/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/101230.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, December 30, 2010, Vol. 14, No. 360 Headlines 1009 BH: Case Summary & 13 Largest Unsecured Creditors ABITIBIBOWATER INC: 8 Directors Do Not Own Any Securities ABITIBIBOWATER INC: Avenue Capital Discloses 5.1% Equity Stake ALAN HOWARD: Case Summary & 20 Largest Unsecured Creditors ALL AMERICAN: Assures Approval of Plan Merger AMBAC FINANCIAL: Committee Has Information Sharing Protocol AMBAC FINANCIAL: Gets OK to Pay Employee & Tax Obligations AMBAC FINANCIAL: Settles Securities Class Actions for $27.1 Mil. AMBAC FINANCIAL: Wins Approval for Dewey & LeBoeuf as Counsel AMERICAN INT'L: 2010 Performance "Gravity-Defying," WSJ Says AMERICAN INT'L: Discloses 11.7% Equity Stake in Blackstone Group AMERICAN INT'L: Inks $3 Billion Credit Deal With JPMorgan Chase ANTHONY SEALY: Case Summary & 20 Largest Unsecured Creditors ART-EXCHANGE.COM, INC.: Case Summary & Creditors List BEACON CAPITAL: To Sell Properties Under Loan Modification Deal BERNARD L MADOFF: Accountant Sues US Marshals Over Forfeitures BERNARD L MADOFF: Picard Sues Colorado Entities BIOFUEL ENERGY: David Horn Has 39.8% Equity Stake BIOFUEL ENERGY: Third Point Entities Have 22.8% Equity Stake BLOCKBUSTER INC: Gets 45-Day Extension of Challenge Period BLOCKBUSTER INC: Gets Nod to Assume Nat'l Union Insurance Pacts BLOCKBUSTER INC: Wants Until April 21 to Decide on Leases BLUEKNIGHT ENERGY: MSD Affirms Stand Against Restructuring Deal BRICOUR PROPERTIES: Case Summary & 20 Largest Unsecured Creditors C&D TECHNOLOGIES: Completes Debt-to-Equity Exchange Offer C&D TECHNOLOGIES: Delisted From New York Stock Exchange CAPITOL BANCORP: C. Meeusen Owns 97,625 Shares of Common Stock CASCADE BANCORP: Shareholders OK Sale of $177MM of Stock CHENIERE ENERGY: Acctg. Officer Smith Reports Equity Stake CHENIERE ENERGY: GSO Capital et al. Disclose Equity Stake CHIMNEY HILL: Case Summary & 18 Largest Unsecured Creditors CLEAR CHANNEL: Exploring Financing Alternatives CLEARWIRE CORP: Three Directors Do Not Own Any Securities COLONIAL BANCGROUP: To Present Plan for Confirmation on Feb. 3 COMSTOCK MINING: Sun Valley Owns 4.8-Mil. Shares of Pref. Stock COUNTRYWIDE FINANCIAL: Allstate Sues Over $700MM in MBS CRYOPORT INC: 12.3 Mil. Shares May Be Resold by Stockholders DANSY PROPERTIES: Case Summary & 4 Largest Unsecured Creditors DIABETES AMERICA: Court Extends Filing of Schedules Until Feb. 4 DIABETES AMERICA: Gets Interim Nod to Use Cash Collateral DOMINADOR CASTILLO: Case Summary & 17 Largest Unsecured Creditors DR HORTON: S&P Retains 'BB-' Rating on $2.2 Bil. Senior Notes DUKE AND KING: Bank of America Wants Case Converted to Chapter 7 DUKE AND KING: Has Access to Cash Collateral Until Jan. 14 DUKE AND KING: Section 341(a) Meeting Scheduled for January 18 DUKE AND KING: Wants Until Jan. 9 to File Schedules & Statements EAGLES CREST: Case Summary & 8 Largest Unsecured Creditors ECOLY INTERNATIONAL: Case Summary & Largest Unsecured Creditor ELEPHANT TALK: Amends Form S-1; Files Signed Version of Opinion ELEPHANT TALK: Amends Form S-8 to File Exhibits EMMIS COMMUNICATIONS: JSA to Prosecute Claims vs. Alden Global ENCORIUM GROUP: Delisted From NASDAQ Stock Market ENERGY FUTURE: Offers $1.06-Bil. Senior Secured Notes Due 2020 FAIRPOINT COMMUNICATIONS: Wants Jan. 13 Phase 2 Plan Hearing FIRST DATA: Exchange Offer Cues Fitch to Put 'CCC/RR6' Ratings FIRST YORKSHIRE: Voluntary Chapter 11 Case Summary FRANCIS ESSIEN: Case Summary & 19 Largest Unsecured Creditors GARY ALLSHOUSE: Objection Deadline to Claim of Exemptions Extended GENERAL MOTORS: Major Wall Street Banks Bullish on Shares GREAT ATLANTIC & PACIFIC: Aletheia Has 10.1% Equity Stake GREAT ATLANTIC & PACIFIC: Among Firms With Lowest Price/LQA Sales GREAT ATLANTIC & PACIFIC: Won't Appeal NYSE Regulation Suspension GREENBRIER COS: WL Ross Group Discloses 11.7% Equity Stake HAWAIIAN TELCOM: Secured Lenders Start Trading New Equity HERCULES OFFSHORE: Board Committee OKs Incentives for CEO HOLOGIC INC: S&P Assigns 'BB+' Senior Unsecured Debt Rating HUMBERTO TRIANA: Case Summary & 19 Largest Unsecured Creditors INFOLOGIX INC: Files Information Statement on Stanley Merger INFOLOGIX INC: To Be Delisted From Nasdaq Effective Dec. 30 INFOLOGIX INC: Delisted From NASDAQ Stock Market INNOLOG HOLDINGS: M. Kane Discloses 33.3% Equity Stake INTERNATIONAL COAL: V. Prem Watsa Discloses 11.1% Equity Stake INTERNATIONAL COAL: WL Gross Discloses 6.02% Equity Stake ISTAR FINANCIAL: Fir Tree Inc. Discloses 5.1% Equity Stake JOHN LIMM: Chiri Acquisitions Wants Case Converted or Dismissed JOHN LIMM: Hearing on Plan Outline Set for January 13 JOSEPH JUNKOVIC: Section 341(a) Meeting Scheduled for Feb. 2 JOSEPH SCHABATKA: Case Summary & 17 Largest Unsecured Creditors JUMA TECHNOLOGY: A. Benowitz Discloses 82.6% Equity Stake KENMORE REALTY: Section 341(a) Meeting Scheduled for Feb. 2 LA VILLITA: Gets Okay to Hire Oppenheimer Blend as Bankr. Counsel LA VILLITA: Asks for Court's Permission to Use Cash Collateral LDK SOLAR: $31.9 Mil. of Notes Accepted for Exchange LEHMAN BROTHERS: Ad Hoc Creditors Amend Plan Outline Exhibit LEHMAN BROTHERS: Court OKs falls of Neuse Settlement LEHMAN BROTHERS: Wants to Clarify Protocol for Derivative Pacts LUIS TABARES: Case Summary & 15 Largest Unsecured Creditors LUIS VEGA: Case Summary & 11 Largest Unsecured Creditors LUXE BEAUTY: Case Summary & 2 Largest Unsecured Creditors MARGRET TUCKER: Voluntary Chapter 11 Case Summary MARTIN CADILLAC: Newark Bankruptcy Judge Axes Sale Deal MEDICAL CONNECTIONS: Major Shareholders OK Issuance of More Shares MARK GINSBURG: Has Until February 7 to Propose Chapter 11 Plan MICHAEL BOYER: Case Summary & 13 Largest Unsecured Creditors MOLECULAR INSIGHT: M. Attarian Does Not Own Any Securities MOUNTAIN PROVINCE: Enviro. Impact Statement for Gacho Kue Sent N.L.C. UNITRUST: Taps Weir & Partners as Bankruptcy Counsel NAIR'S LAWN: Case Summary & 20 Largest Unsecured Creditors NATIONAL CENTURY: Court Declines to Cut D. Ayers' 15-Year Sentence NATIONAL CENTURY: Court Denies Ariz. Noteholders Plea for Judgment NATIONAL CENTURY: Ohio Court Sentences R. Parrett to 25 Years NATIONAL COAL: Terminates Common Stock Registration NAVISTAR INT'L: Earns $39 Million in 4th Quarter Ended Oct. 31 NEW BERN: Has Until December 30 to Propose Chapter 11 Plan NORBERT MILLER: Case Summary & 4 Largest Unsecured Creditors NORTHWESTERN STONE: Taps Kepler & Peyton as Bankruptcy Counsel NORTHWESTERN STONE: Asks for Court's Nod to Use Cash Collateral NOVASTAR FINANCIAL: Jefferies Capital Discloses 8.3% Equity Stake OSCEOLA DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors PEARL COS: 4th Grade Students Ask Judge to Save Orchestra PLATINUM STUDIOS: CEO Rosenberg Extend Loans' Due Dates PRIUM SPOKANE: Two Creditors Oppose Use of Cash Collateral PROTEONOMIX INC: M. Cohen Discloses 17% Equity Stake QUATRINE FURNITURE: Case Summary & 20 Largest Unsecured Creditors QUEPASA CORP: Mexicans & Americans Discloses 19.4% Equity Stake RACING SERVICES: N. Dak. Ct. Rules on Creditor's Suit v. Nevada RAY SHAHANI: Court Dissolves Injunction in East West Suit REINA FLORES: Case Summary & 11 Largest Unsecured Creditors ROBERT LEWIS: Case Summary & 9 Largest Unsecured Creditors SAND TECHNOLOGY: Registers 4,000,000 Class A Shares for Resale SANSWIRE CORP: Director Seifert Disposes of 10,000 Shares SHELBRAN INVESTMENTS: Section 341(a) Meeting Scheduled for Jan. 19 SINCLAIR BROADCAST: Has Retransmission Consent Deal With Mediacom SINCLAIR BROADCAST: Time Warner to Remove Stations at Yearend SKINNY NUTRITIONAL: Inks Subscription Deal With Investors STATION CASINOS: Proposes to Assign Contracts to FG Opco STATION CASINOS: Seeks Determination of Zero Income-Tax Liability STATION CASINOS: Wants to Amend Plan, Asks for Confirmation STILLWATER MINING: Norimet Reduces Stake to 0% After Sale STRAWBERRY FARMS: Preston Strawberry Wants Ch. 11 Case Dismissed SUNCAL COS: Calif. Court Approves Compromise With Lehman SUZANNE GERBASI: Case Summary & 5 Largest Unsecured Creditors TAYLOR BEAN: Bank of America Objects to Wells Fargo Accord TERRESTAR NETWORKS: Court Sets Confirmation Hearing for March 4 TERRESTAR NETWORKS: Wins Approval to Reject Services Agreements TERRESTAR NETWORKS: Wins Nod for Epiq as Subscription Agent TIGRENT INC: Names Steven Barre as Chief Executive Officer TOWNSENDS INC: Wants Filing of Schedules Extended by 30 Days TOWNSENDS INC: Taps McKenna Long as Special Counsel TOWNSENDS INC: Wants to Hire Dalton Edgecomb as CRO TREVOR DAVIS: Files for Chapter 11 to Avoid Foreclosure TREVOR DAVIS: Case Summary & 6 Largest Unsecured Creditors TWAIN CONDOMINIUMS: Wants to Use City National's Cash Collateral TWEETER HOME: Court Rules on CEA Broomfiled Lease Dispute UNI-PIXEL: Osmium Capital Reports 7.15% Equity Stake UNI-PIXEL: Raptor Capital Reports 19.07% Equity Stake UNITED CONTINENTAL: B. Hart Owns 20,956 Shares of Restricted Stock UNITED CONTINENTAL: Expects $8.6-$8.7 Billion Cash at End of 2010 UNITED CONTINENTAL: Gives Notice of Put Option On 5% Notes UNITED CONTINENTAL: Updates Q4/Full Year 2010 Projections VENTO FAMILY: Case Summary & 3 Largest Unsecured Creditors VILICA LLC: Files Schedules of Assets & Liabilities VISTA DEL RIO: Case Summary & 8 Largest Unsecured Creditors VOLIN LLC: Preston Strawberry Wants Chapter 11 Case Dismissed ZWC PROPERTIES: Case Summary & 9 Largest Unsecured Creditors * Black Diamond Raises $372-Mil. for Distressed Fund * Chapter 11 Cases With Assets & Liabilities Below $1,000,000 ********* 1009 BH: Case Summary & 13 Largest Unsecured Creditors ------------------------------------------------------ Debtor: 1009 BH Properties, LLC 1009 N. Beverly Drive Beverly Hills, CA 90210 Bankruptcy Case No.: 10-65061 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Debtor's Counsel: David J. Richardson, Esq. THE CREDITORS' LAW GROUP 2310 Hyperion Avenue, Suite A Los Angeles, CA 90027 Tel: (323) 686-5400 Fax: (323) 686-5403 E-mail: djr@thecreditorslawgroup.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 13 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-65061.pdf The petition was signed by Brandon Wolsic, vice president of Rossco Holdings Inc., manager. Debtor-affiliates that filed separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Rossco Holdings, Inc. 10-55951 08/02/10 Colony Lodging, Inc. 10-55925 07/27/10 Monte Nido Estates, LLC 10-55947 07/28/10 WM Properties, Ltd. 10-55970 07/28/10 Leonard M. Ross 10-49358 09/15/10 ABITIBIBOWATER INC: 8 Directors Do Not Own Any Securities --------------------------------------------------------- In separate Form 3 filings with the Securities and Exchange Commission on December 17, 2010, eight directors at AbitibiBowater Inc. disclosed that they do not beneficially own any securities of the Company. They are: (1) Michael S. Rousseau (2) Alain Rheaume (3) Sarah E. Nash (4) Jeffrey A. Hearn (5) Richard Garneau (6) Richard D. Falconer (7) Pierre Dupuis (8) David H. Wilkins About AbitibiBowater Inc. AbitibiBowater Inc. produces newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. The Company also recycles old newspapers and magazines. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15 case of ACI, et al. The U.S. Bankruptcy Court issued an opinion confirming AbitibiBowater's plan of reorganization under chapter 11 of the U.S. Bankruptcy Code on November 22, 2010. The Debtor also obtained approval of its reorganization plan under the Canadian Companies' Creditors Arrangement Act. AbitibiBowater emerged from bankruptcy on December 9, 2010. ABITIBIBOWATER INC: Avenue Capital Discloses 5.1% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 20, 2010, Avenue Capital Management II, L.P. disclosed that it beneficially owns 3,774,059 shares of common stock of AbitibiBowater Inc., representing 5.1% of the shares outstanding. Other affiliates of Avenue Capital Management also disclosed beneficial ownership of shares: Shares Equity Beneficially Owned Stake ------------------ ------ Avenue Investments, L.P. 99,661 0.1% Avenue International Master, L.P. 288,379 0.4% Avenue International, Ltd. 288,379 0.4% Avenue International Master GenPar, Ltd. 288,379 0.4% Avenue Partners, LLC 388,040 0.5% Avenue CDP Global Opportunities Fund, L.P. 90,121 0.1% Avenue Global Opportunities Fund GenPar, LLC 90,121 0.1% Avenue Special Situations Fund IV, L.P. 686,525 0.9% Avenue Capital Partners IV, LLC 686,525 0.9% GL Partners IV, LLC 686,525 0.9% Avenue Special Situations Fund V LP 2,609,373 3.5% Avenue Capital Partners V, LLC 2,609,373 3.5% GL Partners V, LLC 2,609,373 3.5% Avenue Capital Management II GenPar, LLC 3,774,059 5.1% Marc Lasry 3,774,059 5.1% The approximate percentages of Common Stock reported as beneficially owned by the Reporting Persons are based upon 73,752,881 shares of Common Stock issued and outstanding as of December 9, 2010, as reported by the Company in its Form 8-K filed by with the Securities Exchange Commission on December 15, 2010. The numbers and approximate percentage of shares of Common Stock reported as beneficially owned by the Reporting Persons exclude Common Stock that may be issued in connection with the resolution of certain disputed claims in respect of which share reserves have been created, including among others a disputed claim by Bowater Canada Finance Corporation against Bowater Inc. An Aggregate of 23,382,073 shares of Common Stock is being held in such reserves. The amount of Common Stock, if any, that could be received by the Reporting Persons in future distributions from such reserves in connection with the resolution of such claims, and the timing of any such distributions, is uncertain. About AbitibiBowater Inc. AbitibiBowater Inc. produces newsprint, commercial printing papers, market pulp and wood products. It is the eighth largest publicly traded pulp and paper manufacturer in the world. AbitibiBowater owns or operates 22 pulp and paper facilities and 26 wood products facilities located in the United States, Canada and South Korea. The Company also recycles old newspapers and magazines. The Company and several of its affiliates filed for protection under Chapter 11 of the U.S. Bankruptcy Code on April 16, 2009 (Bankr. D. Del. Lead Case No. 09-11296). The Company and its Canadian affiliates commenced parallel restructuring proceedings under the Companies' Creditors Arrangement Act before the Quebec Superior Court Commercial Division the next day. Alex F. Morrison at Ernst & Young, Inc., was appointed CCAA monitor. Paul, Weiss, Rifkind, Wharton & Garrison LLP, serves as the Debtors' U.S. bankruptcy counsel. Stikeman Elliot LLP, acts as the Debtors' CCAA counsel. Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serves as the Debtors' co-counsel, while Troutman Sanders LLP in New York, serves as the Debtors' conflicts counsel in the Chapter 11 proceedings. The Debtors' financial advisors are Advisory Services LP, and their noticing and claims agent is Epiq Bankruptcy Solutions LLC. The CCAA Monitor's counsel is Thornton, Grout & Finnigan LLP, in Toronto, Ontario. Abitibi-Consolidated Inc. and various Canadian subsidiaries filed for protection under Chapter 15 of the U.S. Bankruptcy Code on April 17, 2009 (Bankr. D. Del. 09-11348). Pauline K. Morgan, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, represent the Chapter 15 Debtors. U.S. Bankruptcy Judge Kevin Carey handles the Chapter 11 cases of AbitibiBowater Inc. and its U.S. affiliates and the Chapter 15 case of ACI, et al. The U.S. Bankruptcy Court issued an opinion confirming AbitibiBowater's plan of reorganization under chapter 11 of the U.S. Bankruptcy Code on November 22, 2010. The Debtor also obtained approval of its reorganization plan under the Canadian Companies' Creditors Arrangement Act. AbitibiBowater emerged from bankruptcy on December 9, 2010. This concludes the Troubled Company Reporter's coverage of AbitibiBowater Inc. until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. ALAN HOWARD: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Alan M. Howard 19427 Braewood Drive Tarzana, CA 91356 Bankruptcy Case No.: 10-26063 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: Ron Bender, Esq. 10250 Constellation Boulevard, Suite 1700 LEVENE, NEALE, BENDER, YOO & BRILL, L.L.P. Los Angeles, CA 90067 Tel: (310) 229-1234 E-mail: rb@lnbrb.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/cacb10-26063.pdf ALL AMERICAN: Assures Approval of Plan Merger --------------------------------------------- All American Group, Inc., and some parties filed early this month a Rule 13e-3 Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934. On November 8, 2010, All American Group Holdings, LLC, All American Acquisition Corporation, All American Group, Inc., and Richard M. Lavers, as Shareholders Representative entered into an Agreement and Plan of Merger. The Merger Agreement provides for the merger of Acquisition Sub with and into AAG. AAG will be the surviving corporation in the Merger and, immediately following the Merger, Acquiror will own all of the outstanding capital stock of AAG. Each common share, without par value, of AAG (other than Common Shares held by AAG, Acquiror and its affiliates, or shareholders that perfect their dissenters' rights under Indiana law) will be automatically converted into the right to receive $0.20 in cash and all shareholders, other than shareholders who perfect their dissenter's rights under Indiana law, will receive one unit of beneficial interest in a liquidating trust that will represent a contingent right to receive proceeds from the potential sale of AAG's specialty vehicles business in accordance with the terms of the Merger Agreement, for each Common Share they own. The Merger is subject to the satisfaction or waiver of various conditions set forth in the Merger Agreement, including approval of the Merger Agreement by the shareholders of AAG. Shareholder approval of the Merger Agreement requires the affirmative vote of a majority of the outstanding Common Shares. The Merger Agreement requires that Acquirer and its affiliates all vote in favor if the Merger. Since the Lender owns 20,483,865 Common Shares, representing approximately 55.7% of the outstanding Common Shares, approval of the Merger is assured. Concurrently with the filing of this Schedule 13E-3, AAG is filing with the SEC a preliminary proxy statement on Schedule 14A pursuant to Section 14(a) of the Securities Exchange Act of 1934 which forms a part of the Registration Statement being filed by Specialty Vehicles Liquidating Trust on Form S-4 relating to a special meeting of shareholders of AAG. At the meeting, AAG shareholders will (1) consider and vote upon a proposal to approve the Merger Agreement and (2) transact such other business as may properly come before the special meeting or any adjournment or postponement thereof. About All American Group Elkhart, Indiana-based All American Group, Inc., formerly Coachmen Industries, Inc., (OTC:COHM.PK) says it is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U- KRAF(R) brands, as well as a manufacturer of specialty vehicles. At June 30, 2010, the Company had total assets of $81.310 million, total liabilities of $48.104 million, and shareholders' equity of $33.206 million. During the first quarter of 2010, the Company failed to meet certain financial covenants of the credit agreement with H.I.G. All American LLC. H.I.G. did not declare the Company to be in default of any covenant and on April 5, 2010, the Company and H.I.G. entered into the First Amendment to the Loan Agreement. H.I.G. waived specified Events of Default that had occurred under the Loan Agreement dated October 27, 2009 between the Company and H.I.G. prior to April 5, 2010. The Company said in its Form 10-Q report for the second quarter of 2010, that operating results for the six month period ended June 30, 2010, failed to meet the revised debt covenants set with H.I.G. in the First Amendment to the Loan Agreement. H.I.G. has waived the covenant defaults through July 31, 2010 in exchange for a waiver fee and expenses of $800,000 representing the value of the penalties prescribed in the First Amendment, plus expenses, and the issuance on August 24, 2010 of the Second Amended and Restated Tranche B Note. The Second Amendment provides that the waiver fee and expenses, plus accrued interest on the convertible debt thru August 24, 2010 of $800,000, be added to the principal amount of the convertible note. As a result of the Second Amendment, the Tranche B Note has a face value of $12.5 million. The Board of Directors and H.I.G. are currently in discussions to work out mutually acceptable agreements for the long-term. Since the Company cannot be assured it will be in compliance with the existing covenants after July 31, 2010 and discussions with H.I.G. regarding revised covenants are continuing. * * * McGladrey & Pullen LLP, in Elkhart, Indiana, expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The auditors noted that Coachmen has suffered recurring losses from operations and continues to operate in an industry where economic recovery has been very slow. AMBAC FINANCIAL: Committee Has Information Sharing Protocol ----------------------------------------------------------- The Official Committee of Unsecured Creditors for Ambac Financial Group Inc. sought and obtained an order from Bankruptcy Judge Shelley Chapman declaring that it is not authorized or required, pursuant to Section 1102(b)(3)(A) of the Bankruptcy Code, to provide access of these information to the creditors it represents: (i) Ambac Financial Group, Inc.'s confidential and other non- public proprietary information; (ii) the Committee's confidential information; or (iii) privileged information. The Creditors' Committee also asks the Court to fix creditor information sharing procedures. Anthony Princi, Esq., at Morrison & Foerster LLP, in New York -- aprinci@mofo.com -- argues that Section 1102(b)(3)(A) is unclear and ambiguous. The statute simply requires a creditors' committee "to provide access to information," yet sets forth no guidelines as to the type, kind and extent of the information to be provided, he points out. He asserts that the Debtor is in a very competitive industry and the dissemination of confidential information to parties who are not bound by any confidentiality agreement could be damaging for the Debtor. If the Debtor's general creditors could require the Committee to give them access to Confidential Information in its possession, that information easily could become public immediately thereafter, Mr. Princi stresses. If there was a risk that Confidential Information given by the Debtor to the Committee would have to be turned over to any creditor, the Debtor would be highly discouraged from giving Confidential Information to the Committee in the first place, he asserts. He contends that the inability of the Committee to gain access to Confidential Information, in turn, could limit the ability of the Committee to fulfill its statutory obligations under the Bankruptcy Code. Against this backdrop, the Committee proposed certain procedures to govern information-sharing to creditors to help ensure that Confidential Information will not be disseminated to the detriment of the Debtor's estates and aid the Committee in performing its statutory functions. The proposed procedures are: (1) The Committee will respond to a general unsecured creditor's request for information within 20 days of the Committee's receipt of that request. That response will provide access to the requested information or reasons why that information will not be provided. (2) If the information request is denied because it requests confidential information, confidential and other non- public proprietary information typically shared with a creditors' committee or "Committee Confidential Information," or privileged Information, which cannot be disclosed, or the request is unduly burdensome, that creditor, after good faith attempts to meet and confer with the Committee, can file a motion asking that the information be provided. (3) In responding to an information request, the Committee will consider certain factors, including (i) the creditor's willingness to enter into a confidentiality agreement and trading restrictions; (ii) whether the requesting creditor is involved in the trading of claims or equity interests; and (iii) whether the requesting creditor is a current or prospective competitor of the Debtor. (4) If the Committee agrees that Confidential Information of the Debtor should be supplied to a general unsecured creditor, by request or otherwise, it will do so only if that creditor first enters into a confidentiality agreement reasonably acceptable to the Debtor and the Committee and pursuant to the proposed Information Sharing Procedures. (5) If the Information Request implicates Confidential Information of the Debtor and the Committee agrees that the request should be satisfied, or if the Committee on its own wishes to disclose that Confidential Information to creditors, the Committee will follow these procedures: -- If the Confidential Information is information of the Debtor, the Committee will submit a written request to counsel for the Debtor, describing the sought Confidential Information in reasonable detail and stating that the information will be disclosed in the manner described in the Committee's information demand. If the Debtor objects within 15 days after the service of the demand, the Committee and the Requesting Party will attempt to resolve the Debtor's objection to the Committee Information Demand. Absent a resolution of the Debtors' Objection, the Committee will schedule a hearing within 20 days, to demonstrate why disclosure of the information sought is appropriate. -- If the Confidential Information is information of another Entity, the Committee will submit a written request or demand to that Entity and its counsel of record, stating that the information will be disclosed in the manner described in the Committee Information Demand. If the Entity or the Debtor objects to the Committee Information Demand on or before 15 days after the service of that demand, the Entity and Requesting Creditor will attempt to resolve the Debtor's or the Entity's objection to the Committee Information Demand. Absent a resolution of the Debtor's or the Entity's objection, the Committee will schedule a hearing within 20 days. (6) The Committee may disclose any Committee Confidential Information, so long as that disclosure does not violate any confidentiality agreement. Mr. Princi stresses that the disclosure of non-public or privileged information to certain creditors will likely cause serious harm to the Debtor's estates. He clarifies that the Creditors' Motion does not mean that the Committee will not be providing information to its constituents pursuant to Section 1102(b)(3)(A). On the contrary, the Committee will make available to creditors at their request a variety of public information concerning the Debtor, including pleadings filed with the Court, the Debtor's schedules and statements of financial affairs and the Debtor's monthly operating reports, he assures Judge Chapman. In addition, at a time as the Debtor asks a vote on a Chapter 11 plan from its creditors, the Debtor will provide those creditors with additional material information in a disclosure statement that satisfies the requirements of Section 1125(b) of the Bankruptcy Code, Mr. Princi avers. The Debtor and the Committee further seek clarification that the Committee's duties under Section 1102(b)(3) are satisfied by (i) responding promptly to written and telephonic inquiries received from the creditors it represents; and (ii) establishing and maintaining an electronic mail address for creditors to submit questions and comments to the Committee. 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 FINANCIAL: Gets OK to Pay Employee & Tax Obligations ---------------------------------------------------------- Ambac Financial Group, Inc., received the Bankruptcy Court's permission to pay and honor: (a) all claims relating to certain taxes and fees; (b) all amounts payable to MJK Tax Services, a critical vendor, with respect of services rendered prepetition; and (c) all prepetition claims relating to employee wages, benefits, and reimbursable expenses. The Debtor regularly pays franchise taxes to the Delaware Secretary of State to maintain its existence as a Delaware corporation. The Debtor is also required to make estimated Delaware Franchise Tax payments on March 1, June 1, September 1 and December 1 of each year, and was required to make an estimated Delaware Franchise Tax payment of about $36,000, on December 1, 2010. The Debtor however has failed to make this payment, as that payment could potentially be considered a payment on account of a prepetition claim. Overdue estimated Delaware Franchise Tax payments accrue interest at the rate of 1.5% per month. Failure to make timely estimated Delaware Franchise Tax payments could result in the assessment of additional penalties against the Debtor. Notwithstanding Section 525(a) of the Bankruptcy Code, the Delaware Secretary of State has indicated that it will designate the Debtor as "not in good standing" for failure to timely pay those taxes, which could significantly impair the Debtor's ability to do business in Delaware and complete a successful reorganization. The Debtor is also required to withhold from Employee Wages amounts relating to federal, state, and local income taxes and social security and Medicare taxes for remittance to the appropriate taxing authority. These amounts are referred to as the Payroll Taxes. The Debtor must then pay, from its own funds, social security and Medicare taxes and additional amounts for federal and state unemployment insurance. Although the Debtor is not aware of any at this time, there may exist other prepetition "trust fund" type taxes, franchise taxes, business license fees, annual report filing fees, and other charges or assessments by governmental units, and for which, if those Taxes and Fees remain unpaid, the Debtor may incur significant additional liability, Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in New York, relates. In addition, the Debtor utilizes tax recovery services furnished by MJK Tax Services to recover tax refunds from the Delaware Department of Corporations of about $80,000 and $130,000 for the 2008 and 2009 calendar years. As of the Petition Date, the Debtor employs four employees, which are owed one day's gross wages in these amounts: Name Title Owed Wages ---- ----- ---------- David W. Wallis Pres., Chief Exec. Officer $4,807 Michael A. Callen Chairman $3,125 David Trick Sr. Managing Director, $2,307 Chief Financial Officer Diana Adams Senior Managing Director $2,163 While the vast majority of the Employees' benefits are furnished by Ambac Assurance Corp. or funded by the Employees, certain benefits are paid by the Debtor. As a result of the Debtor's bankruptcy filing, certain third party benefit providers have discontinued, or have threatened to discontinue, services, Ms. Weiss tells the Court. In addition, the Debtor reimbursed its Employees and certain AAC employees for expenses incurred on behalf of and for the benefit of the Debtor. Certain of the Debtor's and AAC's employees were also provided with company credit cards, which are used in the ordinary course of business to pay reimbursable expenses. As a result of the filing of the Debtor's bankruptcy case, the credit card issuer has ceased extending credit to the Debtor and its affiliates, including AAC, according to Ms. Weiss. Ms. Weiss asserts that because the Payroll Taxes are not property of the Debtor's estate, those amounts, and similar trust fund taxes, are not subject to normal bankruptcy prohibitions against payment. However, failure to pay the Payroll Taxes and other trust fund taxes could result in the Debtor's directors and officers being held personally liable for those taxes, she stresses. The Debtor thus asks the Court to confirm that the trust fund withholding is not property of its estate and that it may transmit the Payroll Taxes and similar trust fund taxes to the proper parties in the ordinary course of business. Ms. Weiss further notes that claims relating to the Debtor's Tax Obligations and Employee Obligations are entitled to priority status under Section 507 of the Bankruptcy Code. Paying the Employee Obligations would also reduce the amount of priority claims which would otherwise be asserted against the Debtor's estate, she insists. More importantly, as the Debtor has only four Employees, the Debtor cannot afford the loss of any Employee at this time and the Debtor must do its utmost to motivate its Employees by paying the Employee Obligations, Ms. Weiss stresses. The Debtor's failure to pay the Employee Obligations has imposed a burden on the Debtor's few Employees, who should not have to bear that burden while they work diligently on helping the Debtor to reorganize, she points out. In addition, the Critical Vendor's services are essential to the Debtor's ability to assure that no unnecessary tax liability is incurred and that valuable tax refunds will be recovered for the Debtor's estate, Ms. Weiss emphasizes. The Debtor further asks the Court to authorize and direct financial institutions to honor, process, and pay all fund transfer requests relating to the Tax, Critical Vendor, and Employee Obligations. 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 FINANCIAL: Settles Securities Class Actions for $27.1 Mil. ---------------------------------------------------------------- Ambac Financial Group, Inc., related that it has entered into a memorandum of understanding with lead plaintiffs for the settlement of two securities class actions for $27.1 million, according to a regulatory filing the Company submitted to the U.S. Securities and Exchange Commission on December 14, 2010. The disclosure is a legal proceedings update on AFG's Form 10-Q filing with the SEC for the quarter ended September 30, 2010. AFG and certain of its present or former officers or directors have been named in lawsuits that allege violations of the federal securities laws. The Securities Class Actions include: (1) five class actions in the U.S. District Court for the Southern District of New York that were consolidated under the caption In re Ambac Financial Group, Inc. Securities Litigation, Lead Case No. 08 CV 411; the consolidated amended complaint purports to be brought on behalf of purchasers of AFG's common stock from October 25, 2006 to April 22, 2008, on behalf of purchasers of AFG's "DISCS," issued in February 2007, and on behalf of purchasers of equity units and common stock in AFG's March 2008 offerings; and (ii) a putative class action entitled Stanley Tolin et al. v. Ambac Financial Group, Inc. et al., filed in the U.S. District Court for the Southern District of New York against AFG, one former officer and director and one former officer, Case No. 08 CV 11241, brought on behalf of all purchasers of Structured Repackaged Asset-Backed Trust Securities, Callable Class A Certificates, Series 2007-1, STRATS(SM) Trust for Ambac Financial Group, Inc. Securities 2007-1 ("STRATS") from June 29, 2007 through April 22, 2008. The complaints allege, among other things, that the defendants issued materially false and misleading statements regarding AFG's business and financial results and guarantees of CDO and MBS transactions, in violation of the securities laws. Various shareholder derivative actions have also been filed against certain present or former officers or directors of AFG, and against AFG as a nominal defendant. The Shareholder Derivative Actions include: (i) three actions filed in the U.S. District Court for the Southern District of New York that have been consolidated under the caption In re Ambac Financial Group, Inc. Derivative Litigation, Lead Case No. 08 CV 854; (ii) two actions filed in the Delaware Court of Chancery that have been consolidated under the caption In re Ambac Financial Group, Inc. Shareholders Derivative Litigation, Consolidated C.A. No. 3521; and (iii) two actions filed in the Supreme Court of the State of New York, New York County, that have been consolidated under the caption In re Ambac Financial Group, Inc. Shareholder Derivative Litigation, Consolidated Index No. 650050/2008E. The complaints in each of the Shareholder Derivative Actions assert, among other things, claims for breaches of fiduciary duties, gross mismanagement, abuse of control and waste. On November 22, 2010, the consolidated shareholder derivative action pending in the New York District Court was dismissed in light of the automatic stay required by AFG's filing for bankruptcy. On December 9, 2010, AFG and certain of its present or former officers or directors, including the present or former officers or directors who are defendants in the Securities Class Actions, entered into the MOU with the lead plaintiffs In re Ambac Financial Group, Inc. Securities Litigation and the named plaintiffs in Tolin v. Ambac Financial Group, Inc. for settlement of both of the Securities Class Actions. The salient terms of the MOU are: (1) The claims of the putative plaintiff classes will be settled for a cash payment of $27.1 million. The insurance carriers who provided directors and officers liability coverage to AFG's present and former officers and directors for the period July 2007 through July 2009 have agreed to pay $24.6 million of the settlement and AFG has agreed to pay $2.5 million of the settlement. (2) Lead and named plaintiffs in the Securities Class Actions, on behalf of themselves and all other members of the settlement class, have agreed to releases of claims against, among others, AFG and the present or former officers or directors who are parties to the MOU. (3) The settlement provided for in the MOU is subject to various conditions, including the U.S. Bankruptcy Court for the Southern District of New York's approval of the settlement and of the releases and bar orders that would release and bar claims against present or former officers or directors of AFG that were, could have been, might have been or might be in the future asserted by or on behalf of AFG, including claims purportedly asserted derivatively by any shareholder or creditor of AFG. (4) The settlement provided for in the MOU also contemplates an order entered by the Bankruptcy Court directing the filing of appropriate applications seeking dismissal of the Shareholder Derivative Actions. 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 FINANCIAL: Wins Approval for Dewey & LeBoeuf as Counsel ------------------------------------------------------------- Ambac Financial Group, Inc., received 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. * * * Before entry of the Court's order, the Official Committee of Unsecured Creditors reserved its rights in the event it should determine to seek to disqualify Dewey & LeBoeuf LLP as Ambac Financial Group, Inc.'s general bankruptcy counsel. Counsel to the Committee, Anthony Princi, Esq., at Morrison & Foerster LLP, in New York, explained that given the short period of time that it has been constituted and interacted with the Debtor's proposed professionals, the Committee is not able to properly assess whether Dewey's engagement with the Debtor and Ambac Assurance Corporation will impair Dewey & LeBoeuf's ability to fully and properly represent the interests of the Debtor's estate. In furtherance of the Debtor's Application, Michael Groll, Esq., a member of Dewey & LeBoeuf, filed with the Court a declaration to address, among other things, certain issues raised by the U.S. Trustee for Region 2. Mr. Groll said Dewey & LeBoeuf's representation of the Debtor and its non-debtor subsidiaries is typical of debtor representations where not all members of a corporate family file for bankruptcy. More importantly, the amount of Ambac group's consolidated net operating losses is the most significant potential source of intercompany claims, he related. This does not, per se, create a conflict, he asserted. With respect to the junior associate on secondment to the Debtor, that seconded associate started at the firm in September 2007, Mr. Groll disclosed. That associate participated in Dewey & LeBoeuf's deferral program in May 2009 and was seconded to the Debtor in October 2009. From May 2009 through her secondment, that associate did not have any access to client information, according to Mr. Groll. In addition, prior to participating in DL Pursuits, that associate billed a total of nine hours on matters relating to AAC, the Debtor, or any other Ambac-related entity, Mr. Groll stated. Mr. Groll further disclosed that AAC is a creditor in Capmark Financial Group, Inc.'s Chapter 11 case. Capmark is not adverse to the Debtor in this case, or vice versa, he assured the Court. Nevertheless, Capmark has retained conflicts counsel and, to the extent that a conflict arises between Capmark and AAC, Capmark's conflicts counsel, and not Dewey & LeBoeuf, will undertake representation of Capmark, he said. As of January 1, 2011, in accordance with Dewey & LeBoeuf's usual practice, Dewey & LeBoeuf will increase its customary hourly rates to $625 to $1,000 for members and counsel, $385 to $650 for associates, and $200 to $385 for paraprofessionals expected to work on in the Debtor's Chapter 11 case. If at any time in the future Dewey & LeBoeuf increases the rates for its services, the firm will file a supplemental affidavit with the Court describing those increases. Upon reasonable request of the U.S. Trustee, Dewey & LeBoeuf will provide redacted copies of the firm's invoices for work performed on behalf of AAC for review by the U.S. Trustee. 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 INT'L: 2010 Performance "Gravity-Defying," WSJ Says ------------------------------------------------------------ The Wall Street Journal's Serena Ng reports that American International Group Inc. has defied critics and rallied to become one of the market's top performers in 2010. Ms. Ng notes AIG's publicly traded shares on Tuesday closed 45 cents lower at $58.93, capping a nearly 97% gain in the year to date and over 42% in December alone. AIG is the fourth-best performer in the S&P 500 index this year. The Journal calls AIG's performance "gravity-defying". Ms. Ng notes investors are anticipating the U.S. government will be able to sell a 92% stake in AIG, recoup its $182.3 billion bailout, and leave behind some value for private shareholders -- an outcome that was highly improbable early in the year. Ms. Ng also points out there is even potential for upside after AIG completes its asset sales, which are expected to raise over $50 billion. AIG is close to choosing a buyer for its Taiwanese unit, Nan Shan Life Insurance Co., which could fetch over $2 billion. Securities AIG acquired in a deal with MetLife Inc., and its remaining stake in pan-Asian insurer AIA Group Ltd., have also gained in value, Ms. Ng reports, citing Andrew Kligerman, an analyst at UBS Investment Research, who has a "neutral" rating on AIG. "AIG has lost luster given its global divestitures -- but it is clearly still an important and prominent company," Mr. Kligerman said, according the Journal report. Ms. Ng, however, points out the stock move is deceptive in some regards. Each AIG share today used to be 20 shares before the company's near-collapse. According to Ms. Ng, if AIG hadn't conducted a reverse stock split last year, its share price would be about $2.95, compared with $57.94 three years ago. She relates in December 2007, AIG had a market value of above $150 billion. Following its liquidity crisis and government rescue in 2008, the value of its common shares fell to a low of $1 billion in March 2009. Today, private investors in AIG own common shares worth a total of $8 billion, and the current share price includes the value of warrants the company plans to issue to private shareholders. In the coming months, the Treasury Department intends to convert preferred AIG shares into over 1.6 billion common shares. All told, AIG has a total implied market value of over $80 billion, according to Ms. Ng. As reported by the Troubled Company Reporter on December 28, 2010, AIG entered into 364-Day and 3-Year Bank Credit Facilities totaling $3 billion split evenly between the two. AIG affiliate, Chartis Inc., entered into a 1-Year $1.3 billion Letter of Credit Facility. Thirty-Six banks participated in the facilities. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Discloses 11.7% Equity Stake in Blackstone Group ---------------------------------------------------------------- In a Schedule 13G filing with the Securities and Exchange Commission on December 17, 2010, American National Group, Inc. disclosed that it beneficially owns 35,737,235 common units representing limited partnership interests of The Blackstone Group L.P., representing 11.7% of the shares outstanding. AIG BG Holding LLC beneficially owns 35,737,235 shares. AIG Holdings is deemed to own and have the power to dispose of 35,737,235 voting common units representing limited partnership interests, or 11.7% of the sum of: (i) the 258,577,585 voting common units representing limited partnership interests that, based upon the Form 10-Q for the quarterly period ended September 30, 2010 filed with the Securities and Exchange Commission by The Blackstone Group L.P., were outstanding on October 29, 2010; (ii) the 10,000,000 voting common units representing limited partnership interests that were delivered by the issuer to AIG Holdings on December 15, 2010; and (iii) the 35,737,235 voting common units representing limited partnership interest that are expected to be delivered by the issuer to AIG Holdings on February 9, 2011. American International Group, Inc. has sole voting power to elect managers of AIG Holdings, and accordingly has shared power to vote and dispose of any securities owned by AIG Holdings. In a separate Form 3 filing, on December 17, 2010, American International disclosed that it beneficially owns 45,737,235 shares of common units representing limited partnership interests of Blackstone Group L.P. Pursuant to an exchange agreement, holders of Blackstone Holdings partnership units (which term refers collectively to a partnership unit in each of Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P.), subject to the vesting and minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Blackstone Holdings partnerships, may from time-to-time exchange their Blackstone Holdings partnership units for The Blackstone Group L.P. common units on a one-for-one basis, subject to customary conversion rate adjustments for splits, unit distributions and reclassifications. A Blackstone Holdings limited partner must exchange one partnership unit in each of the four Blackstone Holdings partnerships to effect an exchange for a common unit. On November 15, 2010, AIG BG Holdings LLC delivered notice to the Blackstone Holdings entities and The Blackstone Group L.P. to exchange 10,000,000 of its Blackstone Holdings partnership units for 10,000,000 common units which were delivered by the issuer to AIG Holdings on December 15, 2010. On December 9, 2010, AIG Holdings delivered a further notice to the Blackstone Holdings entities and The Blackstone Group L.P. to exchange its remaining 35,737,235 Blackstone Holdings partnership units for 35,737,235 common units of the issuer, which are expected to be delivered on February 9, 2011. The reported shares are held directly by AIG Holdings which is a wholly owned subsidiary of American International Group, Inc. AIG is an indirect beneficial owner of the reported securities. About AIG American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. AMERICAN INT'L: Inks $3 Billion Credit Deal With JPMorgan Chase --------------------------------------------------------------- On December 23, 2010, American International Group Inc. entered into (i) a $1,500,000,000 Three-Year Credit Agreement among AIG, the subsidiary borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent; and (ii) a $1,500,000,000 364-Day Credit Agreement among AIG, the subsidiary borrowers party thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. In addition, on the same date, Chartis, Inc., a wholly-owned subsidiary of AIG entered into a $1,300,000,000 Letter of Credit and Reimbursement Agreement among Chartis, the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and each Several L/C Agent Party thereto. The obligations of the lenders under the New Agreements to make loans and other extensions of credit, as well as the related effectiveness of most of the covenants binding on AIG, Chartis and certain of their subsidiaries, are subject to the satisfaction by AIG or Chartis, as the case may be, of certain conditions, which must be satisfied no later than March 31, 2011. These conditions include, among other things, repayment of all amounts owing under the Credit Agreement, dated as of September 22, 2008, with the Federal Reserve Bank of New York, termination of the FRBNY Credit Facility and release of all liens under the Guarantee and Pledge Agreement, dated as of September 22, 2008 between AIG, certain subsidiaries of AIG and the FRBNY. The New Agreements require AIG or Chartis to maintain a specified minimum net worth and in the case of Chartis, a minimum statutory surplus, and subject AIG to a limit on total debt, in each case subject to the limitations and exceptions contained in the relevant agreement. In addition, the New Agreements contain certain customary affirmative and negative covenants, including limitations with respect to incurrence of certain types of indebtedness or liens, certain dispositions, entry into certain restrictive agreements and transactions with affiliates, and certain fundamental changes. Amounts due under the New Agreements may be accelerated upon an "event of default," as defined in the New Agreements, such as failure to pay amounts owed thereunder when due, breach of a covenant, material inaccuracy of a representation or occurrence of bankruptcy, subject to cure periods and if not otherwise waived. The lenders and the agents under the New Agreements have in the past provided, and may in the future provide, investment banking, underwriting, lending, commercial banking, trust and other advisory services to AIG, its subsidiaries or affiliates. These parties have received, and may in the future receive, customary compensation from AIG or its subsidiaries or affiliates for such services. A full-text copy of the Three-Year Credit Agreement, dated as of December 23, 2010, is available for free at: http://ResearchArchives.com/t/s?717e A full-text copy of the 364-Day Credit Agreement, dated as of December 23, 2010, is available for free at: http://ResearchArchives.com/t/s?717f American International Group, Inc. -- http://www.aig.com/-- is an international insurance organization with operations in more than 130 countries and jurisdictions. AIG companies serve commercial, institutional and individual customers through one of the most extensive worldwide property-casualty networks of any insurer. In addition, AIG companies are leading providers of life insurance and retirement services around the world. AIG common stock is listed on the New York Stock Exchange, as well as the stock exchanges in Ireland and Tokyo. In September 2008, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage- backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG has been working to protect and enhance the value of its key businesses, execute an orderly asset disposition plan, and position itself for the future. AIG has sold a number of its subsidiaries and other assets to pay down loans received from the U.S. government, and continues to seek buyers of its assets. ANTHONY SEALY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Anthony Sealy 25 Parmelee Avenue New Haven, CT 06511 Bankruptcy Case No.: 10-33801 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court District of Connecticut (New Haven) Judge: Lorraine Murphy Weil Debtor's Counsel: Peter L. Ressler, Esq. GROOB RESSLER & MULQUEEN 123 York Street, Suite 1B New Haven, CT 06511-0001 Tel: (203) 777-5741 Fax: (203) 777-4206 E-mail: ressmul@yahoo.com Estimated Assets: $0 to $50,000 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/ctb10-33801.pdf ART-EXCHANGE.COM, INC.: Case Summary & Creditors List ----------------------------------------------------- Debtor: Art-Exchange.com, Inc. 804 Central Avenue Hot Springs, AR 71901 Bankruptcy Case No.: 10-76591 Chapter 11 Petition Date: December 22, 2010 Court: U.S. Bankruptcy Court Western District of Arkansas (Hot Springs) Judge: Richard D. Taylor Debtor's Counsel: James E. Smith, Jr., Esq. SMITH AKINS, P.A. 400 W. Capitol Avenue, Suite 1700 Little Rock, AR 72201 Tel: (501) 537-5111 Fax: (501) 537-5113 E-mail: jsmith@smithakins.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/arwb10-76591.pdf The petition was signed by Richard Gipe, president. BEACON CAPITAL: To Sell Properties Under Loan Modification Deal --------------------------------------------------------------- The Wall Street Journal's Eliot Brown reports that Boston, Mass.- based Beacon Capital Partners is planning to sell its most valuable asset in a 20-property portfolio of office buildings in Washington, D.C. and Seattle. The Journal relates a person familiar with the company's plans said Beacon expects to start marketing the 678,000-square-foot Market Square property in January. The Journal says the decision comes as an agreement reached earlier this month between Beacon and lenders on the loan encourages the company to shed properties to pay down debt, according to a summary of the modification terms provided to investors. According to the Journal, the loan modification reached with special servicer C-III Asset Management came as the portfolio was barely generating enough cash to cover debt payments. The servicer, acting on behalf of the investors in the mortgage, which was converted into commercial mortgage backed securities, gave Beacon a five-year extension on the loan's maturity to 2017 and agreed to temporarily lower interest payments. In turn, the Journal continues, the terms push Beacon to pay down debt by at least $900 million through sales or refinancings. The summary presented to investors says the firm "shall begin a series of individual asset sales in order to commence the deleveraging of the loan in advance of its original maturity date." BERNARD L MADOFF: Accountant Sues US Marshals Over Forfeitures -------------------------------------------------------------- The Associated Press reports an accountant who once worked for the U.S. Marshals Service sued the agency last month in federal court in Manhattan, alleging that an employee of the service did a shoddy job handling forfeitures including some investments related to the Bernard Madoff fraud. According to the AP, the suit alleges that a man overseeing the sale of assets undervalued millions of dollars in assets, selling them without public notice or competitive bidding. A message left Monday with a spokesman from the office was not immediately returned. 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. BERNARD L MADOFF: Picard Sues Colorado Entities ----------------------------------------------- Rick Carroll, Aspen correspondent for the Glenwood Springs Post Independent in Colorado, reports that bankruptcy trustee Irving Picard earlier this month sued six local victims of Bernard Madoff in the U.S. Bankruptcy Court in Manhattan for allegedly pocketing "other people's money" produced by the Ponzi scheme. Acccording to Post Independent, among the local Madoff victims who are being sued are: -- Aspen Fine Arts Co., controlled by Aspen resident Melvin Knyper, which allegedly received "$4,485,00 of other people's money." -- Edward Calesa in Basalt, who allegedly received $3,122,793 of "fictitious profits from the Ponzi scheme." -- Stephen Goldenberg in Aspen, who allegedly brought in $4 million that Picard wants returned. -- Jillian Wernick Livingston in Snowmass Village, who allegedly earned $578,737 in excess profits. -- Richard Poland in Aspen, who allegedly received $1,359,000. -- Harold Thau - Thau, the manager for the late John Denver, ran The Aspen Co., which generated $1,957,000 that Mr. Picard is trying to recoup. According to the report, not all of the victims could be reached for comment. Those who were contacted declined comment or did not respond to messages. The report also notes Manhattan attorney Brian Neville, Esq. -- bneville@laxneville.com -- at Lax & Neville LLP, represents more than 100 Madoff victims being sued by Mr. Picard. In a telephone interview Friday, Mr. Neville said the suits lack merit, according to the report. 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. BIOFUEL ENERGY: David Horn Has 39.8% Equity Stake ------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 17, 2010, David Einhorn disclosed that he beneficially owns 11,853,500 shares of common stock of Biofuel Energy Corp. representing 39.8% of the shares outstanding. The number of shares of common stock outstanding as of November 8, 2010 was 25,465,728 exclusive of 809,606 shares held in treasury. Other affiliates of David Horn also disclosed beneficial ownership of shares: Shares Equity Beneficially Owned Stake ------------------ ------ Greenlight Capital, LLC 4,460,196 15.0% Greenlight Capital, Inc. 5,221,530 20.5% Greenlight Capital, L.P. 924,062 3.1% Greenlight Capital Qualified, L.P. 3,536,134 11.9% Greenlight Capital Offshore Partners 5,221,530 20.5% DME Advisors GP, LLC 2,171,774 7.3% DME Advisors, L.P. 1,447,443 5.7% On December 14, 2010, the Reporting Persons entered into an Amended and Restated Rights Offering Letter Agreement with Biofuel Energy Corp., the LLC, Third Point Loan LLC and Third Point Advisors, LLC, which amends and restates the Rights Offering Letter Agreement described in Amendment No. 2 and Amendment No. 3 and filed by the Company as Exhibit 10.2 on its Form 8-K, which was filed with the Commission on September 27, 2010. The A&R ROLA amends, among other things, certain obligations of the parties thereto with respect to a registered offering of rights to purchase depositary shares, each representing a fractional interest in a share of Series A Non-Voting Convertible Preferred Stock of the Company. The Company has filed a Registration Statement on Form S-1 for the Rights Offering with the Commission. Under the A&R ROLA, the Company would distribute non-transferable subscription rights to purchase Depository Shares pro rata to each of the Company's record holders of Common Stock. Each Depositary Share would represent a fractional interest in a share of Series A Non-Voting Convertible Preferred Stock and would entitle the holder to a proportional fractional interest in the rights and preferences of such share of Series A Non-Voting Convertible Preferred Stock, including conversion, dividend, liquidation and voting rights. Pursuant to the A&R ROLA, each share of Series A Non-Voting Convertible Preferred Stock would, following the approval by the holders of Common Stock and Class B Common Stock of the authorization and issuance of additional shares of Common Stock, automatically convert into that number of shares of Common Stock equal to the quotient obtained by dividing the total number of Depository Shares actually purchased in the Rights Offering and pursuant to the Backstop Commitment (as defined in the A&R ROLA) by 2,000,000. Upon conversion of the Series A Non-Voting Convertible Preferred Stock, each Depositary Share would entitle the holder thereof to receive one share of Common Stock and, upon the distribution of one share of Common Stock to the holder of each such Depositary Share, each such Depositary Share would be automatically cancelled and have no further value. Concurrent with the Rights Offering, the A&R ROLA provides that the LLC would conduct a private placement of a new class of preferred membership interests in the LLC. Under the A&R ROLA, the LLC's concurrent private placement is structured so as to provide the holders of Common Membership Interests with a private placement that is economically equivalent to the Rights Offering, as described in more detail in the A&R ROLA. In addition, certain Reporting Persons, Third Point Loan LLC and Third Point Advisors, LLC have agreed, pursuant to the A&R ROLA and subject to certain conditions and possible reductions, to purchase Depositary Shares in an amount equal to their full pro rata subscription in the Rights Offering, to participate for their full pro rata privileges to purchase preferred membership interests in the LLC's concurrent private placement and to purchase immediately prior to expiration of the Rights Offering all of the available Depositary Shares not otherwise sold in the Rights Offering and to purchase all of the available preferred membership interests in the LLC not otherwise sold in the LLC's concurrent private placement. Notwithstanding the foregoing, the A&R ROLA provides that the number of Depository Shares and preferred membership interests that the Backstop Parties would otherwise be required to purchase may be reduced in certain circumstances. In the event the number of Depository Shares that the Backstop Parties would otherwise be required to purchase is reduced, the Backstop Parties could instead purchase Class B Preferred Membership Interests in the LLC, the terms of which are set forth in the A&R ROLA. The A&R ROLA provides that the proceeds of the Rights Offering, the LLC's concurrent private placement and the Backstop Commitment be used: (i) to repay all amounts owed under the Loan Agreement, dated September 24, 2010, among the Company, the Reporting Persons and Third Point Loan LLC; (ii) to repay all amounts owed under the Mezzanine Loan Agreement; (iii) to make the Cargill Payment; and (iv) to pay certain fees and expenses incurred in connection with the Rights Offering and the LLC's concurrent private placement. In connection with the Rights Offering and the Concurrent Private Placement, the Company and the Backstop Parties entered into an Amended and Restated Registration Rights Agreement on December 15, 2010 that provides registration rights, under certain circumstances and subject to certain restrictions set forth therein, with respect to, among other things, certain shares of Common Stock and Common Membership Interests acquired in connection with the Rights Offering and the LLC's concurrent private placement and certain warrants that may be issued if the Bridge Loan is not paid in full on or prior to March 24, 2011. Such registration rights would be in addition to the registration rights currently held by the Backstop Parties for shares of Common Stock currently held by them and for shares of Common Stock issuable upon exchange of Common Membership Interests currently held by the Backstop Parties. The Reporting Persons and the Issuer also entered into an Amended and Restated Voting Agreement on December 14, 2010 in connection with the A&R ROLA. The A&R Voting Agreement requires, among other things, that the Reporting Persons cast their votes: (a) in favor of at least two directors that are not affiliated with, or employed by, and are otherwise independent of, the Reporting Persons; and (b) in favor of certain proposals intended to facilitate the consummation of the transactions contemplated by the A&R ROLA for which the Company will seek stockholder approval at a meeting of the Company's stockholders, as set forth in the Company's Preliminary Proxy Statement filed with the Commission on November 15, 2010, including, but not limited to, a proposal to amend the Company's Amended and Restated Certificate of Incorporation to increase the number of authorized but unissued shares of Common Stock from 100,000,000 to 140,000,000 and Class B Common Stock from 50,000,000 to 75,000,000. About Biofuel Energy Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) -- http://www.bfenergy.com/-- aims to become a leading ethanol producer in the United States by acquiring, developing, owning and operating ethanol production facilities. It currently has two 115 million gallons per year ethanol plants in the Midwestern corn belt. The Company's balance sheet at September 30, 2010, showed $329.7 million in total assets, $274.6 million in total liabilities, and stockholders' equity of $55.1 million. As reported in the Troubled Company Reporter on March 31, 2010, Grant Thornton LLP, in Denver, 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 experienced declining liquidity and has $16.5 million of outstanding working capital loans that mature in September 2010. "If we are unable to raise sufficient proceeds from the rights offering, the LLC's concurrent private placement, or from other sources, we may be unable to continue as a going concern, which could potentially force us to seek relief through a filing under the U.S. Bankruptcy Code," the Company said in its Form 10-Q for the third quarter of 2010. BIOFUEL ENERGY: Third Point Entities Have 22.8% Equity Stake ------------------------------------------------------------ In an amended Schedule 13D filing with the Securities and Exchange Commission on December 20, 2010, Third Point LLC disclosed that it beneficially owns 5,578,800 shares of of BioFuel Energy Corp. common stock representing 21.9% of the shares outstanding. As of November 8, 2010, there were 25,465,728 shares of common stock outstanding exclusive of 809,606 shares held in treasury. Other affiliates of Third Point LLC also disclosed beneficial ownership of shares: Shares Equity Beneficially Owned Stake ------------------ ------ Daniel S. Loeb 5,803,284 22.8% Third Point Partners LP 2,867,782 11.3% Third Point Partners Qualified LP 1,808,018 7.1% On December 14, 2010, Third Point Loan LLC and Third Point Advisors, LLC, affiliates of the Reporting Persons, entered into an Amended and Restated Rights Offering Letter Agreement with the Company, BioFuel Energy LLC, a subsidiary of the Company, and certain other stockholders of the Company, each of which is affiliated with Greenlight Capital, L.L.C., which amends and restates the Rights Offering Letter described in Amendment No. 3 and filed by the Company as Exhibit 10.2 on its Form 8-K, which was filed with the Commission on September 27, 2010. The A&R ROLA amends, among other things, certain obligations of the parties thereto with respect to a registered offering of rights to purchase depositary shares, each representing a fractional interest in a share of Series A Non-Voting Convertible Preferred Stock of the Company. The Company has filed a Registration Statement on Form S-1 for the Rights Offering with the Commission. Under the A&R ROLA, the Company would distribute non-transferable subscription rights to purchase Depository Shares pro rata to each of the Company's record holders of Common Stock. Each Depositary Share would represent a fractional interest in a share of Series A Non-Voting Convertible Preferred Stock and would entitle the holder to a proportional fractional interest in the rights and preferences of such share of Series A Non-Voting Convertible Preferred Stock, including conversion, dividend, liquidation and voting rights. Pursuant to the A&R ROLA, each share of Series A Non-Voting Convertible Preferred Stock would, following the approval by the holders of Common Stock and Class B Common Stock, par value $0.01 per share, of the authorization and issuance of additional shares of Common Stock, automatically convert into that number of shares of Common Stock equal to the quotient obtained by dividing the total number of Depository Shares actually purchased in the Rights Offering and pursuant to the Backstop Commitment by 2,000,000. Upon conversion of the Series A Non-Voting Convertible Preferred Stock, each Depositary Share would entitle the holder thereof to receive one share of Common Stock and, upon the distribution of one share of Common Stock to the holder of each such Depositary Share, each such Depositary Share would be automatically cancelled and have no further value. Concurrent with the Rights Offering, the A&R ROLA provides that the LLC would conduct a private placement of a new class of preferred membership interests in the LLC. Under the A&R ROLA, the LLC's concurrent private placement is structured so as to provide the holders of membership interests in the LLC with a private placement that is economically equivalent to the Rights Offering, as described in more detail in the A&R ROLA. In addition, Third Point Loan and Greenlight have agreed, pursuant to the A&R ROLA and subject to certain conditions and possible reductions, to purchase Depositary Shares in an amount equal to their full pro rata subscription in the Rights Offering, to participate for their full pro rata privileges to purchase preferred membership interests in the LLC's concurrent private placement and to purchase immediately prior to expiration of the Rights Offering all of the available Depositary Shares not otherwise sold in the Rights Offering and to purchase all of the available preferred membership interests in the LLC not otherwise sold in the LLC's concurrent private placement. Notwithstanding the foregoing, the A&R ROLA provides that the number of Depository Shares and preferred membership interests that the Backstop Parties would otherwise be required to purchase pursuant to the preceding sentence may be reduced in certain circumstances. In the event the number of Depository Shares that the Backstop Parties would otherwise be required to purchase is reduced, the Backstop Parties could instead purchase Class B Preferred Membership Interests in the LLC, the terms of which are set forth in the A&R ROLA. The A&R ROLA provides that the proceeds of the Rights Offering, the LLC's concurrent private placement and the Backstop Commitment be used (i) to repay all amounts owed under the Loan Agreement, dated September 24, 2010, among the Issuer, Third Point Loan and Greenlight; (ii) to repay all amounts owed under the Mezzanine Loan Agreement; (iii) to make the Cargill Payment; and (iv) to pay certain fees and expenses incurred in connection with the Rights Offering and the LLC's concurrent private placement. In connection with the Rights Offering and the Concurrent Private Placement, the Company, Greenlight, Third Point Partners, Third Point Partners Qualified and Third Point Loan entered into an Amended and Restated Registration Rights Agreement on December 15, 2010 that provides registration rights, under certain circumstances and subject to certain restrictions set forth therein, with respect to, among other things, certain shares of Common Stock and Common Membership Interests acquired in connection with the Rights Offering and the LLC's concurrent private placement and certain warrants that may be issued if the Bridge Loan is not paid in full on or prior to March 24, 2011. Such registration rights would be in addition to the registration rights currently held by certain of the Reporting Persons and Third Point Loan for shares of Common Stock currently held by them and for shares of Common Stock issuable upon exchange of Common Membership Interests currently held by the Backstop Parties. Third Point Loan and the Company also entered into an Amended and Restated Voting Agreement on December 14, 2010 in connection with the A&R ROLA. The A&R Voting Agreement requires, among other things, that Third Point Loan cast its votes in favor of certain proposals intended to facilitate the consummation of the transactions contemplated by the A&R ROLA for which the Company will seek stockholder approval at a meeting of the Company's stockholders, as set forth in the Company's Preliminary Proxy Statement filed with the Commission on November 15, 2010, including, but not limited to, a proposal to amend the Company's Amended and Restated Certificate of Incorporation to increase the number of authorized but unissued shares of Common Stock from 100,000,000 to 140,000,000 and Class B Common Stock from 50,000,000 to 75,000,000. About Biofuel Energy Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) -- http://www.bfenergy.com/-- aims to become a leading ethanol producer in the United States by acquiring, developing, owning and operating ethanol production facilities. It currently has two 115 million gallons per year ethanol plants in the Midwestern corn belt. The Company's balance sheet at September 30, 2010, showed $329.7 million in total assets, $274.6 million in total liabilities, and stockholders' equity of $55.1 million. As reported in the Troubled Company Reporter on March 31, 2010, Grant Thornton LLP, in Denver, 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 experienced declining liquidity and has $16.5 million of outstanding working capital loans that mature in September 2010. "If we are unable to raise sufficient proceeds from the rights offering, the LLC's concurrent private placement, or from other sources, we may be unable to continue as a going concern, which could potentially force us to seek relief through a filing under the U.S. Bankruptcy Code," the Company said in its Form 10-Q for the third quarter of 2010. BLOCKBUSTER INC: Gets 45-Day Extension of Challenge Period ---------------------------------------------------------- The final order allowing Blockbuster Inc. to obtain $125 million in debtor-in-possession financing provides the Official Committee of Unsecured Creditors with 60 days following entry of the Final Order to commence "an adversary proceeding challenging the amount, validity, or enforceability of the Senior Secured Obligations, or the perfection or priority of the Prepetition Security Interests in the Prepetition Collateral in respect thereof, or otherwise asserting any claims or causes of action on behalf of the Debtors' estates against the Senior Indenture Trustee or the Senior Secured Noteholders relating to the Senior Secured Obligations." The Challenge Period is set to expire on December 27, 2010. Against this backdrop, the Creditors Committee asked the Court for a 45-day extension of the Challenge Period through and including February 9, 2011. More than half of the prescribed Challenge Period has passed and the Creditors Committee has yet to receive any responsive documents from "investigation parties" composed of the Debtors, the DIP Agent, the Senior Indenture Trustee, the Backstop Lenders, and Carl Icahn, Richard S. Kanowitz, Esq., at Cooley LLP, in New York, tells the Court. To date, he says, the Creditors Committee's review has been limited to documents previously provided by the Debtors in their virtual data room, which are not specifically tailored to the Creditors Committee's investigative efforts, and those documents available in the public domain. While counsel to each of the Investigation Parties have pledged to work cooperatively with the Creditors Committee to provide prompt access to the documents and information needed to perform a complete investigation of the Senior Secured Noteholders relating to the Senior Secured Obligations, it has become abundantly clear that the Creditors Committee and Investigation Parties maintain different views on (i) what constitutes prompt cooperation, and (ii) which claims and causes of action would be foreclosed from further review upon expiration of the Challenge Period, Mr. Kanowitz argues. With 25 days left until expiration of the Challenge Period, the Creditors Committee has yet to receive any documents or information, yet to be in a position to schedule any depositions and yet to be provided with any time to review and consider adduced information in order to decide whether filing an appropriate motion for standing to pursue a challenge is an intelligent use of the estates' resources, Mr. Kanowitz contends. He adds that the Debtors have yet to file their plan of reorganization and disclosure statement, or provide the Creditors Committee with the corresponding business plan for its analysis. The delayed filing of the Plan, Disclosure Statement and Business Plan serve as further support for the requested extension, as the brevity of the Challenge Period was initially tied to the expedited filing requirements of the Plan milestones in the DIP Credit Agreement, Mr. Kanowitz asserts. The Creditors Committee also asks the Court to confirm that the sought extension does not constitute a "Roll-Up Event" under the Final DIP Order, which would result in a $125 million windfall to the DIP Lenders, to ensure that the extension does not prejudice the estates by unintentionally triggering a substantial rollup of the DIP Lenders' prepetition indebtedness. A Roll-Up Event occurs upon, inter alia, the date a Carve-Out Trigger Notice is delivered, which notice may be delivered upon the occurrence of a Termination Event. A Termination Event may occur upon, inter alia, (i) the date upon which any provision of the Final DIP Order will cease to be valid and binding, or (ii) the date of any occurrence of an Event of Default under the DIP Loan Documents. One of the Events of Default is the entry of an order amending, supplementing, staying, vacating, rescinding or otherwise modifying the Final DIP Order without the written consent of the DIP Lenders. The Creditors Committee submits that entry of an order (i) providing a 45-day extension of the Challenge Period, and (ii) confirming that the extension does not constitute a Roll-Up Event under the DIP Credit Agreement and Final DIP Order, is reasonable and justified at this time. * * * Bankruptcy Judge Burton Lifland extended through and including: (a) December 27, 2010, the period for the Official Committee of Unsecured Creditors to challenge the amount, validity or enforceability of the Senior Secured Obligations, or the perfection or priority of the Prepetition Security Interests in the Prepetition Collateral, or otherwise assert any claims or causes of action on behalf of the Debtors' bankruptcy estates against the Senior Indenture Trustee or the Senior Secured Noteholders relating to the Senior Secured Obligations; and (b) February 1, 2011, the Creditors Committee's Challenge Period to assert claims or causes of action on behalf of the estates against the Senior Indenture Trustee or the Senior Secured Noteholders relating to the Senior Secured Obligations solely pursuant to Sections 544(b) and 548 of the Bankruptcy Code, provided that nothing in the Order will prejudice the Creditors Committee's: * right to seek any remedies with respect to any successful challenge against the Senior Indenture Trustee or the Senior Secured Noteholders relating to the Senior Secured Obligations; or * ability to seek further extension to the Challenge Period, and any parties' ability to oppose any request, solely with respect to those causes of actions specifically described in the Order, if necessary, upon notice and hearing to the Investigation Parties or upon written consent of the Investigation Parties. About Blockbuster Inc. Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA, BLOKB) -- http://www.blockbuster.com/-- is a global provider of rental and retail movie and game entertainment. It has a library of more than 125,000 movie and game titles. Blockbuster said it had assets of $1,017,035,832 and debts of $1,464,939,759 as of August 1, 2010. Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11 bankruptcy proceedings with a pre-arranged reorganization plan in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No. 10-14997). Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil, Gotshal & Manges, serve as counsel to the Debtors. Rothschild Inc. is the financial advisor. Alvarez & Marsal is the restructuring advisor with A&M managing director Jeffery J. Stegenga as chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. A steering group of senior secured noteholders is represented by James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin LLP. U.S. Bank National Association as trustee and collateral agent for the senior secured notes is represented by David McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter & Hampton LLP. BDO Consulting is the financial advisor for U.S. Bank. Lenders led by Wilmington Trust FSB are providing the DIP financing. The DIP Agent is represented by Peter Neckles, Esq. and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. The Official Committee of Unsecured Creditors has retained Cooley LLP as its counsel. Blockbuster's non-U.S. operations and its domestic and international franchisees, all of which are legally separate entities, were not included in the filings and are not parties to the Chapter 11 proceedings. Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Blockbuster Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) BLOCKBUSTER INC: Gets Nod to Assume Nat'l Union Insurance Pacts --------------------------------------------------------------- Blockbuster Inc. and its 11 debtor-affiliates received authority from the United States Bankruptcy Court for the Southern District of New York to: (a) assume certain insurance agreements between them and National Union Fire Insurance Company of Pittsburgh, Pa., on behalf of itself and certain related insurance companies, in their entirety, spanning the period from September 30, 1999, through September 30, 2010; and (b) enter into renewals of certain insurance policies with the Insurers. As previously reported, the Debtors are required to maintain certain insurance programs in connection with the operation of their business. From September 30, 1999, until September 30, 2010, National Union provided the Debtors with certain workers' compensation, including employers' liability, general liability and automobile liability insurance coverages pursuant to a series of policies. The Policies are governed by certain indemnity and payment agreements, as well as any related endorsements, schedules, addendum and other documents. The Insurance Program Agreements are an integral part of the Debtors' Insurance Program. As security for the Debtors' obligations under the Existing Insurance Program, the Debtors currently have an outstanding letter of credit, which has been fully cash collateralized, for $24 million issued for the benefit of the Insurers. Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New York, relates that notwithstanding extensive attempts to obtain competing proposals, the Debtors were unable to procure a more competitive bid from an insurance company other than National Union. Therefore, to ensure continued coverage during the Chapter 11 cases, the Debtors entered into the Renewal Insurance Program with National Union to provide them with workers' compensation, general liability and automobile liability insurance coverage for the period September 30, 2010, through September 30, 2011. To secure the renewal of the insurance programs, the Debtors were required to provide an additional $4.6 million of cash security as collateral for the benefit of the Insurers. In compliance with the terms of the Policies, the Debtors have paid all required premiums and now seek the Court's approval of the Renewal Insurance Program, and authority to assume the Existing Insurance Program and cross-collateralize the obligations under the Existing Insurance Program with the collateral provided as part of the Renewal Insurance Program. * * * The Court's order provides that the Debtors are directed to cure all defaults and to pay their obligations under the Insurance Program, including premium and losses, in the ordinary course of business, in accordance with the relevant terms of the Insurance Program, without further Court order. In the event of a default by the Debtors under the Insurance Program, Insurers may exercise all contractual rights in accordance with the terms of the Insurance Program and applicable state law, without further Court order, Judge Burton Lifland maintained. He added that the automatic stay will be deemed lifted to the extent necessary for Insurers to exercise those rights, without further Court order. The reimbursement obligations and any other obligations under the Insurance Program will be administrative obligations entitled to priority under Section 503(b) of the Bankruptcy Code. Because the Debtors are authorized to meet their obligations under the Insurance Program without further order of the Court, no additional proof of claim or request for payment of administrative expenses need be filed by Insurers. All collateral or security held at this time by Insurers and all prior payments to Insurers under the Insurance Program are approved and are unavoidable transfers under the Bankruptcy Code and applicable state law. Insurers are authorized to retain and use the collateral or security, any additional or replacement collateral or security, and any prior or future payment that may be provided to Insurers, and any collateral adjustments will continue to occur, in accordance with the Insurance Program's terms. Insurers may adjust, settle and pay insured claims, utilize funds provided for that purpose, and otherwise carry out the terms and conditions of the Insurance Program, without further Court order, provided that nothing in the order will be deemed to grant relief from the stay to a non-workers' compensation claimant to pursue any claim in a non-bankruptcy court. The Insurance Program may not be altered by any plan of reorganization filed or confirmation order entered in the cases and will survive any plan filed by the Debtors. Nothing in any plan confirmed in the cases will impair the interests of the Insurers in the collateral that they hold. The Debtors' rights against all collateral held by the Insurers will be governed by the terms of the Insurance Program and the related security documentation, and the Debtors will not take any action against the Insurers in the Bankruptcy Court that is inconsistent with the terms of those documentation. Estimation of the Insurers' claim under Section 502(c) will not be authorized as a basis to require the Insurers to return any part of the security they now hold for the Insurance Program, and during the pendency of the cases, the Insurers will not be required, except as otherwise provided in the underlying contracts, to return any part of the security they now hold for the Insurance Program without adequate protection for the interest in the security to be returned pursuant to Section 361(1) of the Bankruptcy Code. The Insurers may seek to estimate their unsecured administrative claim in the event the estate of the Debtors is to be or has been liquidated and dispersed. About Blockbuster Inc. Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA, BLOKB) -- http://www.blockbuster.com/-- is a global provider of rental and retail movie and game entertainment. It has a library of more than 125,000 movie and game titles. Blockbuster said it had assets of $1,017,035,832 and debts of $1,464,939,759 as of August 1, 2010. Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11 bankruptcy proceedings with a pre-arranged reorganization plan in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No. 10-14997). Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil, Gotshal & Manges, serve as counsel to the Debtors. Rothschild Inc. is the financial advisor. Alvarez & Marsal is the restructuring advisor with A&M managing director Jeffery J. Stegenga as chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. A steering group of senior secured noteholders is represented by James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin LLP. U.S. Bank National Association as trustee and collateral agent for the senior secured notes is represented by David McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter & Hampton LLP. BDO Consulting is the financial advisor for U.S. Bank. Lenders led by Wilmington Trust FSB are providing the DIP financing. The DIP Agent is represented by Peter Neckles, Esq. and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. The Official Committee of Unsecured Creditors has retained Cooley LLP as its counsel. Blockbuster's non-U.S. operations and its domestic and international franchisees, all of which are legally separate entities, were not included in the filings and are not parties to the Chapter 11 proceedings. Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Blockbuster Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) BLOCKBUSTER INC: Wants Until April 21 to Decide on Leases --------------------------------------------------------- Pursuant to Section 365(d)(4) of the Bankruptcy Code, all nonresidential real property leases under which Blockbuster Inc. or an affiliate is a lessee will be deemed rejected, unless (i) the Unexpired Leases are assumed on or prior to January 21, 2010, (ii) the Unexpired Leases are rejected on or prior to January 21, 2010, or (iii) the time within which the Debtors may decide to assume or reject the Unexpired Leases is extended pursuant to Section 365(d)(4). By this motion, the Debtors ask the Court to extend the period within which they may assume or reject all Unexpired Leases, through and including April 21, 2011, without prejudice to their rights to seek further extensions of the Lease Decision Deadline with the consent of the affected landlords, as contemplated by Section 365(d)(4)(B)(ii). Stephen Karotkin, Esq., at Weil, Gotshal & Manges LLP, in New York, tells the Court that the Debtors are making timely payments for the use of the premises associated with the Unexpired Leases, and are continuing to perform their other obligations under the Unexpired Leases in a timely fashion, to the extent required by Section 365(d)(3). Mr. Karotkin asserts that there is no reason why the proposed extension could or would damage the lessors that are party to the Unexpired Leases in an amount beyond the compensation as is available to the lessors under the Bankruptcy Code. Pending the Debtors' election to assume or reject the Unexpired Leases, the Debtors will continue to perform all of their undisputed obligations arising after the Petition Date, including the payment of postpetition rent in a timely fashion, he explains. The Debtors' leasehold interests are significant assets related to their business operations, Mr. Karotkin says. He points out that their established retail footprint of "bricks and mortar" stores throughout the United States of America is one of the most important features of their brand and business. He adds that the Debtors' hub of distribution centers along with their bricks and mortar footprint for in-store exchanges are key to the efficient storage and delivery of movies and games to their by-mail customers. Although the Debtors have sought to expeditiously reject approximately 290 burdensome store leases since the Petition Date, the Debtors require additional time to analyze their Unexpired Leases so as to facilitate a determination of what the footprint of the Debtors' retail store channel will be upon exit from Chapter 11, Mr. Karotkin argues. He adds that in view of the posture of the Chapter 11 cases, it would not be prudent for the Debtors to make any determinations concerning the assumption or rejection of the Unexpired Leases on or before January 21, 2010. Against this backdrop, the Debtors believe that cause exists for the Court to extend the time within which the Debtors may assume or reject any of the Unexpired Leases. A hearing will be held on January 11, 2011, to consider the request. Objections are due on January 3. About Blockbuster Inc. Based in Dallas, Texas, Blockbuster Inc. (Pink Sheets: BLOKA, BLOKB) -- http://www.blockbuster.com/-- is a global provider of rental and retail movie and game entertainment. It has a library of more than 125,000 movie and game titles. Blockbuster said it had assets of $1,017,035,832 and debts of $1,464,939,759 as of August 1, 2010. Blockbuster Inc. and 12 U.S. affiliates initiated Chapter 11 bankruptcy proceedings with a pre-arranged reorganization plan in Manhattan on September 23, 2010 (Bankr. S.D.N.Y. Case No. 10-14997). Martin A Sosland, Esq., and Stephen Karotkin, Esq., at Weil, Gotshal & Manges, serve as counsel to the Debtors. Rothschild Inc. is the financial advisor. Alvarez & Marsal is the restructuring advisor with A&M managing director Jeffery J. Stegenga as chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. A steering group of senior secured noteholders is represented by James P. Seery, Esq., and Paul S. Caruso, Esq., at Sidley Austin LLP. U.S. Bank National Association as trustee and collateral agent for the senior secured notes is represented by David McCarty, Esq., and Kyle Mathews, Esq., at Sheppard Mullin Richter & Hampton LLP. BDO Consulting is the financial advisor for U.S. Bank. Lenders led by Wilmington Trust FSB are providing the DIP financing. The DIP Agent is represented by Peter Neckles, Esq. and Alexandra Margolis, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in New York. The Official Committee of Unsecured Creditors has retained Cooley LLP as its counsel. Blockbuster's non-U.S. operations and its domestic and international franchisees, all of which are legally separate entities, were not included in the filings and are not parties to the Chapter 11 proceedings. Bankruptcy Creditors' Service, Inc., publishes BLOCKBUSTER BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Blockbuster Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) BLUEKNIGHT ENERGY: MSD Affirms Stand Against Restructuring Deal --------------------------------------------------------------- MSD Capital, L.P., on December 21, 2010, received a written response to their letter dated December 16, 2010, from James C. Dyer, IV, the Chief Executive Officer of Blueknight Energy Partners G.P., L.L.C., the general partner to Blueknight Energy Partners, L.P. Mr. Dyer expressed that the General Partner continues to review and assess possible modifications to the Global Transaction Agreement. On December 23, 2010, MSD sent a written response to Mr. Dyer's letter, reiterating the conclusions expressed in its prior letter about the unfairness and inappropriateness of the GTA but welcomed the General Partner's willingness to modify it. "We continue to believe in the validity of the views expressed in our prior letter. Of course, we have never questioned the need for Blueknight to restructure its balance sheet," MSD Capital's Daniel Shuchman said. "Our concerns center around the process that led to the current GTA and the numerous ways in which, as outlined in our previous letter, it violates the Partnership Agreement and is not in the best long-term interests of the Partnership. Notwithstanding any advice that you may have received, the proposed plan is not fair or appropriate. Blueknight can, and should, do better." In his December 21 reply letter to MSD Capital, Mr. Dyer said Blueknight had a number of legacy issues from the SemGroup bankruptcy, not the least of which were a devastating loss of gathering and transportation revenues and a wholly unsustainable financial structure. "We worked diligently to negotiate a significant equity infusion from the general partners and replace the restrictive and costly credit facility inherited from the SemGroup days. I hasten to emphasize that the prior credit facility severely limited capital expenditures and prohibited any distributions, all while maintaining secured interests in our assets," Mr. Dyer said. A copy of Mr. Dyer's December 21 letter is available at http://is.gd/jDobo A copy of MSD Capital's December 16 letter is available at http://is.gd/jDomN A copy of MSD Capital's December 23 letter is available at http://is.gd/jDovO Global Transaction Agreement On October 25, 2010, Blueknight Energy entered into a Global Transaction Agreement with the General Partner, Vitol, and CB-Blueknight, LLC. The GTA outlines a series of transactions related to the refinancing of the Partnership's existing debt and the recapitalization of the Partnership's securities. Generally, these transactions are separated into three types of transactions: (i) Phase I Transactions, (ii) Unitholder Vote Transactions and (iii) Phase II Transactions. Phase I transactions include the Partnership's entering into a new credit agreement, which includes a $200 million term loan facility and a $75 million revolving loan facility, and issuance of an aggregate of 21,538,462 Series A Preferred Units to Vitol Holding and CB-Blueknight for a cash purchase price of $6.50 per Preferred Unit in a privately negotiated transaction and granting Vitol Holding and Charlesbank Holding certain registration rights pursuant to a Registration Rights Agreement for the resale of Common Units issued as a result of the conversion of their Preferred Units. Terms of the GTA are discussed extensively in the Partnership's Form 8-K with the Securities and Exchange Commission on October 25, a copy of which is available at http://is.gd/jDmovand in its Form 10-Q report for the quarterly period ended September 30, 2010, a copy of which is available at http://is.gd/jDm4w Also on October 25, CB-Blueknight, which is an affiliate of Charlesbank Capital Partners, LLC, entered into an agreement with Blueknight Energy Holding, Inc. -- Vitol Holding -- an affiliate of Vitol Holding B.V., to purchase 50% of the membership interests in the entity that controls the Partnership's general partner. Because this is a private transaction, financial terms were not disclosed. The change in control was consummated November 12, 2010. MSD Capital has disclosed that it may be deemed to beneficially own 3,576,944 or 16.5% of the common units in the Partnership. MSD Capital is being advised by: Janice V. Sharry, Esq. HAYNES AND BOONE, LLP 2323 Victory Avenue, Suite 700 Dallas, TX 75219-7673 Telephone: (214) 651-5562 E-mail: janice.sharry@haynesboone.com About Blueknight Energy Blueknight Energy Partners, L.P. (Pink Sheets: BKEP) -- http://www.bkep.com/-- provides integrated terminalling, storage, processing, gathering and transportation services for companies engaged in the production, distribution and marketing of crude oil and asphalt product. It provides services for the customers, and its only inventory consists of pipeline linefill and tank bottoms necessary to operate the assets. It has three operating segments: crude oil terminalling and storage services, crude oil gathering and transportation services, and asphalt services. The Company's balance sheet at Sept. 30, 2010, showed $295.96 million in total assets, $444.02 million in current liabilities, $4.69 million in long-term payable to related parties, and a partners' deficit of $152.75 million. * * * PricewaterhouseCoopers LLP, in Tulsa, Okla., in its report on the Partnership's financial statements for the year ended December 31, 2009, expressed substantial doubt about its ability to continue as a going concern. The independent auditors noted that the Partnership has substantial long-term debt, a deficit in partners' capital, and significant litigation uncertainties. BRICOUR PROPERTIES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Bricour Properties, Ltd. P.O. Box 70 Brunswick, OH 44212 Bankruptcy Case No.: 10-55912 Chapter 11 Petition Date: December 21, 2010 Court: United States Bankruptcy Court Northern District of Ohio (Akron) Judge: Marilyn Shea-Stonum Debtor's Counsel: Robert J. Fedor, Jr., Esq. ROBERT J. FEDOR, ESQ., LLC 2001 Crocker Rd., Suite 216 Westlake, OH 44145 Tel: (440) 250-9709 Fax: (440) 250-9714 E-mail: rjfedor@fedortax.com Scheduled Assets: $5,362,578 Scheduled Debts: $6,014,631 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb10-55912.pdf The petition was signed by Roger Nair, president. C&D TECHNOLOGIES: Completes Debt-to-Equity Exchange Offer --------------------------------------------------------- C&D Technologies Inc. has completed its debt-to-equity exchange offer, reducing the Company's total debt from approximately $175 million to $50 million and providing the company with an appropriate capital structure to continue to meet its obligations and execute its future business plans. "[Thurs]day begins a new chapter for C&D. We are very pleased that we were able to achieve our financial restructuring quickly and efficiently through this out-of-court process with minimal disruption to our business," said Dr. Jeffrey A. Graves, President and CEO. "The restructuring puts us on solid financial footing as we enter 2011 and it will allow us to take full advantage of our industry leadership position as our markets improve to pre- recession levels and we continue to grow our operations in Asia. C&D has been in business for more than 100 years and it is our goal to serve our customer's needs, build value for our shareholders and provide a great place to work for our employees for the next 100 and beyond." Pursuant to the terms of the exchange offer, the participating noteholders will be issued their pro rata share of 93.09% of the issued and outstanding Common Stock of the Company after the Company's 1:37335:1 forward stock split for the benefit of the existing holders of the Company's common stock has been processed. After completion of the processing of the forward stock split and issuance of post-stock split shares of common stock to the participating noteholders, existing holders of the Company's common stock will hold approximately 6.91% of the Company's outstanding shares of Common Stock after the exchange offer. Both percentages are subject to dilution to the extent securities are issued under the Company's management incentive plans. About C&D Technologies C&D Technologies, Inc., provides solutions and services for the switchgear and control (utility), telecommunications, and uninterruptible power supply (UPS), as well as emerging markets such as solar power. C&D Technologies' engineers, manufactures, sells and services fully integrated reserve power systems for regulating and monitoring power flow and providing backup power in the event of primary power loss until the primary source can be restored. C&D Technologies' unique ability to offer complete systems, designed and produced to high technical standards, sets it apart from its competition. C&D Technologies is headquartered in Blue Bell, PA. C&D TECHNOLOGIES: Delisted From New York Stock Exchange ------------------------------------------------------- In a Form 25 filing with the Securities and Exchange Commission on December 17, 2010, C&D Technologies Inc. notified the Commission of the removal of its common stock from the listing or registration under the New York Stock Exchange LLC. About C&D Technologies C&D Technologies, Inc., provides solutions and services for the switchgear and control (utility), telecommunications, and uninterruptible power supply (UPS), as well as emerging markets such as solar power. C&D Technologies' engineers, manufactures, sells and services fully integrated reserve power systems for regulating and monitoring power flow and providing backup power in the event of primary power loss until the primary source can be restored. C&D Technologies' unique ability to offer complete systems, designed and produced to high technical standards, sets it apart from its competition. C&D Technologies is headquartered in Blue Bell, PA. On September 14, 2010, the Company entered into a restructuring support agreement with two convertible noteholders who together as of the date of the RSA held approximately 56% of the aggregate principal amount of the 2005 Notes and the 2006 Notes. The Supporting Noteholders have agreed to a proposed restructuring of the 2005 Notes and the 2006 Notes which will be effected through (i) an offer to exchange the outstanding 2005 Notes and 2006 Notes for up to 95% of the Company's common stock, or (ii) a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. C&D Technologies elected not to make a semi-annual interest payment due on its 5.25% Convertible Senior Notes due 2025 on November 1, 2010. In December 2010, C&D Technologies completed its debt-to-equity exchange offer, reducing the Company's total debt from approximately $175 million to $50 million and providing the company with an appropriate capital structure to continue to meet its obligations and execute its future business plans. Pursuant to the terms of the exchange offer, the participating noteholders will be issued their pro rata share of 93.09% of the issued and outstanding Common Stock of the Company after the Company's 1:37335:1 forward stock split for the benefit of the existing holders of the Company's common stock has been processed. CAPITOL BANCORP: C. Meeusen Owns 97,625 Shares of Common Stock -------------------------------------------------------------- In a Form 3 filing with the Securities and Exchange Commission on December 17, 2010, Calvin D. Meeusen, a director at Capital Bancorp Ltd., disclosed that he beneficially owns common stock of the Company: Securities Nature of Indirect Beneficially Owned Beneficial Ownership ------------------ -------------------- 37,236.1976 Grantor Trust 41,381.6645 Wife's Grantor Trust 1,596 IRA 3,491 Wife's IRA 7,922 Retirement Plan 2,893.0013 Wife & Son 2,891.9721 Wife & Son 214 LLC Mr. Meeusen has a warrant to purchase 48 shares of common stock of the Company which warrant will expire on May 31, 2012. About Capitol Bancorp Limited Capitol Bancorp Limited (NYSE: CBC) is a $4.2 billion national community banking company, with a network of bank operations in 14 states. Founded in 1988, Capitol Bancorp Limited has executive offices in Lansing, Mich., and Phoenix, Ariz. The Company's balance sheet at Sept. 30, 2010, shows $4.23 billion in total assets, $4.16 billion in total liabilities, and equity of $77.68 million. In September 2009, Capitol and its second-tier bank holding companies entered into a written agreement with the Federal Reserve Bank of Chicago under which Capitol has agreed, among other things, to submit to the Reserve Bank a written plan to maintain sufficient capital at Capitol on a consolidated basis and at Michigan Commerce Bank (as a separate legal entity on a stand- alone basis); and a written plan to enhance the consolidated organization's risk management practices, a strategic plan to improve the consolidated organization's operating results and overall condition and a cash flow projection. Certain of Capitol's bank subsidiaries have entered into formal agreements with their applicable regulatory agencies. Those agreements provide for certain restrictions and other guidelines and/or limitations to be followed by the banks. In 2009, Capitol commenced the deferral of interest payments on its various trust-preferred securities, as is permitted under the terms of the securities, to conserve cash and capital resources. The payment of interest may be deferred for periods up to five years. During such deferral periods, Capitol is prohibited from paying dividends on its common stock (subject to certain exceptions) and is further restricted by Capitol's written agreement with the Federal Reserve Bank of Chicago. Accrued interest payable on such securities approximated $18.1 million at June 30, 2010. CASCADE BANCORP: Shareholders OK Sale of $177MM of Stock -------------------------------------------------------- On December 23, 2010, Cascade Bancorp held a special meeting of shareholders. Two proposals were submitted to and approved by the Company's shareholders. The holders of 1,614,496 shares of the Company's common stock were represented at the special meeting in person or by proxy. Shareholders approved the amendment to the Company's Articles of Incorporation, as amended, to increase the number of authorized shares of the Company's common stock from 40,000,000 to 100,000,000. Also, shareholders approved the issuance of up to $177 million of the Company's common stock to investors in private offerings exempt from registration under the Securities Act of 1933, as amended, pursuant to Securities Purchase Agreements entered into by the Company and such investors on November 16, 2010, which will result in such investors acquiring in the aggregate approximately 94% of the outstanding voting securities of the Company. About Cascade Bancorp Bend, Ore.-based Cascade Bancorp (Nasdaq: CACB) through its wholly-owned subsidiary, Bank of the Cascades, offers full-service community banking through 32 branches in Central Oregon, Southern Oregon, Portland/Salem Oregon and Boise/Treasure Valley Idaho. Cascade Bancorp has no significant assets or operations other than the Bank. The Company's balance sheet at June 30, 2010, showed $1.919 billion in total assets, $1.907 billion in total liabilities, and shareholders' equity of $12.1 million. Weiss Ratings has assigned its E- rating to Bend, Ore.-based Bank of The Cascades. The rating company says that the institution currently demonstrates what it considers to be significant weaknesses and has also failed some of the basic tests it uses to identify fiscal stability. "Even in a favorable economic environment," Weiss says, "it is our opinion that depositors or creditors could incur significant risks." As of March 31, 2010, the institution's balance sheet showed $2,083,883,000 in assets. CHENIERE ENERGY: Acctg. Officer Smith Reports Equity Stake ---------------------------------------------------------- Jerry D. Smith, Vice President and Chief Accounting Officer of Cheniere Energy, Inc., disclosed in a Form 4 filing with the Securities and Exchange Commission his conversion of 33,333 units of phantom stock on December 15, 2010. Each share of phantom stock is the economic equivalent of one share of Cheniere Energy common stock. The conversion raised his stake to 47,892 common shares. On the same date, Mr. Smith disposed of 8,817 common shares, reducing his stake to 39,075 shares. 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. CHENIERE ENERGY: GSO Capital et al. Disclose Equity Stake --------------------------------------------------------- In a Schedule 13G filing with the Securities and Exchange Commission, GSO Capital Partners LP disclosed that it may be deemed to directly hold 134,889 shares of Common Stock of Cheniere Energy, Inc. GSO Special Situations Fund LP directly holds 2,716,119 shares of Common Stock, GSO COF Facility LLC directly holds 4,402,174 shares of Common Stock and GSO Special Situations Overseas Master Fund Ltd. directly holds 2,377,825 shares of Common Stock. The GSO entities may be deemed to hold 14.2% of the Shares in the aggregate. GSO Capital Partners LP is the investment manager of each of GSO Special Situations Fund LP and GSO Special Situations Overseas Master Fund Ltd, and collateral manager of GSO COF Facility LLC. GSO Advisor Holdings L.L.C. is the general partner of GSO Capital Partners LP. In the same schedule, Blackstone Distressed Securities Fund L.P. disclosed it may be deemed to directly hold 116,672 shares of Common Stock. Blackstone Distressed Securities Advisors L.P. serves as the investment advisor to Blackstone Distressed Securities Fund L.P. Blackstone DD Advisors L.L.C. is the general partner of Blackstone Distressed Securities Advisors L.P. Blackstone Holdings I L.P. is the sole member of each of GSO Advisor Holdings L.L.C. and Blackstone DD Advisors L.L.C. Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings I L.P. The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Blackstone Group Management L.L.C. is controlled by Stephen A. Schwarzman, one of its founders. Each of Bennett J. Goodman, J. Albert Smith III and Douglas I. Ostrover is an executive of GSO Capital Partners LP. A copy of the Schedule 13G filing dated December 27 is available at http://is.gd/jDryj On December 23, Blackstone Group filed a Form 3, disclosing its stake in Cheniere, a copy of which is available at http://is.gd/jDrWH GSO Capital filed a Form 3 on the same date, a copy of which is avialable at http://is.gd/jDrYL 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. CHIMNEY HILL: Case Summary & 18 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Chimney Hill Properties, Ltd. 1013 N. Beverly Drive Beverly Hills, CA 90210 Bankruptcy Case No.: 10-65062 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Debtor's Counsel: David J. Richardson, Esq. THE CREDITORS' LAW GROUP 2310 Hyperion Avenue, Suite A Los Angeles, CA 90027 Tel: (323) 686-5400 Fax: (323) 686-5403 E-mail: djr@thecreditorslawgroup.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 18 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-65062.pdf The petition was signed by Brandon Wolsic, vice president of Rossco Holdings Inc., general partner. Debtor-affiliates that filed separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Rossco Holdings, Inc. 10-55951 08/02/10 Colony Lodging, Inc. 10-55925 07/27/10 Monte Nido Estates, LLC 10-55947 07/28/10 WM Properties, Ltd. 10-55970 07/28/10 Leonard M. Ross 10-49358 09/15/10 CLEAR CHANNEL: Exploring Financing Alternatives ----------------------------------------------- Clear Channel Communications Inc. said it is exploring a diverse array of alternatives in an effort to optimize its overall capital structure. The alternatives may include: i) the incurrence of new incremental credit facilities, ii) amendments to CCU's existing credit facilities to, among other things, permit CCU and its subsidiaries, including Clear Channel Outdoor Holdings, Inc., to incur additional secured or unsecured indebtedness and permit extensions of the maturities of one or more of the revolving credit facilities and tranches of term loan facilities of CCU, iii) an offering of new senior secured or unsecured debt of CCU or its affiliates and iv) a debt-for-debt exchange with existing holders. Should CCU pursue the incurrence of any new incremental credit facilities or the issuance of any other new debt, it currently anticipates that the proceeds would ultimately be used to refinance existing indebtedness, including the CCU legacy notes. Should CCU pursue any such incurrence or issuance, the terms, timing and structure of any transaction will naturally depend on market conditions, and the amounts involved may be material. There can be no assurance that any transaction will ultimately be pursued or that any transaction, if pursued, will be successful. 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: Three Directors Do Not Own Any Securities --------------------------------------------------------- In separate Form 3 filings with the Securities and Exchange Commission on December 20, 2010, William R. Blessing, Mufit Cinali and Hossein Eslambolchi, directors at Clearwire Corp., disclosed that they do not beneficially own any securities of the company. They are: 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. 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." COLONIAL BANCGROUP: To Present Plan for Confirmation on Feb. 3 -------------------------------------------------------------- Colonial BancGroup Inc. is now scheduled to present its Plan of Liquidation for confirmation at a hearing on February 3, 2011, after it obtained approval from the Bankruptcy Court of the explanatory disclosure statement, according to BankruptcyData.com. As reported in the December 15, 2010 edition of the Troubled Company Reporter, according to the Disclosure Statement, the Plan calls for the liquidation of all assets of the Debtor and the distribution of the proceeds to the Debtor's creditors. After the Plan is confirmed by the Bankruptcy Court, the Plan Trustee will be authorized to continue the task begun by the Debtor of pursuing, collecting and liquidating the remaining assets of the Debtor. In addition to liquidating the Debtor's Core Assets, the Plan Trustee will investigate and evaluate any claims the Debtor may have against insiders, affiliated companies and independent third parties, the pursuit of which may supplement the proceeds recovered by liquidating the Debtor's core assets. The proceeds of this liquidation effort will be used to pay the outstanding claims against the Debtor in accordance with the classifications and order of priority of these claims under the Plan. The Debtor intends to pay all claims in full. However, the Debtor does not anticipate any distribution to Classes G (Statutorily Subordinated Claims) and H (Equity Interests). If there are insufficient funds to pay a certain class in full, available funds will be distributed pro rata among the members of that class in accordance with the amount of the allowed claims in that class. Reserves will be established for the payment of disputed claims to the extent required in the Plan. As part of his duties, the Plan Trustee will evaluate and contest Claims and Equity Interests (if necessary) asserted against the Debtor when, in his judgment and based on all of the circumstances, the Plan Trustee concludes that the claim or Interest must be contested. Other parties-in-interest also are entitled to object to and otherwise challenge Claims asserted against the Debtor. The Plan will be funded by existing cash on hand and the cash to be received from the liquidation of the Debtor's assets. In addition, the Plan will be funded by any recoveries realized from the prosecution or settlement of litigation undertaken by the Plan Trustee in the name of and on behalf of the Debtor. About The Colonial BancGroup Headquartered in Montgomery, Alabama, The Colonial BancGroup, Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking subsidiary. Colonial Bank -- http://www.colonialbank.com/-- operated 354 branches in Florida, Alabama, Georgia, Nevada and Texas with over $26 billion in assets. On August 14, 2009, Colonial Bank was seized by regulators and the Federal Deposit Insurance Corporation was named receiver. The FDIC sold most of the assets to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T acquired $22 billion in assets and assumed $20 billion in deposits of the Bank. The Colonial BancGroup filed for Chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case No. 09-32303) on August 25, 2009. W. Clark Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV, Esq., at Parker Hudson Rainer & Dobbs LLP, assist the Debtor. The Debtor disclosed $45 million in total assets and $380 million in total liabilities as of the Petition Date. COMSTOCK MINING: Sun Valley Owns 4.8-Mil. Shares of Pref. Stock --------------------------------------------------------------- In a Form 3 filing with the Securities and Exchange Commission on December 20, 2010, Sun Valley Gold LLC disclosed that it directly beneficially owns 3,141,818 shares of 7-1/2% Series B Convertible Preferred Stock and indirectly beneficially owns 1,706,666 shares of 7-1/2% Series B Convertible Preferred Stock, both of which were exercisable on October 20, 2010. The securities are directly held by Sun Valley Gold Master Fund, Ltd. Sun Valley Gold LLC, Peter F. Palmedo and Palmedo Holdings LLLP may be deemed to, indirectly, beneficially own the securities directly held by Sun Valley Gold Master Fund, Ltd. About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. The Company's balance sheet at September 30, 2010, showed $5.6 million in total assets, $46.6 million in total liabilities, and a stockholders' deficit of $41.0 million. As reported in the Troubled Company Reporter on April 15, 2010, Jewett, Schwartz, Wolfe & Associates expressed substantial doubt about Goldspring, Inc.'s ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has operating and liquidity concerns and has incurred historical net losses approximating $55.0 million as of December 31, 2009. The Company also used cash in operating activities of $3.6 million in 2009. COUNTRYWIDE FINANCIAL: Allstate Sues Over $700MM in MBS ------------------------------------------------------- Dow Jones Newswires' David Benoit reports that insurance company Allstate Corp. sued mortgage-originator Countrywide Financial Corp., Monday in Manhattan federal court over $700 million in residential mortgage-backed securities that Allstate had invested in. Dow Jones says the suit names Countrywide executives as defendants, including Chairman and Chief Executive Angelo Mozilo, who agreed in October 2010 to pay $67.5 million in penalties to settle civil-fraud and insider-trading charges from the housing crisis. Dow Jones says Allstate's suit contains similar allegations other investors have raised with mortgage creators, namely that lax underwriting standards are to blame for the collapse of the investment vehicles. According to the report, Allstate says between 2005 and 2007 it purchased $700 million in securities from Countrywide, investments it thought were "highly rated, safe securities." The suit alleges that, in fact, Countrywide knew the loans were "a toxic mix of loans given to borrowers that could not afford the properties, and thus were highly likely to default." "We are still reviewing the complaint, but this unfortunately appears to be a situation where a sophisticated investor is looking for someone to blame for a downturn in the economy and losses on an investment it made," said a Bank of America spokesman Bill Halldin, according to the report. About Countrywide Financial Based in Calabasas, California, Countrywide Financial Corporation (NYSE: CFC) -- http://www.countrywide.com/-- originated, purchased, securitized, sold, and serviced residential and commercial loans. In mid-2008, Bank of America completed its purchase of Countrywide for $2.5 billion. The mortgage lender was originally priced at $4 billion, but the purchase price eventually was whittled down to $2.5 billion based on BofA's stock prices that fell over 40% since the time it agreed to buy the ailing lender. CRYOPORT INC: 12.3 Mil. Shares May Be Resold by Stockholders ------------------------------------------------------------ In an amended Form S-1 filing with the Securities and Exchange Commission on December 17, 2010, Cryoport, Inc., filed an amended Form S-1 in connection with the offer for sale by existing stockholders of 5,532,418 shares, par value $0.001 per share, currently outstanding and up to an additional 6,755,293 shares of the Company's common stock issuable upon exercise of the warrants held by the security holders. It is anticipated that the selling security holders will sell these shares of common stock from time to time in one or more transactions, in negotiated transactions or otherwise, at prevailing market prices or at prices otherwise negotiated. The Company will not receive any proceeds from the sales of shares of common stock by the selling security holders. The Company has agreed to pay all fees and expenses incurred by it incident to the registration of its common stock, including SEC filing fees. Each selling security holder will be responsible for all costs and expenses in connection with the sale of their shares of common stock, including brokerage commissions or dealer discounts. A copy of the prospectus is available for free at: http://ResearchArchives.com/t/s?717a About CryoPort Inc. Headquartered in Lake Forest, Calif., CryoPort, Inc. (OTC BB: CYRXD) -- http://www.cryoport.com/-- provides innovative cold chain frozen shipping system dedicated to providing superior, affordable cryogenic shipping solutions that ensure the safety, status and temperature of high value, temperature sensitive materials. The Company has developed a line of cost-effective reusable cryogenic transport containers capable of transporting biological, environmental and other temperature sensitive materials at temperatures below 0-degree Celsius. At September 30, 2010, the Company had total assets of $5,371,035, total liabilities of $5,524,772, and a stockholders' deficit of $153,737. Going Concern KMJ Corbin & Company LLP expressed substantial doubt about CryoPort's ability to continue as a going concern, following the Company's 2009 results. The firm noted that the Company has incurred recurring losses and negative cash flows from operations since inception. DANSY PROPERTIES: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Dansy Properties L.L.C. c/o Wessex Commercial Management P.O. BOX 44033 Phoenix, AZ 85064 Bankruptcy Case No.: 10-40900 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Redfield T. Baum, Sr. Debtor's Counsel: Stanford E. Lerch, Esq. LERCH & DEPRIMA PLC 4000 N. Scottsdale Road, Suite 107 Scottsdale, AZ 85251 Tel: (480) 212-0700 Fax: (480) 212-0705 E-mail: slerch@ldlawaz.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 four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-40900.pdf The petition was signed by Dan Unger, managing member. DIABETES AMERICA: Court Extends Filing of Schedules Until Feb. 4 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas has extended, at the behest of Diabetes America, Inc., the deadline for the filing of schedules of assets and liabilities and statement of financial affairs until February 4, 2011. The Schedules and Statement were initially due to be filed no later than January 5, 2011. The Debtor is a large medical provider who provides ongoing care to patients in a setting that is otherwise unavailable due to the uniqueness and benefit of the platform. The Debtor has aggregate debts in excess of $11 million and has 17 clinics throughout various cities in Texas and Arizona. The Debtor is not only responsible for performing administrative functions for each of its operations, it is also responsible for performing administrative tasks like billing, collections, payroll, cash management and other financial services for DCOA-Physicians Associates, PA., which is a separate entity that employs approximately 25 physicians, who provide the medical services at the Debtor's clinics. "As such, the Schedules and Statement will be reasonably complex and require significant effort to complete," the Debtor said. Furthermore, the Debtor said that because the Petition was filed near the holidays, many employees of the Debtor, court officials and legal staff will have difficulty completing the Schedules and Statement prior to the current deadline. Houston, Texas-based Diabetes America, Inc., fka Diabetes Centers of America, Inc., operates a network of 17 centrally-managed medical clinics that provide comprehensive outpatient medical care, primarily to patients with Type 1, Type 2 and Gestational Diabetes. The company's clinics are located in Texas and Houston and generate 51,000 patient visits per year. Diabetes America filed for Chapter 11 bankruptcy protection on December 21, 2010 (Bankr. S.D. Tex. Case No. 10-41521). H. Joseph Acosta, Esq., and Micheal W. Bishop, Esq., at Looper Reed & McGraw P.C., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. DIABETES AMERICA: Gets Interim Nod to Use Cash Collateral --------------------------------------------------------- Diabetes America, Inc., sought and obtained interim authorization from the U.S. Bankruptcy Court for the Southern District of Texas to use the cash collateral of MetroBank, N.A., and the other secured creditors. Pursuant to the terms of a certain Promissory Note dated September 7, 2007, as may have been extended and amended, Debtor obtained a loan in the original principal amount of $600,000 from MetroBank. The approximate indebtedness owing to MetroBank by Debtor, as of the Petition Date, was $556,112.15. In addition to the asserted secured claim by MetroBank, these parties have filed UCC financing statements that may arguably create a lien on Debtor's inventory and accounts receivable: Alleged Creditor Alleged Claim Amount ---------------- -------------------- Denly ACI Partners, Ltd. $93,500 Dennis C. Von Waaden and Sally A. Von Waaden, Co-Trustees of the Von Waaden 2004 Revocable Trust $450,000 Afton Capital, Inc. $90,000 Apelles Investment Management, LLC $4,900,000 Frank and Dina Basile $150,000 Baytree Leasing Company, LLC Unknown Bonita Lue Groesser $50,000 Kimon J. Angelides Unknown KB Centre, Ltd. Unknown Venue at Hometown, Ltd. Unknown H. Joseph Acosta, Esq., Looper Reed & Mcgraw, P.C., explained that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. In exchange for using the cash collateral, the Debtor will grant MetroBank and the other secured creditors a replacement lien on the Debtor's postpetition accounts receivable and proceeds of collection of the Debtor's accounts receivable, to the extent the use of any creditors' cash collateral results in a decrease in the value of each creditors interests in the property upon which the creditor holds a validly perfected and unavoidable lien on property of the Debtor's bankruptcy estate. The Court has set a further interim hearing for January 6, 2011, at 3:00 p.m. on the Debtor's request to use cash collateral. About Diabetes America Houston, Texas-based Diabetes America, Inc., fka Diabetes Centers of America, Inc., operates a network of 17 centrally-managed medical clinics that provide comprehensive outpatient medical care, primarily to patients with Type 1, Type 2 and Gestational Diabetes. The company's clinics are located in Texas and Houston and generate 51,000 patient visits per year. Diabetes America filed for Chapter 11 bankruptcy protection on December 21, 2010 (Bankr. S.D. Tex. Case No. 10-41521). H. Joseph Acosta, Esq., and Micheal W. Bishop, Esq., at Looper Reed & McGraw P.C., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. DOMINADOR CASTILLO: Case Summary & 17 Largest Unsecured Creditors ----------------------------------------------------------------- Joint Debtors: Dominador Ricafrente Castillo Avelina Conde Castillo 11837 Wagner Street Culver City, CA 90230 Bankruptcy Case No.: 10-64804 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Barry Russell Debtors' Counsel: Krystina T. Tran, Esq. LAW OFFICES OF TRAN AND ISERHIEN PC 17011 Beach Boulevard, Suite 900 Huntington Beach, CA 92647 Tel: (714) 892-6006 Fax: (877) 718-0098 E-mail: krystina@bklawcorp.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Joint Debtors' 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-64804.pdf DR HORTON: S&P Retains 'BB-' Rating on $2.2 Bil. Senior Notes ------------------------------------------------------------- Standard & Poor's Ratings Services revised its recovery rating on D.R. Horton Inc.'s $2.2 billion senior unsecured notes to '3' from '4', indicating S&P's expectation for meaningful (50%-70%) recovery in the event of default. The 'BB-' rating on the senior unsecured notes remains unchanged. The revised recovery rating reflects the company's substantial cash position and a meaningful reduction in outstanding debt over the past year. Fort Worth, Texas-based D.R. Horton is the nation's largest homebuilder by volume, having delivered 20,875 homes during is fiscal year ended Sept. 30, 2010. Ratings List D.R. Horton Inc. Corporate credit rating BB-/Stable/-- Rating Revised D.R. Horton Inc. Recovery rating To From --------------- -- ---- $2.2 bil. sr. unsecured notes 3 4 DUKE AND KING: Bank of America Wants Case Converted to Chapter 7 ---------------------------------------------------------------- Secured creditor Bank of America, National Association, asks the U.S. Bankruptcy Court for the District of Minnesota to convert the Chapter 11 cases of Duke and King Acquisition Corp. et al., to those under Chapter 7 of the Bankruptcy Code. BofA claims that: -- the Debtors do not intend to rehabilitate their businesses under Chapter 11; -- the insider guarantors' individual liabilities to Burger King provide a powerful incentive to manage the Chapter 11 cases for the benefit Burger King and to limit their own personal guaranty liability rather than manage the cases for the benefit of all creditors; and -- if Burger King fails to extend the Limited License Agreement in the future, the Debtors will no longer be able to operate their locations as Burger King restaurants. BofA relates that as of the Petition Date, the Debtors' indebtedness consists of $10,884,777 on account of principal, $111,447 on account of interest and $6,685 on account of fees and expenses. Additionally, as of December 3, the Debtors were liable to the bank under a swap agreement dated as of November 10, 2006 in the amount of $704,400. BofA adds that the Debtors' own cash projections show that any rehabilitation would be impossible if one includes the accruing royalties and national advertising fees. The Court will convene a hearing on January 10, 2011, at 9:30 a.m., to consider the request to convert the Debtors' cases. Objections, if any, are due January 5. About Duke and King Acquisition Corp. Burnsville, Minnesota-based Duke and King Acquisition Corp., dba Burger King, was formed in November 2006, to acquire 88 Burger King franchise restaurants from the Nath Companies. It filed for Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D. Minn. Case No. 10-38652). Clinton E. Cutler, Esq., and Douglas W. Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn. Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn. Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D. Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D. Minn. Case No. 10-3856), filed separate Chapter 11 petitions on December 4, 2010. The cases are jointly administered, with Duke and King Acquisition Corp. as the lead case. DUKE AND KING: Has Access to Cash Collateral Until Jan. 14 ---------------------------------------------------------- The Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for the District of Minnesota authorized Duke and King Acquisition Corp., et al., to use cash generated by their business operations until January 14, 2011. The Debtors assert that Bank of America, N.A., Warren Capital Corporation, the Coca-Cola Company, Duke Manufacturing Company or Meadowbrook Meat Company, Inc., have a lien on or security interests in certain non-cash assets of the Debtors, but have no interest in, or lien on, the Debtors' cash. BofA and MBM assert that the Debtors' cash is cash collateral, the use of which requires their consent or an order of the Court. As adequate protection for any diminution in value of the lenders' collateral, the Debtors will grant BofA and MBM replacement liens in the Debtors' postpetition assets of the same type and nature as those assets subject to the prepetition liens of BofA and MBM. The final hearing on the Debtors' request for cash collateral use is scheduled for January 10, at 9:30 a.m. (Central Time). Objections, if any, are due January 5. The parties are requested to file by January 4, written designations of the witnesses they intend to call at the final hearing, together with detailed recitations of the subject matter as to which they will testify. By January 6, the parties must file all remaining briefing going to the issues raised by the Debtors in the Motion and BofA in its response. About Duke and King Acquisition Corp. Burnsville, Minnesota-based Duke and King Acquisition Corp., dba Burger King, was formed in November 2006, to acquire 88 Burger King franchise restaurants from the Nath Companies. It filed for Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D. Minn. Case No. 10-38652). Clinton E. Cutler, Esq., and Douglas W. Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn. Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn. Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D. Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D. Minn. Case No. 10-3856), filed separate Chapter 11 petitions on December 4, 2010. The cases are jointly administered, with Duke and King Acquisition Corp. as the lead case. DUKE AND KING: Section 341(a) Meeting Scheduled for January 18 -------------------------------------------------------------- The U.S. Trustee for Region 12 will convene a meeting of creditors in Duke and King Acquisition Corp. et al.'s Chapter 11 case on January 18, 2011, at 1:30 p.m. The meeting will be held at US Courthouse, Room 1017, 300 South 4th Street, Minneapolis, Minnesota. This is the first meeting of creditors required under Section 341(a) of the 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. Burnsville, Minnesota-based Duke and King Acquisition Corp., dba Burger King, was formed in November 2006, to acquire 88 Burger King franchise restaurants from the Nath Companies. It filed for Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D. Minn. Case No. 10-38652). Clinton E. Cutler, Esq., and Douglas W. Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn. Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn. Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D. Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D. Minn. Case No. 10-3856), filed separate Chapter 11 petitions on December 4, 2010. The cases are jointly administered, with Duke and King Acquisition Corp. as the lead case. DUKE AND KING: Wants Until Jan. 9 to File Schedules & Statements ---------------------------------------------------------------- Duke and King Acquisition Corp., et al., asks the U.S. Bankruptcy Court for the District of Minnesota to extend until January 9, 2011, their time to file their schedules of assets and liabilities and statements of financial affairs. The Debtors need more time to assemble and compile schedules and statements. The core group of employees at Debtors' headquarters are still coordinating with employees at the 87 operating restaurants in six states to gather information for the schedules and statements. Burnsville, Minnesota-based Duke and King Acquisition Corp., dba Burger King, was formed in November 2006, to acquire 88 Burger King franchise restaurants from the Nath Companies. It filed for Chapter 11 bankruptcy protection on December 4, 2010 (Bankr. D. Minn. Case No. 10-38652). Clinton E. Cutler, Esq., and Douglas W. Kassebaum, Esq., at Fredrikson & Byron, P.A., serve as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliates Duke and King Missouri Holdings, Inc. (Bankr. D. Minn. Case No. 10-38654), Duke and King Missouri, LLC (Bankr. D. Minn. Case No. 10-38653), Duke and King Real Estate, LLC (Bankr. D. Minn. Case No. 10-38655), and DK Florida Holdings, Inc. (Bankr. D. Minn. Case No. 10-3856), filed separate Chapter 11 petitions on December 4, 2010. The cases are jointly administered, with Duke and King Acquisition Corp. as the lead case. EAGLES CREST: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Eagles Crest Leasing Group 1, LLC P.O. Box 5247 Coralville, IA 52241 Bankruptcy Case No.: 10-06103 Chapter 11 Petition Date: Court: U.S. Bankruptcy Court Southern District of Iowa - Database (Davenport) Judge: Lee M. Jackwig Debtor's Counsel: Jeffrey D. Goetz, Esq. BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C. 801 Grand Avenue, Suite 3700 Des Moines, IA 50309-8004 Tel: (515) 246-5817 Fax: (515) 246-5808 E-mail: bankruptcyefile@bradshawlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by John R. Pratt, president and managing member. Debtor's List of eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Harris Excavating Trade Debt $3,051 20606 Maysville Road Davenport, IA 52804 Stanley, Lande & Hunter Professional Fees $730 301 Iowa Avenue, Suite 400 Muscatine, IA 52761 Petersen Plumbing Trade Debt $181 926 West 3rd Street Davenport, IA 52802 Dial Properties Professional Fees unknown Internal Revenue Service Notice Purposes Only unknown Iowa Department of Revenue Notice Purposes Only unknown Savage & Browning Professional Fees unknown Scott County Treasurer Property Taxes unknown ECOLY INTERNATIONAL: Case Summary & Largest Unsecured Creditor -------------------------------------------------------------- Debtor: Ecoly International, Inc. 21551 Prairie Street Chatsworth, CA 91311 Bankruptcy Case No.: 10-25919 Chapter 11 Petition Date: December 21, 2010 Court: United States Bankruptcy Court Central District Of California (San Fernando Valley) Judge: Geraldine Mund Debtor's Counsel: Scott F. Gautier, Esq. PEITZMAN, WEG & KEMPINSKY LLP 10100 Santa Monica Blvd, Ste. 1450 Los Angeles, CA 90067 Tel: (310) 552-3100 E-mail: sgautier@pwkllp.com Scheduled Assets: $2,684,496 Scheduled Debts: $88,746,019 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Northwestern Mutual Subordinated $24,000,000 Life Insurance Company Note 720 East Wisconsin Ave., Milwaukee, Wisconsin 53202 The petition was signed by T. Scott Avila, chief restructuring officer. Debtor-affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Sexy Hair Concepts, LLC 10-25922 12/21/10 Luxe Beauty Midco Corporation 10-25921 12/21/10 ELEPHANT TALK: Amends Form S-1; Files Signed Version of Opinion --------------------------------------------------------------- Elephant Talk Communications, Inc. filed with the Securities and Exchange Commission on December 17, 2010, an amended Form S-1 for the purpose of filing a signed version of the 5.1 opinion and revising certain fees. No other changes have been made to the Registration Statement on Form S-1. The Form S-1 relates to the offering of 68,872,357 shares of common stock. A copy of the signed version of the 5.1 Opinion is available for free at http://ResearchArchives.com/t/s?7178 As reported in the Dec. 16, 2010 edition of the Troubled Company Reporter, Elephant Talk filed with the Securities and Exchange Commission filed a prospectus to register 68,872,357 shares of common stock to be sold in an offering. In 2009, through a private placement $12.3 million gross was raised, with $6.08 million from related parties. In the first three months of 2010, the Company has received loans in the total amount of EUR1,850,000 (US$ 2,518,220) from QAT II Investments, SA, a related party investment fund. In 2010, the Company also raised $2,885,000 in 2010 in a bridge equity financing of units consisting of common stock, no par value, and warrants exercisable into common stock, with accredited investors. Subsequent to the Bridge Financing, the Company conducted a private placement of units consisting of shares of its common stock and warrants to accredited investors which resulted in gross proceeds of $6,459,800 in the second quarter 2010, $1,927,750 in the third quarter and $5,612,450 in October 2010 bringing the total gross proceeds of the Private Placement Offering to $14,000,000. According to the November 23, 2010 Form S-1 filing, the shares of common stock registered in the Prospectus include: (i) 18,437,997 shares of common stock issued in the 2010 private placement offering; (ii) 2,885,000 shares of common stock issued in the 2010 bridge offering; (iii) 23,464,387 shares of common stock issuable in connection with 23,464,387 warrants issued in connection with the 2010 private placement (including (a) 11,666,686 warrants underlying the units issued to investors in the 2010 private placement, (b) 6,711,311 warrants underlying automatic conversions of certain notes and loans by QAT II Investments, SA and (c) 5,026,390 warrants issued in connection with the amendment to certain loans from QAT II), (iv) 5,770,000 shares of common stock underlying 5,770,000 warrants issued in the 2010 bridge offering (including 2,885,000 "A" warrants and 2,885,000 "B" warrants); (v) 11,543,020 shares of common stock underlying 11,543,020 warrants issued in connection with the 2009 private placement; (vi) 2,100,003 shares of common stock underlying 2,100,003 warrants issued to Dawson James for acting as selling agent in connection with the 2010 private placement offering; (vii) 465,300 shares of common stock underlying 465,300 warrants issued to Sandgrain Securities and Quercus Management Group NV for acting as selling agent in connection with the 2010 bridge offering (including 232,650 "A" warrants and 232,650 "B" warrants); (viii) 1,693,455 shares of common stock underlying 1,693,455 warrants issued to Dawson James and QMG for acting as selling agents in connection with the 2009 convertible note offering; and (ix) 2,513,195 shares of common stock underlying 2,513,195 warrants issued to QAT II in connection with certain loans made to the company. Following the offering, the shares outstanding will increase from 89,171,658 to 136,721,018 assuming full exercise of the warrants. The securities in the offering were issued to the applicable selling stockholders in private placement or other exempt transactions completed prior to the filing of the registration statement of which this prospectus is a part. The Company will not receive any proceeds from the rsale of the common stock. However, the Company may receive up to a maximum of approximately $66 million of proceeds from the exercise of the warrants held by certain selling stockholders, which proceeds the Company would expect to use for general working capital. A copy of the Prospectus is available for free at: http://ResearchArchives.com/t/s?70e8 About Elephant Talk Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK) -- http://www.elephanttalk.com/-- is an international provider of business software and services to the telecommunications and financial services industry. The Company's balance sheet at Sept. 30, 2010, showed $41.68 million in total assets, $69.79 million in total liabilities, and a stockholders' deficit of $28.10 million. Stockholders' deficit was $14.9 million at June 30, 2010. * * * As reported in the Troubled Company Reporter on April 7, 2010, BDO Seidman, LLP expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for 2009. The independent auditors noted that the Company incurred a net loss of $17.4 million, used cash in operations of $5.4 million and had an accumulated deficit of $62.3 million. ELEPHANT TALK: Amends Form S-8 to File Exhibits ----------------------------------------------- Elephant Talk Communications, Inc. filed with the Securities and Exchange Commission on December 17, 2010, a Post-Effective Amendment No. 2 to securities to be offered to employees in employee benefit plans for the purpose of filing as an exhibit the written consent of the company's independent registered public accounting firm for the years ended December 31, 2008 and December 31, 2009. A full-text copy of the written consent is available for free at: http://ResearchArchives.com/t/s?7179 As reported in the Troubled Company Reporter on Dec. 23, 2010, Elephant Talk filed a Form S-8 Registration Statement regarding the Company's offer to sell 1 million shares of common stock under the 2006 Non-Qualified Stock and Option Compensation Plan. About Elephant Talk Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK) -- http://www.elephanttalk.com/-- is an international provider of business software and services to the telecommunications and financial services industry. The Company's balance sheet at Sept. 30, 2010, showed $41.68 million in total assets, $69.79 million in total liabilities, and a stockholders' deficit of $28.10 million. Stockholders' deficit was $14.9 million at June 30, 2010. * * * As reported in the Troubled Company Reporter on April 7, 2010, BDO Seidman, LLP expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for 2009. The independent auditors noted that the Company incurred a net loss of $17.4 million, used cash in operations of $5.4 million and had an accumulated deficit of $62.3 million. EMMIS COMMUNICATIONS: JSA to Prosecute Claims vs. Alden Global -------------------------------------------------------------- On December 24, 2010, Emmis Communications Corporation entered into an agreement with Bose McKinney & Evans, LLP, and JS Acquisition, LLC, a company wholly-owned by Emmis' Chairman and CEO Jeffrey H. Smulyan for the purpose of coordinating the prosecution of certain litigation by JSA against Alden Global Distressed Opportunities Master Fund, L.P., Alden Global Value Recovery Master Fund, L.P., and Alden Media Holdings, LLC relating to the going private transaction in which Emmis, JSA and Alden participated earlier this year. Under the terms of the agreement, Bose is representing both Emmis and JSA in connection with the Litigation. Emmis has agreed to initially invest up to $200,000 in support of the prosecution of JSA's claim in exchange for first recoupment of 150% of the amount invested from any JSA recovery. The investment by Emmis was unanimously approved by Emmis' Board of Directors, including all of its independent directors. About Emmis Headquartered in Indianapolis, Indiana, Emmis Communications Corporation -- http://www.emmis.com/-- owns and operates radio stations and magazine publications in the U.S. and in Europe. At February 28, 2010, the Company had $498,168,000 in total assets; $487,246,000 in total liabilities and $140,459,000 in Series A Cumulative Convertible Preferred Stock; and a shareholders' deficit of $178,959,000. At February 28, 2010, the Company had non-controlling interests of $49,422,000 and total deficit of $129,537,000. As of April 15, 2010, the Company had not paid the Preferred Stock dividend for six consecutive quarterly periods. * * * In April 2009, Moody's cut its corporate family rating on the Company to 'Caa2'. In May 2009, S&P raised its corporate credit rating on the Company to 'CCC+'. In June, S&P withdrew the 'CCC+' Corp. Credit Rating at the Company's request. Moody's Investors Service affirmed the Caa2 Corporate Family Rating and Caa3 Probability of Default rating for Emmis Communications Corporation, as well as its SGL-4 speculative grade liquidity rating. Operating performance improved with the economic recovery, but absent debt reduction with proceeds from an asset sale or equity infusion Emmis will likely breach its leverage covenant when the covenant suspension period ends for the quarter ending November 30, 2011, in Moody's opinion. ENCORIUM GROUP: Delisted From NASDAQ Stock Market ------------------------------------------------- In a Form 25 filing with the Securities and Exchange Commission on December 20, 2010, Encorium Group Inc. notified the Commission of the removal of its common stock from listing or registration under the NASDAQ Stock Market LLC. About Encorium Group Wayne, Pa.-based Encorium Group, Inc. (Nasdaq: ENCO) is a clinical research organization (CRO) that engages in the design and management of complex clinical trials for the pharmaceutical, biotechnology and medical device industries. The Company was initially incorporated in August 1998 in Nevada. In June 2002, the Company changed its state of incorporation to Delaware. In November 2006, the Company expanded its international operations with the acquisition of its wholly-owned subsidiary, Encorium Oy, a CRO founded in 1996 in Finland, which offers clinical trial services to the pharmaceutical and medical device industries. Since 2006 the Company has conducted substantially all of its European operations through Encorium Oy and its wholly-owned subsidiaries located in Denmark, Estonia, Sweden, Lithuania, Romania, Germany and Poland. On July 16, 2009, the Company sold substantially all of the assets relating to the Company's U.S. line of business to Pierrel Research USA, Inc., the result of which the Company no longer has any employees or significant operations in the United States. The Company's balance sheet as of June 30, 2010, showed US$10.0 million in total assets, US$10.6 million in total liabilities, and a stockholders' deficit of US$619,663. ENERGY FUTURE: Offers $1.06-Bil. Senior Secured Notes Due 2020 -------------------------------------------------------------- In a Form S-1 filing with the Securities and Exchange Commission on December 17, 2010, Energy Future Holdings Corp. said that it is offering $1,060,757,000 10.000% Senior Secured Notes due 2020. Interest on the 10.000% Senior Secured Notes due 2020 is payable on January 15 and July 15 of each year. The notes accrue interest at the rate of 10.000% per annum. The notes will mature on January 15, 2020. EFH Corp. may redeem any of the notes beginning on January 15, 2015 at the redemption prices set forth in this prospectus. EFH Corp. may also redeem any of the notes at any time prior to January 15, 2015 at a price equal to 100% of their principal amount, plus accrued and unpaid interest and a "make-whole" premium. In addition, before January 15, 2013, EFH Corp. may redeem up to 35% of the aggregate principal amount of the notes using the proceeds from certain equity offerings at the redemption price set forth in this prospectus. The notes are senior obligations of EFH Corp. and rank equally in right of payment with all senior indebtedness of EFH Corp. The notes are effectively subordinated to any indebtedness of EFH Corp. secured by assets of EFH Corp. to the extent of the value of the assets securing such indebtedness and structurally subordinated to all indebtedness and other liabilities of EFH Corp.'s non-guarantor subsidiaries and any other unrestricted subsidiaries. The notes are senior in right of payment to any future subordinated indebtedness of EFH Corp. Energy Future Competitive Holdings Company and Energy Future Intermediate Holding Company LLC, direct, wholly owned subsidiaries of EFH Corp., jointly and severally guarantee the notes. The guarantee from EFIH is secured, equally and ratably with certain outstanding indebtedness of EFH Corp. and EFIH, by the pledge of all membership interests and other investments EFIH owns or holds in Oncor Electric Delivery Holdings Company LLC or any of Oncor Holdings' subsidiaries. The guarantee from EFCH is unsecured. The guarantees are senior obligations of each guarantor and rank equally in right of payment with all existing and future senior indebtedness of each guarantor. The guarantee from EFIH is effectively senior to all unsecured indebtedness of EFIH to the extent of the value of the Collateral. The guarantees are effectively subordinated to all secured indebtedness of each guarantor secured by assets other than the Collateral to the extent of the value of the assets securing such indebtedness, and are structurally subordinated to any existing and future indebtedness and liabilities of EFH Corp.'s subsidiaries that are not guarantors. A full-text copy of the prospectus is available for free at: http://ResearchArchives.com/t/s?717b About Energy Future Energy Future Holdings Corp. is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leveraged buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. * * * As reported by the Troubled Company Reporter on August 19, 2010, Fitch Ratings downgraded the Issuer Default Ratings of Energy Future Holdings Corp. and its subsidiaries Energy Future Intermediate Holding Company LLC, Texas Competitive Electric Holdings Company LLC, and Energy Future Competitive Holdings Company by one notch to 'CCC' from 'B-'. The downgrades of the IDRs of EFH and its non-ring-fenced subsidiaries reflect large debt maturities occurring in 2014, over-leveraged capital structure, cash flow dependence on the forward natural gas NYMEX curve, which has been consistently moving down since mid-2008, and the likely outcome of future debt exchanges and amend-and-extend bank facility negotiations. In Fitch's view, potential defaults in 2011-2012 are considered more likely to result from coercive debt exchanges and unlikely to result from payment defaults. The TCR on August 19 also reported that Moody's Investors Service changed the probability of default rating for Energy Future Holdings to Caa2/LD from Ca following the completion of a debt restructuring which Moody's views as a distressed exchange. EFH's Caa1 CFR and SGL-4 liquidity rating are affirmed. The rating outlook remains negative. EFH recently executed a debt restructuring which involved an exchange of its 10.875% senior unsecured (guaranteed) notes due 2017 and its 11.25% / 12.00% senior unsecured PIK Toggle (guaranteed) notes due 2017 for new 10.00% senior secured notes due 2020 issued at EFIH, plus approximately $500 million in cash, plus accrued interest. These events had the effect of allowing EFH to reduce its overall net debt by approximately $1.0 billion and extend a portion of its maturities. The transaction crystallized losses for investors of approximately 30%. Taken as a whole, Moody's views the transaction as a distressed exchange and has classified this transaction as a limited default by appending an LD designation to the PDR. In approximately three business days, Moody's will remove the LD designation and reposition the PDR to Caa2. The affirmation of EFH's Caa1 CFR considers the very weak financial profile, untenable capital structure, questionable long- term business plan and material operating headwinds for the company. Moody's believes EFH has very little financial flexibility. FAIRPOINT COMMUNICATIONS: Wants Jan. 13 Phase 2 Plan Hearing ------------------------------------------------------------ BankruptcyData.com reports that FairPoint Communications is asking the Bankruptcy Court for a continued hearing on confirmation of its Chapter 11 Plan. FairPoint wants the confirmation hearing reconvened on January 13, 2011, with objections to confirmation of the Plan due on January 11, 2011. As reported in yesterday's edition of the Troubled Company Reporter, FairPoint Communications said it has reached agreement with a Vermont regulatory board on a settlement that will allow the company to complete the confirmation hearing on its reorganization plan, according to a December 28 filing with the Securities and Exchange Commission. As a condition precedent to the effectiveness of the Company's plan of reorganization under the Bankruptcy Code, the Company needed to obtain certain regulatory approvals from various regulatory authorities, including the Vermont Public Service Board. The Vermont Board did not initially provide its requisite approval. The Company made efforts to address certain issues that were raised by the Vermont Board and submitted a renewed request for the Vermont Board to provide its approval. On December 23, 2010, the Vermont Board entered an order providing its requisite approval. About FairPoint Communications FairPoint Communications, Inc. (NYSE: FRP) -- http://www.fairpoint.com/-- owns and operates local exchange companies in 18 states offering advanced communications with a personal touch, including local and long distance voice, data, Internet, television and broadband services. FairPoint is traded on the New York Stock Exchange under the symbols FRP and FRP.BC. FairPoint and its affiliates filed for Chapter 11 protection on Oct. 26, 2009 (Bankr. D. Del. Case No. 09-16335). Rothschild Inc. is acting as financial advisor for the Company; AlixPartners, LLP as the restructuring advisor; and Paul, Hastings, Janofsky & Walker LLP is the Company's counsel. BMC Group is claims and notice agent. As of June 30, 2009, FairPoint reported $3.24 billion in total assets, $321.41 million in total current liabilities, $2.91 billion in total long-term liabilities, and $1.23 million in stockholders' equity. Andrews Kurth is counsel to the Official Committee of Unsecured Creditors. Altman Vilandrie is the operational consultant to the Creditors' Committee. Verrill Dana is the Creditors' Committee's special regulatory counsel. Jeffries serves as the Creditors' Committee's financial advisor. FIRST DATA: Exchange Offer Cues Fitch to Put 'CCC/RR6' Ratings -------------------------------------------------------------- Following the completion of First Data Corp.'s offer to exchange $6 billion of senior unsecured notes for $3 billion of new senior unsecured notes and $3 billion of junior secured notes, Fitch Ratings has assigned these ratings to FDC: -- $1 billion 8.75%/10% PIK Toggle junior secured notes due 2022 'CCC/RR6'; -- $2 billion 8.25% junior secured notes due 2021 'CCC/RR6'; -- $3 billion 12.625% senior unsecured notes due 2021 'CCC/RR6'. FDC accepted for exchange approximately an even amount ($3 billion each) of its senior unsecured cash pay and senior unsecured PIK notes, both due 2015. Consequently, the company's debt structure as of Sept. 30, 2010, but pro forma for this exchange is: i) $11.9 billion outstanding under a secured term loan B maturing September 2014; ii) $784 million in 9.875% senior unsecured notes maturing September 2015; iii) $675 million in 10.55% notes maturing September 2015 with mandatory PIK interest through September 2011 and cash interest thereafter (these notes have accrued approximately $75 million in additional PIK interest prior to the exchange completion); iv) $2.5 billion of 11.25% senior subordinated notes maturing September 2016; v) $510 million in 8.875% senior secured notes due August 2020; vi) $2 billion 8.25% junior secured notes due 2021; vii) $3 billion 12.625% senior unsecured notes due 2021; viii) $1 billion 8.75%/10% PIK Toggle junior secured notes due 2022. Total debt outstanding as of Sept. 30, 2010, was $22.7 billion. In addition, the parent company of FDC, First Data Holdings, Inc., has outstanding $1 billion original value senior unsecured PIK notes due 2016. In addition, Fitch has affirmed these ratings for FDC: -- Long-term Issuer Default Rating at 'B'; -- $2 billion senior secured revolving credit facility due 2013 at 'BB-/RR2'; -- $11.9 billion senior secured term loan B due 2014 at 'BB- /RR2'; -- $510 million 8.875% senior secured notes due 2020 at 'BB- /RR2'; -- Senior unsecured notes at 'CCC/RR6'; -- Senior subordinated notes at 'CC/RR6'. The Rating Outlook is Stable. Total liquidity as of Sept. 30, 2010 was solid and consisted of $442 million in cash and $1.7 billion available under a $2 billion senior secured RCF that expires September 2013. The reduced availability under the RCF partially reflects approximately $230 million which was provided by an affiliate of Lehman Brothers and is no longer available to be borrowed upon in addition to letters of credit currently outstanding. Approximately $203 million of cash is held by Bank of America Merchant Services and IPS (a discontinued business segment) and is not available for general corporate purposes. The Recovery Ratings for FDC reflect Fitch's recovery expectations under a distressed scenario, as well as Fitch's expectation that the enterprise value of FDC, and hence recovery rates for its creditors, will be maximized in a restructuring scenario (as a going concern) rather than a liquidation scenario. In deriving a distressed enterprise value, Fitch applies a 15% discount to FDC's estimated operating EBITDA (adjusted for equity earnings in affiliates) of approximately $2.2 billion for the latest 12 months (LTM) ended Sept. 30, 2010 which is equivalent to Fitch's estimate of FDC's total interest expense and maintenance capital spending. Fitch then applies a 6x distressed EBITDA multiple, which considers FDC's prior public trading multiple and that a stress event would likely lead to multiple contraction. As is standard with Fitch's recovery analysis, the revolver is fully drawn and cash balances fully depleted to reflect a stress event. The 'RR2' for FDC's secured bank facility and senior secured notes reflects Fitch's belief that 71%-90% recovery is realistic. The 'RR6' for FDC's second lien, senior and subordinated notes reflect Fitch's belief that 0%-10% recovery is realistic. The 'CC/RR6' rating for the subordinated notes reflects the minimal recovery prospects and inherent subordination in a recovery scenario. FIRST YORKSHIRE: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: First Yorkshire Holdings, Inc. 7318 Topanga Canyon Boulevard Canoga Park, CA 91303 Bankruptcy Case No.: 10-26058 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court Central District of California (San Fernando Valley) Debtor's Counsel: Moises S. Bardavid, Esq. 16133 Ventura Boulevard, 7th Floor Encino, CA 91436 Tel: (818) 377-7454 Fax: (818) 377-7455 E-mail: mbardavid@hotmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by Oscar Borderlow, vice president. FRANCIS ESSIEN: Case Summary & 19 Largest Unsecured Creditors ------------------------------------------------------------- Joint Debtors: Francis A. Essien Mfon A. Essien 1055 Lowry Ranch Road Corona, CA 92881 Bankruptcy Case No.: 10-51391 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Judge: Thomas B. Donovan Debtors' Counsel: Anthony Egbase, Esq. LAW OFFICES OF ANTHONY O. EGBASE & ASSOC 350 S. Figueroa Street, Suite 189 Los Angeles, CA 90071 Tel: (213) 620-7070 E-mail: info@anthonyegbaselaw.com Scheduled Assets: $2,880,647 Scheduled Debts: $2,015,356 A list of the Joint Debtors' 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-51391.pdf GARY ALLSHOUSE: Objection Deadline to Claim of Exemptions Extended ------------------------------------------------------------------ Bankruptcy Judge Nancy V. Alquist signed off on a stipulation and consent order between Gary Allan Allshouse and the United States Trustee extending the deadline established by Bankruptcy Rule 4003(b) for any party-in-interest to object to the Debtor's claim of exemptions (Schedule C). The agreement is done to avoid unnecessary costs of litigation and because the U.S.Trustee and the Debtor disagree as to whether the Debtor's exemption in certain bank accounts or proceeds is proper. The deadline for any party-in-interest, trustee, or the U.S.Trustee to file an objection to the Debtor's claim of exemptions will be the latter of the date of confirmation of a plan or, if this case is re- converted to chapter 7, the deadline that applies after the chapter 7 meeting of creditors. A copy of the Stipulation and Consent Order, dated December 27, 2010, is available at http://is.gd/jGkPEfrom Leagle.com. The case is Gary Allan Allshouse (Bankr. D. Md. Case No. 10-33492). The Debtor is represented by: Tate M. Russack, Esq. RUSSACK ASSOCIATES LLC 100 Severn Avenue Suite 110 Annapolis, MD 21403 Telephone: (410) 505-4150 GENERAL MOTORS: Major Wall Street Banks Bullish on Shares --------------------------------------------------------- The Wall Street Journal's Sharon Terlep and Dow Jones Newswires' Brendan Conway report that General Motors Co. won high marks from major Wall Street banks Tuesday as they touted overseas growth and a made-over balance sheet as reasons to buy GM stock. The report relates that in a series of bullish reports from banks involved in GM's initial public stock offering last month, the analysts predicted GM shares would hit anywhere from the low $40s to $50 within the next year. GM stock has been trading in the low- to mid-$30s and closed Tuesday at $35.32 in New York Stock Exchange trading, up 72 cents. According to Ms. Terlep and Mr. Conway, even the most optimistic prediction would have the U.S. government losing money on its $50 billion bailout of the auto maker last year. To break even, the U.S. must sell its remaining GM shares at around $53 each. Ms. Terlep and Mr. Conway relate that the bank reports come as GM and its stock underwriters are increasingly optimistic that the U.S. government will sell most or all of its remaining stake next year, rather than offloading shares gradually over the next few years. The U.S. Treasury reduced its GM stake to about 33% from 61% in the $23.1 billion IPO. About General Motors With its global headquarters in Detroit, Michigan, General Motors Company -- http://www.gm.com/-- is one of the world's largest automakers. GM employs 205,000 people in every major region of the world and does business in some 157 countries. GM and its strategic partners produce cars and trucks in 31 countries, and sell and service these vehicles through the following brands: Buick, Cadillac, Chevrolet, FAW, GMC, Daewoo, Holden, Jiefang, Opel, Vauxhall and Wuling. GM's largest national market is China, followed by the United States, Brazil, Germany, the United Kingdom, Canada, and Italy. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors Co. is 60.8% owned by the U.S. Government. It was formed to acquire the operations of General Motors Corporation through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The deal was closed on July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM remains subject to a pending Chapter 11 reorganization case before the U.S. Bankruptcy Court for the Southern District of New York. At September 30, 2010, GM had US$137.238 billion in total assets, US$106.522 billion in total liabilities, US$6.998 billion in preferred stock, $971 million in non-controlling interest, and US$23.718 billion in total equity. New GM has a 'BB-' corporate credit rating from Standard & Poor's and a 'BB-' issuer default rating from Fitch. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection on June 1, 2009 (Bankr. S.D.N.Y. Lead Case No. 09-50026). The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP serve as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long serve as counsel regarding supplier contract matters. FTI Consulting, Inc., serves as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represents the Asbestos Committee. Legal Analysis Systems, Inc., serves as asbestos valuation analyst. Bankruptcy Creditors' Service, Inc., publishes General Motors Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by General Motors Corp. and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) GREAT ATLANTIC & PACIFIC: Aletheia Has 10.1% Equity Stake --------------------------------------------------------- Aletheia Research & Management, Inc., disclosed in a Schedule 13D filing with the U.S. Securities and Exchange Commission dated December 22, 2010, that it beneficially owns 5,682,176 shares of The Great Atlantic & Pacific Tea Co. common stock, which represents 10.10% of the total outstanding shares of A&P common stock. A&P has 56,280,414 shares of common stock outstanding as reported in its Quarterly Report on Form 10-Q for the quarter ended September 11, 2010. Aletheia has sole power to vote and sole power to dispose or to direct the disposition of 5,682,176 shares of the A&P common stock. Ann Marie Swanson, Chief Compliance Officer at Aletheia, discloses that Aletheia owns 5,682,176 shares of the A&P common stock on behalf of managed accounts and partnerships with respect to which Aletheia serves as general partner. She adds that the managed accounts and partnerships have collectively paid $48,369,903 from their working capital for the shares. 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: Among Firms With Lowest Price/LQA Sales ----------------------------------------------------------------- The Great Atlantic & Pacific Tea Co. is among the five companies in the Food Retail industry with the lowest Price To Last Quarter Annualized (LQA) Sales ratios, according to a December 20, 2010 report by Zacks.com. Price/LQA Sales is a valuable metric used to compare comparable companies using the most recent sales data on an annualized basis. Generally, the lower the ratio, the more undervalued the company. Zacks.com reported that A&P has the lowest with a Price To Last Quarter Annualized Sales of 0.01x, followed by Winn-Dixie Stores with 0.04x and Supervalu with 0.05x. The Pantry and Susser Holdings follow with a Price To Last Quarter Annualized Sales of 0.06x and 0.07x, respectively. 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: Won't Appeal NYSE Regulation Suspension ----------------------------------------------------------------- In a regulatory filing with the U.S. Securities and Exchange Commission, The Great Atlantic & Pacific Tea Company Inc. said that it does not intend to take any action to appeal the decision of the NYSE Regulation Inc. to suspend its common stock and its 9 3/8% Senior Quarterly Interest Bonds due August 1, 2039. It is expected that A&P's securities will be delisted after completion by the NYSE Regulation of application to the Securities and Exchange Commission, according to the filing dated December 17, 2010. NYSE Regulation announced on December 13, 2010, that it determined that the listing on the New York Stock Exchange of the company's common stock and the 9 3/8% Senior Quarterly Interest Bonds due August 1, 2039, should be suspended immediately. It said that A&P is no longer suitable for listing in light of its Chapter 11 filing on December 12, 2010. The bankruptcy filing is considered sufficient grounds for the commencement of delisting procedures. In its announcement regarding the suspension, NYSE Regulation noted the uncertainty as to the timing and outcome of the bankruptcy process as well as the ultimate effect of this process on A&P's common stockholders. 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: WL Ross Group Discloses 11.7% Equity Stake ---------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 20, 2010, WL Ross Group, L.P. disclosed that it beneficially owns 3,298,518 shares of The Greenbrier Companies, Inc. common stock, without par value, representing 11.7% of the shares outstanding. The number of shares of the Company's common stock, without par value, outstanding on June 29, 2010 was 21,872,320 shares. Other affiliates of WL Ross Group also disclosed beneficial ownership of common stock: Shares Equity Beneficially Owned Stake ------------------ ------ WLR Recovery Fund IV, L.P. 3,285,324 11.7% WLR IV Parallel ESC, L.P. 13,194 0.05% WLR Recovery Associates IV LLC 3,298,518 11.7% Invesco WLR IV Associates LLC 13,194 0.05% Invesco Private Capital, Inc. 13,194 0.05% El Vedado, LLC 3,298,518 11.7% Wilbur L. Ross, Jr. 3,298,518 11.7% 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. HAWAIIAN TELCOM: Secured Lenders Start Trading New Equity --------------------------------------------------------- Sophie Cocke, writing for Pacific Business News, reports that Hawaiian Telcom Communications, Inc., began publicly trading its stock last week. Pacific Business News notes Hawaiian Telcom hasn't issued a new stock offering yet. Instead, the currently traded shares are comprised of equity from secured lenders who have converted their former loans to Hawaiian Telcom into shares that can be traded over the counter on the so-called "pink sheets." Pacific Business News relates the number of secured lenders totaled about 100, according to Hawaiian Telcom spokesman, Scott Simon, who did not disclose the total sum of shares being offered or how many lenders had chosen to sell shares. However, Hawaiian Telcom told Pacific Business News in September 2010 that the total amount of equity for secured lenders amounted to about $160 million. The report relates the shares began selling at $20 on December 23. Pacific Business News says Hawaiian Telcom filed an application with the Nasdaq to begin selling shares, though the company must attract an undisclosed number of investors before it can fulfill the minimum requirements for trading on a major public stock exchange. Pacific Business News says the initial offering is hopefully the prelude to a future IPO. About Hawaiian Telcom Based in Honolulu, Hawaii, Hawaiian Telcom Communications, Inc. -- http://www.hawaiiantel.com/-- operates a telecommunications company, which offers an array of telecommunications products and services including local and long distance service, high-speed Internet, wireless services, and print directory and Internet directory services. The Company and seven of its affiliates filed for Chapter 11 protection on December 1, 2008 (Bankr. D. Del. Lead Case No. 08-13086). As reported by the Troubled Company Reporter on December 30, 2008, Judge Peter Walsh of the U.S. Bankruptcy Court for the District of Delaware approved the transfer of the Chapter 11 cases to the U.S. Bankruptcy Court for the District of Hawaii before Judge Lloyd King (Bankr. D. Hawaii Lead Case No. 08-02005). Richard M. Cieri, Esq., Paul M. Basta, Esq., and Christopher J. Marcus, Esq., at Kirkland & Ellis LLP, represented the Debtors in their restructuring efforts. The Debtors proposed Lazard Freres & Co. LLC as investment banker; Zolfo Cooper Management LLC as business advisor; Deloitte & Touche LLP as independent auditors; and Kurztman Carson Consultants LLC as notice and claims agent. An official committee of unsecured creditors was appointed and represented by Christopher J. Muzzi, Esq., at Moseley Biehl Tsugawa Lau & Muzzi LLC, in Honolulu, Hawaii. When the Debtors filed for protection from their creditors, they disclosed total assets of $1,352,000,000 and total debts of $1,269,000,000 as of September 30, 2008. Judge King entered on December 30, 2009, an order confirming a plan of reorganization for Hawaiian Telcom. On October 28, 2010, Hawaiian Telcom declared the plan effective and emerged from its Chapter 11 proceedings. HERCULES OFFSHORE: Board Committee OKs Incentives for CEO --------------------------------------------------------- On December 20, 2010, the Compensation Committee of the Board of Directors of Hercules Offshore Inc. approved retention and incentive arrangements for the Company's Chief Executive Officer, John T. Rynd, consisting of three separate awards. Vesting under each award is conditioned upon Mr. Rynd's continuous employment with the Company from the date of grant until the earlier of a specified vesting date or a Change in Control of the Company. Subject to the satisfaction of all vesting requirements, awards are payable in cash based on the product of the number of shares of Common Stock specified in the award, the percentage of that number of shares that vest under the award and the average price of the Common Stock for the 90 days prior to the date of vesting. The grant date of each of the three awards is January 1, 2011. Vesting of any award and the amount payable under any vested award do not affect vesting or the amount payable under any of the other awards. Subject to vesting, all awards are payable in cash within thirty days of vesting. No shares of common stock are issuable under any of the awards. The first award is a Special Retention Agreement by and between the Company and Mr. Rynd , which provides for a cash payment based on 500,000 shares of Common Stock, subject to vesting. Upon satisfaction of vesting requirements, 100% of the amount under the Agreement becomes vested on December 31, 2013. If the requirements necessary for 100% vesting of this award are not met, no amounts become vested and no amount is payable. The amount payable in cash under the first award shall not exceed $5,000,000. The second and third awards are Performance Awards under the Company's 2004 Long-term Incentive Plan, as amended in 2007. Each Performance Award provides for a cash payment, subject to vesting, based on 250,000 shares of Common Stock. Upon satisfaction of vesting requirements, 100% of the first Performance Award becomes vested on December 31, 2013, and 100% of the second Performance Award becomes vested on March 31, 2014. Under each Performance Award, vesting is subject to the further requirement that the Average Share Price is at least $5.00. Subject to the satisfaction of the vesting requirements, the percentage of the Performance Award vested shall be equal to (1) the Average Share Price or $10.00, whichever is less, divided by (2) $10.00, and the Average Share Price for calculating the amount payable under the Performance Award is limited to $10.00. If the requirements necessary for vesting of a Performance Award are met, the amount payable in cash under each of the second and third awards shall be not less than $625,000 and not more than $2,500,000. 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. HOLOGIC INC: S&P Assigns 'BB+' Senior Unsecured Debt Rating ----------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its unsolicited 'BB+' preliminary senior unsecured debt rating to the debt securities and its 'BB-' preliminary preferred stock rating to preferred stock registered under Bedford, Mass.-based Hologic Inc.'s well-known seasoned issuer shelf registration. The unsolicited corporate credit rating is 'BB+'; the rating outlook is stable. The high-speculative-grade rating on manufacturer and supplier of diagnostic, surgical, and medical imaging equipment and products Hologic Inc. reflects expectations of modest growth as the economy has stabilized. Its fair business risk profile incorporates the company's sensitivity of capital goods sales to economic cyclicality, and also reflects technology risk, competitive threats, and some exposure to reimbursement challenges. These risks more than offset the company's well-established positions in women's health markets, moderate product and geographic diversity, and the growing contribution of consumables as a percentage of sales. A significant, but rapidly improving financial risk profile, reflects deleveraging that has resulted largely from debt reduction. Liquidity is strong. Ratings List (Unsolicited) Hologic Inc. Corporate credit rating BB+/Stable/-- Ratings Assigned Senior unsecured debt BB+ (prelim) Preferred stock BB- (prelim) This unsolicited rating(s) was initiated by Standard & Poor's. It may be based solely on publicly available information and may or may not involve the participation of the issuer. Standard & Poor's has used information from sources believed to be reliable based on standards established in S&P's Credit Ratings Information and Data Policy but does not guarantee the accuracy, adequacy, or completeness of any information used. HUMBERTO TRIANA: Case Summary & 19 Largest Unsecured Creditors -------------------------------------------------------------- Joint Debtors: Humberto C. Triana Maria C. Triana 39849 Longleaf Street Temecula, CA 92591 Bankruptcy Case No.: 10-51160 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Debtors' Counsel: Jennifer Urquizu, Esq. AFFORDABLE LEGAL SOLUTIONS 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' 19 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-51160.pdf INFOLOGIX INC: Files Information Statement on Stanley Merger ------------------------------------------------------------ InfoLogix, Inc., on Tuesday began circulating an Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934, related to its Agreement and Plan of Merger with Stanley Black & Decker, Inc. The Troubled Company Reporter reported the deal on December 20, 2010. Stanley and InfoLogix 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 roughly $61.2 million, including the assumption of debt, of which roughly $22.1 million is currently outstanding and a portion of which is convertible into shares of common stock of InfoLogix. On December 15, 2010, Hercules Technology I, LLC and Hercules Technology Growth Capital, Inc., which owned shares of Common Stock representing roughly 70.1% of the outstanding shares of Common Stock entitled to vote on the adoption of the Merger Agreement, entered into a Written Consent and Voting Agreement with Stanley, which agreement was also approved by the Board of Directors for the purposes of Delaware's anti-takeover statute. Hercules delivered a written consent adopting the Merger Agreement and approving the transactions contemplated by the Merger Agreement, including the Merger. As a result, no further action by any other InfoLogix stockholder is required to adopt the Merger Agreement or to authorize the transactions contemplated by the Merger Agreement. InfoLogix presently has outstanding roughly $22.1 million of indebtedness to Hercules. In connection with the Merger Agreement and pursuant to a Purchase and Sale Agreement, dated December 15, 2010, among Stanley, Hercules and HTI, which addresses the treatment of all outstanding debt owed by InfoLogix to Hercules and HTI's outstanding warrant to purchase shares of Common Stock, immediately prior to the effective time of the Merger, Stanley Black & Decker will purchase all of InfoLogix's indebtedness to Hercules. A copy of the Purchase and Sale Agreement is available at http://is.gd/jDvQ2 Stanley is represented in the deal by: Robert M. Cattaneo, Esq. MILES & STOCKBRIDGE P.C. 10 Light Street Baltimore, MD 21202 Facsimile: (410) 822-5450 E-mail: rcattaneo@milesstockbridge.com Hercules Technology Growth Capital is represented by: Sandra J. Vrejan, Esq. MORGAN, LEWIS & BOCKIUS LLP 225 Franklin Street Boston, MA 02110 Facsimile: (617) 341-7701 E-mail: svrejan@morganlewis.com The transaction, which is subject to various closing conditions, including the filing with the Securities and Exchange Commission 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. A full-text copy of the Information Statement is available at http://is.gd/jDuBY 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. INFOLOGIX INC: To Be Delisted From Nasdaq Effective Dec. 30 ----------------------------------------------------------- The Nasdaq Stock Market, Inc., has determined to remove from listing the common stock of InfoLogix, Inc., effective at the opening of the trading session on December 30, 2010. Based on review of information provided by the Company, Nasdaq Staff determined that the Company no longer qualified for listing on the Exchange pursuant to Listing Rule 5550(b)(1). The Company was notified of the Staffs determination on April 20, 2010. The Company appealed the determination to a Hearing Panel. Upon review of the information provided by the Company, the Panel issed a decision dated July 8, 2010, granting the Company continued listing pursuant to an exception through October 18, 2010, by which date the Company was required to regain compliance with Listing Rule 5550(b)(1). However, the Company did not regain compliance by that date. On October 19, 2010, the Panel issued a final delisting determination and notified the Company that trading in the Company's securities would be suspended on October 21, 2010. The Company did not request a review of the Panels decision by the Nasdaq Listing and Hearing Review Council. The Listing Council did not call the matter for review. The Panel's Determination to delist the Company became final on December 3, 2010. 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. The TCR reported on December 20, 2010, that Stanley Black & Decker, Inc., and InfoLogix 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 roughly $61.2 million, including the assumption of debt, of which roughly $22.1 million is currently outstanding and a portion of which is convertible into shares of common stock of InfoLogix. INFOLOGIX INC: Delisted From NASDAQ Stock Market ------------------------------------------------ In a Form 25 filing with the Securities and Exchange Commission on December 20, 2010, InfoLogix Inc. notified the Commission of the removal from listing or registration of its common stock from NASDAQ Stock Market LLC. 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. INNOLOG HOLDINGS: M. Kane Discloses 33.3% Equity Stake ------------------------------------------------------ In an amended Schedule 13D filing with the Securities and Exchange Commission on December 20, 2010, Michael J. Kane, secretary and treasurer at Innolog Holdings Corp., disclosed that he beneficially owns 6,624,809 shares of Innolog Holdings Corporation common stock representing 33.3% of the shares outstanding. Mr. Kane specifically owns 205,527 shares of Common Stock, 1,102,769 shares of Series A Convertible Preferred Stock that may be converted into 1,102,769 shares of Common Stock, warrants for the purchase of 1,779,495 shares of Common Stock and an option for the purchase of 2,000,000 shares of Common Stock, all owned directly by the Reporting Person. This number also includes 137,018 shares of Common Stock, 700,000 shares of Series A Convertible Preferred Stock that may be converted into 700,000 shares of Common Stock and a warrant to purchase 700,000 shares of Common Stock owned by FIVEK Investments, LP. Mr. Kane is the general partner of FIVEK Investments, LP and the person with voting and investment control over its securities. As of November 18, 2010, there were 13,629,774 shares of common stock, $0.001 par value, outstanding. In a Form 3 filing, Mr. Kane, disclosed that he directly beneficially owns 205,527 and indirectly beneficially owns 137,018 shares of common stock of the company. Mr. Kane beneficially owns an aggregate of 4,282,264 Series A Convertible Preferred Stock derivative securities exercisable on August 13, 2010. These derivative securities were assumed by the Company as part of the merger transaction. In a separate Schedule 13D filing, Mr. Kane disclosed that he beneficially owns 4,624,809 shares of common stock of Innolog Holdings Corporation representing 25.8% of the shares outstanding. This amount includes the following: 205,527 shares of Common Stock, 1,102,769 shares of Series A Convertible Preferred Stock that may be converted into 1,102,769 shares of Common Stock and warrants for the purchase of 1,779,495 shares of Common Stock, all owned directly by the Reporting Person. This number also includes 137,018 shares of Common Stock, 700,000 shares of Series A Convertible Preferred Stock that may be converted into 700,000 shares of Common Stock and a warrant to purchase 700,000 shares of Common Stock owned by FIVEK Investments, LP. Mr. Kane is the general partner of FIVEK Investments, LP and the person with voting and investment control over its securities. FIVEK Investments, L.P. beneficially owns 1,537,018 shares representing 10.2% of the shares outstanding. This amount includes the following: 137,018 shares of Common Stock, 700,000 shares of Series A Convertible Preferred Stock that may be converted into 700,000 shares of Common Stock and a warrant to purchase 700,000 shares of Common Stock. Mr. Kane has 2 warrants, one of which was granted on March 31, 2009 for the purchase of 220,000 shares of the Issuer's Common Stock and the other of which was granted on June 1, 2010 for the purchase of 1,559,495 shares of the Issuer's Common Stock. The exercise prices for the warrant shares are $0.0227 and $0.50, respectively. The right to purchase the warrant shares will terminate on March 31, 2016 and June 1, 2015, respectively. The warrants had been granted prior to the Merger and were assumed by the Company in conjunction with the Merger. Mr. Kane also owns 1,102,769 shares of the Company's Series A Convertible Preferred Stock. As reported herein, FIVEK Investments, L.P. owns 700,000 shares of Series A Convertible Preferred Stock and a warrant for the purchase of 700,000 shares of the Company's Common Stock at a price of $0.50 per share. The warrant will expire on June 1, 2015. The warrant had been granted prior to the Merger and was assumed by Company in conjunction with the Merger. About Innolog Holdings Fairfax, Virginia-based Innolog Holdings Corporation is a holding company designed to make acquisitions of companies in the government services industry. The Company's first acquisition, Innovative Logistics Techniques, Inc., is a solutions oriented provider of logistics services primarily to agencies of the U.S. government, but also to state and local agencies and to private businesses. The Company's balance sheet at September 30, 2010, showed $1.19 million in total assets, $7.74 million in total liabilities, all current, and a stockholders' deficit of $6.55 million. "The Company has sustained substantial operating losses in the prior year and increasing losses in the current periods, and has a stockholders' deficit of $6.54 million and $2.49 million at September 30, 2010, and December 31, 2009, respectively," the Company said in its Form 10-Q for the quarter ended Sept. 30, 2010. "There are many delinquent claims and obligations, such as payroll taxes, employee income tax withholdings, employee benefit plan contributions, loans payable and accounts payable, that could ultimately cause the Company to cease operations." INTERNATIONAL COAL: V. Prem Watsa Discloses 11.1% Equity Stake -------------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 17, 2010, V. Prem Watsa disclosed that he beneficially owns 22,577,788 shares of International Coal Group, Inc. common stock representing 11.1% of the shares outstanding. As of November 1, 2010, there were 203,808,203 shares of the Company's Common Stock, $0.01 par value, outstanding. Other affiliates of Mr. Watsa also disclosed beneficial ownership of common stock: Shares Equity Beneficially Owned Stake ------------------ ------ 1109519 Ontario Limited 22,577,788 11.1% The Sixty Two Investment Company Limited 22,577,788 11.1% 810679 Ontario Limited 22,577,788 11.1% Fairfax Financial Holdings Limited 22,577,788 11.1% Odyssey America Reinsurance Corporation 11,888,965 5.8% Clearwater Insurance Company 1,405,125 0.7% United States Fire Insurance Company 0 0% The North River Insurance Company 0 0% TIG Insurance Company 5,930,229 2.9% Wentworth Insurance Company Ltd. 1,185,600 0.6% Nspire Re Limited 3,572,994 1.8% 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." INTERNATIONAL COAL: WL Gross Discloses 6.02% Equity Stake --------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 17, 2010, WL Gross Group, L.P., disclosed that it beneficially owns 12,268,823 shares of common stock of International Coal Group, Inc. common stock representing 6.02% of the shares outstanding. As of November 1, 2010, there 203,808,203 shares of the Company's Common Stock, $0.01 par value, outstanding. Other affiliates of WL Gross Group also disclosed beneficial ownership of shares: Shares Equity Beneficially Owned Stake ------------------ ------ WLR Recovery Fund, L.P. 2,859,927 1.4% WLR Recovery Fund II, L.P. 7,634,294 3.75% WLR Recovery Fund III, L.P. 1,774,502 0.87% WLR Recovery Associates LLC 2,859,927 1.4% WLR Recovery Associates II LLC 7,634,294 3.75% WLR Recovery Associates III LLC 1,774,502 0.87% WL Ross Group, L.P. 12,268,723 6.02% El Vedado, LLC 12,268,723 6.02% Wilbur L. Ross, Jr. 12,268,823 6.02% On December 17, 2010, the Reporting Persons disposed of 12,268,700 shares of Common Stock, pursuant to an Underwriting Agreement, dated December 14, 2010, with a third party, resulting in the decrease of shares of Common Stock beneficially owned by the Reporting Persons. 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." ISTAR FINANCIAL: Fir Tree Inc. Discloses 5.1% Equity Stake ---------------------------------------------------------- In a Schedule 13G filing with the Securities and Exchange Commission on December 17, 2010, Fir Tree, Inc., disclosed that it beneficially owns 4,744,388 shares of iStar Financial Inc. common stock representing 5.1% of the shares outstanding. As of October 29, 2010, there were 92,318,899 shares of common stock, $0.001 par value per share, of iStar Financial Inc. outstanding Other affiliates of Fir Tree, Inc. also disclosed beneficial ownership: Shares Equity Beneficially Owned Stake ------------------ ------ Fir Tree Value Master Fund, L.P. 3,894,840 4.2% Fir Tree Capital Opportunity Master Fund 438,404 0.5% Fir Tree REOF II Master Fund, LLC 411,144 0.4% About iStar Financial New York-based iStar Financial Inc. (NYSE: SFI) provides custom- tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. The Company's balance sheet at Sept. 30, 2010, showed $10.47 billion in total assets, $8.70 billion in total liabilities, and stockholders' equity of $1.76 billion. * * * iStar carries a 'C' issuer default rating from Fitch Ratings Services. Fitch lowered, among other things, the IDR from 'CC' to 'C' in October, noting that there is substantial amount of debt maturities in the second quarter of 2011, consisting primarily of a second lien term loan and second lien revolving credit agreement in aggregate amounting to approximately $1.7 billion, and an unsecured revolving credit facility of approximately $500 million. In order to avoid maturity defaults on the second lien obligations and unsecured revolving credit facility due June 2011, a coercive debt exchange would need to be effected, whereby the company negotiates with certain of its debt holders a material reduction in terms to avert bankruptcy, Fitch said. In July 2010, Standard & Poor's Ratings Services lowered its long- term counterparty credit rating on iStar Financial to 'CCC' from 'B-'. The outlook is negative. iStar's limited funding flexibility and the severe credit quality deterioration in its loan portfolio continue to put negative pressure on the rating, S&P said. JOHN LIMM: Chiri Acquisitions Wants Case Converted or Dismissed --------------------------------------------------------------- Secured creditor Chiri Acquisitions LLC asks the U.S. Bankruptcy Court for the District of New Jersey to dismiss, or in the alternative, convert to one under Chapter 7 of the Bankruptcy Code, the Chapter 11 case of John C. Limm and Sook K. Limm. The Court will consider the request for dismissal at a hearing on January 18, 2011, at 10:00 a.m. Chiri Acquisition is represented by: Ben H. Becker, Esq. BECKER MEISEL LLC Eisenhower Plaza II 354 Eisenhower Parkway, Suite 1500 Livingston, NJ 07039 Tel: (973) 422-1100 Robbinsville, New Jersey-based John C. Limm and Sook K. Limm filed for Chapter 11 bankruptcy protection on February 9, 2010 (Bankr. D. N.J. Case No. 10-13685). Carol L. Knowlton, Esq., at Teich Groh, represents the Debtors. The Company disclosed $11,911,000 in assets and $6,437,207 in liabilities as of the Chapter 11 filing. JOHN LIMM: Hearing on Plan Outline Set for January 13 ----------------------------------------------------- The Hon. Kathryn C. Ferguson of the U.S. Bankruptcy Court for the District of New Jersey will convene a hearing on January 13, 2010, at 10:00 a.m., to consider adequacy of the Disclosure Statement explaining John C. Limm and Sook K. Limm's Plan of Reorganization. Objections, if any, are due 14 days prior to the hearing. The Debtors will begin soliciting votes on the Plan following approval of the adequacy of the information in the Disclosure Statement. According to the Disclosure Statement, the Plan will be funded by: (i) capital contribution from nephew, profitable operations of JNS, Inc., Liberty Tower Associates revenue; and (ii) the salary of John Limm as Rice Wine consultant. Treatment of Claims and Interests Classes of Claim and Interest Total Payout ----------------------------- ----------- Class 1 Secured Claim of Brunswick Bank & Trust 100% Class 2 Secured Claim of Dae Hae Han aka David Han 0% Class 3 Secured Claim of Chiri Acquisition, LLC 100% Class 4 Secured Claim of Wilshire State Bank 100% Class 5 Secured Claim of Woori America Bank -- Class 6 Secured Claim of Woori America Bank 100% Class 7 General Unsecured Claims 10% (2% per year for 5 years Class 8 Interest Holders Retain assets A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/JOHNCLIMM_DS.pdf About John C. Limm and Sook K. Limm Robbinsville, New Jersey-based John C. Limm and Sook K. Limm filed for Chapter 11 bankruptcy protection on February 9, 2010 (Bankr. D. N.J. Case No. 10-13685). Carol L. Knowlton, Esq., at Teich Groh, represents the Debtors. The Company disclosed $11,911,000 in assets and $6,437,207 in liabilities as of the Chapter 11 filing. JOSEPH JUNKOVIC: Section 341(a) Meeting Scheduled for Feb. 2 ------------------------------------------------------------ The U.S. Trustee for Region 11 will convene a meeting of Joseph Junkovic's creditors on February 2, 2011, at 1:30 p.m. The meeting will be held at 219 South Dearborn, Office of the U.S. Trustee, 8th Floor, Room 802, Chicago, Illinois 60604. 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. Chicago, Illinois-based Joseph Junkovic filed for Chapter 11 bankruptcy protection on December 20, 2010 (Bankr. N.D. Ill. Case No. 10-55888). David K. Welch, Esq., at Crane Heyman Simon Welch & Clar, serves as the Debtor's bankruptcy counsel. The Debtor estimated his assets and debts at $10 million to $50 million as of the Petition Date. JOSEPH SCHABATKA: Case Summary & 17 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Joseph Robert Schabatka P.O. Box 426 Sedona, AZ 86339 Bankruptcy Case No.: 10-40985 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Redfield T. Baum, Sr. Debtor's Counsel: Pernell W. McGuire, Esq. MCGUIRE GARDNER, PLLC 320 N. Leroux, Suite A Flagstaff, AZ 86001 Tel: (928) 779-1173 Fax: (928) 779-1175 E-mail: pmcguire@mcguiregardner.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 17 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb10-40985.pdf JUMA TECHNOLOGY: A. Benowitz Discloses 82.6% Equity Stake --------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 17, 2010, Adam Benowitz disclosed that he beneficially owns 214,678,806 shares of common stock of Juma Technology Corp. representing 82.6% of the shares outstanding. As of March 22, 2010, 46,468,945 shares of the Company's common stock were issued and outstanding. Other affiliates of Mr. Benowitz also disclosed beneficialy ownership of shares: Shares Equity Beneficially Owned Stake ------------------ ------ Vision Capital Advisors, LLC 214,678,806 82.6% Vision Opportunity Master Fund, Ltd. - - Vision Capital Advantage Fund, L.P. - - VCAF GP, LLC - - On November 29, 2010, the Company, Nectar Services Corp., Vision Opportunity Master Fund, Ltd. and Vision Capital Advantage Fund, L.P. entered into a letter agreement pursuant to which the parties agreed to extend the maturity dates of the specified convertible notes and bridge notes issued by the Company and held by the Master Fund and VCAF from November 29, 2010 to a maturity date of five days after demand. Except for the foregoing, no transactions in the Common Stock have been effected by the Reporting Persons or, to the knowledge of the Reporting Persons, the Directors and Officers, since the filing of Amendment No. 10 to Schedule 13D on November 23, 2010. About Juma Technology Farmingdale, N.Y.-based Juma Technology Corp. is a highly specialized convergence systems integrator with a complete suite of services for the implementation and management of an entity's data, voice and video requirements. The Company's balance sheet at Sept. 30, 2010, showed $4.29 million in total assets, $22.01 million in total liabilities, and a stockholders' deficit of $17.72 million. As reported in the Troubled Company Reporter on April 5, 2010, Seligson & Giannattasio, LLP, in White Plains, N.Y., 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 incurred significant recurring losses. KENMORE REALTY: Section 341(a) Meeting Scheduled for Feb. 2 ----------------------------------------------------------- The U.S. Trustee for Region 11 will convene a meeting of Kenmore Realty Group LLC's creditors on February 2, 2011, at 1:30 p.m. The meeting will be held at 219 South Dearborn, Office of the U.S. Trustee, 8th Floor, Room 802, Chicago, Illinois 60604. 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. Chicago, Illinois-based Kenmore Realty Group LLC filed for Chapter 11 bankruptcy protection on December 20, 2010 (Bankr. N.D. Ill. Case No. 10-55868). David K. Welch, Esq., at Crane Heyman Simon Welch & Clar, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. LA VILLITA: Gets Okay to Hire Oppenheimer Blend as Bankr. Counsel ----------------------------------------------------------------- La Villita Motor Inns, J.V., sought and obtained authorization from the Hon. Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas to employ Oppenheimer, Blend, Harrison & Tate, Inc., as bankruptcy counsel. Oppenheimer Blend will: a. serve as lead bankruptcy counsel and give the Debtor advice in reorganizing its business and assets, managing of its property, and complying with its duties and responsibilities as a Debtor; b. prepare applications, notices, answers, adversaries, orders, reports, and other legal papers; c. assist the Debtor in negotiating a plan satisfactory to parties in interest, and prepare a disclosure statement which will be submitted to parties in interest after it has been approved by the Court; and d. perform other legal services for the Debtor which may e necessary and appropriate in the Debtor's Chapter 11 case. Oppenheimer Blend will be paid based on the rates of its professionals: Raymond W. Battaglia $425 Debra L. Innocenti $275 Mark R. Murphy $235 Robert K. "Chip" Sugg $190 To the best of the Debtor's knowledge, Oppenheimer Blend is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. San Antonio, Texas-based La Villita Motor Inns JV filed for Chapter 11 bankruptcy protection on December 17, 2010 (Bankr. Case No. 10-54864). The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. LA VILLITA: Asks for Court's Permission to Use Cash Collateral -------------------------------------------------------------- La Villita Motor Inns, J.V. seeks authority from the U.S. Bankruptcy Court for the Western District of Texas to use the cash collateral. On September 25, 1998, the Debtor executed a Fixed Rate Note with AMRESCO Capital L.P. in the original principal amount of $8.4 million, secured by certain real property and improvements, including the Hotel, as well as all accounts, inventory, all personal property located on the Hotel premises, and all rents and proceeds generated by operations of the Hotel, to the extent described in the Mortgage, Deed of Trust, and Security Agreement; Security Agreement; Assignment of Leases and Rents; and Environmental Liabilities Agreement. Debra L. Innocenti, Esq., at Oppenheimer, Blend, Harrison & Tate, Inc., explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at http://bankrupt.com/misc/LA_VILLITA_budget.pdf In exchange for using the cash collateral, the Debtor proposes to adequately protect the interests of the Trust by: A. to the extent the pre-petition liens of the Trust are valid and perfected, granting a post-petition lien upon all after- acquired property of the estate of the type comprising the pre-petition collateral according to the same order of priority as that for the pre-petition liens, but only to the extent of any decrease in the value of the pre-petition collateral, and only to the extent of the amount of cash collateral actually used; B. restricting the Debtor's use of cash collateral to ordinary, reasonable and necessary expenses, pursuant to a periodic budget; C. maintaining casualty and liability insurance policies on the Debtor's assets; D. securing and maintaining all property of the Debtor and continuing to market and lease the Hotel accommodations and collect and account for all rental income; E. providing the Trust with monthly reports reflecting; (i) monthly income and expenses, and (ii) monthly operating reports and financial statements; and F. continuing to provide for the insurance required by the Trust Under the Loan Documents and to maintain an escrow for payment of taxes. San Antonio, Texas-based La Villita Motor Inns JV is a joint venture, formed on or about April 14, 1980, that owns and operates a hotel located at 100 La Villita in San Antonio, Texas, known as the Riverwalk Plaza Hotel. It filed for Chapter 11 bankruptcy protection on December 17, 2010 (Bankr. Case No. 10-54864). Debra L. Innocenti, Esq., at Oppenheimer Blend Harrison & Tate, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. LDK SOLAR: $31.9 Mil. of Notes Accepted for Exchange ---------------------------------------------------- LDK Solar Co. Ltd. announced the results of the Company's offer to exchange, or, as amended, the Exchange Offer, up to $300 million in aggregate principal amount of its currently outstanding 4.75% Convertible Senior Notes due 2013 (CUSIP Nos. 50183L AA 5 and 50183L AB 3). The Company offered to exchange the Existing Notes for an equal aggregate principal amount of a newly issued class of 4.75% Convertible Senior Notes due 2013, or the New Notes, and cash in an amount not greater than $100 nor less than $85, or, as amended, the Cash Consideration. The New Notes and the Cash Consideration are collectively referred to as the Exchange Consideration. The Exchange Offer expired at 11:59 p.m., New York City time, on Wednesday, December 22, 2010. The total principal amount of Existing Notes accepted for exchange was approximately $31,918,000. Holders of Existing Notes that validly tendered and did not validly withdraw their Existing Notes prior to the expiration of the Exchange Offer will receive the Exchange Consideration, including the Cash Consideration, on the settlement date of the Exchange Offer, which is expected to be December 29, 2010. Pursuant to the terms of the modified 'Dutch Auction,' the Company determined the Cash Consideration portion of the Exchange Consideration to be $100 for each $1,000 principal amount of Existing Notes. In addition, holders of Existing Notes whose Existing Notes were accepted for exchange in the Exchange Offer will be paid cash in an amount equal to the accrued and unpaid interest on the Existing Notes up to, but excluding, the settlement date of the Exchange Offer. The Exchange Offer was subject to the terms and conditions set forth in a Schedule TO filed by us with the Securities and Exchange Commission, or SEC, on November 24, 2010, as amended and supplemented by Amendment No. 1, filed by us with the SEC on December 10, 2010 and Amendment No. 2, to be filed us with the SEC. The Schedule TO includes the Exchange Offer Memorandum and related Amended Letter of Transmittal. The financial advisor for the Exchange Offer was Piper Jaffray & Co., the information agent for the Exchange Offer was Georgeson Inc. and the exchange agent for the Exchange Offer was The Bank of New York Mellon. Holders of the Existing Notes who have questions may call the information agent at (800) 457-0759. Banks and brokerage firms may call (212) 440-9800. About LDK Solar LDK Solar Co., Ltd. (NYSE: LDK) -- http://www.ldksolar.com/-- manufactures photovoltaic products and multicrystalline wafers. LDK Solar's headquarters and manufacturing facilities are located in Hi-Tech Industrial Park, Xinyu City, Jiangxi Province in the People's Republic of China. LDK Solar's office in the United States is located in Sunnyvale, California. The Company's balance sheet at December 31, 2009, showed US$4.384 billion in assets, US$3.507 billion of liabilities, and US$876.9 million of stockholders' equity. Going Concern Doubt As reported in the Troubled Company Reporter-Asia Pacific on July 6, 2010, LDK Solar said in its annual report on Form 20-F for the year ended December 31, 2009, that at yearend, the Company had a working capital deficit of US$833.6 million and an accumulated deficit of US$32.8 million. The Company said, "During the year ended December 31, 2009, we incurred a net loss of US$234.2 million [attributable to LDK Solar Co., Ltd. shareholders]. As of December 31, 2009, we had cash and cash equivalents of US$384.8 million, most of which are held by subsidiaries in China. Most of our short-term bank borrowings and current installments of our long-term debt totaling US$978.6 million are the obligations of these subsidiaries. We may also be required by the holders of our convertible senior notes to repurchase all or a portion of such convertible senior notes with an aggregate principal amount of US$400.0 million on April 15, 2011. These factors initially raised substantial doubt as to our ability to continue as a going concern. We are in need of additional funding to sustain our business as a going concern, and we have formulated a plan to address our liquidity problem." The Company cautioned that "we cannot assure you that we will successfully execute our liquidity plan. If we do not successfully execute such plan, we may have substantial doubt as to our ability to continue as a going concern." LEHMAN BROTHERS: Ad Hoc Creditors Amend Plan Outline Exhibit ------------------------------------------------------------ The Ad Hoc Group of Lehman Brothers Creditors files an amended version of Exhibit 2 to the Disclosure Statement for December 15, 2010 Joint Substantively Consolidating Chapter 11 Plan for Lehman Brothers Holdings Inc. and Certain of its Affiliated Debtors other than Merit, LLC, LB Somerset LLC and LB Preferred Somerset LLC. Exhibit 2 to the Disclosure Statement includes a recovery analysis for Claims against and Equity Interests in the Consolidated Debtors and related analyses. The amendments reflected in the Amended Exhibit include, among other things, (a) additional columns in the table entitled "Recovery Analysis" for "Treatment of Estimated Allowed Claims under Ad Hoc Plan" and "Adjusted Allowed Claims," (b) certain revised percentages in the table entitled "Summary Comparison of Ad Hoc Plan vs. Debtors' Plan" for "Estimated Debtors Plan Recovery," and (c) additional tables entitled "Summary Comparison of Net Distributable Assets -- Debtors' Plan vs. Ad Hoc Plan" and "Schedule of Inter-Debtor Intercompany Receivable Eliminations in Ad Hoc Plan." The revised exhibit to Paulson's disclosure statement shows how senior creditors with claims against the Lehman holding company would recover about 24.5 percent, compared with 17.4 percent under Lehman's plan. The larger recovery from the holding company results from substantive consolidation where all assets are thrown into one pot and creditors receive a similar distribution regardless of the Lehman company that owed the debt. Under the Ad Hoc Plan, holders of claims against subsidiaries with guarantees by the holding company would recover 25.7 percent. The 1.2 percent more than the recovery on general creditors' claims is intended to induce creditors with guarantees to accept the plan. Creditors with guarantees would see less under the Paulson plan because it doesn't enforce guarantees, Bloomberg News said. Under Lehman's non-consolidation plan where guarantees are enforced, the same group of creditors would recover more, the report said. The classes' recoveries under Lehman's plan would range from 100 percent to 33 percent for creditors of six Lehman subsidiaries. Creditors of only one subsidiary would have a larger recovery under the Paulson plan. A full-text copy of the Exhibit 2 Amendment is available for free at http://bankrupt.com/misc/lbhi13614.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: Court OKs falls of Neuse Settlement ---------------------------------------------------- Judge James Peck approved an agreement to settle the claims of Falls of Neuse Investments LLC against Debtors Lehman Brothers Holdings Inc., LB Somerset LLC and LB Preferred Somerset LLC. FNI, a joint venture partner of LB Somerset LLC and LB Preferred, filed a $7.5 million claim against each of the Lehman units for allegedly violating an agreement that was executed in connection with their joint venture. The settlement agreement authorizes LB Somerset and LB Preferred to drop their membership in the joint venture and sell their stake in it for $150,000 to KBIA Somerset Investments LLC and KBIA Preferred LLC. In return, each of the $7.5 million claims will be withdrawn and the Lehman units' obligations under the agreement with FNI will be assumed by the KBIA entities. The settlement deal also calls for the dismissal of a lawsuit FNI filed against the Lehman units in Delaware. Jeffrey Fitts, managing director of Alvarez & Marsal Real Estate Advisory Services, expressed support for the approval of the deal, saying it would relieve LB Preferred of about $4.5 million in potential future funding obligations and would provide for a modest return for the Lehman units' estates and their creditors. The settlement agreement also drew support from the Official Committee of Unsecured Creditors. 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: Wants to Clarify Protocol for Derivative Pacts --------------------------------------------------------------- Lehman Brothers Holdings Inc. and its units ask the Bankruptcy Court to clarify the scope of the procedures for settling prepetition derivative contracts. The Debtors are parties to thousands of contracts in which the contractual obligations and values are keyed to one or more underlying assets or indices of asset values and subject to movements in the financial markets. The Derivatives Procedures Order approves procedures pursuant to which the Debtors may assume and assign "in the money" Derivative Contracts and enter into compromises and settlements with counterparties in connection with Derivative Contracts. The Termination and Settlement Procedures require the Debtors to obtain the written consent of the Official Committee of Unsecured Creditors prior to assuming and assigning or entering into a settlement agreement with respect to a Derivative Contract. As of September 30, 2010, the Debtors have entered into settlement agreements with respect to more than 2,900 Derivative Contracts, and collected an aggregate amount of approximately $11.3 billion in respect thereof. By all accounts, these figures indicate the extent to which the Termination and Settlement Procedures have benefited the Debtors' estates, Jacqueline Marcus, Esq., at Weil, Gotshal & Manges LLP, in New York. Nevertheless, certain of the Debtors' counterparties have been reluctant to enter into settlements with the Debtors pursuant to the Derivatives Procedures Order because of concerns about the breadth of the authority provided to the Debtors under the Termination and Settlement Procedures, Ms. Marcus tells the Court. She explains that typically, this counterparty uncertainty arises in circumstances where (i) an adversary proceeding is pending with respect to the relevant Derivative Contract, or (ii) the settlement requires that parties other than the counterparty be party to a settlement agreement with one or more of the Debtors. While the Debtors interpret the Derivatives Procedures Order to apply in the foregoing circumstances, some counterparties disagree and either have permanently stalled settlement negotiations or the Debtors have been required to file individual motions for approval under Rule 9019 of the Federal Rules of Bankruptcy Procedure, burdening the estates with additional professional fees and delaying the consummation of those settlements, Ms. Marcus says. For this reason, the Debtors ask the Court to enter a supplemental order clarifying that the Termination and Settlement Procedures of the Derivatives Procedures Order authorize the Debtors to (i) terminate and settle any agreements related to Derivatives Contracts, regardless of the identity of the signatories to such agreements, (ii) settle and dismiss any adversary proceeding or other plenary litigation related to the relevant Derivatives Contracts, and (iii) enter into any agreement ancillary to the foregoing. 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) LUIS TABARES: Case Summary & 15 Largest Unsecured Creditors ----------------------------------------------------------- Joint Debtors: Luis O. Tabares Ines C. Tabares 10637 Restoration Terrace Bradenton, FL 34212 Bankruptcy Case No.: 10-30538 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Middle District of Florida (Tampa) Judge: Caryl E. Delano Debtors' Counsel: Marshall G. Reissman, Esq. REISSMAN & BLANCHARD, P.A. 5150 Central Avenue St. Petersburg, FL 33707 Tel: (727) 322-1999 Fax: (727) 327-7999 E-mail: marshall@reissmanlaw.com Scheduled Assets: $1,779,682 Scheduled Debts: $2,611,056 A list of the Joint Debtors' 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb10-30538.pdf LUIS VEGA: Case Summary & 11 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Luis G. Vega 92 Sea Breeze Avenue Rancho Palos Verdes, CA 90275 Bankruptcy Case No.: 10-65011 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Sheri Bluebond Debtor's Counsel: M. Jonathan Hayes, Esq. LAW OFFICE OF M. JONATHAN HAYES 9700 Reseda Boulevard, Suite 201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@polarisnet.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-65011.pdf LUXE BEAUTY: Case Summary & 2 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Luxe Beauty Midco Corporation 21551 Prairie Street Chatsworth, CA 91311 Bankruptcy Case No.: 10-25921 Chapter 11 Petition Date: December 21, 2010 Court: United States Bankruptcy Court Central District Of California (San Fernando Valley) Judge: Geraldine Mund Debtor's Counsel: Scott F. Gautier, Esq. PEITZMAN, WEG & KEMPINSKY LLP 10100 Santa Monica Blvd, Ste. 1450 Los Angeles, CA 90067 Tel: (310) 552-3100 E-mail: sgautier@pwkllp.com Scheduled Assets: $0 Scheduled Debts: $88,559,187 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-25921.pdf The petition was signed by T. Scott Avila, chief restructuring officer. Debtor-affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Ecoly International, Inc. 10-25919 12/21/10 Sexy Hair Concepts, LLC 10-25922 12/21/10 MARGRET TUCKER: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Margret Tucker 225 Old Country Road Melville, NY 11747 Bankruptcy Case No.: 10-51297 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Central District of California (Riverside) Debtor's Counsel: Michael T. Pines, Esq. PINES & ASSOCIATES 732 N. Coast Highway 101, Suite B Encinitas, CA 92024 Tel: (760) 642-0414 Fax: (760) 301-0093 E-mail: cgonzales@pinesandassociates.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The list of unsecured creditors filed together with its petition does not contain any entry. MARTIN CADILLAC: Newark Bankruptcy Judge Axes Sale Deal ------------------------------------------------------- Richard Newman at Twin-Boro News reports that Judge Rosemary Gambardella at U.S. Bankruptcy Court in Newark denied the Martin Cadillac's request to approve the sale for $2.25 million to a company headed by Jonathan Sobel, a former managing partner at Goldman Sachs, and ordered that a trustee be appointed to take control of the dealership's finances. Mr. Newman notes Gregory S. Kinoian, attorney for Martin Cadillac, said the approval of the sale was denied because of "unresolved issues" with creditor General Motors. Mr. Kinoian said he expects the trustee to make recommendations to the judge on whether she should reconsider the decision to block the sale. According to Mr. Newman, General Motors, which had made a lower bid to take over the business, had complained that the proposed sale to Sobel's DTF Holdings LLC did not provide for a satisfactory payment of its claims. GM was owed about $1.9 million. Other creditors, including Ally Financial Inc. and landlord Argonaut Holdings Inc., also objected to the sale. About Martin Cadillac, LLC Englewood Cliffs, New Jersey-based Martin Cadillac, LLC, filed for Chapter 11 bankruptcy protection on June 25, 2010 (Bankr. D.N.J. Case No. 10-29520). Gregory S. Kinoian, Esq., and Paul S. Hollander, Esq., at Okin, Hollander & DeLuca, LLP, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million. MEDICAL CONNECTIONS: Major Shareholders OK Issuance of More Shares ------------------------------------------------------------------ Medical Connections Holdings, Inc., is circulating to shareholders a Notice and Information Statement, in connection with action taken by the holders of a majority of the issued and outstanding voting securities of the Company, approving, by a written consent, dated as of December 22, 2010, these following proposals: 1. The election of Dr. Albert G. Biehl, Anthony J. Nicolosi, Jeffrey S. Rosenfeld, Robert B. Taylor and James E. Wallace to serve as Company directors until the next Annual Meeting of Shareholders or until their successors are elected and qualified; 2. An amendment to the Company's Articles of Incorporation to increase the authorized capital to 200 million shares of common stock and 10 million shares of preferred stock. A full-text copy of the Information Statement is available at http://is.gd/jGUif A full-text copy of the letter to shareholders is available at http://is.gd/jGUFj Boca Raton, Fla.-based Medical Connections Holdings, Inc. provides medical recruitment and staffing services. The Company's balance sheet at September 30, 2010, showed $2.8 million in total assets, $653,473 in total liabilities, and stockholders' equity of $2.2 million. As reported in the Troubled Company Reporter on April 7, 2010, De Meo, Young, McGrath, CPA, in Fort Lauderdale, 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 of the Company's dependence on outside financing, lack of sufficient working capital, and recurring losses from operations. MARK GINSBURG: Has Until February 7 to Propose Chapter 11 Plan -------------------------------------------------------------- The Hon. Raymond B. Ray of the U.S. Bankruptcy Court for the Southern District of Florida extended until February 7, 2011, Mark J. Ginsburg's time to file a proposed Chapter 11 Plan. As reported in the Troubled Company Reporter on October 21, 2010, the Debtor needs additional time to formulate a plan because the plan and specifically the assets available to creditors will be dependent on the results of litigation pending before the Court. Lighthouse Point, Florida-based Mark J. Ginsburg, aka Mark Ginsburg and Dr. Mark Ginsburg, filed for Chapter 11 bankruptcy protection on February 9, 2010 (Bankr. S.D. Fla. Case No. 10- 13056). Chad P. Pugatch, Esq., at Rice Pugatch Robinson & Schiller, P.A., represents the Debtor. The Company disclosed assets of $16,675,693 and debts of $47,823,735 as of the Chapter 11 filing. MICHAEL BOYER: Case Summary & 13 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Michael A. Boyer 629 Highland Avenue Windermere, FL 34786 Bankruptcy Case No.: 10-22706 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: James H. Monroe, Esq. JAMES H. MONROE, P.A. P.O. Box 540163 Orlando, FL 32854 Tel: (407) 872-7447 Fax: (407) 246-0008 E-mail: jhm@jamesmonroepa.com Scheduled Assets: $1,051,019 Scheduled Debts: $1,760,487 A list of the Debtor's 13 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flmb10-22706.pdf MOLECULAR INSIGHT: M. Attarian Does Not Own Any Securities ---------------------------------------------------------- In a Form 3 filing with the Securities and Exchange Commission on December 17, 2010, Mark A. Attarian, interim EVP & CFO at Molecular Insight Pharmaceuticals, Inc., disclosed that he does not own any securities of the Company. About Molecular Insight Cambridge, Massachusetts-based Molecular Insight Pharmaceuticals, Inc., is a clinical-stage biopharmaceutical company that provides services on the detection and treatment of various forms of cancer and other life-threatening diseases. The Debtor disclosed $36,453,000 in total assets and $198,829,000 in total debts as of September 30, 2010. Molecular Insight filed for Chapter 11 bankruptcy protection on December 9, 2010 (Bankr. D. Mass. Case No. 10-23355). Alan L. Braunstein, Esq., at Riemer & Braunstein, LLP, serves as the Debtor's local Massachusetts counsel. Kramer Levin Naftalis & Franklin LLP serves as the Debtor's lead bankruptcy counsel. Foley & Lardner LLP is the Debtor's bankruptcy counsel. CRT Capital Group LLC is the Debtor's financial advisor. Tatum LLC, a division of SFN Professional Services LLC, is the Debtor's financial consultant. Omni Management Group, LLC, is the claims, and balloting agent. MOUNTAIN PROVINCE: Enviro. Impact Statement for Gacho Kue Sent -------------------------------------------------------------- De Beers Canada Inc. and Mountain Province Diamonds Inc. are pleased to advise that the Environmental Impact Statement for the proposed Gahcho Kue Mine has been submitted to the Gahcho Kue Environmental Impact Review Panel. The Panel was established by the Mackenzie Valley Environmental Impact Review Board to undertake the review of the Gahcho Kue Project. "This is a major milestone for the Gahcho Kue Project and our submission marks completion of a significant piece of excellent work done by our permitting team which includes our environmental and engineering consultants," said Chantal Lavoie, Acting Chief Executive Officer and Chief Operating Officer for De Beers Canada. The Environmental Impact Statement is the document that details construction of the proposed mine and how the proposed mine will be operated to ensure it is a sustainable project. The EIS has been assembled to meet the rigorous Terms of Reference established for the Gahcho Kue Project by the Panel in October 2007. "We are another step closer to realizing the Gahcho Kue Mine as a reality," said Patrick Evans, CEO of Mountain Province Diamonds. "Gahcho Kue will be the fourth diamond mine permitted in the NWT and the third Canadian diamond mine permitted by De Beers. The EIS has been prepared to the highest standard which we expect will facilitate a fair and expeditious environmental review." The next step in the regulatory process will be for the Panel to review the Project's EIS submission and to confirm that the EIS conforms to the Terms of Reference. When this determination is made, the next steps in the Analytical Phase of the Environmental Impact Review will commence. Those interested in the review should contact the Panel at (867) 766-7056. The Gahcho Kue Project is a joint venture project of De Beers Canada Inc. (51%) and Mountain Province Diamonds Inc. (49%), and will be the second diamond mine in the Northwest Territories for De Beers when permitted. De Beers Canada Inc. is the operator of the Project. About Mountain Province Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit (the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49% interest in the Gahcho Kue Project. The Company's balance sheet as of June 30, 2010, showed C$95.8 million in total assets, C$13.9 million in total liabilities, and stockholders' equity of C$81.9 million. * * * In its Management's Discussion and Analysis of the Company's interim consolidated financial statements for the three months ended June 30, 2010, the Company said its ability to continue as a going concern and to realize the carrying value of its assets and discharge its liabilities is dependent on the discovery of economically recoverable mineral reserves, the ability of the Company to obtain necessary financing to fund its operations, and the future production or proceeds from developed properties. However, the Company adds that there is no certainty that the Company will be able to obtain financing to fund its operations. As a result, the Company says, there is substantial doubt as to its ability to continue as a going concern. N.L.C. UNITRUST: Taps Weir & Partners as Bankruptcy Counsel ----------------------------------------------------------- N.L.C. Unitrust Partners asks for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Weir & Partners LLP as bankruptcy counsel, nunc pro tunc to the Petition Date. W&P will, among other things: a. negotiate, prepare and pursue confirmation of a plan and approval of a disclosure statement; b. prepare motions, applications, answers, orders, reports and other legal papers in connection with the administration of the Debtor's estate; c. appear in Court to protect the interest of the Debtor before the Court; and d. perform all other legal services in connection with the Debtor's Chapter 11 case as may reasonably be required. W&P will be paid based on the rates of its professionals: Kenneth E. Aaron, Partner $450 Jeffrey S. Cianciulli, Partner $400 Janice Lazar, Paralegal $140 Jeffrey S. Cianciulli, Esq., a partner at W&P, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Sedona, Arizona-based N.L.C. Unitrust Partners filed for Chapter 11 bankruptcy protection on December 15, 2010 (Bankr. D. Del. Case No. 10-14074). The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million at the Petition Date. NAIR'S LAWN: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Nair's Lawn Care Corporation 2352 Pearl Road Medina, OH 44256 Bankruptcy Case No.: 10-55913 Chapter 11 Petition Date: December 21, 2010 Court: United States Bankruptcy Court Northern District of Ohio (Akron) Judge: Marilyn Shea-Stonum Debtor's Counsel: Robert J. Fedor, Jr., Esq. ROBERT J. FEDOR, ESQ., LLC 2001 Crocker Rd., Suite 216 Westlake, OH 44145 Tel: (440) 250-9709 Fax: (440-250-9714 E-mail: rjfedor@fedortax.com Scheduled Assets: $815,839 Scheduled Debts: $4,654,997 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb10-55913.pdf The petition was signed by Roger Nair, president. NATIONAL CENTURY: Court Declines to Cut D. Ayers' 15-Year Sentence ------------------------------------------------------------------ Judge Algenon L. Marbley of the U.S. District Court for the Southern District of Ohio refused to shorten to five years Donald H. Ayers' 15-year sentence even after an appeals court reversed the money-laundering convictions against him in connection with his role as former vice chairman, chief operating officer, director and owner of National Century Financial Enterprises, Inc. As previously reported, the Sixth Circuit Court of Appeals in Cincinnati has reversed the money-laundering convictions of Mr. Ayers and that of another former National Century executive, Roger S. Faulkenberry. Messrs. Ayers and Faulkenberry, subsequently, asked the District Court for a shorter sentence. However, Judge Marbley denied their plea. He also refused to shorten Mr. Faulkenberry's 10-year sentence. Doug Whiteman of The Associated Press reports that Judge Marbley recalculated Mr. Ayers' sentence to give him the same 15 years. The appeals court did not say that the prison term could be reduced, so Judge Marbley felt he had no choice, AP reports, citing defense attorney Brian Dickerson, Esq., as saying. Mr. Dickerson added that a further appeal would be filed within 30 days. Mr. Ayers, who is 74 years old, is currently serving his 15- sentence in a minimum-security prison in Coleman, Florida, AP reports. "We basically expected this. It's not like something we want to happen, but we expected Marbley to do exactly what he did today," Mr. Dickerson is quoted by AP as saying. NATIONAL CENTURY: Court Denies Ariz. Noteholders Plea for Judgment ------------------------------------------------------------------ District Court Judge James L. Graham denied motions by plaintiffs, holders of notes issued by National Century Financial Enterprises, Inc., for partial summary judgment against defendant Credit Suisse under Section 1707.43 of the Ohio Revised Code and the Ohio Blue Sky Aiding and Abetting Statute for its role in the sale of asset- backed securities issued by National Century Financial Enterprises, Inc. Judge Graham noted that it is undisputed that National Century committed a massive fraud that cost the Plaintiffs nearly $2 billion. Credit Suisse served as the initial purchaser for many of National Century's note issuances and then sold the notes to institutional investors like the Arizona Noteholders. The District Court, however, found that applying the Ohio Securities Act to the securities transactions in the case -- sales by Credit Suisse in New York to the Noteholders in states outside of Ohio -- would be an extraterritorial application that violates the Commerce Clause of the United States Constitution. Therefore, Judge Graham granted Credit Suisse's motion for summary judgment as to the Arizona Noteholders' claims under the Ohio Securities Act. Judge Graham denied as moot Credit Suisse's motions to strike evidence submitted by Pharos Capital Partners, L.P., in opposition to Credit Suisse's Motion for Summary Judgment. A copy of Judge Graham's 40-page opinion and order is available for free at: http://bankrupt.com/misc/NCFE_MDL_Opinion&Order_121310.pdf In another order, Judge Graham granted the various motions of the parties to submit supplemental authority in connection with their summary judgment motions. About National Century Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- was the largest issuer of medical accounts receivable asset backed securities in the United States before it collapsed in bankruptcy in November 2002 amid allegations of widespread fraud and misappropriation of assets. To date, 10 senior executives of the company have been convicted or pled guilty to federal charges of conspiracy, securities fraud, wire fraud, and money laundering arising out of the NCFE securitization program. NCFE -- through the CSFB Claims Trust, the Litigation Trust, the VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is in the midst of liquidating estate assets. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case No. 02-65235). The Court confirmed the Debtors' Fourth Amended Plan of Liquidation on April 16, 2004. Paul E. Harner, Esq., at Jones Day, represented the Debtors. Bankruptcy Creditors' Service, Inc., publishes NATIONAL CENTURY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by National Century Financial Enterprises Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) NATIONAL CENTURY: Ohio Court Sentences R. Parrett to 25 Years ------------------------------------------------------------- Rebecca Parrett apologized, but continued to declare her innocence, at the reading of her 25-year sentence in the U.S. District Court for the Southern District of Ohio on December 23, 2010. "I'm sorry for what I did, but I'm innocent," The Columbus Dispatch quoted Ms. Parrett, who was wearing tan prison clothes and shackled at the ankles and wrists, as saying. To recall, District Court Judge Algenon L. Marbley sentenced, in absentia, Ms. Parrett in March 2009 to 25 years in prison and three years of supervised release for her role in the collapse of National Century Financial Enterprises, Inc., where she used to serve as vice chairman, secretary, treasurer, director and owner. Ms. Parrett went into hiding after failing to show up for a court appearance following a March 2008 jury verdict. The search for Ms. Parrett has been well publicized, and her disappearance has been featured on America's Most Wanted. She was arrested in a Mexican lakeside town in October 2010, after more than two years on the run. According to Kathy Lynn Gray of the Columbus Dispatch, prosecutors did not charge Ms. Parrett with fleeing, which could have added time to her prison stint, because Judge Marbley had added five years for her flight when he sentenced her in 2009. "When you said guilty, I just felt like my body went into a black hole," Ms. Parrett told Judge Marbley, Bloomberg News reports. "I just did not want to live anymore. So my course to Mexico was not to escape. My course to Mexico was to die, your honor. But that didn't happen either," she added. Judge Marbley, however, did not buy Ms. Parrett's explanation, the Columbus Dispatch reports. "If you were planning to die, you wouldn't need money drops in Mexico," Judge Marbley was quoted by the Columbus Dispatch as saying. Judge Marbley also criticized Ms. Parrett for her treatment of her sister, Linda Case. "What's most erroneous is the way you used and manipulated your sister," Judge Marbley said. "If you want to apologize to anyone, you should apologize to your sister," Judge Marbley told Ms. Parrett, according to the Columbus Dispatch report. In July 2010, Judge Marbley sentenced Ms. Parrett's elder sister, Linda Case, to eight months of house arrest with an ankle monitoring device. Because Ms. Case has been in jail since her February 2010 arrest, she received credit for the time she spent behind bars. Ms. Case was arrested for lying and making false statements in connection with her e-mails to Ms. Parrett. About National Century Headquartered in Dublin, Ohio, National Century Financial Enterprises, Inc. -- http://www.ncfe.com/-- was the largest issuer of medical accounts receivable asset backed securities in the United States before it collapsed in bankruptcy in November 2002 amid allegations of widespread fraud and misappropriation of assets. To date, 10 senior executives of the company have been convicted or pled guilty to federal charges of conspiracy, securities fraud, wire fraud, and money laundering arising out of the NCFE securitization program. NCFE -- through the CSFB Claims Trust, the Litigation Trust, the VI/XII Collateral Trust, and the Unencumbered Assets Trust -- is in the midst of liquidating estate assets. The Company filed for Chapter 11 protection on November 18, 2002 (Bankr. S.D. Ohio Case No. 02-65235). The Court confirmed the Debtors' Fourth Amended Plan of Liquidation on April 16, 2004. Paul E. Harner, Esq., at Jones Day, represented the Debtors. Bankruptcy Creditors' Service, Inc., publishes NATIONAL CENTURY BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by National Century Financial Enterprises Inc. and its units. (http://bankrupt.com/newsstand/or 215/945-7000) NATIONAL COAL: Terminates Common Stock Registration --------------------------------------------------- National Coal Corp. filed a notice on Form 15 with the Securities and Exchange Commission regarding the termination of registration of its common stock, par value $.0001 per share 10.5% Senior Secured Notes due 2010. On December 15, 2010, National Coal merged with and into Ranger Coal Holdings LLC, with Ranger Coal Holdings, LLC being the surviving corporation following the merger as a wholly-owned subsidiary of Ranger Energy Investments, LLC pursuant to an Agreement and Plan of Merger dated as of September 27, 2010 by and among the Registrant, Ranger Energy and Merger Sub, as amended. Pursuant to the terms of the Merger Agreement, each share of the Company's common stock outstanding at the effective time of the Merger was converted into the right to receive $1.00 in cash. As a result of the Merger, the Company became a wholly-owned subsidiary of Ranger Energy. About National Coal Headquartered in Knoxville, Tenn., National Coal Corp. (Nasdaq: NCOCD) http://www.nationalcoal.com/-- through its wholly owned subsidiary, National Coal Corporation, is engaged in coal mining in East Tennessee. Currently, National Coal employs about 155 people. National Coal sells steam coal to electric utilities and industrial companies in the Southeastern United States. The Company's balance sheet as of June 30, 2010, showed $38.2 million in total assets, $55.2 million in total liabilities, and a stockholders' deficit of $17.0 million. In its Form 10-Q for the quarter ended June 30, 2010, the Company said it expects to use $500,000 to $600,000 of cash from operations per month during the remainder of 2010. The Company must raise additional equity or refinance its senior secured debt before the December 15, 2010 maturity date. "The foregoing factors raise substantial doubt about the Company's ability to continue as a going concern." NAVISTAR INT'L: Earns $39 Million in 4th Quarter Ended Oct. 31 -------------------------------------------------------------- Navistar International Corporation said it reported profitable results for the fourth quarter ended Oct. 31, 2010, propelled by the improved performance of its core business and military sales. Results included costs related to the ratification of the new UAW contract, which provides the Company the ability to ensure a competitive cost structure across its production platforms and clears the way for future bottom-line improvements. Net income attributable to Navistar for the fourth quarter ended Oct. 31, 2010, totaled $39 million, equal to $0.54 of diluted earnings per share, which includes $10 million, equal to $0.14 diluted earnings per share from separation and layoff costs related to the new, four-year contract agreement with the UAW. Net income for the fourth quarter a year ago was $86 million, equal to $1.19 of diluted net income per share. Revenues for the fourth quarter totaled $3.37 billion, compared with $3.29 billion in the year-ago fourth quarter. Fourth-quarter results were in line with the company's earlier projection that it would deliver more than 17,000 2010-emission compliant vehicles in the United States and Canada. In addition, in the past month, the company also won new delivery orders for 250 International MaxxPro Mine Resistant Ambush Protected Recovery vehicles and an additional 175 International MaxxPro Dash vehicles DXM independent suspension. Also the company submitted its 15-liter, 2010 MaxxForce 15 engine for regulatory certification. "The North American truck market has been depressed for three years now and the company has been able to provide good profits while investing in the future growth," said Daniel C. Ustian, Navistar chairman, president and chief executive officer. "The company is well positioned to take advantage of the growing North American market as well as expanding globally." "Going forward, we anticipate investments in our global operations will deliver profits by fiscal 2011 and provide solid returns to our bottom line in 2012 and 2013," said Ustian. The company has invested more than $55 million in global expansion in 2010. Balance Sheet Upside Down The Company's balance sheet at Oct. 31, 2010, showed $9.73 billion in total assets, $10.65 million in total liabilities, and a stockholders' deficit of $932.0 million. A full-text copy of the annual report on Form 10-K is available for free at http://ResearchArchives.com/t/s?7166 A full-text copy of the earnings release is available for free at http://ResearchArchives.com/t/s?7167 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. 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. NEW BERN: Has Until December 30 to Propose Chapter 11 Plan ---------------------------------------------------------- Absent an extension, New Bern Riverfront Development, LLC's exclusive period to propose a Chapter 11 plan expires today, December 30, 2010. The Hon. J. Rich Leonard of the U.S. Bankruptcy Court for the Eastern District of North Carolina previously entered an ordere extending New Bern 's exclusive periods to file and solicit acceptances for the proposed chapter 11 plan until today, December 30, 2010, and March 2, 2011, respectively. Cary, North Carolina-based New Bern Riverfront Development, LLC, is the developer of SkySail Condominium, consisting of 121 residential condominiums (plus 1 commercial/non-residential unit) located on Middle Street on the waterfront in historic downtown New Bern, North Carolina, and sells the SkySail Condominiums in the ordinary course of business. The Debtor filed for Chapter 11 bankruptcy protection on November 30, 2009 (Bankr. E.D. N.C. Case No. 09-10340). John A. Northen, Esq., at Northen Blue, LLP, represents the Debtor. The Company disclosed $31,515,040 in assets and $25,676,781 in liabilities as of the Chapter 11 filing. NORBERT MILLER: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------ Joint Debtors: Norbert Joesph Miller Jeanette Miller 13909 Old Harbor Lane, #103 Marina Del Rey, CA 90292 Bankruptcy Case No.: 10-64883 Chapter 11 Petition Date: December 26, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Richard M. Neiter Debtors' Counsel: Arthur F. Stockton, Esq. STOCKTON THORTON LLP 27322 Calle Arroyo, Suite 36C San Juan Capistrano, CA 92675 Tel: (866) 682-8776 Fax: (866) 207-4082 E-mail: art@stocktonlawoffices.com Estimated Assets: $0 to $50,000 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/cacb10-64883.pdf NORTHWESTERN STONE: Taps Kepler & Peyton as Bankruptcy Counsel -------------------------------------------------------------- Northwestern Stone, LLC, asks for authorization from the U.S. Bankruptcy Court for the Western District of Wisconsin to employ Kepler & Peyton as bankruptcy counsel. Kepler & Peyton will provide general representation of the Debtor in the bankruptcy case and perform all legal services for the Debtor which may be necessary herein. Kepler & Peyton will be paid $285 per hour for its services. To the best of the Debtor's knowledge, Kepler & Peyton is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Middleton, Wisconsin-based Northwestern Stone, LLC, filed for Chapter 11 bankruptcy protection on December 16, 2010 (Bankr. W.D. Wis. Case No. 10-19137). The Debtor estimated its assets and debts at $10 million to $50 million. NORTHWESTERN STONE: Asks for Court's Nod to Use Cash Collateral --------------------------------------------------------------- Northwestern Stone, LLC, asks for authorization from the U.S. Bankruptcy Court for the Western District of Wisconsin to use the cash collateral until March 2011. Evergreen State Bank is the holder of various mortgages against real property owned by the debtor and security agreements granting liens against various personal property owned by the Debtor. It is believed that ESB was owed approximately $9,448,774.80 as of October 14, 2010. The debt owed to ESB is secured with a security interest in personal property of the Debtor which includes equipment, inventory and accounts receivable. ESB's obligation is also secured by the mortgage encumbering four parcels of real estate owned by the Debtor. The Debtor's accounts receivable generally consist of checks that the Debtor receives from customers. The Debtor has cash on hand of approximately $18,000 and accounts receivable of approximately $1,700,000. According to the Debtor, ESB is oversecured in this case. The total claim of ESB is less than $10,000,000. The claim is secured by collateral valued at not less than $21,278,500, real estate and improvements valued at not less than $12,435,000, accounts receivable of approximately $1,700,000, equipment value of approximately $5,493,000, and inventory of approximately $1,650,000. Timothy J. Peyton, Esq., at Kepler & Peyton, explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtors will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/NORTHWESTERN_STONE_budget.pdf In exchange for using the cash collateral, the Debtor will provide ESB with a replacement lien on all post-Petition accounts receivable. The Debtor will maintain adequate insurance coverage on all personal property and assets, and adequately insure against any potential loss. The Debtor will provide ESB with financial reports, including profit & loss statements and balance sheet on a monthly basis. The Debtor will provide ESB with a copy of the reports filed with the U.S. Trustee. The Debtor will pay all post-Petition taxes. The Debtor will maintain in good condition and repair all collateral in which ESB has an interest. ESB objects to the Debtor's request to use the cash collateral, saying that it has not received a regular monthly payment from the Debtor since March of this year. "While Debtor will argue that the Bank's (ESB) position it protected by an equity cushion, that cushion is nowhere near as large as the Debtor asserts. Moreover, and based upon the Debtor's own proposed budget, any equity cushion that the Bank does enjoy will likely be quickly diminished," ESB says. ESB is represented by Daniel J. McGarry, Esq. -- dmcgarry@whdlaw.com -- at Whyte Hirschboeck Dudek S.C. About Northwestern Stone Middleton, Wisconsin-based Northwestern Stone, LLC, operates a gravel quarry business at four separate locations: one in Sauk County (Swiss Valley Road, Prairie de Sac), and three in Dane County (4373 Pleasant View Road, Middleton, 6166 Ramford Court, Springfield, and 3060 Getz Road, Springdale). It filed for Chapter 11 bankruptcy protection on December 16, 2010 (Bankr. W.D. Wis. Case No. 10-19137). Timothy J. Peyton, Esq., who has an office in Madison, Wisconsin, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. NOVASTAR FINANCIAL: Jefferies Capital Discloses 8.3% Equity Stake ----------------------------------------------------------------- In a Schedule 13D filing with the Securities and Exchange Commission on December 20, 2010, Jefferies Capital Partners LLC disclosed that it beneficially owns 937,500 shares of common stockof NovaStar Financial, Inc., representing 8.3% of the shares outstanding. The number of shares of the Company's common stock outstanding on October 31, 2010 was 9,368,053. Other affiliates of Jefferies Capital also disclosed beneficial ownership of common stock: Shares Equity Beneficially Owned Stake ------------------ ------ Jefferies Capital Partners IV LP 813,981 7.2% Jefferies Employee Partners IV LLC 93,752 0.8% JCP Partners IV LLC 29,767 0.3% JCP IV LLC 937,500 8.3% Brian P. Friedman 937,500 8.3% James L. Luikart 937,500 8.3% Exchange Transaction On December 10, 2010, Jefferies Capital Partners entered into an Exchange Agreement with Mass Mutual and the Company. Pursuant to the Exchange Agreement, Jefferies Capital Partners has agreed, subject to the satisfaction of certain conditions set forth therein with the holders of the Company's 8.90% Series C Cumulative Redeemable Preferred Stock, par value $0.001 per share, to exchange all shares of Series D 1 Preferred Stock held by Jefferies Capital Partners for 18,581,000 shares of Common Stock and $688,500. The Exchange Transaction is subject to certain material contingencies beyond the control of the Company or Jefferies Capital Partners, including the completion of the Series C Offer. Series C Offer The Company has filed with the Commission a registration statement on Form S-4 to register under the Securities Act the offer and sale of the shares of Common Stock to be issued in the Series C Offer to the holders of the Series C Preferred Stock, and has agreed to use reasonable best efforts to cause the Registration Statement to become effective under the Securities Act as promptly as practicable. Lock-Up Period Pursuant to the terms of the Exchange Agreement, Jefferies Capital Partners will not be permitted to sell or transfer any shares of Common Stock, Series C Preferred Stock or Series D 1 Preferred Stock until the earlier of (a) the termination of the Exchange Agreement or (b) the earliest of (i) three years after the closing of the Exchange Transaction, (ii) the occurrence of an "ownership change" under Section 1.382 of the applicable income tax regulations, (iii) the Company's board of directors takes action that will result in an "ownership change" under Section 1.382 of the applicable income tax regulations, or (iv) a determination by the Company's board of directors that the Company's net operating loss tax benefits will not be realized in whole or in part. Voting Agreement Pursuant to the terms of the Exchange Agreement, Jefferies Capital Partners has agreed to consent to and vote the shares of Series D 1 Preferred Stock held by Jefferies Capital Partners (i) in favor of any proposal to implement the transactions contemplated by the Exchange Agreement which is presented at any meetings of the Company's shareholders and (ii) against any proposal, action or transaction involving or affecting the Company that would reasonably be expected to prevent, impede or delay the consummation of the Transactions. In addition, Jefferies Capital Partners has agreed to grant an irrevocable proxy to the Company to vote the shares of Series D 1 Preferred Stock held by Jefferies Capital Partners in favor of any proposal to implement the Transactions at any meetings of the Company's shareholders until such time as the Exchange Agreement shall terminate or the Exchange Transaction shall have closed. Pursuant to the terms of the Exchange Agreement, during the period commencing on the date the Exchange Transaction closes and ending on the earlier of (a) the end of the Lock-Up Period and (b) the next annual meeting of the shareholders of the Company, Jefferies Capital Partners has agreed to consent to and vote the shares of Common Stock held by Jefferies Capital Partners in favor of the nominees of the Company's board of directors receiving the recommendation of the existing board of directors and, if applicable, in favor of a Company proposal seeking ratification of a shareholder rights agreement designed to protect the Company's net operating losses. Board Observer/Director Pursuant to the terms of the Exchange Agreement, after the date the Exchange Transaction closes and during the Lock-Up Period, Jefferies Capital Partners shall have the right to designate one board observer or one director of the Company. In the event Jefferies Capital Partners elects to designate a director, the Company will be required to use its reasonable best efforts to expand the size of its board of directors by one position and appoint the individual designated by Jefferies Capital Partners to fill the new position. Shareholder Meetings Pursuant to the terms of the Exchange Agreement, the Company shall call and hold meetings of the holders of the Common Stock, the Series C Preferred Stock and the Series D 1 Preferred Stock for the purpose of obtaining requisite approvals of each proposal submitted to a vote at such meetings with respect to the Transactions. Registration Rights Agreement Pursuant to the terms of the Exchange Agreement, at the closing of the Exchange Transaction, the Company, Jefferies Capital Partners and Mass Mutual shall execute a registration rights agreement in the form attached as Annex B to the Exchange Agreement committing the Company to register the shares of Common stock the Investors receive in the Exchange Transaction. About NovaStar Kansas City, Missouri-based NovaStar Financial, Inc. (OTCQB: Common Stock: NOVS; Series C Preferred Stock: NOVSP), is currently engaged in managing its portfolio of nonconforming residential mortgage securities and owning and operating two majority owned subsidiaries: StreetLinks National Appraisal Services LLC, a national residential appraisal and real estate valuation management services company; Advent Financial Services LLC, a start-up business which provides access to tailored banking accounts, small dollar banking products and related services to low and moderate income level individuals. Prior to 2008, NovaStar originated, securitized, sold and serviced residential nonconforming mortgage loans. The Company's balance sheet at Sept. 30, 2010, showed $41.13 million in total assets, $143.78 million in total liabilities, and a stockholders' deficit of $102.64 million. OSCEOLA DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Osceola Development Project, LP 18753 SE Federal Highway Tequesta, FL 33469 Bankruptcy Case No.: 10-48806 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Erik P. Kimball Debtor's Counsel: Alvin S. Goldstein, Esq. Robert C. Furr, Esq. FURR & COHEN, P.A. 2255 Glades Road, #337W Boca Raton, FL 33431 Tel: (561) 395-0500 E-mail: mmitchell@furrcohen.com bnasralla@furrcohen.com Scheduled Assets: $144,030,178 Scheduled Debts: $133,402,247 The petition was signed by Robert L. Miller, president of general partner. Debtor-affiliates filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Osceola Trace Development Corporation 10-48790 12/23/10 Debtor's List of seven Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Shingle Creek Community Dev. Bonds $42,400,000 District c/o Gerald L. Knight, Esq. Billing, Cochran, Lyles, et al. 515 E. Las Olas Boulevard, 6th Floor Fort Lauderdale, FL 33301 FM Services, LLC Intercompany $3,572,317 18753 SE Federal Highway Transfers Tequesta, FL 33469 Mellon United National Bank Mortgage $579,000 A.E. "Bud" Osborne, III 1645 Palm Beach Lakes Boulevard West Palm Beach, FL 33401-2216 DaszkalBolton LLP Accounting Services $3,037 Kirk Services, LLC Miscellaneous unknown South Florida Water Mgmt. Certificate of unknown District Deposit South Florida Water Mgmt. Possible Liability unknown District PEARL COS: 4th Grade Students Ask Judge to Save Orchestra --------------------------------------------------------- WDRB Fox 41, a Louisville, Ky.-based Fox affiliate, reports that 4th grade students at Liberty Elementary School have written letters asking the bankruptcy judge to save the Louisville Orchestra. The letters were among documents that became public after the orchestra filed for bankruptcy. The Louisville Orchestra, Inc., a non-profit orchestra founded in 1937, filed for Chapter 11 protection (Bankr. W.D. Ky. Case No. 10-36321) on December 3, 2010. The Debtor estimated assets and debts of $1 million to $10 million in its Chapter 11 petition. Daniel T. Albers, Jr., Esq., Mark A. Robinson, Esq., and Robert Wagner, Esq., at Valenti, Hanley & Robinson, in Louisville, Kentucky, serve as counsel to the Debtor. PLATINUM STUDIOS: CEO Rosenberg Extend Loans' Due Dates ------------------------------------------------------- On December 20, 2010, Platinum Studios Inc. entered into a series of agreements with its CEO, Chairman and major noteholder, Scott M. Rosenberg, to extend the due dates of certain existing loans made by Mr. Rosenberg to the Company. Pursuant to the terms of the agreements, the new due date for certain loans totaling $2,400,000 will be May 6, 2011 and the new due date for other loans totaling $1,350,000 will be June 3, 2010. The interest rate on all of these loans has been increased from 8% to 10%, effective upon the original due dates of May 6, 2010, and June 3, 2010, respectively. The Agreement, with the attendant schedules and exhibits, is attached hereto as 10.19. In exchange for these due date extensions, the Company granted to Rosenberg: * two additional sets of warrants to purchase the Company's common stock. The first set allowing for the exercise of up to 40,000,000 warrants to purchase shares of the Company's common stock, at an exercise price of $0.11 per share, and the second set allowing for the acquisition of up to $3,750,000 in stock, by exercise of warrants at $0.11 per share. Both sets will expire on October 22, 2020; and * an assignment of 25% of the co-ownership rights, to include a 25% interest in all gross profits, in all intellectual property rights in all of the company's existing intellectual property. A full-text copy of the Amendment of Promissory Notes Agreement between the Company and Scott M. Rosenberg dated October 22, 2010, is available for free at http://ResearchArchives.com/t/s?717c A full-text copy of the Intellectual Property Rights Agreement between the Company and Scott M. Rosenberg dated October 22, 2010, is available for free at http://ResearchArchives.com/t/s?717d About Platinum Studios Los Angeles, Calif.-based Platinum Studios, Inc., controls a library consisting of more than 5,000 characters and is engaged principally as a comics-based entertainment company adapting characters and storylines for production in film, television, publishing and all other media. The Company's balance sheet as of September 30, 2010, showed $15.90 million in total assets, $24.48 million in total liabilities, and a stockholders' deficit of $8.58 million. HJ Associates & Consultants, LLP, in Salt Lake City, Utah, expressed substantial doubt about Platinum Studios, Inc.'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 which have resulted in an accumulated deficit. PRIUM SPOKANE: Two Creditors Oppose Use of Cash Collateral ---------------------------------------------------------- Creditors Yost, Mooney and Pugh Contractors, Inc., and Specialty Construction Systems, Ltd., have filed with the U.S. Bankruptcy Court for the Eastern District of Washington an objection to the use of cash collateral by Prium Spokane Buildings, L.L.C. More specifically, the Creditors don't want the Debtor to use the funds derived from monthly lease payments of Wells Fargo Building tenant, Shell Oil Company, because the Creditors have a recorded court order granting a constructive trust on those rents, and they remain unpaid for substantial tenant improvement work performed on the 17th Floor of the Wells Fargo Building. On November 1, 2010, Spokane County Superior Court Judge Plese entered an order declaring that the Creditors "are entitled to be made whole and the constructive trust imposed herein [on the rents derived from the Shell lease] shall not be affected by any foreclosure sale of the subject property or otherwise, and shall remain in force until such a time as the Plaintiffs [Yost and Specialty] are made whole." On November 3, 2010, the Creditors filed the Superior Court's order in the Spokane County Auditor's Office. "The Superior Court has not entered an order specifying the precise amount required to make the Creditors whole, but the amounts are approximately $300,000 and $30,000, respectively," the Creditors say. The Creditors are represented by John C. Black -- jblack@dunnandblack.com -- and Michael R. Tucker -- mtucker@dunnandblack.com -- at Dunn & Black, PS. Bellevue, Washington-based Prium Spokane Buildings, L.L.C., filed for Chapter 11 bankruptcy protection on December 16, 2010 (Bankr. E.D. Wash. Case No. 10-06952). Barry W. Davidson, Esq., at Davidson Backman Medeiros PLLC, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. PROTEONOMIX INC: M. Cohen Discloses 17% Equity Stake ---------------------------------------------------- In a Schedule 13D filing with the Securities and Exchange Commission on December 17, 2010, Michael Cohen disclosed that be beneficially owns 960,460 shares of common stock of Proteonomix, Inc., representing 17% of the shares outstanding. The number of shares outstanding of the Company's common stock, as of November 4, 2010, was 4,861,984. About Proteonomix Inc. Proteonomix, Inc. (OTC BB: PROT) -- http://www.proteonomix.com/-- is a biotechnology company focused on developing therapeutics based upon the use of human cells and their derivatives. The Company's balance sheet at September 30, 2010, showed $3.8 million in total assets, $6.3 million in total liabilities, and a stockholders' deficit of $2.5 million. KBL, LLP, in New York, 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 sustained operating losses and capital deficits. QUATRINE FURNITURE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Quatrine Furniture, Inc. 19300 S. Susana Road Rancho Dominguez, CA 90221 Bankruptcy Case No.: 10-64856 Chapter 11 Petition Date: December 24, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Debtor's Counsel: Peter T. Steinberg, Esq. STEINBERG NUTTER AND BRENT 23801 Calabasas Road, Suite 2031 Calabasas, CA 91302 Tel: (818) 876-8535 Fax: (818) 876-8536 E-mail: mr.aloha@sbcglobal.net Estimated Assets: $1,000,000 to $10,000,000 Estimated Debts: $500,000 to $1,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-64856.pdf The petition was signed by Gina Quatrine, president. QUEPASA CORP: Mexicans & Americans Discloses 19.4% Equity Stake --------------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 17, 2010, Mexicans & Americans Trading Together, Inc., disclosed that it beneficially owns 3,333,333 shares of common stock of Quepasa Corporation representing 19.4% of the shares outstanding. Altos Hornos de Mexico, S.A.B. de C.V. also disclosed beneficial ownership of 3,333,333 shares. As of November 10, 2010, the number of shares outstanding of Quepasa Corporation was 13,471,168. On December 14, 2010, MATT Inc. entered into a Securities Purchase Agreement with the Company and the other purchasers. The Securities Purchase Agreement was subsequently amended by a letter agreement, dated December 14, 2010, by and among the parties to the Securities Purchase Agreement. Pursuant to the terms of the Securities Purchase Agreement, MATT Inc. agreed to purchase 333,333 shares of Common Stock, out of a total of 1,716,664 shares offered, at a purchase price of $7.50 a share, for an aggregate purchase price of $2,499,997. Subject to customary closing conditions, the purchase and sale of such shares of Common Stock is expected to close on December 20, 2010. MATT Inc. will use proceeds from a capital contribution from AHMSA to fund the purchase of such shares of Common Stock. AHMSA used cash on hand to fund the capital contribution. 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. RACING SERVICES: N. Dak. Ct. Rules on Creditor's Suit v. Nevada --------------------------------------------------------------- Bankruptcy Judge William A. Hill grants summary judgment in favor of the state of Nevada with respect to PW Enterprises, Inc.'s first claim for relief in a lawsuit related to Racing Services, Inc.'s Chapter 7 case. Judge Hill says there is no genuine issue as to any material fact and the State is entitled to judgment as a matter of law with respect to PWE's first claim for relief. Judge Hill rules that summary judgment in favor of either party is denied in all other respects. The case will proceed to trial on PWE's remaining claims. PW Enterprises, Inc., v. State of North Dakota, a governmental entity; North Dakota Racing Commission, a regulatory agency; North Dakota Breeders' Fund, a special fund; North Dakota Purse Fund, a special fund; and North Dakota Promotions Fund, a special fund, Adv. Pro. No. 06-7020 (Bankr. N.D. Dak.), asserts four claims against the defendants. PWE's first claim for relief is that the State's claim for unpaid taxes should be disallowed because the basis for the claim is unenforceable under North Dakota law. PWE's third and fourth claims for relief allege that the State received preferential transfers that should be avoided 11 U.S.C. Sec. 547. PWE's second claim for relief seeks a determination that the State's claim is not entitled to priority status because the taxes allegedly owed by RSI to the State are not taxes, but rather are fees or assessments. In its motion for summary judgment, however, PWE abandoned this claim and conceded that the amounts collected and claimed by the State constitute taxes. The State submitted a proof of claim for taxes incurred by Racing Services between October 2002 and August 2003 for $6,726,872.72. PWE submitted a proof of claim for money loaned, wagering winnings and deposits for $2,248,100.86. PWE is RSI's largest non- governmental creditor. PWE filed its complaint on February 2, 2006, and on November 5, 2008, the Court granted PWE derivative standing to pursue its avoidance action claims against the State. A copy of Judge Hill's December 22, 2010 Memorandum and Order is available at http://is.gd/jGobifrom Leagle.com. Racing Services, Inc., provided simulcast (simultaneous broadcast) services to licensed off-track betting operators in North Dakota. RSI and Susan Bala, its president and sole shareholder, were indicted for federal gambling and money laundering violations. RSI filed for bankruptcy protection (Bankr. D. Del. Case No. 04- 10349, transferred to Bankr. D. N.D. Case No. 04-30236) on February 3, 2004. The case was converted to a case under Chapter 7 on June 15, 2004. Kip M. Kaler was appointed as Chapter 7 bankruptcy trustee. RAY SHAHANI: Court Dissolves Injunction in East West Suit --------------------------------------------------------- Bankruptcy Judge Dennis Montali rules that East West Bank is entitled to a dissolution of the injunction issued in relation to the lawsuit, Ray K. Shahani, individually and as Trustee of The 888 Trust Dated August 10, 2006, v. United Commercial Bank, et al., Adv. Pro. No. 10-3022 (Bankr. N.D. Calif.). The action brings claims for breach of a construction loan agreement, wrongful foreclosure, damages and other relief against East West Bank as assignee from the FDIC as Receiver for United Commercial Bank and other defendants. At issue is whether Mr. Shahani or the Bank first breached the March 16, 2007, Construction Loan Agreement between United Commercial Bank and the 888 Trust. If Mr. Shahani did, the Bank's non-performance thereafter is excused; if the Bank did, Mr. Shahani might well be entitled to set aside the foreclosure sale or recover damages. The suit was first filed in the San Francisco Superior Court. After Ray K. Shahani filed Chapter 11 (Bankr. N.D. Calif. Case No. 09-33549) on November 11, 2009, he removed it to the Bankruptcy Court on February 24, 2010. The Bankruptcy Court issued a Temporary Restraining Order and later on May 10, 2010, a Preliminary Injunction prohibiting the Bank from disposing of the real property at 888 Airport Blvd. in Burlingame, California. United Commercial Bank loaned $2,025,000 to pay off an existing loan on the Property and finance the construction of an office building on it. The commitment under the CLA was to finance the completion of what the parties have described as the warm shell of the building, not the final improvements. A copy of Judge Montali's December 27, 2010 Memorandum Decision Following Trial is available at http://is.gd/jGqXafrom Leagle.com. REINA FLORES: Case Summary & 11 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Reina L. Flores 13116 Reservoir Street Santa Clarita, CA 91390 Bankruptcy Case No.: 10-64789 Chapter 11 Petition Date: December 23, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Alan M. Ahart Debtor's Counsel: Thomas P. Giordano, Esq. LAW OFFICE OF THOMAS P. GIORDANO 18101 Von Karman Avenue, Suite 560 Irvine, CA 92612 Tel: (714) 912-7810 Fax: (714) 912-7860 E-mail: tohmahso@aol.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-64789.pdf ROBERT LEWIS: Case Summary & 9 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Robert Lee Lewis 3743 McClelland Street, Apartment A Oakland, CA 94619 Bankruptcy Case No.: 10-74621 Chapter 11 Petition Date: December 22, 2010 Court: U.S. Bankruptcy Court Northern District of California (Oakland) Judge: Roger L. Efremsky Debtor's Counsel: Peter C. Pappas, Esq. LAW OFFICES OF PETER C. PAPPAS 2400 Sycamore Drive, #40 Antioch, CA 94509 Tel: (925) 754-0772 E-mail: ppappaslaw@gmail.com Scheduled Assets: $1,301,475 Scheduled Debts: $1,702,592 A list of the Debtor's nine largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb10-74621.pdf SAND TECHNOLOGY: Registers 4,000,000 Class A Shares for Resale -------------------------------------------------------------- Sand Technology Inc. filed with the Securities and Exchange Commission a Form S-8 Registration Statement to reoffer 4,000,000 Class A Common Shares, no par value, which are issuable pursuant to awards granted under the Company's 2010 Stock Incentive Plan to eligible participants who are affiliates of Sand. Selling stockholders are the Company's directors and certain of its executive officers. The Company will not receive any of the proceeds from any future sale by the selling stockholders of the shares covered by the reoffer prospectus. A full-text copy of the reoffer prospectus is available at http://is.gd/jDxI5 About SAND Technology Westmount, Quebec-based SAND Technology Inc. (OTC BB: SNDTF) -- http://www.sand.com/-- provides Data Management Software and Best Practices for storing, accessing, and analyzing large amounts of data on-demand while lowering TCO, leveraging existing infrastructure and improving operational performance. SAND/DNA solutions include CRM analytics, and specialized applications for government, healthcare, financial services, telecommunications, retail, transportation, and other business sectors. SAND Technology has offices in the United States, Canada, the United Kingdom and Central Europe. The Company's balance sheet at July 31, 2010, showed C$2,117,443 in assets, C$4,578,107 in liabilities and C$2,450,664 shareholders' deficiency. In its annual report on Form 20-F for the fiscal year ended July 31, 2010, filed with the U.S. Securities and Exchange Commission, the Company noted it has incurred operating losses in the current and past years. The Company has also generated negative cash flows from operations and has a significant working capital deficiency. "The Company's uncertainty as to its ability to generate sufficient revenue and raise sufficient capital, raise significant doubt about the entity's ability to continue as a going concern," the Company said in the filing. The Company said it is in the process of seeking additional financing for its current operations. Raymond Chabot Grant Thornton LLP in Montreal, Quebec, audited the company's financials but did not issue an adverse going concern opinion in accordance with Canadian reporting standards. SANSWIRE CORP: Director Seifert Disposes of 10,000 Shares --------------------------------------------------------- Sanswire Corp. director Thomas G. Seifert filed with the Securities and Exchange Commission 13 Form 4s to disclose transactions involving Company shares that he holds. In his latest Form 4 filed Tuesday, Mr. Seifert disclosed that he disposed of 10,000 shares, reducing his stake to 4,364,743 shares. About Sanswire Corp. Aventura, Fla.-based Sanswire Corp. develops, markets and sells autonomous, lighter-than-air unmanned aerial vehicles capable of carrying payloads that provide persistent security solutions at low, mid and high altitudes. The Company's airships are designed for use by government-related and commercial entities that require real-time intelligence, surveillance and reconnaissance support for military, homeland defense, border and maritime missions. The Company's balance sheet as of September 30, 2010, showed $1.6 million in total assets, $20.4 million in total liabilities, and a stockholders' deficit of $18.8 million. The Company had a working capital deficit of $20.2 million and an accumulated deficit of $142.4 million at September 30, 2010. As reported in the Troubled Company Reporter on April 14, 2010, Rosen Seymour Shapss Martin & Company LLP, in New York, 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 experienced significant losses and negative cash flows, resulting in decreased capital and increased accumulated deficits. SHELBRAN INVESTMENTS: Section 341(a) Meeting Scheduled for Jan. 19 ------------------------------------------------------------------ The U.S. Trustee for Region 21 will convene a meeting of Shelbran Investments, L. P.'s creditors on January 19, 2011, at 3:00 p.m. The meeting will be held at First Floor, 300 North Hogan St. Suite 1-200, Jacksonville, FL 32202. 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. Ocala, Florida-based Shelbran Investments, L. P., filed for Chapter 11 bankruptcy protection on December 21, 2010 (Bankr. M.D. Fla. Case No. 10-10937). Robert D. Wilcox, Esq., at Brennan, Manna & Diamond, PL, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. SINCLAIR BROADCAST: Has Retransmission Consent Deal With Mediacom ----------------------------------------------------------------- Sinclair Group, Inc., on December 22 said it has entered into a 2-year retransmission consent agreement with Mediacom Communications for the continued carriage of the signals of 22 television stations owned or operated by Sinclair in 16 markets. Barry Faber, Executive Vice President and General Counsel of Sinclair, commented, "We are very happy with the outcome of the negotiations and wish to acknowledge the professional and reasonable approach Mediacom took in these negotiations, which led to a mutually acceptable deal with no threat of service interruption to their subscribers." About Sinclair Broadcast Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and most diversified television broadcasting companies, currently owns and operates, programs or provides sales services to 58 television stations in 35 markets. The Company's television group reaches roughly 22% of U.S. television households and includes FOX, ABC, CBS, NBC, MNT, and CW affiliates. * * * Sinclair Broadcast has a 'B1' corporate family rating from Moody's. It has a 'B+' corporate credit rating from Standard & Poor's Ratings Services. "The CFR continues to reflect still high financial risk, nonetheless, and the inherent cyclicality of the broadcast television business, among other factors," Moody's said in August 2010. "The 'B+' rating reflects S&P's expectation that Sinclair will be able to reduce its leverage further by the end of 2010 through revenue and EBITDA growth and lower debt balances," explained Standard & Poor's credit analyst Deborah Kinzer in August. Moody's Investors Service raised its ratings for Sinclair Broadcast Group, Inc., and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of- Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments, concluding its review for possible upgrade as initiated on August 5, 2010. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. SINCLAIR BROADCAST: Time Warner to Remove Stations at Yearend ------------------------------------------------------------- Sinclair Broadcast Group, Inc., said Tuesday that negotiations with Time Warner Cable have come to an end as a result of Time Warner Cable's refusal to engage in further negotiations. The most recent financial offer, contemplating a monthly per station increase that averaged just 10 cents per subscriber, was one made by Sinclair. Time Warner Cable has rejected that offer and refused to provide a financial counter-proposal, effectively ending negotiations. As a result, Sinclair television stations will no longer be carried on Time Warner Cable systems after midnight on December 31, 2010. Sinclair's most recent offer to Time Warner Cable offered to guarantee that the price being paid by Time Warner Cable would be equal to or less than the price agreed to by every other major cable and satellite provider with which Sinclair has completed a deal during the past two years. This "most-favored nations" protection included not only Time Warner's primary competitors, DirecTV and Dish Network, but also the agreement reached with Charter earlier this year and the agreement reached with Mediacom just last week. The pricing proposed by Sinclair is also less than what published reports indicate the cable industry pays for less popular programming streams, such as ESPN, TNT, the Disney Channel, FOX News and others. Sinclair has also offered to match the pricing pursuant to which Time Warner Cable claims it will be able to continue to carry Fox network programming, a proposal which Time Warner has also rejected without even making a counter- proposal. Time Warner has also rejected Sinclair's suggestion to resolve the dispute using a fair and reasonable binding arbitration process. The expiring agreement with Time Warner Cable relates to carriage of 33 television stations received by more than 8.5 million of what Time Warner Cable refers to as primary service units. On December 16, 2010, Sinclair said Time Warner has effectively refused Sinclair's offer to submit the retransmission consent negotiation with Sinclair to binding arbitration. Although Time Warner Cable may claim that it is prepared to submit the matter to arbitration, any such commitment is illusory in light of the unreasonable conditions that Time Warner Cable placed upon its so- called consent to arbitration. "We simply do not understand why Time Warner insists on being treated better than its competition," Barry Faber, Sinclair's Executive Vice President and General Counsel, said Tuesday, "rather than accepting our equitable proposal to provide them equivalent or better pricing than is paid by their competition. It is particularly troubling that Time Warner would deprive its subscribers of the extremely popular programming broadcast by our television stations when the monthly per station increase we are seeking amounts to just ten cents per subscriber, an increase made necessary by rapidly increasing programming costs at our stations. With such a small increase we suspect that most of our loyal viewers would prefer that Time Warner Cable, which recently announced a fee increase of $3.00 per month in at least one market, stop acting on its threat to 'Get Tough' and we hope that these viewers will let Time Warner Cable know this by switching to alternative video providers, many of which charge less than Time Warner Cable and none of which are currently at risk of losing access to any of the stations involved." * * * According to Tess Stynes at Dow Jones Newswires, Time Warner Cable has disputed Sinclair's statements, saying it "has at no time told Sinclair that we were terminating negotiations." Instead, the company said it has presented Sinclair with at least three possible solutions, including arbitration and it "remains open and willing" to negotiate. Dow Jones says the spat between Sinclair and Time Warner Cable could potentially threaten access to the broadcasts of major telecasts, like the New England Patriots game that will air on CBS in Portland, Maine, on Jan. 2. According to Dow Jones, the Companies' dispute is the latest in a long line of public standoffs between broadcast station owners seeking higher programming fees, known as retransmission consent, and cable and satellite companies struggling to control rising costs. About Sinclair Broadcast Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and most diversified television broadcasting companies, currently owns and operates, programs or provides sales services to 58 television stations in 35 markets. The Company's television group reaches roughly 22% of U.S. television households and includes FOX, ABC, CBS, NBC, MNT, and CW affiliates. * * * Sinclair Broadcast has a 'B1' corporate family rating from Moody's. It has a 'B+' corporate credit rating from Standard & Poor's Ratings Services. "The CFR continues to reflect still high financial risk, nonetheless, and the inherent cyclicality of the broadcast television business, among other factors," Moody's said in August 2010. "The 'B+' rating reflects S&P's expectation that Sinclair will be able to reduce its leverage further by the end of 2010 through revenue and EBITDA growth and lower debt balances," explained Standard & Poor's credit analyst Deborah Kinzer in August. Moody's Investors Service raised its ratings for Sinclair Broadcast Group, Inc., and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of- Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments, concluding its review for possible upgrade as initiated on August 5, 2010. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. SKINNY NUTRITIONAL: Inks Subscription Deal With Investors --------------------------------------------------------- As of December 22, 2010, Skinny Nutritional Corp. has entered into subscription agreements with certain accredited investors pursuant to which the Company will issue to the investors and the investors agreed to purchase from the Company an aggregate of 24,766,667 shares of Common Stock, par value $0.001 per share of the Company. About Skinny Nutritional Bala Cynwyd, Pa.-based Skinny Nutritional Corp. (OTC BB: SKNY.OB) -- http://www.SkinnyWater.com/-- has developed and is marketing a line of enhanced waters, all branded with the name "Skinny Water" that are marketed and distributed primarily to calorie and weight conscious consumers. The Company's balance sheet as of September 30, 2010, showed $2,163,677 in total assets, $4,341,282 in total current liabilities, and a stockholders' deficit of $2,177,605. As reported in the Troubled Company Reporter on April 6, 2010, Marcum LLP, in Bala Cynwyd, Pa., expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for the year ended December 31, 2009. The independent auditors noted that the Company has incurred losses since inception and has not yet been successful in establishing profitable operations. STATION CASINOS: Proposes to Assign Contracts to FG Opco -------------------------------------------------------- Debtors Station Casinos, Inc., Northern NV Acquisitions, LLC, Reno Land Holdings, LLC, River Central, LLC, and Tropicana Station, LLC, seek the Court's authority to assume and assign certain contracts to FG Opco Acquisitions LLC or its designee on the Effective Date of the confirmed plan of reorganization. The Debtors also ask the Court to set cure amounts to be paid in connection with the assignment. One of the integral components of the Confirmed Plan is the sale of substantially all of the operating assets of SCI, including the assets of certain wholly-owned subsidiaries of SCI, pursuant to a Court-approved asset purchase agreement entered into by FG Opco, the Debtors and the wholly-owned subsidiaries of SCI signatories. Among the Opco Assets contemplated to be transferred to FG Opco under the APA, the Confirmed Plan and the Confirmation Order, are numerous executory contracts and unexpired leases of non- residential real property entered into by the APA Sellers as part of the normal operations of their respective businesses. In the months subsequent to the entry of the Confirmation Order, in compliance with the APA, the APA Sellers have provided FG Opco with access to and lists of all executory contracts and leases to which the APA Sellers are parties. In turn, FG Opco has identified which contracts and leases it wants Debtors to assume and assign. The Debtors believe there are no existing defaults under any of the Contracts and no unpaid sums. As a result, the Debtor do not anticipate that any Contract counter-party will oppose the Motion under Section 365(b) of the Bankruptcy Code and no "cure" payments are due under any of the Contracts. A list of the commercial contracts or lease that the Debtors seek to assume and assign is available for free at: http://bankrupt.com/misc/SCI_Cntrcts&Licenses.pdf A list of the Employee Agreements that the Debtors seek to assume and assign is available for free at: http://bankrupt.com/misc/SCI_EmployeeAgmts.pdf FG Opco has conditioned the assumption and assignment of each of the Employment Agreements, Non-Compete Agreements and Confidentiality Agreements upon certain conditions including, among other things, a requirement that an employee sign and deliver to FG Opco an Employment Agreement Assignment and Release. Thomas M. Friel, executive vice president, Chief Accounting Officer, and treasurer of Station Casinos, Inc., filed with the Court a declaration in support of the Motion. Mr. Friel believes that the Motion is necessary, essential and appropriate for implementing the Confirmed Plan and the APA to comply with the Confirmation Order. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Seeks Determination of Zero Income-Tax Liability ----------------------------------------------------------------- Station Casinos Inc. and its units ask the Bankruptcy Court to determine that there will be no federal tax liability arising as a consequence of the consummation of the confirmed Plan of Reorganization and the related approved Restructuring Transactions. To the extent any other tax liability arises as a consequence of the consummation of the SCI Plan and any of the Restructuring Transactions, the Debtors ask the Court to determine that a cash reserve for $5 million to satisfy any tax liabilities is sufficient. Thomas M. Friel, Executive Vice President, Chief Accounting Officer, and Treasurer of Station Casinos, Inc., states in a declaration that the Debtors, on June 22, 2010, submitted to the Internal Revenue Service a memorandum in which the Debtors laid out for the IRS their capital structure, the details of the restructuring transactions that will be implemented on the effective date of the SCI Plan, and why Section 267 of the Internal Revenue Code does not apply to disallow any portion of the losses that will be recognized in the restructuring transactions. Mr. Friel adds that SCI has outstanding two classes of common stock: (i) voting common stock that has one-millionth of the economic rights of the SCI non-voting common stock; and (ii) non-voting common stock that has the remaining economic rights. The existence of both voting and non-voting common stock facilitates SCI's compliance with regulatory requirements that are applicable to its gaming business, he says. In further support of the request, Grant J. Milleret, a Certified Public Accountant and sole owner of Grant J. Milleret CPA, which prepared all of the federal and state tax returns for SCI its affiliates since 1995, states that as a consequence of the consummation of the SCI Plan, the SCI Group will recognize significant amounts of: (i) gain and loss on certain taxable asset transfers; (ii) cancellation of indebtedness income; (iii) income relating to the triggering of a large deferred intercompany gain; and (iv) income relating to certain excess loss accounts in subsidiary stock. The combination of gains and losses on asset transfers, COD income, triggered deferred intercompany gain, and taxable ELA income will result in overall net taxable gain to the SCI Group, excluding capital losses, of approximately $275 million, he says. However, the SCI Group will have sufficient net operating losses to offset all of the SCI Group's regular U.S. federal income tax liability arising as a consequence of the consummation of the SCI Plan, he relates. The Debtors sought and obtained leave to file the Motion in excess of the page limit. The Debtors assert that the matters discussed in the Motion require detailed explication, all of which simply could not be wedged into a 15 page pleading. The Debtors propose that the hearing on the Motion be set for February 17, 2011, and the objection deadline for January 19. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STATION CASINOS: Wants to Amend Plan, Asks for Confirmation ----------------------------------------------------------- Station Casinos Inc. and its debtor affiliates ask authority from Judge Gregg W. Zive of the U.S. Bankruptcy Court for the District of Nevada to modify their Plan of Reorganization and confirm the Plan as modified under Section 1129 of the Bankruptcy Code. By amending the Plan, the Debtors intend to: (a) distribute cash, rather than NPH Warrants, to Eligible Opco Unsecured Creditors that hold the smallest Allowed Claims, for purposes of administrative convenience and very substantial cost savings; and (b) make a charitable donation to the Boys and Girls Clubs of Las Vegas, under the doctrine of cy pres, in lieu of distributing $2,850 in NPH Warrants or cash, in the aggregate, to the 22,400 members of the Lukevich Plaintiffs Class. The Debtors' Plan incorporates the terms of a settlement between the Debtors and the Official Committee of Unsecured Creditors pursuant to which (a) Eligible Opco Unsecured Creditors will receive NPH Warrants to purchase up to 2.5% of the total equity interests in Station Holdco LLC, (b) Eligible Opco Unsecured Creditors that are Accredited Investors and hold a certain minimum amount of Allowed Claims may participate in the Propco Rights Offering and purchase up to approximately 15% in the aggregate of the total equity interests in Holdco, and (c) Qualified Eligible Opco Unsecured Creditors may participate in any Post-Effective Equity Raise. In connection with the hearing to confirm the Plan, the Debtors explained that the actual documentation of, as well as the practical and legal mechanisms for soliciting binding commitments to participate in the Propco Rights Offering and for allocating and distributing the NPH Warrants and NPH Investment Rights, would not be determined and resolved until after the Confirmation Hearing. The Debtors, the Creditors' Committee and the Put Parties have reached agreement on the Plan implementation mechanisms. By this motion, the Debtors also seek approval of the plan implementation mechanisms so that the Debtors may commence solicitation of binding participation and funding commitments in respect of the Propco Rights Offering from Eligible Opco Unsecured Creditors that are Accredited Investors. The Debtors' proposal contemplates cashing out approximately $700 million of the smallest Eligible Opco Unsecured Creditors Claims, leaving approximately another $1.64 billion of the largest claims that would still receive only warrants, not cash. The Debtors propose to base the cash-out price on the midpoint of value for the NPH Warrants as determined in the Confirmation Order. That range of value was $400,000 to $2.3 million; and the midpoint is $1.35 million. Thirty percent of $1.35 million is $405,000. Therefore, the Debtors propose to pay out approximately $405,000 in the aggregate to Eligible Opco Unsecured Creditors holding Allowed Claims that are less than $5 million. As a result of cashing out 30% of the total amount of Claims held by creditors in Class S.4 and S.5, the remaining 70% of Class S.4 and S.5 Claims will receive NPH Warrants exercisable to purchase 1.775% of the equity in Holdco (calculated as 70% of 2.5%). This, according to Paul Aronzon, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California, does not change in any way the amount of equity originally contemplated to be received by the 70% of the total of Class S.4 and S.5 Claims, because, even if no cash out was proposed, the referenced 70% of Class S.4 and S.5 Claims would have received NPH Warrants exercisable to purchase 1.775% of the equity in Holdco. In addition to seeking authority to cash out those Eligible Opco Unsecured Creditors whose Allowed Claims are less than $5 million, the Debtors seek authority to make the expected $2,850 aggregate cash-out payment to the Lukevich Payment Class to a charity in the Las Vegas area that serves the needs of the members of the class - - the Boys and Girls Clubs of Las Vegas -- under the doctrine of cypres. Mr. Aronzon relates that the Debtors have investigated the cost of making the distribution of either cash or warrants of a value of approximately 12c to each of 22,400 present and former employees. The Settlement Administrator for the Lukevich Plaintiffs Class Settlement has estimated that the cost of issuing checks and mailing them would be, in the aggregate, in excess of $60,000 -- all for the purpose of distributing $2,850. The annual cost of using a third party warrant agent to administer a warrant program for 22,400 holders also would be many multiples of the aggregate value of the warrants; for warrants that by their own terms are not exercisable for several years, Mr. Aronzon says. In either event, whether distributing warrants or cashing them out, it is entirely impractical to make any payment other than a lump sum payment to a charity that would provide benefits to the Debtors' employees, like the Boys and Girls Clubs of Las Vegas, he adds. Accordingly, the Debtors seek an exemption from distributing warrants or cash to the individual members of the Lukevich Plaintiffs Class, and seek authority to make a lump sum $5,000 charitable contribution to the Boys and Girls Clubs of Las Vegas in lieu thereof. A hearing to consider approval of the request will be held on January 10, 2011. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. In its bankruptcy petition, Station Casinos said that it had assets of $5,725,001,325 against debts of $6,482,637,653 as of June 30, 2009. About 4,378,929,997 of its liabilities constitute unsecured or subordinated debt securities. Bankruptcy Creditors' Service, Inc., publishes Station Casinos Bankruptcy News. The newsletter tracks the Chapter 11 proceedings of Station Casinos Inc. and its debtor-affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) STILLWATER MINING: Norimet Reduces Stake to 0% After Sale --------------------------------------------------------- In an amended Schedule 13D filing with the Securities and Exchange Commission on December 20, 2010, Norimet Limited, NN Metal Holding SA, Norilsk Nickel Holding SA and MMC Norilsk Nickel disclosed that as of December 16, 2010, none of them hold any shares of Stillwater Mining Company common stock. On December 13, 2010, Norimet sold 37,000,000 shares of Stillwater common stock in an underwritten secondary public offering at a price to the public of $19.50 per share and 9,000,000 shares of Stillwater common stock to UBS Securities LLC. Also on December 13, 2010, the underwriters of the Common Offering announced they were exercising their over-allotment option to purchase an additional 3,813,222 shares of Stillwater's common stock at the Common Offering price. As of December 13, 2010, the Reporting Persons ceased to be the beneficial owners of more than five percent of the outstanding shares of Stillwater common stock. Following these transactions, as of December 16, 2010, none of the Reporting Persons hold any shares of Stillwater common stock. 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. STRAWBERRY FARMS: Preston Strawberry Wants Ch. 11 Case Dismissed ---------------------------------------------------------------- Preston Strawberry Funding Associates asks the U.S. Bankruptcy Court for the District of Connecticut to dismiss the involuntary petition to put Strawberry Farms, LLC, into Chapter 11 bankruptcy. On January 4, 2008, Preston Strawberry loaned the sum of $2,500,000 to the Alleged Debtor. Preston Strawberry holds a second position mortgage and note and TD Bank holds a first position mortgage and note covering the Debtor's property. Hyman Biber controls and owns the Alleged Debtor. As security for the loan, Mr. Biber personally guaranteed the loan. As additional security for the loan, Mr. Biber inter alia provided Preston Strawberry with a personal guaranty and a pledge of his interest in certain of the campground companies, which RV Companies are related to the Alleged Debtor. The Alleged Debtor defaulted on the Loan on or about November 1, 2008, when it failed to make the required payment due at that time. The Loan remains in default with approximately $3,500,000, with interest, attorneys fees and other costs due and owing. The Alleged Debtor also defaulted on the TD Loan. Preston Strawberry says that the involuntary bankruptcy filing doesn't comply with the jurisdictional requirements of Section 303(b)(1) of the U.S. Bankruptcy Code. Preston Strawberry also claims that ABCO Realty, LLC, made the filing in bad faith in and with the collusion of Biber and the Alleged Debtor. Preston Strawberry states, "This matter was commenced by one creditor, ABCO. ABCO holds a third mortgage and note covering most of the Property. Presently, ABCO is an out-of-the-money mortgagee." Preston Strawberry claims that while ABCO may have warranted the number of creditors by its involuntary petition, it has done so with actual knowledge that the Alleged Debtor has more than twelve qualifying creditors. "Such knowledge has been gleaned from sixteen months of litigating the State Court Action. Such action has involved numerous statements and submissions by Biber and the Alleged Debtor. Such statements and submissions directly regard the finances of Biber and the Alleged Debtor including detailed lists of creditors and payments made to such creditors during the litigation and receivership. ABCO has both reviewed and obtained such information. Based on such information, ABCO knew, or at the very least, should have known, that the Alleged Debtor has more than twelve creditors," Preston Strawberry says. According to Preston Strawberry, the Alleged Debtor is unable to effectively reorganize. TD Bank commenced a foreclosure action in state court on September 4, 2009. The State Court Action would have resulted in a judgment of strict foreclosure, save the federal tax liens, which require under applicable state law that the Property be foreclosed by sale only. "Mr. Biber, the Alleged Debtor and the RV Companies in the past two years have simply been unable to secure the financing necessary to avoid foreclosure and no legitimate prospects exist. The Property is not generating the funds needed to adequately protect TD Bank, Preston and ABCO. In fact, without infusion of cash by TD Bank as part of the receivership, there were insufficient funds to get to the February 26, 2011 foreclosure date," Preston Strawberry states. Preston Strawberry seeks punitive damages against the petitioning creditor $100,000 and attorney fees. Preston Strawberry is represented by Mark Stern, Esq. -- mark@msternlaw.com -- at Mark Stern & Associates, LLC. Preston, Connecticut-based ABCO Realty, LLC, filed an involuntary Chapter 11 petition for Strawberry Farms, L.L.C., on December 17, 2010 (Bankr. D. Conn. Case No. 10-24278). SUNCAL COS: Calif. Court Approves Compromise With Lehman -------------------------------------------------------- Dow Jones Newswires' Patrick Fitzgerald reports that Judge Erithe A. Smith of the U.S. Bankruptcy Court in Santa Ana, Calif., approved a compromise between Lehman Brothers Holdings Inc.'s commercial-paper unit and Chapter 11 trustee Alfred H. Siegel, paving the way for the sale of a handful of stalled Southern California real-estate projects Lehman helped finance in conjunction with developer SunCal Cos. Mr. Siegel oversees the bankruptcy cases of several SunCal real- estate projects encompassing more than 5,000 acres in Southern California. According to Dow Jones, the properties at issue include McAllister Ranch, a 2,070-acre planned residential community near Bakersfield and a pair of developments -- McSweeny Farms and SummerWind Ranch -- in Riverside County. Dow Jones relates those properties, which took on more than $300 million in debt in 2006 and 2007, were valued at just $62 million, according to court papers filed earlier this year. According to Dow Jones, under the compromise deal, Mr. Siegel will seek to sell the properties through a Chapter 11 plan. Lehman and other first-lien lenders, owed $230 million, will have the right to bid their debt to acquire the land. The initial bid will be $45 million, according to court filings. Lehman has agreed to cover the trustee's expenses and allow a portion of the sale proceeds and any other recoveries to flow to unsecured creditors. Dow Jones notes SunCal Management, which had opposed the compromise, plans to file its own bankruptcy-exit plan for the properties, according the company's lawyer Ronald Rus. He says SunCal's plan will offer a better recovery to creditors than Lehman's proposal. Dow Jones says the deal remains subject to certain "narrow conditions." Among the "narrow conditions" the judge set in approving the compromise, is a requirement that Lehman disclose how much the lenders intend to credit bid for the properties. Mr. Rus also said the judge blocked Lehman's commercial-paper unit from immediately foreclosing on the properties. Instead, Lehman must complete the sale through the Chapter 11 plan process. Dow Jones further reports Judge Smith also approved the disclosure statement describing the properties' bankruptcy-exit plan, court papers said. About SunCal Companies SunCal Companies -- http://www.suncal.com/-- has more than 250,000 residential lots and 10 million square feet of commercial space in various stages of development throughout California, Arizona, Nevada and New Mexico. Some of SunCal's communities include Amerige Heights in Fullerton, Lincoln Crossing near Sacramento and Terra Lago and Fairway Canyon near Palm Springs. SunCal Companies recently added an active-adult, commercial, homebuilding, multifamily and urban divisions; and expanded to Florida, Texas and Washington, D.C. Irvine, California-based Palmdale Hills Property, LLC, develops real estate property. It filed for Chapter 11 protection on Nov. 6, 2008 (Bankr. C. D. Calif. Case No. 08-17206). Affiliates who also filed separate Chapter 11 petitions include: SunCal Beaumont Heights, LLC; SunCal Johannson Ranch, LLC; SunCal Summit Valley, LLC; SunCal Emerald Meadows LLC; SunCal Bickford Ranch, LLC; SunCal Communities I, LLC; SunCal Communities III, LLC; and SJD Development Corp. Paul J. Couchot, Esq., at Winthrop Couchot P.C., represents Palmdale Hills in its restructuring effort. The Company estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. 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 disclosed 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) SUZANNE GERBASI: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Suzanne Frank Gerbasi aka Suzy Frank 1615 Crescent Place Venice, CA 90291 Bankruptcy Case No.: 10-64548 Chapter 11 Petition Date: December 22, 2010 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Peter Carroll Debtor's Counsel: M. Jonathan Hayes, Esq. LAW OFFICE OF M. JONATHAN HAYES 9700 Reseda Boulevard, Suite 201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@polarisnet.net Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Debtor's five largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-64548.pdf TAYLOR BEAN: Bank of America Objects to Wells Fargo Accord ---------------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Bank of America says a settlement deal Taylor, Bean & Whitaker Mortgage Corp. struck last month with Wells Fargo could impede creditors owed $1.75 million from pursuing potentially valuable lawsuits. As reported by the Troubled Company Reporter on December 21, 2010, Judge Jerry A. Funk put his stamp of approval on the Second Amended and Restated Disclosure Statement with respect to the Second Amended and Restated Joint Plan of Liquidation proposed by Taylor Bean and the Official Committee of Unsecured Creditors appointed in those chapter 11 cases. Accordingly, the Debtors and the Committee may now solicit creditors for their votes to accept the plan. The Record Data for determining who can vote on the plan is Nov. 5, 2010. Ballots must be cast by Jan. 12, 2011, and any objections to the plan of liquidation must be filed and served by that date. A confirmation hearing will be held on Jan. 19, 2011, in Jacksonville, Fla. Copies of the Plan, Disclosure Statement and other relevant documents are available at http://www.bmcgroup.com/tbwmortgage/at no charge. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on August 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq. -- singerman@bergersingerman.com -- and Arthur J. Spector, Esq. -- aspector@bergersingerman.com -- at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. TERRESTAR NETWORKS: Court Sets Confirmation Hearing for March 4 --------------------------------------------------------------- Judge Sean Lane of the U.S. Bankruptcy Court for the Southern District of New York approved the Disclosure Statement describing the Joint Chapter 11 Plan of Reorganization of TerreStar Networks Inc., TerreStar National Services, Inc., 0887729 B.C. Ltd., TerreStar License Inc., TerreStar Networks Holdings (Canada) Inc., and TerreStar Networks (Canada) Inc. In an order dated December 22, 2010, Judge Lane held that the Disclosure Statement provides holders of claims entitled to vote on the Plan with adequate information to make an informed decision on whether to vote to accept or reject the Plan in accordance with Section 1125(a)(1) of the Bankruptcy Code. The Court's ruling came in light of an agreement the Debtors reached with certain of their creditors at the December 22 hearing with respect to a rights offering backstop commitment, International Business Times relates. The parties considered the amended backstop commitment EchoStar Corporation placed on the table shortly before the Disclosure Statement hearing date. Pursuant to the Amended EchoStar Backstop Commitment, the parties agreed that EchoStar is committed to backstop the entire $125 million rights offering contemplated under the Debtors' Plan. EchoStar originally made a guarantee to backstop only $100 million of the rights offering. The Amended Backstop Agreement also provides that any holder of 15% senior secured PIK notes issued by the Debtors may elect to participate in backstopping the rights offering. By virtue of the parties' agreement on the backstop commitment, Judge Lane also entered an order on December 22, authorizing the Debtors to enter into the Amended EchoStar Backstop Agreement and pay the associated transaction expenses and backstop commitment fee, which is pegged at $3 million. All objections to the Backstop Agreement not otherwise withdrawn or resolved are overruled, the Court held. Objections Resolved Don Jeffrey at Bloomberg News notes that objections to the Disclosure Statement lodged by creditors, which include Harbinger Capital Partners LLC, Solus Alternative Asset Management, the Official Committee of Unsecured Creditors, an ad hoc group of holders of 15% senior secured notes and Deutsche Bank National Trust Co., were withdrawn either before or during the December 22 hearing. The Court overruled the remaining objection filed by Sprint Nextel, Bloomberg News adds. Sprint Nextel previously asserted that it had insufficient time to review the Amended Plan and Disclosure Statement filed last Friday, December 17. Sprint Nextel recently filed an adversary complaint, alleging that the Debtors violated federal law by giving secured lenders a lien on Federal Communications Commission licenses, Bloomberg News cites. Sprint Nextel also asserted it is owed a $100 lien by the Debtors for services it rendered that benefited the Debtors. Judge Lane has directed lawyers for Sprint Nextel and TerreStar to agree on a schedule for the adversary complaint, Bloomberg News states. TerreStar Gets Nod to Solicit Votes on Plan With the Court's approval of the Disclosure Statement, the TSN Debtors are given the go signal to start soliciting votes on their proposed bankruptcy plan. The Plan contemplates the conversion of TerreStar's debt into equity, where 97% of the new equity will be distributed to the Company's current secured lenders and the remaining 3% stake would go to unsecured creditors. Judge Lane approved the contents of the solicitation packages to be sent to parties entitled to vote on the Plan. The TSN Debtors are authorized to distribute the Solicitation Packages no later than January 3, 2011. The Court also approved the proposed Voting and Tabulation Procedures to govern the plan solicitation process, and the TSN Debtors are permitted to solicit, receive, and tabulate votes on the Plan in accordance with those Procedures. The Court has set December 28, 2010, as the Voting Record Date. The Voting Classes are given until February 18, 2011, at 5:00 p.m. prevailing Eastern Time to cast in their votes for the Plan. Judge Lane is set to convene a hearing on March 4, 2011, at 10:00 a.m. prevailing Eastern Time to consider confirmation of the Plan. Interested parties have until February 21, 2011, at 5:00 p.m. prevailing Eastern Time, to file formal objections to the confirmation of the Plan. The TSN Debtors will be causing publication of the Confirmation Hearing Notice within seven business days of the January 3 Solicitation Deadline in the national edition of the Washington Post, USA Today, and The Globe and Mail. Rights Offering to Commence Before Year Ends Judge Lane also approved the proposed Rights Offering Procedures and authorized the Debtors to employ Epiq Bankruptcy Solutions LLC as subscription agent. The TSN Debtors recently revised the Rights Offering Procedures in accordance with their revision of the EchoStar Corporation Backstop Agreement. The Rights Offering will commence no later than seven business days after the entry of the Disclosure Statement Order. The Rights Offering will end, and any unexercised Rights will, at 5:00 p.m. prevailing Eastern Time at the later of (i) 56 days after the commencement date of the Rights Offering, or (ii) at a date as TSN and the Plan Sponsor may agree. Any holder of an Allowed Senior Secured Notes Claims intending to become a Backstop Party must affirmatively make an election to become a Backstop Party before February 7, 2011. 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 Approval to Reject Services Agreements --------------------------------------------------------------- The Bankruptcy Court has authorized TerreStar Networks Inc. and its units to reject certain services and development agreements with various counterparties. A list of the Rejected Agreements is available for free at: http://bankrupt.com/misc/TrStrRejAgm-1222.pdf The Contracts to be rejected are services agreements and development agreements: * Chipset Development Agreements: The agreements are for services related to the development of mass market chipset capability which would be incorporated into "next- generation" terrestrial/satellite smartphones. * Satellite Launch Services Agreements: The Satellite Launch Services Agreements were entered into at a time by which the Debtors contemplated, that they would require, certain services to facilitate the launch of additional satellites. * Office Services Agreements: Under the agreements, the Debtors receive services for the management and maintenance of, as well as waste removal services for, office facilities no longer required by the Debtors. Specifically, the underlying leases for these facilities have been rejected during the Chapter 11 cases or the Debtors have vacated the office facilities and no longer require the availability or maintenance of those facilities. * Telecommunications Services Agreements: Pursuant to one of the agreements, the Debtors were to receive annual scheduled and unscheduled maintenance and telecommunications services on certain optical dark fibers in the InnerCity Fiber Network. Pursuant to another of these agreements, the Debtors received radio frequency spectrum clearing services. Both Telecommunications Services Agreements were entered into in anticipation of building a terrestrial network. * Advertising Services Agreement: Under the Advertising Services Agreement, the Debtors receive services to create video advertising for the TSN satellite phone service. * Media Monitoring Services Agreement: Under the agreement, the Debtors receive media monitoring services including media search capabilities and analytical tools. * Sales Management Software Services Agreement: Under the agreement, the Debtors had access to Salesforce.com's sales management software to be used to track and manage sales activity. The Debtors believe that they no longer require the services provided under this agreement because the services do not provide a benefit to their estates. Counterparties to the Contracts to be rejected include Arianespace, Hawk Management, Infineon Technologies AG & SkyTerra LP, Qualcomm Incorporated, Salesforce.com Inc., and Waste Management of Illinois Inc. The Debtors assert the Agreements are no longer of any use to their estate. Absent rejection of the Rejected Agreements, the Debtors further assert that they would incur obligations without receiving a concomitant benefit. 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 Epiq as Subscription Agent ----------------------------------------------------------- In connection with the contemplated rights offering under their Chapter 11 Plan, TerreStar Networks Inc. and its affiliates sought and obtained approval from the Bankruptcy Court 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) TIGRENT INC: Names Steven Barre as Chief Executive Officer ---------------------------------------------------------- Tigrent Inc. has appointed Steven C. Barre to serve as its Chief Executive Officer effective December 22, 2010. Mr. Barre has served as Interim Chief Executive Officer of Tigrent since March 2010. Mr. Barre has been on the Board of Directors of the Company since February 2008, and was the Company's Lead Independent Director from June 2008 to March 2010. He has also served on the Company's Audit and Compensation Committees. Murray A. Indick, Tigrent's Chairman, said, "On behalf of Tigrent, I thank Steve for the extraordinary efforts he and his team have put forth as we address the challenges facing the company. I am confident that Steve will continue to bring the same leadership and focus he has exhibited thus far." Mr. Barre stated, "I thank the Board of Directors for their expression of confidence and support, and I look forward to continuing the difficult work we have begun in restructuring the business." Prior to joining Tigrent, Mr. Barre was Senior Vice President, General Counsel and Secretary of Jacuzzi Brands, Inc. from September 2001 until February 2007, when the company was sold. Earlier in his career, he served in various roles as in-house counsel for Jacuzzi Brands, Inc., and for its former parent company, the U.S. arm of Hanson PLC. Prior to joining Hanson, he was a corporate attorney with the law firm of Weil, Gotshal & Manges. Mr. Barre graduated from Cornell University in 1981 and Columbia Law School in 1984. About Tigrent Inc. Cape Coral, Fla.-based Tigrent Inc. (OTC BB: TIGE) -- http://www.tigrent.com/-- is a provider of practical, high- quality and value-based training, conferences, publications, technology-based tools and mentoring to help customers become financially literate. The Company provides customers with comprehensive instruction and mentoring in the topics of real estate and financial instruments investing and entrepreneurship in the United States, the United Kingdom, and Canada. The Company's balance sheet as of June 30, 2010, showed $43.8 million in total assets, $80.7 million in total liabilities, and a stockholders' deficit of $36.9 million. In its Form 10-Q report for the quarter ended June 30, 2010, the Company said it continues to incur a negative cash flow -- totaling $5.9 million for the period ending June 30, 2010 -- due to the on-going challenges with sales of products. "We have insufficient working capital to meet operating needs, raising substantial doubt about the ability of the Company to continue as a going concern," the Company said. In addition to the shift in strategic emphasis from live course offerings to digitally-delivered programs, the Company said it continues to implement reductions in staff to align with anticipated sales level, decreased occupancy costs, and reduced operating costs in all areas. The Company is also in current discussions with some of larger creditors to negotiate amounts owed. The Company said it if cannot generate the required revenues to sustain operations or obtain additional capital on acceptable terms, it will need to substantially revise its business plan, file for bankruptcy, sell assets or cease operations and investors could suffer the loss of a significant portion or all of their investment in the Company. TOWNSENDS INC: Wants Filing of Schedules Extended by 30 Days ------------------------------------------------------------ Townsends, Inc., et al., have asked the U.S. Bankruptcy Court for the District of Delaware to extend the deadline for the filing of schedules of assets and liabilities and statement of financial affairs for an additional 30 days. The Debtors asked for extra time to prepare and file the Schedules and Statements. The Debtors maintain significant business operations in the U.S. The Debtors said that preparing the Schedules and Statements accurately and in detail will require considerable attention from their personnel and advisors, which would distract attention from their business operations at a sensitive time when the business can ill afford any disturbance. Because the Debtors filed a consolidated list of creditors on the Petition Date and have more than 200 creditors, the Debtors are required to file the Schedules and Statements within 30 days after the Petition Date. Georgetown, Delaware-based Townsends, Inc. -- fka Townsend Speciality Foods -- filed for Chapter 11 bankruptcy protection on December 19, 2010 (Bankr. D. Del. Case No. 10-14092). Affiliates Townsend Farms, Inc (Bankr. D. Del. Case No. 10-14093), Townsends of Arkansas, Inc. (Bankr. D. Del. Case No. 10-14094), Townsend Farms of Arkinsas, Inc. (Bankr. D. Del. Case No. 10- 14095), and CrestwoodFamrs LLC (Bankr. D. Del. Case No. 10-14096) filed separate Chapter 11 petitions. The bankruptcy cases are jointly administered, with Townsends, Inc., as the lead case. Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell, serves as the Debtors' bankruptcy counsel. McKenna Long & Aldridge LLP serves as the Debtors' special counsel. Donlin, Recano & Company, Inc., is the Debtors' claims, noticing and balloting agent. In its Chapter 11 petition, Townsends, Inc., estimated assets of $10 million to $50 million and debts of $50 million to $100 million. As of December 5, 2010, the Debtors disclosed $131 million in total assets and $127 million in total debts. TOWNSENDS INC: Taps McKenna Long as Special Counsel --------------------------------------------------- Townsends, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ McKenna Long & Aldridge LLP as special counsel, nunc pro tunc to the Petition Date. McKenna Long will, among other things: a. provide specialized legal services, including advising the Debtors with respect to labor and employment, employee benefit and general contract matters; b. provide legal services in connection with litigation matters filed before or after the commencement of the Debtors' Chapter 11 cases, other than preference litigation, in which one or more of the Debtors is the plaintiff; c. provided background knowledge of the Debtors' financial structure and operations; and d. take necessary action to protect and preserve the estates of the Debtors, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, and the negotiation of disputes in which the Debtors are involved. McKenna Long will be paid based on these rates: Wayne N. Bradley $620 J. Michael Levengood $495 Bryan Bates $335 Jeffrey C. Phillips $300 J. Michael Levengood, Esq., a partner at McKenna Long, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Georgetown, Delaware-based Townsends, Inc. -- fka Townsend Speciality Foods -- filed for Chapter 11 bankruptcy protection on December 19, 2010 (Bankr. D. Del. Case No. 10-14092). Affiliates Townsend Farms, Inc (Bankr. D. Del. Case No. 10-14093), Townsends of Arkansas, Inc. (Bankr. D. Del. Case No. 10-14094), Townsend Farms of Arkinsas, Inc. (Bankr. D. Del. Case No. 10- 14095), and CrestwoodFamrs LLC (Bankr. D. Del. Case No. 10-14096) filed separate Chapter 11 petitions. The bankruptcy cases are jointly administered, with Townsends, Inc., as the lead case. Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell, serves as the Debtors' bankruptcy counsel. Donlin, Recano & Company, Inc., is the Debtors' claims, noticing and balloting agent. In its Chapter 11 petition, Townsends, Inc., estimated assets of $10 million to $50 million and debts of $50 million to $100 million. As of December 5, 2010, the Debtors disclosed $131 million in total assets and $127 million in total debts. TOWNSENDS INC: Wants to Hire Dalton Edgecomb as CRO --------------------------------------------------- Townsends, Inc., et al., ask for authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Huron Consulting Group's Dalton T. Edgecomb as chief restructuring officer. The Debtors want to employ Huron Consulting to provide restructuring management and advisory services nunc pro tunc to the Petition Date. Huron Consulting will, among other things: a. compile data and documents necessary to complete the bankruptcy petition process and to file first day motions with the Court to address operational and financial challenges; b. negotiate and document the terms of a debtor-in-possession financing arrangement; c. compile data and analyses necessary to meet the reporting requirements that will be mandated by the Debtors' lenders, and assist with other aspects of managing the interactions with the lender group, including communications, preparation for meetings and following up on requests; and d. compile data and analyses necessary to meet the requirements and requests of various parties related to the Debtors' restructuring. Huron Consulting will be paid based on these rates: Dalton T. Edgecomb, Chief Restructuring Officer $725 Alexandra Mahnken, Senior Financial Analyst $575 John Hemingway, Senior Financial Analyst $540 Omer Ozgozukara, Financial Analyst $425 Dalton T. Edgecomb, managing director at Huron Consulting, assures the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. Georgetown, Delaware-based Townsends, Inc. -- fka Townsend Speciality Foods -- filed for Chapter 11 bankruptcy protection on December 19, 2010 (Bankr. D. Del. Case No. 10-14092). Affiliates Townsend Farms, Inc (Bankr. D. Del. Case No. 10-14093), Townsends of Arkansas, Inc. (Bankr. D. Del. Case No. 10-14094), Townsend Farms of Arkinsas, Inc. (Bankr. D. Del. Case No. 10- 14095), and CrestwoodFamrs LLC (Bankr. D. Del. Case No. 10-14096) filed separate Chapter 11 petitions. The bankruptcy cases are jointly administered, with Townsends, Inc., as the lead case. Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell, serves as the Debtors' bankruptcy counsel. McKenna Long & Aldridge LLP serves as the Debtors' special counsel. Donlin, Recano & Company, Inc., is the Debtors' claims, noticing and balloting agent. In its Chapter 11 petition, Townsends, Inc., estimated assets of $10 million to $50 million and debts of $50 million to $100 million. As of December 5, 2010, the Debtors disclosed $131 million in total assets and $127 million in total debts. TREVOR DAVIS: Files for Chapter 11 to Avoid Foreclosure ------------------------------------------------------- Theresa Agovino, writing for Crain's New York Business, reports that developer Trevor Davis filed for personal Chapter 11 bankruptcy on December 22 in an attempt to hang on to his struggling luxury condo development at 1055 Park Ave. According to Ms. Agovino, Mr. Davis said in court papers that one of his lenders, Zimco Holdings, was planning to hold a UCC foreclosure sale of his interest in the property. The sale would have wiped out Mr. Davis' equity in the property, which he said is "substantial." Mr. Davis disclosed assets of $75 million and secured debt of $50 million in his petition, the report notes. Crain's relates the court papers said Zimco alleges that Mr. Davis has defaulted on a loan it made to him, which published reports say is worth $6 million. Furthermore, the court papers said the default on the Zimco loan is tied to a default on a senior loan. That $15 million loan was recently purchased by Austrian investor Andreas Badian, according to website The Real Deal, which first wrote about the bankruptcy. According to Crain's, Scott Markowitz, Mr. Davis' lawyer, said his client is continuing to negotiate with Zimco about the sale. The bankruptcy filing blocks any sale. Crain's notes that earlier this year, Mr. Davis lost control of a development site at 65th Street and Lexington Avenue to Toll Brothers because he didn't pay his mortgage. TREVOR DAVIS: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Trevor P. Davis 188 East 78th Street, 26th Floor New York, NY 10021 Bankruptcy Case No.: 10-16722 Chapter 11 Petition Date: December 21, 2010 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Shelley C. Chapman Debtor's Counsel: Scott S. Markowitz, Esq. TARTER KRINSKY & DROGIN LLP 1350 Broadway, 11th Floor New York, NY 10018 Tel: (212) 216-8000 Fax: (212) 216-8001 E-mail: smarkowitz@tarterkrinsky.com Estimated Assets: $50,000,001 to $100,000,000 Estimated Debts: $10,000,001 to $50,000,000 Debtor's List of six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Bank of America Guaranty of $20,000,000 225 Franklin Street Mortgage Loan Boston, MA 02110 Zimco Holdings LLC Guaranty of $7,000,000 1290 Avenue of the Mortgage Americas M&T Bank Guaranty of $2,400,000 One Fountain Plaza Mortgage Loan Buffalo, NY 14203 Omni Contracting Construction Work $830,000 3 Alan B. Shepard Place Yonkers, NY 10705 Olshan Grundman, et al. Legal Fees $416,000 65 East 55th Street New York, NY 10022 Top Hill LLC Guaranty of Lease $97,000 TWAIN CONDOMINIUMS: Wants to Use City National's Cash Collateral ---------------------------------------------------------------- Twain Condominiums, LLC, asks for authorization from the U.S. Bankruptcy Court for the District of Nevada to use the cash collateral until April 30, 2011. In April 2006, the Debtor entered into a loan transaction with City National Bank in the amount of $20,370,000, with a maturity date of November 1, 2007. On March 25, 2009, the Construction Loan Agreement was revised pursuant to a Loan Revision Agreement, whereby the Loan's principal balance was reduced to $11,404,234.08, and the maturity date was extended to April 1, 2012. On January 8, 2010, CNB issued a notice requiring a remargin of the Loan by no less than $1,774,234. On February 9, 2010, CNB sent a default notice to the Debtor. Gerald M. Gordon, Esq., at Gordon Silver, explains that the Debtor needs the money to fund its Chapter 11 case, pay suppliers and other parties. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/TWAIN_CONDOMINIUMS_budget.pdf The Debtor believes that the value of the Collateral is more than the amounts due and owing to CNB under the Loan Revision Agreement as of the Petition Date. The Debtor believes that CNB isn't entitled to adequate protection payments. Assuming CNB is not oversecured, rather than make postpetition "adequate protection" payments to CNB, the Debtor requests authority from the Court to use its revenues to pay its expenses related to the operations and maintenance of the Debtor's property, as well as capital expenditures for property improvements and renovations, and in furtherance of expeditiously emerging from bankruptcy. CNB objects to the Debtor's request to use cash collateral, saying that it doubts Debtor's ability to successfully reorganize its financial affairs given the depressed and deteriorating state of the Southern Nevada real estate market and the severely impaired value of the Property. According to CNB, the most recent appraisal of the Property estimates its value to be only $6,860,000 as of October 4, 20104, which is over $4,000,000 less than the undisputed principal balance Debtor owes to CNB. CNB is represented by Bart K. Larsen, Esq. -- blarsen@klnevada.com -- at Kolesar & Leatham, CHTD. Twain Condominiums LLC owns 192 condominium units within the 254- unit Twain Estates condominium complex at Arville Street and Twain Avenue. The Company filed for bankruptcy on December 15, 2010 (Bankr. D. Nev. Case No. 10-33323). Judge Linda B. Riegle presides the case. Thomas H. Fell, Esq., at Gordon Silver Attorneys and Counselors at Law, represents the Debtor. The Debtor estimated both assets and debts of between $10 million and $50 million in its petition. TWEETER HOME: Court Rules on CEA Broomfiled Lease Dispute --------------------------------------------------------- District Judge George A. O'Toole Jr. issued rulings in the case, CEA Bromfield LLC, v. Maxi Drug, Inc. and American Drug Stores LLC, Case No. 09-10175 (D. Mass.). The suit alleges claims of breach of contract against each defendant for failure to pay rent and other obligations under a lease. In an Opinion and Order dated January 29, 2010, the Court granted summary judgment in favor of CEA on the issue of liability. The parties now cross- move for summary judgment on the issue of damages. CEA is the landlord by assignment under the Lease originally entered into on September 8, 1994, by Star Markets Company, Inc. and American Drug Stores, Inc. for premises in a shopping center located in Manchester, New Hampshire. Through a series of assignments, first Maxi Drug and then NEA Delaware, Inc. d/b/a Tweeter occupied the premises as tenants under the Lease. In 2008, Tweeter, the tenant at the time, filed a petition for relief under Chapter 11, and the bankruptcy court later approved Tweeter's rejection of the Lease. The last payment CEA received from Tweeter was in December 2008. As detailed in the Court's January 2010 opinion, the defendants remain liable for the tenant's obligations under the Lease. CEA subsequently made efforts to relet the premises, and, after subdividing the space, executed leases with two new tenants, Cellco Partnership d/b/a Verizon Wireless and C&C's 111 South Willow LLC d/b/a Five Guys Burgers and Fries. The new tenants have each begun paying rent. It is undisputed that the rent CEA receives from the Verizon lease alone exceeds the monthly rent that would have been due from Tweeter. The defendants claim that no damages are appropriate in this case. They advance a "market value" approach for measuring damages under the Lease, contending that the additional rent CEA will obtain through the Replacement Leases over the term of the Lease will exceed what it would have received if Tweeter had not defaulted, and therefore CEA will, over time, be more than compensated for its lost rent and mitigation costs. Essentially, the defendants ask the Court to credit the excess rent CEA expects to receive in the future from its new tenants toward the unpaid amount owed under the Lease by the defendants. A copy of the Distrit Court's December 16, 2010 Opinion and Order is available at http://is.gd/jGLCvfrom Leagle.com. About Tweeter Home Based in Canton, Mass., Tweeter Home Entertainment Group Inc. -- http://www.tweeter.com/-- sold mid-to high-end audio and video consumer electronics products. Tweeter and seven of its affiliates filed for chapter 11 Protection on June 11, 2007 (Bankr. D. Del. Case Nos. 07-10787 through 07-10796). Gregg M. Galardi, Esq., Mark L. Desgrosseilliers, Esq., and Sarah E. Pierce, Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the Debtors. Kurtzman Carson Consultants LLC acted as the Debtors' claims and noticing agent. Bruce Grohsgal, Esq., William P. Weintraub, Esq., and Rachel Lowy Werkheiser, Esq., at Pachulski Stang Ziehl & Jones LLP; and Scott L. Hazan, Esq., Lorenzo Marinuzzi, Esq., and Todd M. Goren, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., represented the Official Committee of Unsecured Creditors. As of Dec. 21, 2006, Tweeter had total assets of $258,573,353 and total debts of $190,417,285. The Debtors' exclusive period to file a plan of reorganization expired on June 5, 2008. About Tweeter Opco Tweeter Opco, LLC, was formed in July 2007 to acquire the business operations and assets of Tweeter Home Entertainment Group, Inc. Tweeter Opco filed for Chapter 11 protection on Nov. 5, 2008 (Bankr. D. Del. Case No. 08-12646). Chun I. Jang, Esq., and Cory D. Kandestin, Esq., at Richards, Layton & Finger, P.A., assisted the company in its restructuring effort. The company estimated assets of $50 million to $100 million and debts of $50 million to $100 million. Judge Mary Walrath of the U.S. Bankruptcy Court for the District of Delaware converted the Opco Debtors' Chapter 11 cases to Chapter 7 liquidation proceedings effective as of December 5, 2008. George L. Miller from the accounting firm Miller Coffey Tate has been appointed to serve as trustee of the Chapter 7 proceedings of Tweeter Opco, LLC, and its affiliates. UNI-PIXEL: Osmium Capital Reports 7.15% Equity Stake ---------------------------------------------------- Osmium Special Situations Fund Ltd.; Osmium Capital Management Ltd.; and Chris Kuchanny disclosed in a Schedule 13G filing their ownership of 509,600 shares or roughly 7.15% of the common stock of Uni-Pixel, Inc. common stock as of December 10, 2010. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. PMB Helin Donovan, LLP, in Houston, 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 sustained losses and negative cash flows from operations since inception. The Company's balance sheet as of September 30, 2010, showed $1.26 million in total assets, $4.15 million in total liabilities, and a stockholders' deficit of $2.89 million. UNI-PIXEL: Raptor Capital Reports 19.07% Equity Stake ----------------------------------------------------- Raptor Capital Management LP and its affiliated entities disclosed in a Schedule 13D/A filing with the Securities and Exchange Commission their ownership, as of December 21, 2010, of 1,037,080 shares of Uni-Pixel, Inc. common stock and 399,021 Uni-Pixel warrants, representing roughly 19.07% of the Company's outstanding Common Stock. About Uni-Pixel The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. PMB Helin Donovan, LLP, in Houston, 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 sustained losses and negative cash flows from operations since inception. The Company's balance sheet as of September 30, 2010, showed $1.26 million in total assets, $4.15 million in total liabilities, and a stockholders' deficit of $2.89 million. UNITED CONTINENTAL: B. Hart Owns 20,956 Shares of Restricted Stock ------------------------------------------------------------------ Brett J. Hart, senior vice president, general counsel and corporate secretary of United Continental Holdings, Inc. informed the Securities and Exchange Commission on December 17, 2010, that he acquired 20,956 restricted stock units of the company. As a result of the transaction, Mr. Hart beneficially owned 20,956 restricted stock units of United Continental. Each restricted unit represents the economic equivalent of one share of United Continental common stock, and may be settled in cash or common stock upon vesting at the sole discretion of the Compensation Committee of United Continental's Board of Directors. The restricted stock units vest as: * 6,985 restricted stock units on December 16, 2011; * 6,985 restricted stock units on December 16, 2012; and * 6,986 restricted stock units on December 16, 2012. Mr. Brett previously filed an initial statement of beneficial ownership of securities, reporting that he did not beneficially own securities of United Continental as of December 17, 2010. About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At June 30, 2010, UAL had $20.134 billion in total assets against total current liabilities of $8.573 billion, long-term debt of $6.281 billion, long-term obligations under capital leases of $1.01 billion, other liabilities and deferred credits of $7.022 billion, and a stockholders' deficit of $2.756 billion. UNITED CONTINENTAL: Expects $8.6-$8.7 Billion Cash at End of 2010 ----------------------------------------------------------------- Jeff Smisek, president and chief executive officer of United Continental Holdings, Inc., and Zane Rowe, executive vice president and chief financial officer of the company, were scheduled to speak at the Hudson Securities Airline Conference last December 8, 2010, according to the company's regulatory filing with the Securities and Exchange Commission on December 8, 2010. United Continental filed with the SEC a copy of the slides for the presentation, which are accessible for free at: http://ResearchArchives.com/t/s?70c6 Mr. Smisek reiterated United's goal to be the airline of choice for the global business traveler. United Continental also has global network with unsurpassed scope, Mr. Smisek noted. Mr. Rowe said United Continental has a strong financial performance and expects a $1 billion to $1.2 billion of net annual synergies. United Continental also expects to end 2010 with between $8.6 billion and $8.7 billion in unrestricted cash and short-term investments. About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At June 30, 2010, UAL had $20.134 billion in total assets against total current liabilities of $8.573 billion, long-term debt of $6.281 billion, long-term obligations under capital leases of $1.01 billion, other liabilities and deferred credits of $7.022 billion, and a stockholders' deficit of $2.756 billion. UNITED CONTINENTAL: Gives Notice of Put Option On 5% Notes ---------------------------------------------------------- United Continental Holdings, Inc., in a public statement dated December 23, 2010, informed holders of the $149,646,114 outstanding principal amount of its 5% Senior Convertible Notes due 2021 that they have an option, pursuant to the terms of the Notes, to require the company to purchase, on Feb. 1, 2011, all or a portion of those holders' Notes at a price equal to $1,000 per $1,000 principal amount of the Notes, plus any accrued and unpaid interest to, but not including, Feb. 1, 2011. Under the terms of the Notes, United Continental has the option to pay the purchase price for the Notes with cash, stock, or a combination of cash and stock, and has elected to pay for the Notes solely with cash. As required by the rules of the Securities and Exchange Commission, United Continental submitted a tender offer statement on Schedule TO on December 23, 2010, with respect to the right of each holder of the Notes to sell and the obligation of the company to repurchase the Notes. United Continental Executive Vice President and Chief Financial Officer Zane Rowe says the company is the issuer of the Notes and is obligated to purchase all of the Notes if properly tendered by the Holders subject to the conditions set forth in an indenture dated February 1, 2006, among United Continental, United Air Lines, Inc., and The Bank of New York Mellon Trust Company, N.A. United Continental will pay to the SEC $10,669 as registration fee for the Notes, which filing fee equals $71.30 for each $1,000,000 of the value of the transaction In addition, United Continental issued a notice on December 23, 2010, to the holders of the Notes specifying the terms, conditions and procedures for exercising the Put Option. The notice is available through The Depository Trust Company and the paying agent, The Bank of New York Mellon. None of United Continental Holdings, Inc., its board of directors, or its employees has made or is making any representation or recommendation to any holder as to whether to exercise or refrain from exercising the Put Option. Noteholders' opportunity to exercise the Put Option will commence on Dec. 30, 2010, and will terminate at 5:00 p.m. EST, on Jan. 31, 2011. Holders may withdraw any previously delivered purchase notice pursuant to the terms of the Put Option at any time prior to 5:00 p.m. EST, on Jan. 31, 2011. The address of The Bank of New York Mellon is Corporate Trust Operations, 2 N. La Salle Street, Suite 1020, Chicago, IL 60602, Attention: Mr. Dan Donovan, Phone: (312) 827-8547, Fax: (312) 827- 8542. Full-text copies of the Schedule TO and Notice to Noteholders are accessible for free at: http://ResearchArchives.com/t/s?7173 http://ResearchArchives.com/t/s?7172 About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At June 30, 2010, UAL had $20.134 billion in total assets against total current liabilities of $8.573 billion, long-term debt of $6.281 billion, long-term obligations under capital leases of $1.01 billion, other liabilities and deferred credits of $7.022 billion, and a stockholders' deficit of $2.756 billion. UNITED CONTINENTAL: Updates Q4/Full Year 2010 Projections --------------------------------------------------------- United Continental Holdings, Inc., filed with the Securities and Exchange Commission on December 22, 2010, an investor update providing forward-looking information for the fourth quarter and full year 2010. United Continental Vice President and Controller Chris Kenny explains that all year-over-year comparisons in the December 22 Investor Update are based on the pro-forma combined company financial statements set forth in United Continental's investor update dated November 22, 2010. Capacity United Continental estimates its fourth quarter consolidated available seat miles to be up to 4.2% and full year ASM to be up to 1.1% year-over-year. Revenue Mr. Kenny relates that United Continental estimates its fourth quarter consolidated passenger unit revenue to be up 9.75% to 10.75% year-over-year, and mainline PRASM to be up 11.0% to 12.0% year-over-year. Effective December 14, 2010, United Continental implemented a revenue sharing structure for its trans-Atlantic joint venture, which is retroactive to January 1, 2010, Mr. Kenny discloses. The revenue sharing obligations for the first nine months of 2010 related to this agreement will be accounted for as other operating expense in the fourth quarter, he says. Beginning with the fourth quarter activity, the agreement will be accounted for as an adjustment to passenger revenue, he states. United Continental also expects to book the entire fourth quarter impact in its December results, he adds. Non-Fuel Expense Guidance Mr. Kenny relates that fourth quarter consolidated cost per ASM (CASM), excluding fuel, profit sharing, certain accounting charges and merger-related expenses for United Continental is expected to be up 2.25% to 2.75%. For the full year, United Continental estimates consolidated CASM excluding fuel, profit sharing, certain accounting charges and merger-related expenses will be up 2.4% to 2.5%. United Continental estimates the impact of its revenue sharing obligations arising from the trans-Atlantic joint venture to be about $130 million, Mr. Kenny relates. Fuel Expense United Continental estimates its consolidated fuel price, including the impact of settled cash hedges, to be $2.43 per gallon for the fourth quarter and $2.34 per gallon for the full year. Profit Sharing Mr. Kenny notes that United Air Lines, Inc. and Continental Airlines Inc. have separate employee profit sharing plans for their employees. United Continental's profit sharing plan for United Airlines pays 15% of total GAAP pre-tax profits, excluding special items and stock compensation expense, to the employees of United Airlines when pre-tax profit excluding special items, profit sharing expense and stock-based compensation program expense exceeds $10 million, he explains. United Continental expects that stock compensation program expense for United Airlines to be $28 million in the fourth quarter, and $58 million for the full year, which should be added back to earnings when calculating profit sharing expense, he discloses. For Continental, United Continental's profit sharing plan for Continental creates an award pool of 15% of annual pre-tax income excluding special, unusual or non-recurring items, Mr. Kenny notes. For both United and Continental, profit sharing expense is accrued on a year-to-date basis, Mr. Kenny explains. Non-Operating Income/(Expense) Non-operating expense for United Continental is estimated to be between $250 million and $260 million for the fourth quarter, and between $980 million and $990 million for the full year, Mr. Kenny says. Non-operating income/(expense) includes interest expense, capitalized interest, interest income and other non- operating income/(expense). Pension Expense and Contributions United Continental expects that its non-cash pension expense for the pro-forma combined company will be about $107 million for 2010 including the impact of purchase accounting. This amount excludes non-cash settlement charges related to lump-sum distributions, Mr. Kenny discloses. Settlement charges are possible during 2010, but United Continental is not able at this time to estimate the amount of these charges, he tells the SEC. Unrestricted Cash Balance United Continental expects to end the year with about $8.6 billion to $8.7 billion in unrestricted cash and short term investments. Taxes United Continental expects to record a $10 million income tax expense in the fourth quarter for income tax obligations to the State of California. Advance Booked Seat Factor (Percentage of Available Seats that are Sold) Mr. Kenny relates that compared to the same period last year, for the next six weeks, mainline domestic advance booked seat factor is up 0.2 points, mainline international advance booked seat factor is down 1.9 points, mainline Atlantic advance booked seat factor is down 5.2 points, mainline Pacific advance booked seat factor is up 4.3 points and mainline Latin America advance booked seat factor is down 3.6 points. Regional Affiliates advance booked seat factor is flat to up 0.1 points, he adds. A full-text copy of the December 22 Investor Update is available for free at: http://ResearchArchives.com/t/s?7163 About United Continental United Continental Holdings, Inc. (NYSE: UAL) -- http://www.UnitedContinentalHoldings.com/, http://www.united.com/ and http://www.continental.com/-- is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At June 30, 2010, UAL had $20.134 billion in total assets against total current liabilities of $8.573 billion, long-term debt of $6.281 billion, long-term obligations under capital leases of $1.01 billion, other liabilities and deferred credits of $7.022 billion, and a stockholders' deficit of $2.756 billion. VENTO FAMILY: Case Summary & 3 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Vento Family Trust 1520 Macdonald Ranch Henderson, NV 89012 Bankruptcy Case No.: 10-33909 Chapter 11 Petition Date: December 27, 2010 Court: U.S. Bankruptcy Court District of Nevada (Las Vegas) Judge: Mike K. Nakagawa Debtor's Counsel: Timothy S. Cory, Esq. TIMOTHY S. CORY & ASSOCIATES 8831 W. Sahara Avenue Lakes Business Park Las Vegas, NV 89117 Tel: (702) 388-1996 E-mail: tim.cory@corylaw.us Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Carmine Vento, trustee. Debtor's List of three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Clark County Treasurer -- $45,000 P.O. Box 551220 Las Vegas, NV 89155-1220 Las Vegas Water District -- $5,400 1001 S. Valley View Boulevard Las Vegas, NV 89153 Republic Services, Inc. -- $2,000 P.O. Box 78040 Phoenix, AZ 85062-8040 VILICA LLC: Files Schedules of Assets & Liabilities --------------------------------------------------- Vilica, LLC, has filed with the U.S. Bankruptcy Court for the Northern District of California, its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $8,440,000 B. Personal Property $4,317,273 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $3,491,443 E. Creditors Holding Unsecured Priority Claims To be Amended F. Creditors Holding Unsecured Non-priority Claims $754,400 ----------- ----------- TOTAL $12,757,273 $4,245,843 A copy of the schedules is available for free at: http://bankrupt.com/misc/VILICA_sal.pdf Santa Cruz, California-based Vilica, LLC, filed for Chapter 11 bankruptcy protection on December 13, 2010 (Bankr. N.D. Calif. Case No. 10-62728). Stephen T. Davies, Esq., at Turner Litigation Services, serves as the Debtor's bankruptcy counsel. VISTA DEL RIO: Case Summary & 8 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Vista Del Rio Corporation 831 N. Harbor Drive Redondo Beach, CA 90277 Bankruptcy Case No.: 10-64266 Chapter 11 Petition Date: December 21, 2010 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Richard M. Neiter Debtor's Counsel: Robert M. Yaspan, Esq. LAW OFFICES OF ROBERT M YASPAN 21700 Oxnard St., Ste. 1750 Woodland Hills, CA 91367 Tel: (818) 905-7711 Fax: (818) 501-7711 E-mail: court@yaspanlaw.com Scheduled Assets: $3,790,800 Scheduled Debts: $3,532,450 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-64266.pdf The petition was signed by Abram Tavera, chairman. VOLIN LLC: Preston Strawberry Wants Chapter 11 Case Dismissed ------------------------------------------------------------- Preston Strawberry Funding Associates asks the U.S. Bankruptcy Court for the District of Connecticut to dismiss the involuntary Chapter 11 petition for Volin, LLC. On January 4, 2008, Preston loaned the sum of $2,500,000 to the Alleged Debtor. Preston Strawberry holds a second position mortgage and note and TD Bank holds a first position mortgage and note covering the Alleged Debtor's property. Hyman Biber controls and owns the Alleged Debtor. As security for the loan, Mr. Biber has personally guaranteed the loan. As additional security for the Loan, Mr. Biber inter alia provided Preston Strawberry with a personal guaranty and a pledge of his interest in certain of the campground companies, which RV Companies are related to the Alleged Debtor. The Alleged Debtor defaulted on the Loan on November 1, 2008, when it failed to make the required payment due at that time. The Loan remains in default with approximately $3,500,000, with interest, attorney fees and other costs due and owing. The Alleged Debtor also defaulted on the TD Loan. Preston Strawberry says that the involuntary bankruptcy filing doesn't comply with the jurisdictional requirements of Section 303(b)(1) of the U.S. Bankruptcy Code. Preston Strawberry also claims that ABCO Realty, LLC, made the filing in bad faith in and with the collusion of Mr. Biber and the Alleged Debtor. Preston Strawberry states, "This matter was commenced by one creditor, ABCO. ABCO holds a third mortgage and note covering most of the Property. Presently, ABCO is an out-of-the-money mortgagee." Action would have resulted in a judgment of strict foreclosure, save the federal tax liens, which require under applicable state law that the Property be foreclosed by sale only. Biber, the Alleged Debtor and the RV Companies in the past two (2) years have simply been unable to secure the financing necessary to avoid foreclosure and no legitimate prospects exist. Moreover, the Property is not generating the funds needed to adequately protect TD Bank, Preston and ABCO. In fact, without infusion of cash by TD Bank as part of the receivership, there were insufficient funds to get to the February 26, 2011 foreclosure date. Preston Strawberry claims that while ABCO may have warranted the number of creditors by its involuntary petition, it has done so with actual knowledge that the Alleged Debtor has more than twelve qualifying creditors. "Such knowledge has been gleaned from sixteen months of litigating the State Court Action. Such action has involved numerous statements and submissions by Biber and the Alleged Debtor. Such statements and submissions directly regard the finances of Biber and the Alleged Debtor including detailed lists of creditors and payments made to such creditors during the litigation and receivership. ABCO has both reviewed and obtained such information. Based on such information, ABCO knew, or at the very least, should have known, that the Alleged Debtor has more than twelve creditors," Preston Strawberry says. According to Preston Strawberry, the Alleged Debtor is unable to effectively reorganize. TD Bank commenced a foreclosure action in state court on September 4, 2009. The State Court Action would have resulted in a judgment of strict foreclosure, save the federal tax liens, which require under applicable state law that the Property be foreclosed by sale only. "Mr. Biber, the Alleged Debtor and the RV Companies in the past two years have simply been unable to secure the financing necessary to avoid foreclosure and no legitimate prospects exist. The Property is not generating the funds needed to adequately protect TD Bank, Preston and ABCO. In fact, without infusion of cash by TD Bank as part of the receivership, there were insufficient funds to get to the February 26, 2011 foreclosure date," Preston Strawberry states. Preston Strawberry seeks punitive damages against the petitioning creditor $100,000 and attorney fees. Preston Strawberry is represented by Mark Stern, Esq. -- mark@msternlaw.com -- at Mark Stern & Associates, LLC. ABCO Realty, LLC, filed an involuntary Chapter 11 petition for Preston, Connecticut-based Volin, LLC, on December 17, 2010 (Bankr. D. Conn. Case No. 10-24275). ZWC PROPERTIES: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: ZWC Properties, LLC 2131 Placentia Avenue Costa Mesa, CA 92627 Bankruptcy Case No.: 10-28140 Chapter 11 Petition Date: December 26, 2010 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Judge: Erithe A. Smith Debtor's Counsel: Jeffrey B. Smith, Esq. 301 E. Ocean Boulevard, Suite 1700 Long Beach, CA 90802 Tel: (562) 624-1177 Fax: (562) 624-1178 E-mail: jsmith@cgsattys.com Scheduled Assets: $1,750,302 Scheduled Debts: $3,021,500 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb10-28140.pdf The petition was signed by Stephen Scott Webster, managing member. * Black Diamond Raises $372-Mil. for Distressed Fund ---------------------------------------------------- Dow Jones' Daily Bankruptcy Review reports that Black Diamond Capital Management LLC has rounded up at least $372 million for its third fund focused on distressed debt, according to a filing with the Securities and Exchange Commission. * Chapter 11 Cases With Assets & Liabilities Below $1,000,000 ------------------------------------------------------------- Recent Chapter 11 cases filed with assets and liabilities below $1,000,000: In Re Mott Marina, LLC Bankr. E.D. N.Y. Case No. 10-51722 Chapter 11 Petition filed December 16, 2010 filed pro se In Re Ward Street Associates LLC Bankr. S.D. N.Y. Case No. 10-24637 Chapter 11 Petition filed December 16, 2010 filed pro se In Re CFC Management, LLC dba Mad Donna's Restaurant & Lounge Bankr. M.D. Tenn. Case No. 10-13585 Chapter 11 Petition filed December 16, 2010 See http://bankrupt.com/misc/tnmb10-13585.pdf In Re CFC Properties, LLC Bankr. M.D. Tenn. Case No. 10-13586 Chapter 11 Petition filed December 16, 2010 See http://bankrupt.com/misc/tnmb10-13586.pdf In Re Jack Out Of The Box dba Jack's Chill Grill dba Jack's Backyard Bankr. N.D. Texas Case No. 10-38809 Chapter 11 Petition filed December 16, 2010 See http://bankrupt.com/misc/txnb10-38809.pdf In Re 5 D And C Corp., Inc. Bankr. W.D. Tenn. Case No. 10-33699 Chapter 11 Petition filed December 16, 2010 filed pro se In Re TAU Holdings, L.L.C., a Utah limited liability company Bankr. D. Utah Case No. 10-37382 Chapter 11 Petition filed December 16, 2010 filed pro se In Re Paul B. Carleton Vickie V. Carleton aka Vickie Vaska Carleton aka Vickie L Vaska Bankr. W.D. Wash. Case No. 10-24994 Chapter 11 Petition filed December 16, 2010 See http://bankrupt.com/misc/wawb10-24994.pdf In Re MaMa Mia Pizzeria and Wings dba Goodfellas Pizza Bar and Wings Bankr. N.D. Ga. Case No. 10-97812 Chapter 11 Petition filed December 17, 2010 filed pro se In Re Weavewood Inc. Bankr. D. Minn. Case No. 10-49291 Chapter 11 Petition filed December 17, 2010 filed pro se In Re Bimmy's, LLC Bankr. E.D. N.Y. Case No. 10-51772 Chapter 11 Petition filed December 17, 2010 See http://bankrupt.com/misc/nyeb10-51772.pdf In Re Houle Property Group LLC Bankr. N.D. N.Y. Case No. 10-33184 Chapter 11 Petition filed December 17, 2010 filed pro se In Re Pleasantville Food & Gas, Inc. Bankr. S.D. N.Y. Case No. 10-24645 Chapter 11 Petition filed December 17, 2010 See http://bankrupt.com/misc/nysb10-24645.pdf In Re Peter F. Pascarelli Elizabeth A. Pascarelli Bankr. E.D. Pa. Case No. 10-30910 Chapter 11 Petition filed December 17, 2010 See http://bankrupt.com/misc/paeb10-30910.pdf In Re 54 Troy Street Building Company, LLC Bankr. D. R.I. Case No. 10-15240 Chapter 11 Petition filed December 17, 2010 filed pro se In Re Rio Bravo Holding, LLC Bankr. M.D. Tenn. Case No. 10-13604 Chapter 11 Petition filed December 17, 2010 See http://bankrupt.com/misc/tnmb10-13604.pdf In Re H & L Hospitality LLC Bankr. E.D. Va. Case No. 10-20527 Chapter 11 Petition filed December 17, 2010 See http://bankrupt.com/misc/vaeb10-20527.pdf In Re Michel Kabolan Bseibes Samira Victoria Bseibes Bankr. S.D. Calif. Case No. 10-22203 Chapter 11 Petition filed December 19, 2010 See http://bankrupt.com/misc/casb10-22203p.pdf See http://bankrupt.com/misc/casb10-22203c.pdf In Re Adamas Media Group, LLC dba Sign*A*Rama DTC, LLC Bankr. D. Colo. Case No. 10-41612 Chapter 11 Petition filed December 20, 2010 See http://bankrupt.com/misc/cob10-41612.pdf In Re Ocean Dollar LLC Bankr. D. Conn. Case No. 10-33750 Chapter 11 Petition filed December 20, 2010 See http://bankrupt.com/misc/ctb10-33750.pdf In Re Ezra E. Beard Michelle D. Beard Bankr. M.D. Fla. Case No. 10-30186 Chapter 11 Petition filed December 20, 2010 See http://bankrupt.com/misc/flmb10-30186.pdf In Re Paula Di Cosola aka Paula Wrobel aka Paula J Di Cosola Bankr. N.D. Ill. Case No. 10-55962 Chapter 11 Petition filed December 20, 2010 filed pro se In Re Eddie Dale Vincent Brenda T. Vincent Bankr. W.D. Ky. Case No. 10-36562 Chapter 11 Petition filed December 20, 2010 See http://bankrupt.com/misc/kywb10-36562.pdf In Re Westside Baptist Church of Alb. aka The Church Bankr. D. N.M. Case No. 10-16230 Chapter 11 Petition filed December 20, 2010 filed pro se In Re Toth Farms III, L.L.C., et al. Bankr. N.D. Ohio Case No. 10-22268 Chapter 11 Petition filed December 20, 2010 See http://bankrupt.com/misc/ohnb10-22268.pdf In Re CHN Construction, LLC Bankr. E.D. Va. Case No. 10-38656 Chapter 11 Petition filed December 20, 2010 See http://bankrupt.com/misc/vaeb10-38656.pdf In Re Romulus, Inc. Bankr. N.D. Ala. Case No. 10-85090 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/alnb10-85090.pdf In Re Nancy Cea Bankr. C.D. Calif. Case No. 10-27941 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/cacb10-27941.pdf In Re Selton 1 Corp. Bankr. C.D. Calif. Case No. 10-64226 Chapter 11 Petition filed December 21, 2010 filed pro se In Re La Bonita, Inc., a California corporation Bankr. E.D. Calif. Case No. 10-64649 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/caeb10-64649.pdf In Re Baltic Brothers, L.L.C. Bankr. M.D. Fla. Case No. 10-22460 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/flmb10-22460.pdf In Re Leisure Lands Consulting, LLC Bankr. N.D. Fla. Case No. 10-41180 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/flnb10-41180.pdf In Re Laser and Cosmetic Dermatology Bankr. N.D. Ill. Case No. 10-56103 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/ilnb10-56103.pdf In Re Trilogy Real Estate LLC Bankr. S.D. Miss. Case No. 10-53007 Chapter 11 Petition filed December 21, 2010 See http://bankrupt.com/misc/mssb10-53007.pdf In Re NLCO, Inc. Bankr. E.D. Okla. Case No. 10-82259 Chapter 11 Petition filed December 21, 2010 filed pro se ********* 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 ***