guidance. "2010 has been a significant year of transition for Verenium as we moved from being biofuels oriented to being focused on building the next leading industrial enzymes company," said Carlos Riva, Chief Executive Officer at Verenium. "We believe we are now well positioned -- both operationally and financially -- to execute on our business plan and to achieve our goals." 2010 Highlights * Financial: -- Successfully raised $98.3M and reduced operating losses through the sale of assets to BP; -- Repurchased $21M of convertible notes, extinguishing all remaining 8% notes; and -- Are on track to achieve revenue and gross margin targets for 2010. * Financial Guidance for 2011 -- Revenue: $55 - $60M -- Product Gross Margin: $21 - $24M -- R&D: $14 - $16M -- SG&A: $19 - $21M Planned capital investments for the commercial business, including manufacturing debottlenecking, are expected to be between $4 and $6M. In addition, the Company expects to spend up to $10M to build out a new San Diego, California, facility over the next two years and is exploring opportunities for spreading the capital expenditure over a longer period of time. "The guidance we are providing today lays out the solid growth in both revenue and gross margin that we believe we can generate from our commercial portfolio now that we have the ability to make the investments required for its development. Further, we are managing both R&D and SG&A expenses to a level that we believe is more sustainable for the Company moving forward," said James Levine, Chief Financial Officer at Verenium. "Importantly, taken together, we believe these steps demonstrate our focus on advancing our pipeline products to commercial status and achieving profitability." About Verenium Corporation Cambridge, Mass.-based Verenium Corporation (NASDAQ: VRNM) -- http://www.verenium.com/-- is a pioneer in the development and commercialization of high-performance enzymes for use in industrial processes. Verenium currently sells enzymes developed using its R&D capabilities to industrial customers globally for use in markets including biofuels, animal health and oil seed processing The Company's balance sheet at Sept. 30, 2010, showed $113.12 million in total assets, $107.49 million in total liabilities, and stockholders' equity of $5.63 million. As reported in the Troubled Company Reporter on March 19, 2010, Ernst & Young LLP, in San Diego, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that of the Company's recurring operating losses and accumulated deficit of $630.0 million at December 31, 2009. VITRO SAB: Wins Victory Over Noteholders in New York Court ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Vitro SAB won a victory in New York state court against dissident bondholders. The state-court judge dissolved an attachment she issued this month that prevented Vitro from completing a swap with holders of $44 million in notes who tendered their debt. The judge ruled that the property located in New York was debt, not assets, and therefore couldn't be attached. Mr. Rochelle relates that the state judge stayed her ruling until the end of the day December 17 so noteholders could ask for a longer stay from the appellate court. The attachment was made in a lawsuit where some noteholders are suing to recover defaulted principal and interest. About Vitro SAB Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV: VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global glass producer, serving the construction and automotive glass markets and glass containers needs of the food, beverage, wine, liquor, cosmetics and pharmaceutical industries. Vitro is the largest manufacturer of glass containers and flat glass in Mexico, with consolidated net sales in 2009 of Ps. 23,991 million ($1.837 billion). Vitro has launched an offer to buy back or swap US$1.2 billion in debt from bondholders. The tender offer will be consummated with a bankruptcy filing in Mexico and Chapter 15 filing in the United States. Vitro said noteholders would recover as much as 73% by exchanging existing debt for cash, new debt or convertible bonds. The offer was to expire December 7. Noteholders who oppose the exchange, namely Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson Kempner Distressed Opportunities Fund LP, and Brookville Horizons Fund, L.P. -- which hold US$75 million, or approximately 6% of the outstanding bond debt -- commenced involuntary bankruptcy cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case No. 10-47470) and nine other affiliates on November 17, 2010. Vitro has engaged Susman Godfrey, L.L.P. as U.S. special litigation Counsel to analyze the potential rights that Vitro may exercise in the United States against the ad hoc group of dissident bondholders and its advisors. A larger group of noteholders, known as the Ad Hoc Group of Vitro Noteholders -- comprised of holders, or investment advisors to holders, which represent approximately $650 million of the Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not among the Chapter 11 petitioners, although the group has expressed concerns over the exchange offer. The group says the exchange offer exposes Noteholders who consent to potential adverse consequences that have not been disclosed by Vitro. The group is represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at White & Case LLP. Vitro, S.A.B de C.V. filed for Chapter 15 bankruptcy (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan on Tuesday to seek U.S. recognition and deference to its bankruptcy proceedings in Mexico. Vitro SAB on December 13, 2010, filed its voluntary petition for a pre-packaged Concurso Plan in the Federal District Court for Civil and Labor Matters for the State of Nuevo Leon, thereby commencing its voluntary concurso mercantil proceedings. Vitro SAB believes that, as a result of the implementation of the Concurso Plan through the Mexican Proceeding, the holders of the Restructured Debt will recover 68% to 75% of the face value of their respective claims. Alejandro Francisco Sanchez-Mujica, as foreign representative of Vitro, is asking the U.S. Bankruptcy Court to enter an order recognizing the Mexican Proceeding as "foreign main proceeding" pursuant to 11 U.S.C. Secs. 1515 and 1517. WASTE2ENERGY HOLDINGS: Misses $75,000 Principal Due December ------------------------------------------------------------ On December 11, 2010, a total of $75,000 of principal amount of the Waste2Energy Holdings Inc.'s 12% Senior Convertible Debentures became due. The Company did not make the required payment on the Maturity Date or by the cure period provided by the Debentures and as result an Event of Default under the Debentures has occurred. As a result of the Event of Default, the outstanding principal amount of the Debentures plus accrued but unpaid interest, liquidated damages and other amounts owing in respect thereof through the date of the acceleration shall become at the election of the holder of the Debenture immediately due and payable in cash at the Mandatory Default Amount. Commencing 5 days after the occurrence of any Event of Default that results in the eventual acceleration of the Debenture, the interest rate on the Debenture shall accrue at an interest rate equal to the lesser of 17% per annum or the maximum rate permitted under applicable law. As used in the Debentures, Mandatory Default Amount means the sum of (a) the outstanding principal amount of the Debenture, plus all accrued and unpaid interest hereon, divided by the Conversion Price of the Debenture on the date the Mandatory Default Amount is either (A) demanded (if demand or notice is required to create an Event of Default) or otherwise due or (B) paid in full, whichever has a lower Conversion Price, multiplied by the VWAP on the date the Mandatory Default Amount is either (x) demanded or otherwise due or (y) paid in full, whichever has a higher VWAP, and (b) all other amounts, costs, expenses and liquidated damages due in respect of this Debenture. Subject to the terms of the Debenture, the VWAP is the most recent bid price per share of the Common Stock reported in the "Pink Sheet" published by Pink OTC Markets Inc. About Waste2Energy Holdings Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets: WTEZ) -- http://www.waste2energy.com/-- is a "cleantech" technology company that designs, builds, installs and sells waste to energy plants that generate "Renewable Green Power" converting biomass or other solid waste streams traditionally destined for landfills into clean renewable energy. The Company's balance sheet at June 30, 2010, showed $3.4 million in total assets, $11.7 million in total liabilities, and a stockholders' deficit of $8.3 million. As reported in the Troubled Company Reporter on July 19, 2010, Marcum LLP, in New York, expressed substantial doubt the Company's ability to continue as a going concern, following its results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company has incurred a significant loss from continuing operations of $11.7 million and used cash of $5.2 million for continuing operations which resulted in an accumulated deficit of $30.4 million and a working capital deficiency of $6.6 million as of March 31, 2010. Default On October 30, 2010, a total of $87,500 of principal amount of the Company's 12% Senior Convertible Debentures became due. On November 2, 2010, $40,000 of principal amount of the Debentures became due. The Company did not make the required payment on the maturity date or by the cure period provided by the Debentures and as result an Event of Default under the Debentures has occurred. As a result of the Event of Default, the outstanding principal amount of the Debentures plus accrued but unpaid interest, liquidated damages and other amounts owing in respect thereof through the date of the acceleration will become at the election of the holder of the Debenture immediately due and payable in cash at the Mandatory Default Amount. WASTE2ENERGY HOLDINGS: Sells $83,000 Notes in Private Placement --------------------------------------------------------------- On December 10, 2010, Waste2Energy Holdings, Inc., sold in a private placement a $83,000 12% Subordinated Convertible Debenture. The Debenture pays interest at a rate of 12%, which will be paid quarterly and is convertible into the Company's Common Stock at $.50 per share. The maturity date of the Debenture is December 10, 2011. The Company, the placement agent and Sichenzia Ross Friedman Ference LLP have entered into an escrow agreement, pursuant to which an amount equal to the interest payable on the Debenture sold in the Private Placement has been placed into escrow with the Escrow Agent and will be paid in accordance with the terms of the Escrow Agreement. Events of Default under the Debentures include but are not limited to the following: i) any default in the payment of (A) the principal amount of any Debenture or (B) interest, liquidated damages and other amounts owing to a Holder on any Debenture, as and when the same shall become due and payable which default, solely in the case of an interest payment or other default under clauses (A) and (B) above, is not cured within 7 days; ii) a default or event of default shall occur under the Subscription Agreement; iii) any representation or warranty made in the Debenture or the Subscription Agreement, any written statement pursuant thereto or any other report, financial statement or certificate made or delivered to the Holder or any other Holder shall be untrue or incorrect in any material respect as of the date when made or deemed made; or iv) the Company or any Significant Subsidiary other than Enerwaste Europe shall be subject to a Bankruptcy Event. If an Event of Default occurs, the outstanding Principal Amount of the Debentures, plus liquidated damages and other amounts owing in respect thereof through the date of acceleration, shall become, at the Holder's election, immediately due and payable in cash at the Mandatory Default Amount. Commencing five days after the occurrence of any event of default that results in the eventual acceleration of the Debentures, the interest rate on the Debentures shall accrue at a rate equal to the lesser of 17% per annum or the maximum rate permitted under applicable law. The Mandatory Default Amount means the sum of (a) the outstanding principal amount of the Debenture, plus all accrued and unpaid interest, divided by the Conversion Price on the date the Mandatory Default Amount is either (A) demanded or otherwise due or (B) paid in full, whichever has a lower Conversion Price, multiplied by the VWAP on the date the Mandatory Default Amount is either (x) demanded or otherwise due or (y) paid in full, whichever has a higher VWAP, and (b) all other amounts, costs, expenses and liquidated damages due in respect of the Debenture. In connection with the sale of the Debentures, the Company also issued warrants to purchase an aggregate of 83,000 shares of the Company's common stock at an exercise price of $.50 per share. The warrants terminate on December 10, 2013. A registered broker-dealer and a member of the Financial Industry Regulatory Authority was retained as the exclusive placement agent for the Private Placement and was paid a commission of 10% of the gross proceeds from the sale of the Debenture and a non- accountable expense allowance of 3% of the gross proceeds from the sale of the Debenture. Upon each exercise of the Warrants, the broker-dealer will receive a 10% commission and a 3% non-accountable expense allowance, and will also be issued a three-year warrant exercisable to purchase such number of shares of Common Stock, at $.50 per share, equal to 4.5% of the number of shares issued pursuant to the exercise of the Warrants. The placement agent will also be issued a warrant to purchase up to 0.0375% of the fully-diluted outstanding shares of the Company's Common Stock, exercisable at a price of $0.01 per share. In connection with the Private Placement, the Company relied upon the exemption from securities registration afforded by Rule 506 of Regulation D as promulgated by the SEC under the Securities Act of 1933, as amended and Section 4(2) of the Securities Act. No advertising or general solicitation was employed in offering the securities. The offerings and sales were made to a limited number of persons, all of whom were "accredited investors," and transfer was restricted by the Company in accordance with the requirements of the Securities Act. About Waste2Energy Holdings Greenville, S.C.-based Waste2Energy Holdings, Inc. (Pink Sheets: WTEZ) -- http://www.waste2energy.com/-- is a "cleantech" technology company that designs, builds, installs and sells waste to energy plants that generate "Renewable Green Power" converting biomass or other solid waste streams traditionally destined for landfills into clean renewable energy. The Company's balance sheet at June 30, 2010, showed $3.4 million in total assets, $11.7 million in total liabilities, and a stockholders' deficit of $8.3 million. As reported in the Troubled Company Reporter on July 19, 2010, Marcum LLP, in New York, expressed substantial doubt the Company's ability to continue as a going concern, following its results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company has incurred a significant loss from continuing operations of $11.7 million and used cash of $5.2 million for continuing operations which resulted in an accumulated deficit of $30.4 million and a working capital deficiency of $6.6 million as of March 31, 2010. Default On October 30, 2010, a total of $87,500 of principal amount of the Company's 12% Senior Convertible Debentures became due. On November 2, 2010, $40,000 of principal amount of the Debentures became due. The Company did not make the required payment on the maturity date or by the cure period provided by the Debentures and as result an Event of Default under the Debentures has occurred. As a result of the Event of Default, the outstanding principal amount of the Debentures plus accrued but unpaid interest, liquidated damages and other amounts owing in respect thereof through the date of the acceleration will become at the election of the holder of the Debenture immediately due and payable in cash at the Mandatory Default Amount. WILDERNESS CROSSINGS: U.S. Trustee's Conversion Request Rejected ---------------------------------------------------------------- WestLaw reports that a proposed new lender's wire transfer into an attorney trust account of more than $2,300,000 to be used to buy, at a discount, the secured claims of the debtors' former construction and equipment lenders, an agreement by the Internal Revenue Service to discount its claim by waiving the right to approximately $54,000 in penalties, and substantial creditor support for the related debtors' reorganization established unusual circumstances showing that the conversion of the debtors' Chapter 11 cases to Chapter 7 was not in the best interests of the creditors and estates. Thus, the denial of motions to convert by the United States Trustee was warranted, despite the debtors' concession that cause existed for conversion. In re Wilderness Crossings, LLC, --- B.R. ----, 2010 WL 4977135, slip op. http://www.miwb.uscourts.gov/Opinions/pdfs/098011482406[1].pdf (Bankr. W.D. Mich.) (Dales, J.). The Honorable Scott W. Dales says that he "applauds the UST's vigilance in monitoring Chapter 11 bankruptcy proceedings and exercising its prerogative to seek conversion of cases from Chapter 11 to Chapter 7 when post-petition operations threaten to create secondary insolvency or promise no realistic prospect for reorganization. In this case, however, after interrogating counsel at the conversion hearing, and after learning from the IRS's counsel that the Debtors' post-petition tax obligations are current, the court is less concerned about secondary insolvency. In other words, Debtors' counsel has satisfied the court that the Debtors are meeting post-petition payment obligations to the United States and other post-petition creditors. Moreover, the testimony established significant opposition to conversion from secured and unsecured creditors alike, entities with more at stake in this proceeding than the UST's admittedly significant duty to ensure fidelity to the Bankruptcy Code and Rules." Wilderness Crossings, LLC, dba Wild Pony Saloon, runs a bowling alley and indoor family entertainment business located in Grawn, Mich., and sought chapter 11 protection (Bankr. W.D. Mich. Case No. 09-14547) on Dec. 14, 2009. Robert A. Stariha, Esq., at Stariha Law Offices, P.C., in Fremont, Mich., represents the Debtor. At the time of the filing, the Debtor estimated its assets and debts at less than $10 million. KL Investments, LLC, which owns the real estate on which the entertainment center is located, also sought chapter 11 protection (Bankr. W.D. Mich. Case No. 09-14548) on Dec. 14, 2009, and is represented by Wilderness Crossings' counsel. WORKFLOW MANAGEMENT: Has Cash Use, Disclosure Hearing for Jan. 13 ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Workflow Management Inc. was given final approval yesterday to use cash representing collateral for the claims of secured lenders. The agreement for use of cash requires approval by Jan. 18 of a disclosure statement explaining the Chapter 11 plan. Mr. Rochelle relates that the bankruptcy judged scheduled a Jan. 13 hearing to approve the disclosure statement. A motion by the lenders to terminate Workflow's exclusive plan-filing rights was pushed back to the same hearing. The agents for the first-and second-lien lenders are Credit Suisse AG, Cayman Islands Branch, and Silver Point Finance LLC. The lenders previously said that Workflow's plan is fatally defective because it would leave the company insolvent and encumbered with more debt than before. As reported in the Dec. 17, 2010 edition of the Troubled Company Reporter, according to the Disclosure Statement, the Plan implements and is built around these key elements: -- payment in full of all creditors through (i) payment in cash of certain claims in accordance with the terms of the Plan; (ii) reinstatement of all legal, equitable and contractual rights for certain Claims; (iii) reinstatement of terms of the Unsecured Notes, absent any rights provided due to defaults that occurred or were continuing on or prior to the Petition Date; and (iv) the modification of the terms of (a) the First Lien Credit Facility and (b) the Second Lien Credit Facility, on substantially the terms; -- the preservation of Intercompany Claims, the Workflow Equity Interests and the Subsidiary Equity Interests; -- the preservation of the substantial net operating loss carryforward of the Debtors; and -- obtaining the unsecured Exit Loan. Equity Interests of WF Capital and Subsidiary Equity Interests will be fully reinstated and retained. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/WorkFlowManagement_DS.pdf About Workflow Management Headquartered in Dayton, Ohio Workflow Management, Inc., fka Workflow Graphics, Inc. -- http://www.workflowone.com/-- offers commercial printing services, including print buying and document management capabilities, through three divisions: WorkflowOne, Freedom Graphics Services, and United Envelope. It also distributes office products and promotional items through an online ordering system. Its customers include both small and large companies throughout North America in such sectors as financial services, health care, retail, and government. Workflow Management Inc., and its affiliates, filed for Chapter 11 bankruptcy protection on September 29, 2010 (Bankr. E.D. Va. Lead Case No. 10-74617). Cullen A. Drescher, Esq., Daniel F. Blanks, Esq., Douglas M. Foley, Esq., and Patrick L. Hayden, Esq., at McGuireWoods LLP; Sarah Beckett Boehm, Esq., at McGuireWoods LLP; and Rosa J. Evergreen, Esq., at Arnold & Porter LLP, assist the Debtors in their restructuring effort. Arnold & Porter LLP is the Debtors' special counsel. Kaufman & Canoles, P.C., is the Debtors' corporate counsel. FTI Consulting is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. Workflow Management estimated assets and debts at $100 million to $500 million as of the Chapter 11 filing. * Moody's Low-Rated Junk Companies Have $109-Bil. in Maturities --------------------------------------------------------------- The 182 companies with corporate rating of B3 or lower have $109.7 billion in debt maturing from 2011 to 2015, according to a Dec. 15 report from Moody's Investors Service, Bill Rochelle, the bankruptcy columnist for Bloomberg News reports. Moody's reported that the peak comes in 2014, when maturities in the category exceed $40 billion. Less than $5 billion is maturing in 2011, Moody's said. Previously, more debt was maturing in 2011. Improving credit markets allowed companies to refinance. Moody's didn't estimate how much of the later-maturing debt may be refinanced if credit markets remain the same. * S&P's Says Global Corporate Defaults Now 76 After A&P Demise -------------------------------------------------------------- U.S.-based grocery store operator Great Atlantic & Pacific Tea Co. filed a voluntary petition under Chapter 11 of the Bankruptcy Code last week. This raises the year-to-date 2010 global corporate default tally to 76, said an article published December 17 by Standard & Poor's. By region, the current year-to-date default tallies are 53 in the U.S., three in Europe, nine in the emerging markets, and 11 in the other developed region (Australia, Canada, Japan, and New Zealand), according to the article, titled "Global Corporate Default Update (Dec. 10 - 16, 2010) (Premium)." So far this year, missed interest or principal payments are responsible for 27 defaults, Chapter 11 and foreign bankruptcy filings account for 24, distressed exchanges account for 20, receiverships are responsible for three, and regulatory directives and administration account for one default each. Of the global corporate defaulters in 2010, 41% of issues with available recovery ratings had recovery ratings of '6' (indicating our expectation for negligible recovery of 0% to 10%), 10% of the issues had recovery ratings of '5' (modest recovery prospects of 10% to 30%), 11% had recovery ratings of '4' (average recovery prospects of 30% to 50%), and 15% had recovery ratings of '3' (meaningful recovery prospects of 50% to 70%). And for the remaining two rating categories, 13% of the issues had recovery ratings of '2' (substantial recovery prospects of 70% to 90%) and 10% had recovery ratings of '1' (very high recovery prospects of 90% to 100%). * Bank Failures Reach 157 This Year as 6 More Lenders Close ----------------------------------------------------------- On December 17, regulators shuttered, and the Federal Deposit Insurance Corp. took over, six banks holding a total of $1.23 billion in assets, including three in Georgia and one each in Arkansas, Minnesota and Florida. The six closures Friday cost the FDIC's deposit-insurance fund a total of $267.6 million. Real-estate losses have driven this year's bank failures to 157. Regulators have closed 322 banks since the start of 2008. "We're over the hump in terms of number of failures and the average size, and potentially in the cost of them," Bert Ely, a banking consultant in Alexandria, Virginia, said in an interview with Bloomberg News. The crisis is "far from over but we're making headway." This week's failures may be the final closures for 2010 because regulators seldom shut down banks on holiday weekends, Mr. Ely said. The next two Fridays are Christmas Eve, a market holiday in the U.S., and New Year's Eve. More than 500 banks may fail before the cycle that started in 2007 comes to a close, "given the severity of the problems and the prolonged nature of the recovery," Mr. Ely said. The largest failure Friday was Coral Gables, Florida-based Bank of Miami, which was purchased by 1st United Bancorp of Boca Raton, the FDIC said. 1st United picked up almost $375 million in deposits, more than $442 million in assets and three branches. "Their deposits are safe, FDIC-insured, and readily accessible," 1st United Chief Executive Officer Rudy Schupp said in a statement. "Customers will be able to conduct business as usual at their existing branch locations with their familiar banking associates." Three banks in Georgia were shuttered, the largest was Chestatee State Bank of Dawsonville, the FDIC said. Little Rock, Arkansas- based Bank of the Ozarks Inc. added about $240 million in deposits and four branches with the Chestatee purchase. According to Bloomberg, Bank of the Ozarks rose to a record close of $42.60 Friday in Nasdaq Stock Market trading. It has surged 46 percent this year. This is the lender's fourth failed-bank purchase this year, according to FDIC data. 2010 Failed Banks List The FDIC was appointed as receiver for the closed banks. To protect the depositors, the FDIC entered into a purchase and assumption agreement with various banks that agreed to assume the deposits of most of the closed banks. The FDIC also entered into loss-share transactions on assets bought by the banks. For this year, the failed banks are: Loss-Share Transaction Party FDIC Cost Assets of Bank That Assumed to Insurance Closed Bank Deposits & Bought Fund Closed Bank (millions) Certain Assets (millions) ----------- ---------- -------------- ----------- The Bank of Miami $448.2 1st United Bank $64.0 Appalachian Commun. $68.2 Peoples Bank $26.0 United Americas Bank $242.3 State Bank and Trust $75.8 Community National Bank $31.6 Farmers & Merchants $3.7 First Southern Bank $191.8 Southern Bank $22.8 Chestatee State Bank $244.4 Bank of the Ozarks $75.3 Earthstar Bank $112.6 Polonia Bank $22.9 Paramount Bank $252.7 Level One Bank $90.2 Gulf State Community $112.1 Centennial Bank $42.7 First Banking Center $750.7 First Michigan Bank $142.6 Allegiance Bank $106.6 VIST Bank $14.2 Darby Bank & Trust $654.7 Ameris Bank $136.2 Copper Star Bank $204.0 Stearns Bank $43.6 Tifton Banking $143.7 Ameris Bank $24.6 Western Commercial $98.6 California Bank $25.2 First Vietnamese $48.0 Grandpoint Bank $9.6 Pierce Commercial $221.1 Heritage Bank $21.3 K Bank $538.3 Manufacturers & Traders $198.4 The Gordon Bank $29.4 Morris Bank $9.0 Progress Bank of Fla. $110.7 Bay Cities Bank $25.0 First Arizona $272.2 No Acquirer $32.8 First Bank of Jack. $81.0 Ameris Bank $16.2 Hillcrest Bank, KS $1,650.0 Hillcrest Bank, N.A. $329.7 First Suburban $148.7 Seaway Bank and Trust $31.4 First Nat'l of Barn. $131.4 United Bank $33.9 Premier Bank $1,180.0 Providence Bank. $406.9 WestBridge Bank $91.5 Midland States Bank $18.7 Security Savings Bank $508.4 Simmons First $82.2 Wakulla Bank $424.1 Centennial Bank $113.4 Shoreline Bank $104.2 GBC International $41.4 Haven Trust Bank $148.6 First Southern $31.9 North County Bank $288.8 Whidbey Island $72.8 First Commerce $248.2 Community & Southern $71.4 Bank of Ellijay $168.8 Community & Southern $55.2 Bramble Savings Bank $47.5 Foundation Bank $14.6 Maritime Savings Bank $350.5 North Shore Bank $83.6 The Peoples Bank $447.2 Community & Southern $98.9 ISN Bank $81.6 Customers Bank $23.9 Horizon Bank $187.8 Bank of the Ozarks $58.9 Los Padres Bank $870.4 Pacific Western $8.7 Pacific State Bank $312.1 Rabobank, N.A. $32.6 ShoreBank $2,160.0 Urban Partnership $367.7 Butte Community Bank $498.8 Rabobank, N.A. $17.4 Sonoma Valley Bank $337.1 Westamerica Bank $10.1 Imperial Savings & Loan $9.4 River Community $3.5 Community National $67.9 CenterState Bank of Fla. $10.3 Independent National $156.2 CenterState Bank of Fla. $23.2 Palos Bank and Trust $493.4 First Midwest Bank $72.0 Ravenswood Bank $264.6 Northbrook Bank & Trust $68.1 Northwest Bank & Trust $167.7 State Bank and Trust $39.8 Bayside Savings Bank $66.1 Centennial Bank, Conway $16.2 Coastal Community Bank $362.9 Centennial Bank, Conway $94.5 The Cowlitz Bank $529.3 Heritage Bank $68.9 LibertyBank $768.2 Home Federal Bank $115.3 The Cowlitz Bank $529.3 Heritage Bank $68.9 Coastal Community $372.9 Centennial Bank $94.5 Bayside Savings $66.1 Centennial Bank $16.2 NorthWest Bank $167.7 State Bank and Trust $39.8 Williamsburg First $139.3 First Citizens Bank $8.8 Thunder Bank, Sylvan $32.6 The Bennington State $4.5 Community Security $108.0 Roundbank, Waseca $18.6 Crescent Bank $1,010.0 Renasant Bank $242.4 Sterling Bank $407.9 IBERIABANK $45.5 Home Valley Bank $251.8 South Valley Bank $37.1 SouthwestUSA Bank $214.0 Plaza Bank, Irvine $74.1 Turnberry Bank $263.9 NAFH National $34.4 First National Bank $682.0 NAFH National $74.9 Mainstreet Savings $97.4 Commercial Bank $11.4 Woodlands Bank $376.2 Bank of the Ozarks $115.0 Metro Bank of Dade $442.3 NAFH National $67.6 Olde Cypress Community $168.7 CenterState Bank $31.5 USA Bank, Port Chester $193.3 New Century Bank $61.7 Bay National Bank $282.2 Bay Bank, FSB $17.4 Ideal Federal Savings $6.3 -- None -- $2.1 Home National Bank $644.5 RCB Bank, Claremore $78.7 First National $252.5 The Savannah Bank $68.9 High Desert $80.3 First American $20.9 Peninsula Bank $644.3 Premier American $194.8 Nevada Security Bank $480.3 Umpqua Bank $80.9 Washington First $520.9 East West Bank $158.4 TierOne Bank $2,800.0 Great Western Bank $297.8 Arcola Homestead $17.0 -- None -- $3.2 First National Bank $60.4 Jefferson Bank $12.6 Sun West Bank $360.7 City National Bank $96.7 Granite Community $102.9 Tri Counties Bank $17.3 Bank of Fla- Southeast $595.3 EverBank $71.4 Bank of Fla- Southwest $559.9 EverBank $91.3 Bank of Fla- Tampa Bay $245.2 EverBank $40.3 Pinehurst Bank $61.2 Coulee Bank $6.0 Southwest Community $96.6 Simmons First Nat'l $29.0 New Liberty Bank $109.1 Bank of Ann Arbor $25.0 Satilla Community Bank $135.7 Ameris Bank $31.3 Midwest Bank & Trust $3,170.0 Firstmerit Bank $216.4 1st Pacific Bank $335.8 City National Bank $87.7 Access Bank $32.0 PrinsBank, Prinsburg $5.5 Towne Bank of Ariz $120.2 Commerce Bank $41.8 The Bank of Bonifay $242.9 First Federal Bank $78.7 Frontier Bank $3,500.0 Union Bank, NA $1,370.0 BC National Banks $67.2 Community First $11.4 Champion Bank $187.3 BankLiberty $52.7 CF Bancorp $1,650.0 First Michigan Bank $615.3 Westernbank PR $11,940.0 Banco Popular de PR $3,310.0 R-G Premier Bank $5,920.0 Scotiabank de PR $1,230.0 Eurobank, SJ, PR $2,560.0 Oriental Bank & Trust $743.9 Lincoln Park Savings $199.9 Northbrook Bank $48.4 Peotone Bank $130.2 First Midwest $31.7 Wheatland Bank $437.2 Wheaton Bank $133.0 New Century Bank $485.6 MB Financial $125.3 Citizens Bank&Trust $77.3 Republic Bank $20.9 Broadway Bank $1,200.0 MB Financial $394.3 Amcore Bank $3,800.0 Harris $220.3 Lakeside Community $53.0 People's United $11.2 Innovative Bank $268.9 Center Bank $37.8 City Bank $1,130.0 Whidbey Island $323.4 Butler Bank $233.2 People's United $22.9 AmericanFirst Bank $90.5 TD Bank, N.A. $10.5 First Federal $393.3 TD Bank, N.A. $6.0 Riverside National $3,420.0 TD Bank, N.A. $491.8 Tamalpais Bank $628.9 Union Bank, N.A. $81.1 Beach First National $585.1 Bank of NC $130.3 McIntosh Commercial $362.9 CharterBank, West Point $123.3 Desert Hills Bank $496.6 New York Community Bank $106.7 Unity National Bank $292.2 Bank of the Ozarks $67.2 Key West Bank $88.0 Centennial Bank $23.1 State Bank of Aurora $28.2 Northern State Bank $4.2 First Lowndes Bank $137.2 First Citizens Bank $38.3 Bank of Hiawassee $377.8 Citizens South Bank $137.7 Appalachian Community $1,010.0 Community & Southern $419.3 Advanta Bank Corp. $1,600.0 - None - $635.6 Century Security $96.5 Bank of Upson $29.9 American National $70.3 National Bank and Trust $17.1 The Park Avenue Bank $520.1 Valley National Bank $50.7 Statewide Bank $243.2 Home Bank, Lafayette $38.1 Old Southern Bank $315.6 Centennial Bank $94.6 LibertyPointe Bank $209.7 Valley National $24.8 Sun American Bank $535.7 First-Citizens Bank $103.8 Waterfield Bank $155.6 {FDIC Created} $51.0 Centennial Bank $215.2 Zions Bank $96.3 Bank of Illinois $211.7 Heartland Bank $53.7 Rainier Pacific Bank $446.2 Umpqua Bank, Roseburg $95.2 Carson River Community $51.1 Heritage Bank of Nevada $7.9 George Washington $412.8 FirstMerit Bank $141.4 La Jolla Bank $3,600.0 OneWest Bank, FSB $882.3 The La Coste Nat'l $53.9 Community National $3.7 Marco Community Bank $119.6 Omaha Bank $38.1 1st American State $18.2 Community Development $3.1 First National Bank $832.6 Community & Southern $260.4 Florida Community $875.5 Premier American Bank $352.6 American Marine Bank $373.2 Columbia State Bank $58.9 Marshall Bank, N.A. $59.9 United Valley Bank $4.1 First Regional Bank $2,180.0 First-Citizens Bank $825.5 Comm. Bank & Trust $1,210.0 SCBT, N.A. $354.5 Charter Bank $1,200.0 Charter, Albuquerque $201.9 Evergreen Bank $488.5 Umpqua Bank, Roseburg $64.2 Columbia River Bank $1,100.0 Columbia State Bank $172.5 Bank of Leeton $20.1 Sunflower Bank $8.1 Premier American Bank $350.9 Bond Street subsidiary $85.0 Town Community $69.6 Bank First American $17.8 St. Stephen State $24.7 First State Bank $7.2 Barnes Banking $827.8 {DINB Created} $271.3 Horizon Bank $1,400.0 Washington Federal $539.1 In 2009, there were 140 failed banks, compared with just 25 for 2008. A complete list of banks that failed since 2000 is available at: http://www.fdic.gov/bank/individual/failed/banklist.html 860 Banks Now in FDIC's Problem List The Federal Deposit Insurance Corporation said in is latest quarterly banking profile that the number of institutions on its "Problem List" rose to 860 as of Sept. 30, 2010 from 829 at June 30, 2010. There were 775 banks on the list at the end of the first quarter. The FDIC, however, pointed out that the total assets of "problem" institutions declined from $403 billion to $379 billion. The number of "problem" institutions is the highest since March 31, 1993, when there were 928. Forty-one insured institutions failed during the third quarter, bringing the total number of failures for the first three quarters of the year to 127. The number of insured commercial banks and savings institutions reporting quarterly financial results fell from 7,830 in the second quarter to 7,760 in the third quarter. Five new reporting institutions were added during the quarter, while 30 institutions were absorbed into other charters through mergers. The FDIC noted that the number of employees (full-time equivalent) increased for a second consecutive quarter, after falling in each of the previous 12 quarters. The 0.4% (8,195) increase lifted the industry's total employment to 2.04 million, which is still 8.2% below the peak of 2.22 million reported in first quarter 2007. The Deposit Insurance Fund (DIF) balance improved for the third consecutive quarter. The DIF balance -- the net worth of the fund -- improved from negative $15.2 billion to negative $8 billion during the third quarter. The improvement stemmed primarily from assessment revenues and from a reduction in the contingent loss reserve. This reserve, which covers the costs of expected failures, declined from $27.5 billion to $21.3 billion during the quarter. While part of the decline reflects the removal of amounts reserved for banks that failed, part also reflects lower costs for future failures. The FDIC added that its liquid resources -- cash and marketable securities -- remained strong. Liquid resources stood at $43.7 billion at the end of the third quarter, essentially unchanged from the second quarter. "While we expect demands on cash to continue," Chairman Bair said, "our projections indicate that our current resources are more than enough to resolve anticipated failures and meet outstanding obligations for banks that have already failed." Total insured deposits declined by 0.3% ($15 billion) during the quarter. Chairman Bair said, "The industry has come a long way in cleaning up balance sheets, building capital, and adjusting to changes in financial markets and the economy. But the adjustments are not over, and this is no time for complacency." Problem Institutions Failed Institutions -------------------- ------------------- Year Number Assets (Mil) Number Assets (Mil) ---- ------ ------------ ------ ------------ 2009 702 $402,800 140 $169,700 2008 252 $159,405 25 $371,945 2007 76 $22,189 3 $2,615 2006 50 $8,265 0 $0 2005 52 $6,607 0 $0 2004 80 $28,250 4 $170 * BOND PRICING -- For Week From Dec. 13 to 17, 2010 --------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- 155 E TROPICANA 8.750% 4/1/2012 4.580 ABITIBI-CONS FIN 7.875% 8/1/2009 15.125 ADVANTA CAP TR 8.990% 12/17/2026 11.500 AFFINITY GROUP 10.875% 2/15/2012 49.500 AHERN RENTALS 9.250% 8/15/2013 49.000 AMBAC INC 5.950% 12/5/2035 10.250 AMBAC INC 7.500% 5/1/2023 9.000 AMBAC INC 9.375% 8/1/2011 12.300 AMBAC INC 9.500% 2/15/2021 9.500 AMBASSADORS INTL 3.750% 4/15/2027 38.800 AT HOME CORP 0.525% 12/28/2018 0.504 BALLY TOTAL FITN 14.000% 10/1/2013 1.000 BANK NEW ENGLAND 8.750% 4/1/1999 12.000 BANK NEW ENGLAND 9.875% 9/15/1999 11.000 BANKUNITED FINL 6.370% 5/17/2012 6.000 BLOCKBUSTER INC 9.000% 9/1/2012 1.447 BOWATER INC 6.500% 6/15/2013 31.000 BOWATER INC 9.500% 10/15/2012 36.500 C&D TECHNOLOGIES 5.500% 11/15/2026 73.000 CAPMARK FINL GRP 5.875% 5/10/2012 37.000 COLONIAL BANK 6.375% 12/1/2015 0.190 CS FINANCING CO 10.000% 3/15/2012 2.900 DUNE ENERGY INC 10.500% 6/1/2012 70.625 EDDIE BAUER HLDG 5.250% 4/1/2014 5.000 ELEC DATA SYSTEM 3.875% 7/15/2023 96.000 EVERGREEN SOLAR 4.000% 7/15/2013 40.500 FAIRPOINT COMMUN 13.125% 4/1/2018 8.250 FAIRPOINT COMMUN 13.125% 4/2/2018 8.750 GENERAL MOTORS 7.125% 7/15/2013 30.300 GENERAL MOTORS 7.700% 4/15/2016 29.205 GENERAL MOTORS 9.450% 11/1/2011 28.000 GREAT ATLA & PAC 5.125% 6/15/2011 33.750 GREAT ATLA & PAC 6.750% 12/15/2012 32.500 GREAT ATLANTIC 9.125% 12/15/2011 24.367 IDLEAIRE TECH CP 13.000% 12/15/2012 0.900 KEYSTONE AUTO OP 9.750% 11/1/2013 47.500 LAMAR ADVERTISIN 2.875% 12/31/2010 98.125 LEHMAN BROS HLDG 1.985% 6/29/2012 10.000 LEHMAN BROS HLDG 4.500% 8/3/2011 21.125 LEHMAN BROS HLDG 4.700% 3/6/2013 21.875 LEHMAN BROS HLDG 4.800% 2/27/2013 20.860 LEHMAN BROS HLDG 4.800% 3/13/2014 23.000 LEHMAN BROS HLDG 5.000% 1/22/2013 20.750 LEHMAN BROS HLDG 5.000% 2/11/2013 20.500 LEHMAN BROS HLDG 5.000% 3/27/2013 19.900 LEHMAN BROS HLDG 5.000% 8/3/2014 21.250 LEHMAN BROS HLDG 5.000% 8/5/2015 20.400 LEHMAN BROS HLDG 5.100% 1/28/2013 19.500 LEHMAN BROS HLDG 5.150% 2/4/2015 21.750 LEHMAN BROS HLDG 5.250% 2/6/2012 23.000 LEHMAN BROS HLDG 5.250% 1/30/2014 19.625 LEHMAN BROS HLDG 5.250% 2/11/2015 21.500 LEHMAN BROS HLDG 5.500% 4/4/2016 23.250 LEHMAN BROS HLDG 5.550% 2/11/2018 19.025 LEHMAN BROS HLDG 5.600% 1/22/2018 19.000 LEHMAN BROS HLDG 5.625% 1/24/2013 23.750 LEHMAN BROS HLDG 5.750% 7/18/2011 22.875 LEHMAN BROS HLDG 5.750% 5/17/2013 20.500 LEHMAN BROS HLDG 6.000% 7/19/2012 21.500 LEHMAN BROS HLDG 6.000% 6/26/2015 20.750 LEHMAN BROS HLDG 6.000% 12/18/2015 20.750 LEHMAN BROS HLDG 6.000% 2/12/2018 19.325 LEHMAN BROS HLDG 6.200% 9/26/2014 22.250 LEHMAN BROS HLDG 6.625% 1/18/2012 23.000 LEHMAN BROS HLDG 7.875% 11/1/2009 20.500 LEHMAN BROS HLDG 8.000% 3/5/2022 20.750 LEHMAN BROS HLDG 8.400% 2/22/2023 19.000 LEHMAN BROS HLDG 8.500% 8/1/2015 19.750 LEHMAN BROS HLDG 8.500% 6/15/2022 21.125 LEHMAN BROS HLDG 8.800% 3/1/2015 21.750 LEHMAN BROS HLDG 9.000% 12/28/2022 20.500 LEHMAN BROS HLDG 9.000% 3/7/2023 20.750 LEHMAN BROS HLDG 9.500% 12/28/2022 21.750 LEHMAN BROS HLDG 9.500% 1/30/2023 21.750 LEHMAN BROS HLDG 9.500% 2/27/2023 18.000 LEHMAN BROS HLDG 10.000% 3/13/2023 20.750 LEHMAN BROS HLDG 10.375% 5/24/2024 18.625 LEHMAN BROS HLDG 11.000% 6/22/2022 21.750 LEHMAN BROS HLDG 11.000% 7/18/2022 20.500 LEHMAN BROS HLDG 11.000% 3/17/2028 20.500 LEHMAN BROS INC 7.500% 8/1/2026 10.000 LOCAL INSIGHT 11.000% 12/1/2017 22.500 MAGNA ENTERTAINM 7.250% 12/15/2009 6.000 MASSEY ENERGY CO 2.250% 4/1/2024 87.875 NETWORK COMMUNIC 10.750% 12/1/2013 18.500 NEWPAGE CORP 10.000% 5/1/2012 58.500 NEWPAGE CORP 12.000% 5/1/2013 31.875 PALM HARBOR 3.250% 5/15/2024 44.000 PERKINS & MARIE 14.000% 5/31/2013 45.375 PPO-CALL12/10 8.750% 5/15/2012 99.500 PPO-CALL12/10 8.750% 5/15/2012 97.250 RADIO ONE INC 8.875% 7/1/2011 97.000 RAFAELLA APPAREL 11.250% 6/15/2011 74.438 RASER TECH INC 8.000% 4/1/2013 35.250 RESTAURANT CO 10.000% 10/1/2013 29.000 RESTAURANT CO 10.000% 10/1/2013 28.625 RJ TOWER CORP 12.000% 6/1/2013 1.000 SPHERIS INC 11.000% 12/15/2012 1.550 THORNBURG MTG 8.000% 5/15/2013 3.000 TIMES MIRROR CO 7.250% 3/1/2013 45.000 TOM'S FOODS INC 10.500% 11/1/2004 1.704 TRANS-LUX CORP 8.250% 3/1/2012 10.175 TRICO MARINE 3.000% 1/15/2027 4.500 TRICO MARINE SER 8.125% 2/1/2013 9.125 VERTIS INC 13.500% 4/1/2014 29.750 VERTIS INC 18.500% 10/1/2012 23.875 VIRGIN RIVER CAS 9.000% 1/15/2012 45.500 WASH MUT BANK NV 5.950% 5/20/2013 0.190 WCI COMMUNITIES 7.875% 10/1/2013 0.600 WOLVERINE TUBE 15.000% 3/31/2012 36.000 XJT-CALL12/10 11.250% 8/1/2023 99.000 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland, USA. Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise Marie Varquez, Philline Reluya, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2010. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $775 for 6 months delivered via e- mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Christopher Beard at 240/629-3300. *** End of Transmission ***