/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110329.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, March 29, 2011, Vol. 15, No. 87 Headlines 3-11 LLC: Case Summary & 3 Largest Unsecured Creditors 64TH PLACE: Case Summary & 11 Largest Unsecured Creditors 94TH AND SHEA: Can Use JPMCC Cash Collateral Until April 30 94TH AND SHEA: Court Sets April 7 Hearing on Plan Outline A+HC HOLDING: Files Amended Schedules of Assets and Liabilities A+HC HOLDING: Has Access to BPPR Cash Collateral Until Aug. 31 AEOLUS PHARMACEUTICALS: Efficacy Holds 12.57% Equity Stake AIR COMFORT: Case Summary & 20 Largest Unsecured Creditors AIRPORT GARDEN: 3 Hotels Owe $28 Million to GE Capital ALABAMA AIRCRAFT: Has Cash Collateral Use Only Until May 3 ALIMERA SCIENCES: Deloitte & Touche Raises Going Concern Doubt ALL AMERICAN GROUP: Suspending Filing of Reports With SEC ALL AMERICAN GROUP: Stockholders Vote to Accept Merger ALL AMERICAN GROUP: Deregisters Unsold Securities ALLY FINANCIAL: Registers Series A Preferred Stock With NYSE ALLY FINANCIAL: Modifies Terms of Series A Preferred Stock AMBAC FIN'L: Gets Approval for New Lease at One State Street AMERICAN AXLE: Fitch Upgrades Issuer Default Rating to 'B+' AMR CORP: David Boren to Retire From Board Effective May 17 ARADIGM CORP: Recurring Losses Cue Going Concern Doubt ASHMORE ENERGY: Fitch Affirms & Withdraws 'BB' Ratings ATCHLEY INC: Case Summary & 20 Largest Unsecured Creditors AXION INTERNATIONAL: Completes Placement of $1.56MM Pref. Stock BARNES BAY: Can Pay Up to $600,000 to Critical Vendors BARNES BAY: Has Court OK to Hire KCC as Claims & Notice Agent BARZEL INDUSTRIES: Wants May 13 as 2nd Admin. Expense Bar Date BERNARD L MADOFF: Trustee Responds to Request for His Removal BIO-KEY INTERNATIONAL: Rotenberg Meril Raises Going Concern Doubt BIOMED REALTY: Moody's Puts (P)Ba1 Subordinated Debt Shelf Rating BLOCKBUSTER INC: to Close 185 Stores by March 31 BON-TON STORES: Fitch Upgrades Issuer Default Rating to 'B' BORDERS GROUP: Wins Final Nod to Pay Employee Obligations BORDERS GROUP: Begins Liquidation of 26 Additional Stores BORDERS GROUP: Publishers Remain Cautious of Borders Ch. 11 Plan BORDERS GROUP: Proposes Key Employee Bonus/Retention Plans BRAND ENERGY: Moody's Downgrades Corporate Family Rating to 'B3' BROADCAST INT'L: Converts $784,292 Short-Term Debt Into Equity CAMBRIDGE HEART: Recurring Losses Prompt Going Concern Doubt CAPMARK FINANCIAL: To Sell Interest in CSREP for $7.8 Million CASCADE FINANCIAL: 2010 Loss at $70.3MM; Has Deal to Sell to Opus CEDAR FUNDING: Owner Wants Trial on Fraud Charges Delayed CENTER CUT: Moody's Upgrades Corporate Family Rating to 'B3' CHAMPION ENTERPRISES: Joins Accord Over Hurricane Housing Lawsuit CHINA CENTURY: MaloneBailey Resigns, Cites Discrepancies CIT GROUP: Renews $1 Billion Vendor Finance Funding Facility CLEARWIRE CORP: Goldman's Transfer to Sprint Draws Flak CLOPAY AMES: S&P Withdraws 'BB-' Corporate Credit Rating CNL LIFESTYLE: S&P Assigns 'BB-' Corporate Credit Rating COLONY RESORTS: Ernst & Young Raises Going Concern Doubt COMPOSITE TECHNOLOGY: Inks Agreements for $100,000 Bridge Loan CROSS BORDER: Rick Ferguson Discloses 3.0% Equity Stake CROSS BORDER: Inks 2-Year Contract with New CEO W. Gray CROSS BORDER: Everett Gray Discloses 6.0% Equity Stake CRYOPORT INC: Federal Express Agreement Treated Confidential DELTA AIR: Offers $100,447,000 Pass Through Certificates DELTA AIR: Two Board Members Depart, Decline Re-Election DELTA AIR: Faces AFA Lawsuit in District Court DIAMONDHEAD CASINO: Recurring Losses Cue Going Concern Doubt DUOYUAN PRINTING: Receives Notices of Suspension from NYSE EASTMAN KODAK: S&P Assigns 'CCC' Rating to $250 Mil. Senior Notes ECOSPHERE TECH: Signs Sub-License Pact With Hydrozonix ECOSPHERE TECH: Registers Add'l 5-Mil. Shares Under Incentive Plan ENNIS COMMERCIAL: Has Access to Cash Collateral Until September ENNIS COMMERCIAL: Taps Bill Pfeif as Real Estate Broker ENTECH SOLAR: EisnerAmper LLP Raises Going Concern Doubt EVEREST HEIGHTS: Files New List of 20 Largest Unsec. Creditors EVEREST HEIGHTS: Files Schedules of Assets and Liabilities FFS DATA: Set to Exit Chapter 11 Bankruptcy FISHER ISLAND: Judge Permits State Court Litigation to Proceed FLINT TELECOM: Common Stock Sells at $0.009 Apiece on March 22 FORUM HEALTH: Committee Appeals Ruling Denying Access to Donations FREDDIE MAC: Reports February Volume Summary GCIC DEVELOPMENT: Douglas Wilson Named as Off-Panel Trustee GEOPHARMA INC: In Chapter 11; Has Sold Assets to Reduce Debt GEOSUN LLC: Case Summary & 3 Largest Unsecured Creditors G.H. DEVELOPMENT: Case Summary & 5 Largest Unsecured Creditors GMX RESOURCES: Inks 2nd Amendment to Loan Pact With Capital One HARRY & DAVID: Files for Chapter 11 with Plan Deal HARRY & DAVID: Case Summary & 20 Largest Unsecured Creditors HERBALIFE LTD: S&P Withdraws 'BB+' Corporate Credit Rating HOPE SPRINGS: Has New Budget for Cash Use Until April 30 HOPE SPRINGS: U.S. Bank Objects to Plan Exclusivity Extension INGLES MARKETS: Moody's Confirms Ratings; Outlook Now Negative INNOVIDA HOLDINGS: Placed in Bankruptcy by Receiver INNOVIDA HOLDINGS: Case Summary & 20 Largest Unsecured Creditors ISTAR FINANCIAL: Fitch Upgrades Issuer Default Rating to 'B-' J. DOUGLASS: Case Summary & 20 Largest Unsecured Creditors JAMES RIVER: Prices 6.65-Mil. Shares at $23.50 Apiece in Offering JAMES RIVER: Announces Pricing of $200-Mil. Conv. Senior Notes JAMES RIVER: Prices Offering of $275-Mil. of 7.875% Sr. Notes JAMES RIVER: Underwriters Purchase Add'l 997,500 Common Shares JOHNNY ROCKETS: Burger Chain Has More Than $2.9 Mil. in Debt JUMA TECHNOLOGY: Assigns Maintenance Agreements to Carousel KEEWAYDIN GROUP: Case Summary & 3 Largest Unsecured Creditors KEPPY FAMILY: Case Summary & 4 Largest Unsecured Creditors KIEBLER RECREATION: Has Deal for Cash Access Until April 30 KRONOS INTERNATIONAL: Completes Redemption of EUR80MM Sr. Notes LEHMAN BROTHERS: Proposes to Invest in New York Properties LEHMAN BROTHERS: Proposes Settlement With Aegis Mortgage LEHMAN BROTHERS: LCPI Wants to Purchase Notes Issued by Pine CCS LEHMAN BROTHERS: LCPI Seeks Nod of Innkeepers Bankruptcy Deal LEHMAN BROTHERS: Wins Nod of Note Purchase Deal with Bankhaus LEHMAN BROTHERS: Wins OK to Sell Stake in Quadrant Structured LEXICON UNITED: Jeffrey Nunez Resigns as Officer & Director LIQUIDMETAL TECHNOLOGIES: Ends Joint Venture With SAGA S.p.a LIQUIDMETAL TECHNOLOGIES: Mark Hansen Elected to Board LITTLE TOKYO: Plan Outline Hearing Continued to March 29 LITTLE TOKYO: Enters into First-Citizens Deal to Exit Bankruptcy LIZ CLAIBORNE: To Offer $200 Million Senior Secured Notes LIZ CLAIBORNE: Expects Q1 Negative Adj. EBITDA of $11MM to $17MM LOCATEPLUS HOLDINGS: YA Global Assigns Debenture to Gulabtech MARINA BIOTECH: Recurring Losses Cue Going Concern Doubt MATT BUILIDING: Voluntary Chapter 11 Case Summary MAYPORT PROPERTIES: Case Summary & 20 Largest Unsecured Creditors MERISANT CO: S&P Assigns 'B-' Corporate Credit Rating MICHAELS STORES: Moody's Gives Positive Outlook, Keeps B3 Rating MILLAR WESTERN: Moody's Assigns 'B3' Rating to Senior Notes MILLAR WESTERN: S&P Assigns 'B-' Rating to US$200 Mil. Notes MONARCH APEX: Case Summary & Largest Unsecured Creditor MORGANS HOTEL: Gery Yoav Does Not Own Any Securities MSR RESORT: Has Court's Nod to Pay Critical Construction Claims MYSPACE INC: Has Difficulty Attracting Advertisers NATIONAL SPECIALTY: S&P Assigns 'B' Corporate Credit Rating NEOMEDIA TECHNOLOGIES: Reports $35.09MM Net Income in 2010 NEOMEDIA TECHNOLOGIES: Kingery & Crouse Raises Going Concern Doubt NEUROLOGIX INC: Incurs $10.16 Million Net Loss in 2010 NEW LIFE: Services Provider for Disabled Has $4.4-Mil. in Debts NEW ORIENTAL: Howard Barth Resigns as Board Member NEWSOM PROPERTIES: Case Summary & Unsecured Creditor NEXAIRA WIRELESS: Extends Maturity of Gemini Note to Oct. 31 NOT REALLY: Case Summary & 7 Largest Unsecured Creditors NOVADEL PHARMA: Registers Common Stock Under Section 12(g) OTTER TAIL: Green Plains Completes Ethanol Plant Purchase OVERLAND STORAGE: Clinton Group Discloses 16.8% Equity Stake PALM HARBOR: Wants Plan Exclusivity Until May 27 PALM HARBOR: Joins Accord Over Hurricane Housing Lawsuit PARADISE GROWERS: Case Summary & 2 Largest Unsecured Creditors PARTSEARCH TECHNOLOGIES: Best Buy Wins Auction for Business PATRIOT NATIONAL: Incurs $15.40 Million Net Loss in 2010 PAXTON MEDIA: Moody's Withdraws 'B2' Corporate Family Rating PC GROUP: BDO Raises Going Concern Doubt; Debt Due at Year-End PECANS OF QUEEN: Receives Court Confirmation of Chapter 11 Plan PINK MOON: Bankr. Court Will Hold Status Conference on April 5 PLATINUM STUDIOS: Appoints Lawrence White to Board of Directors QSGI INC: Expects to Emerge from Ch. 11 After May 26 Conference QUANTUM FUEL: Sr. Lenders Demand $250,000 Under Term Note B REAL MEX RESTAURANTS: Incurs $17.78 Million Net Loss in 2010 REAL MEX RESTAURANTS: Anthony Polazzi Appointed Board Chairman REDCO DEV'T: U.S. Trustee, et al., Object to Plan Outline REMY INTERNATIONAL: S&P Assigns 'B+' Corporate Credit Rating RIVER ROAD: Lenders Fine-Tune Chapter 11 Plan RIVERGATE APARTMENT: Case Summary & 8 Largest Unsecured Creditors ROCHELLE HOLDINGS: Case Summary & 9 Largest Unsecured Creditors ROLL SEVERIN: SpareBank 1 SMN Acquires Polaris Media ASA Shares SAGUARO RANCH: Faces May 27 Foreclosure Action SARGENT RANCH: Douglas Wilson Named as Off-Panel Trustee SCANCELLI PRINTS: Voluntary Chapter 11 Case Summary SHUBH HOTELS PITTSBURGH: Withdraws Reorganization Plan SIGNATURE RENTALS: Case Summary & 8 Largest Unsecured Creditors SOCIETY OF JESUS: Makes Settlement for Chapter 11 Plan SPROUTS FARMERS: S&P Assigns 'B+' Corporate Credit Rating STATION CASINOS: Has Deal to Transfer Green Valley to Fertittas STATION CASINOS: PropCo to Turn Over $12.5MM to Mortgage Lenders STATION CASINOS: Wins Ruling of Zero Income Tax Liability SUMMIT BUSINESS: Court Fixes April 29, 2011 Claims Bar Date SUMMIT BUSINESS: Files Schedules of Assets & Liabilities SUMMIT BUSINESS: Gets Final Okay to Obtain $5-Mil. DIP Financing SUN KING: Case Summary & 12 Largest Unsecured Creditors T3 MOTION: To Deliver Presentation Materials to Chardan Capital TASTY BAKING: Delays Filing of Form 10-K Due to Liquidity Issues THORNBURGH RESORT: Loyal Land Wants to Proceed With Foreclosure THREE LOS AMIGOS: Case Summary & 8 Largest Unsecured Creditors TORTILLA, INC: Creditors Oust 5 Family Members From Garduno's TRIBUNE CO: Judge Carey Weighs Naming Trustee in Chapter 11 Case TRIBUNE CO: Noteholders Say Plan Does Not Abuse Ch. 11 Process TRIBUNE CO: Noteholders Win Standing to Sue 2007 LBO Shareholders TRIPLE POINT: S&P Assigns Corporate Credit Rating at 'B' TRIUS THERAPEUTICS: Incurs $23.86 Million Net Loss in 2010 TRIUS THERAPEUTICS: To Offer 964,945 Common Shares to Employees TSG INCORPORATED: Court Extends Solicitation Date to March 30 TWO BROTHERS: Voluntary Chapter 11 Case Summary UNIGENE LABORATORIES: Amends 80.76MM Common Stock Registration UNITED WESTERN: Named Defendant in Colorado Securities Suit VERDUGO MENTAL: Case Summary & 20 Largest Unsecured Creditors VILLAGE AT CAMP BOWIE: Court OKs Holts Lunsford as Leasing Broker VILLAGE AT CAMP BOWIE: Wants Plan Exclusivity Until June 15 VILLAGE AT CAMP BOWIE: Taps Houseman for Filing Tax Returns VITRO SAB: Investors Object to U.S. Units Financing from Parent VUZIX CORP: Has $2-Mil. Revolver From Bridge Bank WALTHAM WAY: Case Summary & Largest Unsecured Creditor WOLVERINE TUBE: Disclosure Statement Hearing Adjourned to March 30 XTREME OIL: LBB & Associates Raises Going Concern Doubt XODTEC LED: Restates Form 10-K for Fiscal 2010 to Correct Errors ZEUS INVESTMENTS: Crowne Plaza Hotel in Chapter 11 * Lower Middle Borrowers Unable to Tap High Yield Debt Markets * LPS' Mortgage Report Shows Enormous Backlog of Foreclosures * District Judge Fullam Mulls Retirement * Large Companies With Insolvent Balance Sheets ********* 3-11 LLC: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------ Debtor: 3-11, LLC 33 Myopia Road Hyde Park, MA 02136 Bankruptcy Case No.: 11-12520 Chapter 11 Petition Date: March 25, 2011 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Frank J. Bailey Debtor's Counsel: Ann Brennan, Esq. ANN BRENNAN LAW OFFICES P.O. Box 435 Weymouth, MA 02188 Tel: (781) 267-5148 E-mail: annbrennanlaw@yahoo.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mab11-12520.pdf The petition was signed by Walter E. Hilliard, Jr., manager. 64TH PLACE: Case Summary & 11 Largest Unsecured Creditors --------------------------------------------------------- Debtor: 64th Place, LLC 6100 Center Drive, #1200 Los Angeles, CA 90302 Bankruptcy Case No.: 11-22910 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Ellen Carroll Debtor's Counsel: Richard H. Gibson, Esq. GIBSON LAW PC 21800 Oxnard Street, #310 Woodland Hills, CA 91367 Tel: (818) 716-7950 Fax: (818) 716-7995 E-mail: Rick@GibsonLawLA.com Scheduled Assets: $927,400 Scheduled Debts: $1,482,546 A list of the Company's 11 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-22910.pdf The petition was signed by Charles Quarles, president of Bedford Group, the managing member. 94TH AND SHEA: Can Use JPMCC Cash Collateral Until April 30 ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona entered, on March 11, 2011, its second interim order granting 94th and Shea, L.L.C., permission to use cash collateral of JPMCC 2007-CIBC19 Shea Boulevard, LLC, pursuant to a budget, through and including April 30, 2011, with a 10% variance permissible on a category basis. JPMCC has asserted a claim against the Debtor, allegedly secured by the Debtor's The Shops And Office at 9400 Shea Property in Scottsdale, Arizona, in the amount of approximately $21 million. As adequate protection, JPMCC is granted a replacement lien in the cash collateral that is held in the Debtor's debtor-in-possession operating accounts, to the same extent, and with the same validity and priority, as existed prior to the filing of the Debtor's bankruptcy cases. About 94th and Shea Scottsdale, Arizona-based 94th and Shea, L.L.C., owns and operates real property known as The Shops And Office at 9400 Shea, located at 9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale, Arizona. The Property consists of 37,037 square feet of retail space and 35,238 square feet of office space. It also owns approximately 3.5 acres of adjacent land, which the Debtor describes as the "Outparcel." The members are 9400 Shea Investors, LLC, the Goodhue Family Partnership, LLLP, and the Rosso Family Partnership, LLLP. 94th and Shea filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-37387) on Nov. 19, 2010. John J. Hebert, Esq., Mark W. Roth, Esq., and Philip R. Rudd, Esq., at Polsinelli Shughart, P.C., serve as counsel to the Debtor. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. 94TH AND SHEA: Court Sets April 7 Hearing on Plan Outline --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Arizona will convene a hearing on April 7, 2011, at 10:00 a.m. to consider approval of the disclosure statement explaining 94th and Shea, L.L.C.'s proposed plan of reorganization. Objections are due not more than five business days prior to the hearing. With the exception of priority claims under Class 1, all the creditors of the Debtor are impaired under the terms of the Plan. All priority claims will be paid in full, in cash, on or before the Effective Date of the Plan. JPMCC's allowed secured claim will be limited to the value of its collateral, which the Debtor believes to be in the range of between approximately $7 million and $9 million. The remainder of JPMCC's allowed claim will be treated as a general unsecured claim in Class 5. The Debtor intends to pay JPMCC's allowed secured claim in full, with interest at the Plan Rate, over a period of 10 years. Monthly principal and interest payments on the New JPMCC Note will be based upon a 25 year amortization schedule, with any remaining amounts of principal and interest to be fully due and payable on the 10th anniversary of the Effective Date. JPMCC has asserted a claim against the Debtor, allegedly secured by the Debtor's The Shops And Office at 9400 Shea Property in Scottsdale, Arizona, in the amount of approximately $21 million. Pursuant to the Plan terms, unsecured claims will share, pro rata, in a distribution of the sum of $150,000 in cash paid by the Reorganized Debtor, from the New Value contribution, on the 90th day following the Effective Date of the Plan. In addition, the Reorganized Debtor will issue to each holder of an allowed unsecured claim its pro rata portion of a $500,000 subordinated debenture payable to holders of allowed unsecured claims. The subordinated debenture, which will not accrue interest, will be secured by a second position lien in the Debtor's Property, and will be fully due and payable on the 10th anniversary of the Effective Date of the Plan or upon the sale or refinancing of the Real Property. The holder of the equity interests in the Debtor under Class 7 will purchase the equity interests in the Reorganized Debtor by the contribution of cash to the Reorganized Debtor, on the Effective Date, in the amount of $500,000, (i.e., the New Value). If the Court determines, under the circumstances, that the New Value to be contributed by the Interest Holder is insufficient, or that other parties-in-interest should be allowed to bid for the equity interests in the Reorganized Debtor, then other interested parties may bid for the equity interests in the Reorganized Debtor. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/94THandShea.DS.pdf About 94th and Shea Scottsdale, Arizona-based 94th and Shea, L.L.C., owns and operates real property known as The Shops And Office at 9400 Shea, located at 9325, 9343, 9375, and 9397 East Shea Boulevard in Scottsdale, Arizona. The Property consists of 37,037 square feet of retail space and 35,238 square feet of office space. It also owns approximately 3.5 acres of adjacent land, which the Debtor describes as the "Outparcel." The members are 9400 Shea Investors, LLC, the Goodhue Family Partnership, LLLP, and the Rosso Family Partnership, LLLP. 94th and Shea filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-37387) on Nov. 19, 2010. John J. Hebert, Esq., Mark W. Roth, Esq., and Philip R. Rudd, Esq., at Polsinelli Shughart, P.C., serve as counsel to the Debtor. The Debtor estimated its assets and debts at $10 million to $50 million as of the Petition Date. A+HC HOLDING: Files Amended Schedules of Assets and Liabilities --------------------------------------------------------------- A+HC Holding, Inc., has filed with the U.S. Bankruptcy Court for the District of Puerto Rico amended schedules of its assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $45,713 B. Personal Property $4,030,707 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $23,970,136 E. Creditors Holding Unsecured Priority Claims $403,632 F. Creditors Holding Unsecured Non-priority Claims $4,884,263 ----------- ----------- TOTAL $4,076,420 $29,258,031 A copy of the Schedules of Assets and Liabilities, as amended, is available for free at: http://bankrupt.com/misc/a+hcholding.amendedSAL.pdf San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El Amal, is a regional pharmacy chain operating throughout Puerto Rico. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 11-01428) on Feb. 24, 2011. Charles Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law Office, serves as the Debtor's bankruptcy counsel. CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial consultant. A+HC HOLDING: Has Access to BPPR Cash Collateral Until Aug. 31 -------------------------------------------------------------- A+ HC Holding, Inc., and Banco Popular de Puerto Rico ("BPPR"), as the owner as of April 30, 2010, of all credit relationships among the Debtor, its affiliates and guarantors, and Westernbank Puerto Rico, ask the U.S. Bankruptcy Court for the District of Puerto Rico to approve on an expedited basis their joint stipulation on the use of cash collateral and adequate protection. As explained in the motion, the Debtor has no debtor-in-possession financing and, thus, requires the use of cash collateral to satisfy operating expenses pending the approval and consummation of the sale of substantially all of its saleable assets. Pursuant to the joint stipulation, the Debtor will be authorized to use BPPR's cash collateral solely to satisfy the permitted expenditures in the amounts as stated in the budget, for the period commencing on the Petition Date and ending on Aug. 31, 2011. As adequate protection, Debtor grants to BPPR a replacement lien and a post-petition security interest on all of the assets and Collateral acquired by Debtor on and after the Petition Date, to the same extent and priority, and on the same types of property, as BPPR's liens and security interests in the pre-petition Collateral. As additional adequate protection, BPPR is granted a super- priority claim in an amount equal to any diminution in value of the pre-petition Collateral, including, without limitation, BPPR's interest in the cash Collateral, with priority over all administrative expenses specified in Sections 503(b) and 507 of the Bankruptcy Code. As further adequate protection, Debtor also agrees that upon the consummation of any sale of substantially all or any of Debtor's assets the proceeds of such sale will be paid immediately and indefeasibly to BPPR. As of the Petition Date, Debtor had incurred obligations to Banco Popular that amount to approximately $23,970,135, secured by substantially all of the Debtor's assets. A copy of the joint stipulation on use of cash collateral and adequate protection is available for free at: http://bankrupt.com/misc/a+hc.cashcollateralstipulation.pdf About A+HC Holding San Juan, Puerto Rico-based A+HC Holding, Inc., aka Farmacias El Amal, is a regional pharmacy chain operating throughout Puerto Rico. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 11-01428) on Feb. 24, 2011. Charles Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law Office, serves as the Debtor's bankruptcy counsel. CPA Luis R. Carrasquillo & Co., P.S.C., serves as financial consultant. In its amended schedules, the Debtor disclosed $4,076,420 in assets and $29,258,031 in total liabilities. AEOLUS PHARMACEUTICALS: Efficacy Holds 12.57% Equity Stake ---------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Efficacy Capital, Ltd., and its affiliates disclosed that they beneficially own 7,516,219 shares of common stock of Aeolus Pharmaceuticals, Inc., representing 12.57% of the shares outstanding. As of Feb. 10, 2010, a total of 59,784,050 shares of common stock were outstanding. About Aeolus Pharmaceuticals Based in Mission Viejo, California, Aeolus Pharmaceuticals Inc. (OTC BB: AOLS) -- http://www.aeoluspharma.com/-- is developing a variety of therapeutic agents based on its proprietary small molecule catalytic antioxidants, with AEOL 10150 being the first to enter human clinical evaluation. AEOL 10150 is a patented, small molecule catalytic antioxidant that mimics and thereby amplifies the body's natural enzymatic systems for eliminating reactive oxygen species, or free radicals. Studies funded by the National Institutes for Health are currently underway evaluating AEOL 10150 as a treatment for exposure to radiation, sulfur mustard gas and chlorine gas. A second compound, AEOL 11207, has demonstrated efficacy in animal models of Parkinson's disease and is currently being evaluated as a potential treatment for epilepsy. Haskell & White LLP, in Irvine, California, expressed substantial doubt about the Company's ability to continue as a going concern after auditing the Company's financial statements for fiscal year ended Sept. 30, 2010. The independent auditors noted that the Company has suffered recurring losses, negative cash flows from operations and management believes the Company does not currently possess sufficient working capital to fund its operations past the second quarter of fiscal 2012. The Company reported a net loss of $25.9 million, which included a non-cash charge of $21.3 million related to increases in the fair value of warrants, for fiscal 2010, compared with a net loss of $2.3 million for fiscal 2009. The Company did not generate any revenue during fiscal 2010 or fiscal 2009. AIR COMFORT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Air Comfort Company, Inc. 3704 Moffett Road Mobile, AL 36618 Bankruptcy Case No.: 11-01178 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Southern District of Alabama (Mobile) Debtor's Counsel: Robert M. Galloway, Esq. GALLOWAY WETTERMARK EVEREST RUTENS & GAILLARD P.O. Box 16629 Mobile, AL 36616-0629 Tel: (251) 476-4493 E-mail: bgalloway@gallowayllp.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/alsb11-01178.pdf The petition was signed by Stanley E. Small, president. AIRPORT GARDEN: 3 Hotels Owe $28 Million to GE Capital ------------------------------------------------------ The News-Times, in Danbury, Connecticut, reports that Airport Garden Investors LLC, which has filed for Chapter 11 protection, owes $28 million to General Electric Capital. Citing court filings, The News-Times relates that GE Capital is the lender on all three hotels owned by Garden Investors. Hilton Garden Inn Columbus Airport has a $13 million mortgage and is worth $7 million. The Hampton Inn is encumbered by a $12 million lien on a property the owner says is worth $7.8 million. Comfort Suites Columbus Airport has a $3 million mortgage and allegedly is worth $1.34 million. Based in Dublin, Ohio, Airport Garden Investors LLC filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ohio Case No. 11- 52556) on March 15, 2011. Judge Charles M. Caldwell presides over the case. Robert J. Morje, Esq., represents the Debtor. The Debtor estimated assets between $1 million and $10 million, and debts between $10 million and $50 million. ALABAMA AIRCRAFT: Has Cash Collateral Use Only Until May 3 ---------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that although Alabama Aircraft Industries Inc. won permission to continue using cash representing secured lenders' collateral, the victory for the Alabama-based aircraft repair facility could be short-lived depending on the outcome of an April 14 hearing with Boeing Co. Even if AAI overcomes Boeing, the right to use cash ends May 3 unless extended. Mr. Rochelle relates that Chicago-based Boeing contends it has the rights of a secured creditor on account of an $8 million claim arising from a subcontract where AAI performs heavy maintenance on U.S. Air Force tankers. Boeing says AAI was late in completing work in "many instances" and was half a year behind in some. About Alabama Aircraft Alabama Aircraft Industries Inc. -- http://www.alabamaaircraft.com/-- provides aircraft maintenance and modification services for the U.S. government and military customers. Its 190-acre facility, including its corporate offices, is located at the Birmingham International Airport in Birmingham, Alabama. The Company currently has 92 salaried employees and 234 hourly employees. About 251 hourly employees were furloughed since Jan. 1, 2010. Alabama Aircraft filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10452) on Feb. 15, 2011. Two subsidiaries also filed -- Alabama Aircraft Industries, Inc.- Birmingham (Case No. 11-10453) and Pemco Aircraft Engineering Services, Inc. (Case No. 11-10454). The Company said that the primary goal of the Chapter 11 filing is to address long-term indebtedness and, in particular, long-term pension obligations under the terms of its pension plan. The Company said it would likely cease operations by April 15, 2011, absent the elimination of its obligations under the pension plan. The Company owes $68.5 million to the Pension Benefit Guaranty Corp. Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. Alabama Aircraft estimated assets and debts of $1 million to $10 million as of the Chapter 11 filing. ALIMERA SCIENCES: Deloitte & Touche Raises Going Concern Doubt -------------------------------------------------------------- Alimera Sciences, Inc., filed on March 25, 2011, its annual report on Form 10-K for the year ended Dec. 31, 2010. Deloitte & Touche LLP, in Atlanta, Georgia, expressed substantial doubt about Alimera Sciences' ability to continue as a going concern. The independent auditors noted of the Company's recurring net losses, negative cash flow from operations, accumulated deficit, and current lack of a commercial product. The Company reported a net loss of $13.9 million for 2010, compared to a net loss of $44.2 million for 2009. The Company is not currently generating revenues, and does not currently expect to generate revenue from the sale of ILUVIEN until late 2011 at the earliest, if at all. The Company's balance sheet at Dec. 31, 2010, showed $56.4 million in total assets, $11.2 million in total liabilities, and stockholders' equity of $45.2 million. A complete text of the annual report on Form 10-K is available for free at http://is.gd/nr54KK Alpharetta, Ga.-based Alimera Sciences, Inc. (NASDAQ: ALIM) -- http://www.alimerasciences.com/-- is a biopharmaceutical company that specializes in the research, development and commercialization of prescription ophthalmic pharmaceuticals. Presently, Alimera is focused on diseases affecting the back of the eye, or retina. Its advanced product candidate ILUVIEN is an intravitreal insert containing fluocinolone acetonide (FAc), a non-proprietary corticosteroid with demonstrated efficacy in the treatment of ocular disease. ILUVIEN is in development for the treatment of DME, a disease of the retina that affects individuals with diabetes and can lead to severe vision loss and blindness. ALL AMERICAN GROUP: Suspending Filing of Reports With SEC --------------------------------------------------------- All American Group, Inc., filed a Form 15 notifying the Securities and Exchange Commission of its suspension of its duty under Section 15(d) to file reports required by Section 13 of the Securities Exchange Act of 1934 with respect to its common stock. The Company is suspending reporting because there are currently less than 300 holders of record of the common stock. As of March 22, 2011, there was only one holder of record. 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. The Company's balance sheet at Sept. 30, 2010, showed $74.38 million in total assets, $40.95 million in total liabilities, and stockholders' equity of $33.43 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. The parties entered into various accommodations waiving those defaults. ALL AMERICAN GROUP: Stockholders Vote to Accept Merger ------------------------------------------------------ On March 22, 2011, at a special meeting of All American Group, Inc.'s shareholders, AAG's shareholders voted to adopt the Agreement and Plan of Merger, dated as of November 8, 2010, by and among All American Group Holdings, LLC, a Delaware limited liability company ("Acquiror"), All American Acquisition Corporation, an Indiana corporation ("Acquisition Sub"), AAG and Richard M. Lavers, as Shareholders Representative and approve the merger of Acquisition Sub with and into AAG contemplated thereby. The adoption of the Merger Agreement and approval of the Merger required the affirmative vote of the holders of a majority of the outstanding common shares, without par value, of AAG that were entitled to vote at the Special Meeting. An aggregate of 36,757,069 Common Shares were entitled to vote. Holders of 24,956,684 Common Shares voted in favor of the Merger, holders of 3,427,022 Common Shares voted against the Merger, and holders of 647,662 Common Shares abstained. AAG and William P. Johnson, as Trustee, entered into a Liquidating Trust Agreement, creating the Specialty Vehicles Liquidating Trust under Indiana law. Mr. Johnson is the former Chairman of the Board of AAG. Units of beneficial interest in the Liquidating Trust will be issued to former shareholders of AAG as part of the consideration in the merger. A copy of the Liquidating Trust Agreement is available for free at http://is.gd/Rsv7Cw If AAG's Specialty Vehicles business is sold within the time periods and for the minimum net proceeds provided for the in the merger agreement, the Liquidating Trust will receive the net proceeds of that sale in excess of $5 million and distribute such excess to the holders of the Units. AAG filed, on March 24, 2011, Articles of Merger with the Secretary of State of the State of Indiana, pursuant to which Acquisition Sub merged with and into AAG, with AAG continuing as the surviving corporation. As a result of the Merger, AAG became a wholly owned subsidiary of Acquiror. Under the terms of the Merger Agreement, at the effective time of the Merger, each Common Share was canceled and ceased to exist, and except for those Common Shares held by AAG or its subsidiaries, Acquiror or its affiliates, or shareholders that perfect their dissenters' rights under Indiana law, automatically converted into the right to receive $0.20 in cash, without interest, and one Unit of the Liquidating Trust. Each Common Share held by Acquiror or its affiliates was converted into a right to receive one Unit of the Liquidating Trust. Common Shares held by shareholders that perfected dissenters' rights under Indiana law ceased to be outstanding and entitle the holder only to the rights provided under Indiana law. Before the effective time of the Merger, all outstanding options to purchase Common Shares, whether or not exercisable or vested, were canceled. Each such option had an exercise price in excess of the amount of the Merger Consideration. About All American Group Elkhart, Indiana-based All American Group, Inc., formerly Coachmen Industries, Inc., (OTC:COHM.PK) says it is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS(R), ALL AMERICAN HOMES(R), and MOD-U- KRAF(R) brands, as well as a manufacturer of specialty vehicles. The Company's balance sheet at Sept. 30, 2010, showed $74.38 million in total assets, $40.95 million in total liabilities, and stockholders' equity of $33.43 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. The parties entered into various accommodations waiving those defaults. ALL AMERICAN GROUP: Deregisters Unsold Securities ------------------------------------------------- All American Group, Inc., filed with the U.S. Securities and Exchange Commission a Post-Effective Amendment No. 1 to Form S-8 registration statement filed with the SEC on Dec. 21, 2000, pertaining to the registration of 2,000,000 common shares, without par value, of AAG, issuable under the Coachmen Industries, Inc., 2000 Omnibus Stock Incentive Program, $3,000,000 of Supplemental Deferred Compensation Plan Obligations under the Coachmen Industries, Inc., Supplemental Deferred Compensation Plan, and an indeterminate amount of interests under the Coachmen Industries, Inc., Retirement Plan and Trust. All American Group Holdings, LLC, All American Acquisition Corporation, and AAG entered into an Agreement and Plan of Merger, dated as of Nov. 8, 2011, which contemplated, among other things, the merger of Acquisition Sub with and into AAG, with AAG continuing as the surviving corporation and becoming a wholly owned subsidiary of Acquiror. The Merger was consummated on March 24, 2011. As a result of the consummation of the transactions contemplated by the Merger Agreement, AAG has terminated all offerings of its Common Shares and other securities pursuant to the Registration Statement. Accordingly, pursuant to the undertaking contained in the Registration Statement to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering, AAG is filing this Post-Effective Amendment to the Registration Statement to deregister all of the Common Shares and other securities registered under the Registration Statement that remained unissued as of the effective time of the Merger. 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. The Company's balance sheet at Sept. 30, 2010, showed $74.38 million in total assets, $40.95 million in total liabilities, and stockholders' equity of $33.43 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. The parties entered into various accommodations waiving those defaults. ALLY FINANCIAL: Registers Series A Preferred Stock With NYSE ------------------------------------------------------------ Ally Financial Inc. filed with the U.S. Securities and Exchange Commission a Form 8-A regarding the registration of its fixed rate/floating rate perpetual preferred stock, Series A, liquidation amount $25 per share, with the New York Stock Exchange. About Ally Financial Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. In January 2011, Standard & Poor's Ratings Services raised its rating on the preferred stock of Ally Financial Inc. (Ally; B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally improved its liquidity position and alleviated some funding pressure at its holding Company in recent months, making it easier to meet obligations on its preferred stock. Nevertheless, the Company faces significant debt maturities at its holding Company in 2011 and 2012, which is reflected in the 'CC' rating. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. ALLY FINANCIAL: Modifies Terms of Series A Preferred Stock ---------------------------------------------------------- Ally Financial Inc. filed a Certificate of Amendment of Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. Pursuant to the Amendment, Ally's Certificate of Incorporation, which included the terms of Ally's Fixed Rate Perpetual Preferred Stock, Series A, was amended to modify certain terms of the Original Series A Preferred. As part of the Amendment, the Original Series A Preferred was redesignated as Ally's Fixed Rate/Floating Rate Perpetual Preferred Stock, Series A and the liquidation amount was reduced from $1,000 per share to $25 per share. The Amendment and a corresponding amendment to Ally's bylaws also increased the authorized number of shares of Amended Series A Preferred to adjust for the decreased liquidation amount per share. The Amendment and the corresponding amendment to Ally's Bylaws became effective March 25, 2011. A full-text copy of the Amended and Restated Certificate of Incorporation is available for free at http://is.gd/hGnBXW Underwriting Agreement On March 1, 2011, pursuant to a registration rights agreement dated as of June 30, 2009 between Ally Financial Inc. and GM Preferred Finance Co. Holdings LLC, GM HoldCo notified Ally of its intent to sell shares of Ally's Fixed Rate Perpetual Preferred Stock, Series A, liquidation amount $1,000, held by GM HoldCo as a result of the conversion of GMAC LLC, the predecessor to Ally, from a Delaware limited liability company into a Delaware corporation in an underwritten public offering. On March 22, 2010 Ally previously filed a shelf registration statement relating to the Existing Series A Preferred with the U.S. Securities and Exchange Commission to facilitate such a resale. On March 22, 2011, Ally entered into an Underwriting Agreement with GM HoldCo and Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Barclays Capital Inc., as representatives of the Underwriters named therein, pursuant to which GM HoldCo agreed to sell to the Underwriters 40,870,560 shares of the Amended Series A Preferred following the Amendment. The offering is subject to customary closing conditions and is expected to close on the date hereof. Ally will not receive any proceeds from the offering of the Amended Series A Preferred. A full-text copy of the Underwriting Agreement is available for free at http://is.gd/9FWxSh About Ally Financial Ally Financial Inc., formerly GMAC Inc., -- http://www.ally.com/ -- is one of the world's largest automotive financial services companies. The company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3% stake. Private equity firm Cerberus Capital Management LP keeps 14.9%, while General Motors Co. owns 6.7%. The Company has tapped Goldman Sachs Group Inc. and Citigroup Inc. to advise on a range of issues, including strategic alternatives for the mortgage business and repayment of taxpayer funds. In January 2011, Standard & Poor's Ratings Services raised its rating on the preferred stock of Ally Financial Inc. (Ally; B/Stable/C) to 'CC' from 'C'. The ratings firm noted that Ally improved its liquidity position and alleviated some funding pressure at its holding Company in recent months, making it easier to meet obligations on its preferred stock. Nevertheless, the Company faces significant debt maturities at its holding Company in 2011 and 2012, which is reflected in the 'CC' rating. In February 2011, Moody's Investors Service upgraded the issuer and senior unsecured ratings of Ally Financial Inc. and its supported subsidiaries to B1 from B3. Concurrently, Moody's upgraded the senior secured (second lien) and senior unsecured ratings of mortgage finance subsidiary Residential Capital LLC to Caa3 and Ca, respectively, from C. The rating outlook for both Ally and ResCap is stable. Moody's said the Ally and ResCap upgrades reflect a decline in ResCap's exposure to portfolio under-performance and mortgage repurchase risks and an associated decrease in contingent risks to Ally relating to its support of ResCap. Additional factors supporting Ally's upgrade include its strengthened liquidity and capital positions and prospects for continued profitability in its core auto finance and mortgage businesses based upon positive asset quality performance trends. AMBAC FIN'L: Gets Approval for New Lease at One State Street ------------------------------------------------------------ Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Ambac Financial Group Inc. was authorized by the bankruptcy judge last week to enter into a new lease with the landlord for the headquarters in Manhattan's Wall Street district. 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 (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 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. Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's bankruptcy counsel. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. KPMG LLP is tax consultant to the Debtor. 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. Lazard Freres & Co. LLC is the Committee's financial advisor. AMERICAN AXLE: Fitch Upgrades Issuer Default Rating to 'B+' ----------------------------------------------------------- Fitch Ratings has upgraded the ratings of American Axle & Manufacturing Holdings, Inc., and its American Axle & Manufacturing, Inc. subsidiary: AXL -- Issuer Default Rating to 'B+' from 'B'. AAM -- IDR to 'B+' from 'B'; -- Secured credit facility rating to 'BB/RR2' from 'BB-/RR2'; -- Senior secured notes rating to 'BB/RR2' from 'BB-/RR2'; -- Senior unsecured rating to 'B-/RR6' from 'CCC/RR6'. AXL's ratings apply to a $296 million secured revolving credit facility, $425 million of senior secured notes and $550 million of senior unsecured notes. The Rating Outlook for both AXL and AAM is Stable. The ratings for AXL and its AAM subsidiary reflect the improvement seen in the drivetrain and driveline supplier's credit profile over the past year as conditions in the global light vehicle market have improved. In particular, the company has benefited from the resurgence in pickup and sport-utility production at General Motors Company and Chrysler Group LLC, AXL's two largest customers, following the production stoppages that took place during the bankruptcies of GM and Chrysler in 2009. In addition, AXL continues to diversify its revenue base away from light trucks, and its backlog of recently awarded new business wins is heavily weighted toward cars and crossover vehicles. Despite the improvement in diversifying its revenue base, the company remains highly dependent upon U.S. light truck production, which is a near-term risk with rising fuel prices. However, the company made significant progress in reducing its cost base during the recession and is in a stronger position to withstand a potential downturn in near-term light truck demand. In order to lessen its reliance on GM truck production, AXL has been focused over the past several years on diversifying its product portfolio, customer base and geographic sales composition. To this end, over half of the company's $850 million three-year new business backlog covers non-GM customers and 60% is for programs sourced outside the U.S. In addition, over two-thirds of the backlog covers passenger car, crossover and commercial vehicle programs. With the change in business mix, AXL estimates that by 2013, net sales derived from GM's GMT900 full-size pickups and sport-utility vehicles will comprise 44% of the company's sales mix, down from about 58% in 2010. At the same time, various car and crossover related programs will generate 19% of the company's revenue, up from 11% in 2010. Although AXL will remain highly exposed to GM's GMT900 platform for the foreseeable future, the diversification of the company's revenue base will help to reduce that exposure over time. In addition, Fitch expects the company's new products, including its EcoTrac all-wheel drive and e-AAM electric AWD systems (the latter produced through a joint venture with Saab AB), to help increase its penetration in the global car and crossover markets. With improving global auto market conditions and increased production of light trucks at GM and Chrysler, AXL's revenue grew by 50% in 2010 to $2.28 billion. At the same time, operating cost reductions undertaken during the recession resulted in substantial growth in the company's EBITDA margin, as calculated by Fitch, to 15.1% from 6.6% in 2009. The increase in margins, augmented by a reduction in capital spending to $116 million from $142 million in 2009, led to the company producing $124 million of free cash flow in 2010, up from negative free cash flow of $126 million in the year-earlier period. This allowed the company to reduce debt by about $61 million in 2010, primarily through the repayment of $60 million of secured revolving credit facility borrowings. In addition to debt reduction, AXL also used the increased free cash flow to grow its cash liquidity position by $67 million to $245 million at year-end 2010. The decline in debt, increased EBITDA and higher free cash flow has led to a meaningful improvement in AXL's credit protection metrics over the past year. At year-end 2010, leverage (debt/EBITDA) stood at 2.9 times, down from 10.7x at year-end 2009, while EBITDA interest coverage was 3.7x, up from only 1.1x one year earlier. Total liquidity stood at $615 million, including $245 million of cash and cash equivalents, $270 million of secured revolving credit facility availability, and access to an undrawn $100 million second-lien term loan facility provided by GM that matures in December 2013 (although AXL can end the agreement as early as June 30, 2011). Debt obligations maturing in 2011 total only $26 million. AXL's global pension plans were only 62% funded at Dec. 31, 2010, however, with a projected benefit obligation of $665 million and plan assets of $412 million. The company estimates that its required cash pension funding in 2011 will be $25 million. Beginning July 1, 2011, AXL has the option to terminate an expedited payment program that it initiated with GM in 2009. The program has expedited GM's payments to AXL on a net 10 days basis, rather than GM's previous terms which called for payments on a 45- day basis. In return for the expedited payments, AXL has provided GM with a 1% early payment discount. AXL has estimated that terminating the program and transitioning GM to 50-day payment terms would result in an approximately $150 million decline in operating cash flow if the change is made this year. In such a case, Fitch projects that free cash flow could be mildly negative in 2011, particularly given AXL's estimate that capital spending will equal about 6% of sales, or roughly $144 million, this year. Fitch believes that if AXL ends the program this year, it may seek to bolster its liquidity with one or more capital transactions. The greatest risk facing AXL's credit profile in the near term is the potential for another slowing of the global economy. However, this risk is offset somewhat by the company's increasingly diverse customer base and lower cost structure, both of which have positioned the company to better withstand another downturn in the auto market. Also, a lack of meaningful debt maturities until 2014 further helps to mitigate liquidity risk over the next several years. Another risk is the potential for rising fuel prices in the U.S. to result in a decline in light truck demand, as over 80% of the company's revenue in 2010 was derived from light truck production. However, Fitch believes that light truck demand is increasingly driven by customers seeking the capabilities that only trucks can deliver. As such, Fitch projects that light truck demand will remain relatively stable over the intermediate term, even as fuel prices increase, which will help to support AXL's production levels while the company continues to increase its penetration on car platforms. The Recovery Rating of 'RR2' on AAM's secured revolving credit facility reflects its strong collateral coverage, including virtually all of the assets of AXL and AAM, and its superior recovery prospects (estimated in the 70% to 90% range) in a distressed scenario. The Recovery Rating of 'RR6' on AAM's senior unsecured notes reflects estimated recovery prospects in the 0% to 10% range in a distressed scenario. AXL's Outlook could be revised to Positive or the ratings upgraded in the intermediate term if the company continues to diversify its customer base, reduce leverage and increase the funded status of its pension plans. On the other hand, AXL's Outlook could be revised to Negative or the ratings downgraded if light vehicle production declines as a result of a cooling of the global economy or if a decline in light truck production, driven either by fuel prices or economic factors, results in a material reduction in the company's production volumes. AMR CORP: David Boren to Retire From Board Effective May 17 ----------------------------------------------------------- David L. Boren notified AMR Corporation and American Airlines, Inc., that he plans to retire from the Board of Directors of each company, effective May 17, 2011. About AMR Corporation Headquartered in Forth Worth, Texas, AMR Corporation (NYSE: AMR) operates with its principal subsidiary, American Airlines Inc. -- http://www.aa.com/-- a worldwide scheduled passenger airline. As of Dec. 31, 2009, American provided scheduled jet service to approximately 160 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two regional airlines, American Eagle Airlines Inc. and Executive Airlines Inc., and does business as "American Eagle." American Beacon Advisors Inc., a wholly owned subsidiary of AMR, is responsible for the investment and oversight of assets of AMR's U.S. employee benefit plans, as well as AMR's short-term investments. The Company's balance sheet at Dec. 31, 2010, showed $25.09 billion in total assets, $29.03 billion in total liabilities and a $3.94 billion stockholders' deficit. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings, 'Caa1' corporate family and probability of default ratings from Moody's, and a 'B-' corporate credit rating from Standard & Poor's. In November 2010, Standard & Poor's Ratings Services revised its outlook on AMR Corp. and its major operating subsidiary, American Airlines Inc., to stable from negative, based on AMR's improved operating performance, which has bolstered credit quality. S&P also affirmed its 'B-' corporate credit rating and most issue ratings on the two companies and lowered selected ratings on American's enhanced equipment trust certificates. ARADIGM CORP: Recurring Losses Cue Going Concern Doubt ------------------------------------------------------ Aradigm Corporation filed on March 25, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Odenberg Ullakko Muranishi & Co LLP, in San Francisco, Calif., expressed substantial doubt about 's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations. The Company reported a net loss of $5.4 million on $4.4 million of revenue for 2010, compared with a net loss of $13.8 million on $4.9 million of revenue for 2009. The Company's balance sheet at Dec. 31, 2010, showed $7.6 million in total assets, $3.0 million in total liabilities, and stockholders' equity of $4.6 million. A complete text of the Form 10-K is available for free at: http://is.gd/39fj09 Hayward, Calif.-based Aradigm Corporation is an emerging specialty pharmaceutical company focused on the development and commercialization of drugs delivered by inhalation for the treatment of severe respiratory diseases by pulmonologists. ASHMORE ENERGY: Fitch Affirms & Withdraws 'BB' Ratings ------------------------------------------------------ Fitch Rating has affirmed and simultaneously withdrawn AEI's ratings: -- Foreign currency Issuer Default Rating 'BB'; -- Senior secured bank credit facility 'BB'; -- Senior secured term loan 'BB'. This rating action affects approximately US$1 billion of debt, which has been paid in full. It follows the company's repayment of all of its outstanding debt obligations after divesting a significant portion of its assets. Fitch will no longer provide coverage of AEI. ATCHLEY INC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Atchley, Inc. dba Powerline Construction P.O. Box 868 Ashton, ID 83420 Bankruptcy Case No.: 11-40394 Chapter 11 Petition Date: March 24, 2011 Court: United States Bankruptcy Court District of Idaho (Pocatello) Judge: Jim D. Pappas Debtor's Counsel: Monte C. Gray, Esq. GRAY LAW OFFICES, PLLC P.O. Box 37 Pocatello, ID 83204 Tel: (208) 478-1250 E-mail: montegray@cableone.net Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/idb11-40394.pdf The petition was signed by Thomas Atchley, director. AXION INTERNATIONAL: Completes Placement of $1.56MM Pref. Stock --------------------------------------------------------------- Axion International Holdings Inc., on March 22, 2011, completed an initial closing of a Private Placement of its 10% Convertible Preferred Stock in an aggregate principal amount of $1,564,980. The Preferred Stock has a stated value of $10.00 per share. The Preferred Stock and any interest thereon may be converted into common shares of the Company at any time by the Investor at the initial conversion rate of $1.25 per common share. The holders of the Preferred Stock will be entitled to receive dividends at the rate of 10% per annum payable quarterly. The Dividends will not be declared and paid or set aside for any series or other class of stock ranking junior to the Preferred Stock as to dividends or liquidation rights until all dividends have been paid in full on the Preferred Stock. The dividends on the Preferred Stock are payable, at the option of the Company, in cash, if permissible, or in additional shares of common stock. The Preferred Stock is not subject to any anti-dilution provisions other than for stock splits and stock dividends or other similar transactions. The holders of the Preferred Stock will have the right to vote with the Company's stockholders in any matter. The number of votes that may be cast by a Preferred Shareholder will equal the Stated Value of the Preferred Stock purchase divided by the Conversion Ratio. The Preferred Stock will be redeemable by the Investor any time 3 years from the initial closing period. The Preferred Stock may be converted into Company common stock by the Investor at the Conversion Ratio. The Preferred Stock may be converted by the Company, provided that the variable weighted average price of the Company's common stock has closed at least at $4.00 per share for 60 consecutive trading days and during such 60 day period, the shares of common stock issuable upon conversion of the Preferred Stock have either been registered for resale or are issuable without restriction pursuant to Rule 144 of the Securities Act of 1933, as amended. If the Company's net revenues for the 12 months ended Dec. 31, 2011, are less than $10,000,000 as reported in the Company's audited financial statements, then the Conversion Ratio will be reduced to $1.00, and Investors will be entitled to receive warrants to purchase a number of shares of common stock of the Company equal to 50% of the number of shares of common stock issuable upon conversion of the Preferred Stock at the Conversion Ratio. The Warrants will expire Dec. 31, 2015 and they will have an initial exercise price of $1.00 per share and will provide for cashless exercise at any time the underlying shares of common stock have not been registered for resale under the Securities Act of 1933 or are issuable without restriction pursuant to Rule 144 of the Securities Act. The common stock underlying the Preferred Stock, the common stock issued as dividends and the common stock underlying the Warrants will carry incidental "piggyback" registration rights. The Company paid registered broker/dealers, members of FINRA, a commission of 10% of the principal amount of the Preferred Stock placed by them and issued a placement agent warrant to purchase 10% of the number of shares of Preferred Stock sold to such Investors. The Company issued the Preferred Stock to Accredited Investors only pursuant to Rule 506 of Regulation D and Section 4(2) of the Securities Act of 1933, as amended. The securities offered in the Private Placement have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be sold in the United States except pursuant to an exemption from or in transaction not subject to the registration requirements of the Securities Act and applicable state securities laws. This is neither an offer to sell nor a solicitation of an offer to buy any of these securities. About Axion International New Providence, N.J.-based Axion International Holdings, Inc. (OTC BB: AXIH) -- http://wwwaxionintl.com/-- is a structural solution provider of cost-effective alternative infrastructure and building products. The Company's "green" proprietary technologies allow for the development and manufacture of innovative structural products made from virtually 100% recycled consumer and industrial plastics. The Company's balance sheet at Sept. 30, 2010, showed $1.7 million in total assets, $2.1 million in total liabilities, and a $439,000 stockholders' deficit. Jewett, Schwartz, Wolfe and Associates, in Hollywood, Florida, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal years ended Sept. 30, 2009 and 2010. The independent auditors said that the Company's need to seek new sources or methods of financing or revenue to pursue its business strategy, raise substantial doubt about the Company's ability to continue as a going concern. BARNES BAY: Can Pay Up to $600,000 to Critical Vendors ------------------------------------------------------ Barnes Bay Development Ltd., et al., sought and obtained authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to pay up to $600,000 prepetition claims of critical vendors. The Debtors said that they purchase goods or services from vendors or service providers that, as an actual or practical matter, may be the only suppliers of the goods or services available to the Debtors. "These goods or services are essential for the Debtors to continue to produce the luxury resort experience commensurate with the high level of quality their customers expect. Because the Debtors do not have any viable alternatives to obtain substitute goods or services from other suppliers or parties, the Debtors have determined that they must have the authority to satisfy the pre-petition claims of the critical vendors to ensure that these essential goods and services will continue to be available to them without interruption," the Debtors stated. According to the Debtors, there are a limited number of vendors who can provide the necessary goods and services to ensure the continued, uninterrupted operation of The Viceroy Anguilla Resort and Residences. "In some cases, literally no other local vendor or supplier can supply the required goods or services. In other cases, substitute goods or services from other potential vendors or suppliers may theoretically be available, but these alternate vendors or suppliers cannot provide goods or services that meet the Debtors' requirements for quality, quantity or reliability, or cannot ensure availability on a cost-efficient and timely basis in the locations required by the Debtors. As a result, the Debtors cannot rely on such 'alternate' sources to supply these essential goods or services. In the case of service providers in particular, if the Debtors lose these relationships, their revenue would suffer and their ability to continue to operate and, thus, reorganize, would be in serious jeopardy," the Debtors said. The critical vendors identified by the Debtors include, inter alia, suppliers of goods and services necessary for (i) the operation of the Property and (ii) the Debtors' ongoing construction projects. The Debtors intend to pay the critical vendor claims in either a lump sum payment or over time based on negotiations with each critical vendor and only to the extent that the payments are necessary to preserve the Debtors' businesses. The approximate aggregate proposed payment for critical vendor claims is $558,000. The Debtors said that in the event this amount exceeds $600,000, the Debtors will seek further approval from the Court for payment of critical vendor claims. About Barnes Bay Beverly Hills, California-based Barnes Bay Development Ltd. owns the Viceroy Anguilla Resort & Residences on the British West Indies island of Anguilla. Barnes Bay filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10792) on March 17, 2011. Affiliates Kor Duo II, LLC, and Kor Duo Investment Partners II, LP, also filed Chapter 11 petitions. Barnes Bay disclosed that as of as of Dec. 31, 2010, it had $531 million in assets and $462 million in debt. Charles R. Gibbs, Esq., Michael P. Cooley, Esq., and Sara J.L. Wahl, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas, serve as counsel to the Debtors. Paul N. Heath, Esq., and Chun I. Jang, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, have been tapped as co-counsel. Kurtzman Carson Consultants LLC is the claims and noticing agent. BARNES BAY: Has Court OK to Hire KCC as Claims & Notice Agent ------------------------------------------------------------- Barnes Bay Development Ltd., et al., sought and obtained authorization from the Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC as claims, noticing, solicitation and balloting agent. KCC will, among other things: (i) serve as the noticing agent to mail notices to the estates' creditors, equity security holders, and parties in interest; (ii) provide computerized claims, objection, solicitation, and balloting services; and (iii) provide expertise, consultation, and assistance in claim and ballot processing and other administrative services with respect to the Debtors' bankruptcy cases. The Debtor will pay KCC for its services, expenses and supplies at the rates or prices set by KCC and in effect as of the date of the service agreement in accordance with the KCC fee structure. A copy of the agreement is available for free at: http://bankrupt.com/misc/BARNES_BAY_serviceagreement.pdf Albert Kass, Vice President of Corporate Restructuring Services of KCC, assures the Court that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code. About Barnes Bay Beverly Hills, California-based Barnes Bay Development Ltd. owns the Viceroy Anguilla Resort & Residences on the British West Indies island of Anguilla. Barnes Bay filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10792) on March 17, 2011. Affiliates Kor Duo II, LLC, and Kor Duo Investment Partners II, LP, also filed Chapter 11 petitions. Barnes Bay disclosed that as of as of Dec. 31, 2010, it had $531 million in assets and $462 million in debt. Charles R. Gibbs, Esq., Michael P. Cooley, Esq., and Sara J.L. Wahl, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas, serve as counsel to the Debtors. Paul N. Heath, Esq., and Chun I. Jang, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, have been tapped as co-counsel. BARZEL INDUSTRIES: Wants May 13 as 2nd Admin. Expense Bar Date -------------------------------------------------------------- Barzel Industries, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to establish May 13, 2011, at 5:00 p.m. as the last day (the "Second Administrative Expense Claims Bar Date") for the filing of requests for the allowance of Chapter 11 administrative expenses, specifically for those claimants asserting an administrative expense claim that was incurred or arose during the period from and after Jan. 1, 2010, through and including March 31, 2011. On Jan. 5, 2010, the Court entered its "First Administrative Expense Claims Bar Date Order", establishing Feb. 25, 2010, as the last day for filing of administrative claims against the Debtors arising from the petition date through Dec. 31, 2009. The motion does not seek to extend the bar date for any administrative expense claims that was required to be filed on or prior to the first administrative expense claims bar date. About Barzel Industries Norwood, Massachusetts-based Barzel Industries, Inc., was in the business of processing and distributing steel. The Company manufactured steel for the construction and industrial manufacturing industries, and produces finished commercial racking products. Barzel Industries -- aka Novamerican Steel Inc. and Symmetry Holdings Inc. -- and seven affiliates filed for Chapter 11 on September 15, 2009 (Bankr. D. Del. Case No. 09-13204). Judge Christopher S. Sontchi presides over the cases. J. Kate Stickles, Esq., and Patrick J. Reilley, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Wilmington, Delaware, and Gerald H. Gline, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Hackensack, N.J., serve as the Debtors' counsel. On the same day, Barzel Industries filed applications for relief under the Canadian Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice -- Commercial List. Barzel Industries recorded assets of $370,145,000 against debts of $375,412,000 as of May 30, 2009. Barzel sold most of the assets in November 2009 for $75 million to Norwood, Massachusetts-based Chriscott USA Inc. Secured lenders agreed to a settlement later where they received a release of claims in return for giving up $800,000. BERNARD L MADOFF: Trustee Responds to Request for His Removal ------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Irving H. Picard, the trustee liquidating Bernard L. Madoff Investment Securities Inc., tersely replied to a request by a group of customers that he be replaced and investigated for his stewardship of the case. In a one-page letter to the bankruptcy judge on March 25, the trustee's lawyers said the request to remove the trustee was a "baseless, fallacious, and unprofessional attack upon the integrity of the Trustee and his counsel." Mr. Rochelle notes that the customers' request for a trustee wasn't contained in a motion of its own. Rather, it was included in reply papers on a motion where the customer group wants the bankruptcy judge at a March 30 hearing to revoke approval given to a $220 million settlement in early 2010. The trustee said that asking for a new trustee in a reply brief is "procedurally flawed" and should be "summarily rejected" by the bankruptcy court. 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 Dec. 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 Feb. 18, 2011, a total of US$6.85 billion in claims by investors has been allowed, with US$791.1 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. BIO-KEY INTERNATIONAL: Rotenberg Meril Raises Going Concern Doubt ----------------------------------------------------------------- BIO-key International, Inc., filed on March 23, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Rotenberg Meril Solomon Bertiger & Guttilla, P.C., in Saddle Brook, New Jersey, expressed substantial doubt about BIO-key's ability to continue as a going concern. The independent auditors noted that the Company has suffered substantial net losses in recent years, and has an accumulated deficit at Dec. 31, 2010. The Company reported a net loss of $306,789 on $3.5 million of revenues for 2010, compared to a net loss of $4.7 million on $2.4 million of revenues for 2009. The Company's balance sheet at Dec. 31, 2010, showed $5.3 million in total assets, $4.7 million in total liabilities, and stockholders' equity of $569,335. A complete text of the Form 10-K is available for free at: http://is.gd/k5UwPu Wall, N.J.-based BIO-key International, Inc. (OTC BB: BKYI) -- http://www.bio-key.com/-- develops and delivers advanced identification solutions to commercial and government enterprises, integrators, and custom application developers. BIOMED REALTY: Moody's Puts (P)Ba1 Subordinated Debt Shelf Rating ----------------------------------------------------------------- Moody's Investors Service has assigned a Baa3 rating to BioMed Realty, L.P.'s $400 million senior unsecured notes. Moody's concurrently affirmed BioMed Realty Trust, Inc.'s issuer rating at Baa3, BioMed Realty, L.P. senior unsecured debt at Baa3 and assigned ratings to the REIT's and L.P.'s shelves. The rating outlook remains stable and reflects Moody's expectation that BioMed will continue to follow a conservative business strategy focused on high-quality biomedical properties, consistent credit metrics and adequate liquidity, while maintaining leadership in its core markets and measured, strategic growth. Ratings Rationale Moody's Baa3 rating reflects BioMed's high-quality portfolio of laboratory/office properties typically clustered in core life science markets. The REIT's assets are concentrated in the seven core life science markets (Boston -- 33.6% of rents; San Francisco--15.8%; San Diego--15.5%; Maryland -- 15.4%: New York/New Jersey -- 10%; Pennsylvania-4.4%; Seattle-2.2%) and are often clustered near highly regarded research and academic institutions like Harvard, MIT and Stanford. The REIT has a good market position in this niche property type, which Moody's view as attractive given the sector's high barriers to entry and exit. Industry fundamental demand trends are favorable with demographics driving the need for better, more cost efficient therapeutics - the crux of BioMed's tenants' research and business models. These strengths are counterbalanced by BioMed's high tenant and geographic concentration with the largest tenant (Human Genome Sciences) and market (Boston) comprising 12% and 34% of revenues, respectively. Furthermore, BioMed's tenant credit quality is mixed, including large pharmaceutical companies, research institutions, and development stage biotechnology companies. Net debt/recurring EBITDA increased from 5.8x at YE09 to 6.03x at YE10 due to refinancings and secured debt/gross assets declined from 26% at YE09 to 15% at YE10 due to the issuance of unsecured notes in 2010. Moody's indicated that positive rating movement would be predicated on BioMed achieving increased size (gross assets above $6 billion), while maintaining Net Debt/EBITDA below 5x; secured debt/gross assets below 10%; reducing tenant concentration (top two tenants comprising less than 10% of revenues); and increasing fixed charge coverage closer to 3x. A downgrade could occur if Net Debt/EBITDA were to approach 7x; fixed charge coverage (including capitalized interest) were to fall below 2x; or a material shift in BioMed's financing or growth strategy, inclusive of ramping up joint ventures or fund activity. The last rating action with respect to BioMed was on April 23, 2010 when Moody's assigned BioMed a Baa3 senior unsecured rating with a stable outlook. These ratings were affirmed with a stable outlook: * BioMed Realty Trust, Inc. -- Baa3 issuer rating. * BioMed Realty, L.P. -- Senior unsecured debt at Baa3. These ratings were assigned with a stable outlook: * BioMed Realty Trust, Inc. -- Senior debt shelf at (P)Baa3, subordinated debt shelf at (P)Ba1, and preferred stock shelf at (P)Ba1. * BioMed Realty, L.P. -- $400 million senior unsecured debt at Baa3, senior debt shelf at (P)Baa3, and subordinated debt shelf at (P)Ba1. BioMed Realty Trust, Inc., is a real estate investment trust focused on Providing Real Estate to the Life Science Industry(R). The company's tenants primarily include biotechnology and pharmaceutical companies, scientific research institutions, government agencies and other entities involved in the life science industry. BioMed owns or has interests in 85 properties, representing 147 buildings with approximately 12.2 million rentable square feet. At Dec. 31, 2010, BioMed reported $4.0 billion in total assets and $2.3 billion in total equity. BLOCKBUSTER INC: to Close 185 Stores by March 31 ------------------------------------------------ Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Blockbuster Inc. disclosed on March 24 that it will close 185 stores by the end of the month. The remaining stores will go up for auction April 4 with an opening bid of $290 million. The stalking-horse offer won't pay half of the $630 million in secured first-lien bonds. The hearing for approval of the sale will take place April 7. After bankruptcy, Blockbuster rejected about 220 leases for stores previously closing. Blockbuster said it would close 72 additional stores by the end of 2010 and about 110 more this quarter. Blockbuster began reorganization in September with 5,600 stores, including 3,300 in the U.S. About 200 stores closed before bankruptcy. 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 Inc. and 12 U.S. affiliates initiated Chapter 11 bankruptcy proceedings with a pre-arranged reorganization plan in Manhattan on Sept. 23, 2010 (Bankr. S.D.N.Y. Case No. 10-14997). It disclosed assets of $1 billion and debts of $1.4 billion at the time of the filing. 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. In a monthly operating report filed with the Bankruptcy Court, Blockbuster disclosed $1.066 billion in assets, $422.2 million in liabilities not subject to compromise and $1.165 billion in liabilities subject to compromise, and a deficit of $533.8 million as of Nov. 28, 2010. BON-TON STORES: Fitch Upgrades Issuer Default Rating to 'B' ----------------------------------------------------------- Fitch Ratings has upgraded its ratings on The Bon-Ton Stores, Inc., including the Issuer Default Rating to 'B' from 'B-'. The Rating Outlook is Stable. The upgrades reflect the return of the company's credit metrics back to 2006 levels and an improved liquidity position and Fitch's expectation that credit metrics will remain relatively stable over the next 24 months. Adjusted debt/EBITDAR improved to 5.0 times in 2010 (for the fiscal year ended Jan. 29, 2011) from 5.9x in 2009 and 7.6x in 2008, given an improvement in EBITDA and continued debt pay down with free cash flow. Fitch expects Bon-Ton's leverage will remain relatively stable in the low 5.0x range over the intermediate term. This reflects comparable store sales growth in the low single-digit range and modest pressure on EBITDA from higher commodity and labor costs in 2011 and the first half of 2012, offset somewhat by continued debt reduction. Risks include lower than expected comparable store sales growth or higher than expected gross margin compression if department store retailers are unable to pass along planned cost increases via higher retail prices in a retail environment that has not seen apparel inflation for almost two decades. Discretionary spending in 2011 could also be pressured by commodity cost increases in staples such as food and gas. The ratings continue to reflect below industry average comparable store sales trends and operating profitability. The company's comparable store sales trends have been negative for eight of the past 10 years. However, Bon-Ton's top line has grown in line with the department store sector over the past five years, as industry sales have shrunk by almost 10% since 2006. Fitch expects Bon- Ton's market share to remain relatively stable over the intermediate term, given industry growth expectation of +/-1% in 2011 and 2012. In terms of profitability, Bon-Ton's EBITDA margin improved to 8.2% in 2010 from 7.1% in 2009 and 5% in 2008. However, the company's margins have typically been 150 to 250 basis points lower than its large department store peers (excluding luxury) over the past five years and is currently over 350 bps lower than investment grade rated retailers such as Kohl's, J.C. Penney and Macy's. Bon-Ton would have to see a sustained improvement in top line growth and store productivity to narrow the margin gap. From a liquidity perspective, Bon-Ton had $16 million in cash and cash equivalents and $397 million available under its previous $675 million asset-based revolving credit facility (after deducting the minimum borrowing availability of $75 million the company must maintain at all times) at the end of 2010. This is a significant improvement from the $283 million in excess availability at the end of 2009 and $194 million at the end of 2008. Bon-Ton paid down $75 million in second lien term loans due November 2013 (which carried an interest of 15.75%) at the beginning of February with excess capacity on its credit facility. In addition, the company has put in place a new five year credit facility of $625 million this week with better pricing and less restrictive terms. The company's liquidity position is expected to remain strong and Bon-Ton should continue to pay down debt with free cash flow which Fitch expects to be in the range of $25 million-$50 million annually over the next three years. The issue ratings are derived from the IDR and the relevant recovery rating, based on Fitch's recovery analysis that places a liquidation value of $765 million under a distressed scenario. Bon-Ton's senior secured credit facility is rated 'BB/RR1', indicating outstanding recovery prospects (91%-100%) in a distressed scenario. The company amended and extended its credit facility this week, replacing its $675 million credit facility due June 4, 2013, with a $625 million credit facility due March 21, 2016. The credit facility has reduced pricing and less restrictive covenants pertaining to debt incurrence, asset sales, and restricted payments The financial covenant requires Bon-Ton to have minimum excess availability in an amount greater than or equal to the greater of (i) 10% of the lesser of: (a) the total commitments and (b) the borrowing base and (ii) $50 million. This replaces the covenant requiring minimum excess availability of $75 million at all times. The facility is secured by a first lien on substantially all of the assets of the borrowing entities and guarantors, except for certain mortgaged real property supporting the mortgage loan facilities. The $237 million mortgage loan facility due March 6, 2016 is rated 'B+/RR3', indicating good recovery prospects (51%-70%). The facility is secured by mortgages on 23 stores and one distribution center. These properties are owned by bankruptcy-remote special purpose entities. The $510 million of senior unsecured notes due March 15, 2014 are rated 'B-/RR5', and are considered to have below average recovery prospects (11%-30%). Fitch has upgraded Bon-Ton's ratings with a Stable Outlook: The Bon-Ton Stores, Inc. -- Issuer Default Rating to 'B' from 'B-'. The Bon-Ton Department Stores, Inc. -- IDR to 'B' from 'B-'; -- $625 million senior secured credit facility to 'BB/RR1' from 'BB-/RR1'; -- $510 million senior unsecured notes to 'B-/RR5' from 'CC/RR6'. Bonstores Realty One and Two, LLC -- IDR to 'B' from 'B-'; -- $238 million mortgage loan facility to 'B+/RR3' from 'B/RR3'. BORDERS GROUP: Wins Final Nod to Pay Employee Obligations --------------------------------------------------------- Bankruptcy Judge Martin Glenn authorized Borders Group Inc. and its units, on a final basis, to pay or otherwise honor all employee obligations, and all costs and expenses incident to those obligations, including those employee obligations that: (i) were or are due and payable and relate to the period before the Petition Date; and (ii) are or become due and payable or relate to the period after the Petition Date, without further order of the Court. The Debtors are also authorized to maintain and continue to honor their practices, programs, and policies for their Employees with respect to the Employee Obligations as they were in effect as of the Petition Date, provided that no Employee will be paid an amount exceeding $11,725 in accrued and unpaid prepetition wages or salaries. The Debtors are permitted to pay compensation owed to the supplemental workforce through the corresponding agencies. The Debtors are also permitted to pay compensation owed to independent contractors, of up to $11,725 per Independent Contractor. Judge Glenn held that any payments made pursuant to the Debtors' Severance Plan and Severance Agreements in accordance with the Court's order will be subject in all respects to the provisions of Section 503(c)(2) of the Bankruptcy Code. Severance Payments, and payments that may come due under Severance Agreements, are the only payments pursuant to the Debtors' existing severance programs that the Debtors are authorized to make pursuant to the Final Employee Obligations Order, Judge Glenn ruled. Neither the Final Employee Obligations Order, nor any payments made by the Debtors pursuant to the Employee Obligations Motion or the Final Order, will be deemed to change the classification of any claim or to in any way change the rights or create new rights of any Employee or other person, including, without limitation, the creation of any right to payment entitled to administrative expense priority pursuant to Sections 503 and 507 of the Bankruptcy Code. The Debtors' banks are authorized and directed, when the Debtors ask, to receive, honor, process, and pay, to the extent of funds on deposit, any and all checks or electronic transfers drawn on the Debtors' Bank Accounts relating to the Employee Obligations, including those checks or electronic transfers that have not cleared the Banks as of the Petition Date. Similarly, nothing contained in the Final Employee Obligations Order will be deemed to constitute the assumption or rejection of any employee benefit plan, employment agreement, or any other contract, program, or agreement under Section 365 of the Bankruptcy Code, and the Debtors' rights are reserved. 18,100 Employees on Payroll Borders Group Inc. and its units employ about 18,100 employees, of whom 6,100 are full-time employees, 11,400 are part-time employees, and 600 are contingent employees who are required to work one shift per month and usually do so at special events. About 16,340 employees are paid on an hourly basis and 1,760 employees are paid a fixed salary. In the ordinary course of business, the Debtors incur payroll and various other obligations for their Employees and provide other benefits to their Employees for the performance of services, namely: (A) Compensation Obligations. The Debtors' average monthly gross payroll based on the last 12 months is $26 million per month. As of the Petition Date, the accrued and unpaid prepetition salaries and wages total about $9 million and that about $50,000 in payroll checks from previous pay periods are outstanding and have not been cashed by Employees and former Employees. (B) Payroll Tax Obligations. In connection with the salaries and wages paid to Employees, the Debtors are required by law to withhold from their Employees' wages amounts related to federal, state, and local income taxes, as well as social security and Medicare taxes and to remit the same to the applicable taxing authorities. (C) Garnishment Obligations. In the ordinary course of processing the Employees' payroll, the Debtors may be required by law, in certain circumstances, to withhold certain amounts for garnishments such as tax levies, child support, and other court-ordered garnishments. (D) Supplemental Workforce Obligations. In the ordinary course of business, the Debtors utilize the services of certain employment agencies to engage a supplemental workforce to work for the Debtors, primarily in their distribution centers and in various information technology and administrative support functions. (E) Independent Contractors Obligations. Like the Supplemental Workforce, the number of Independent Contractors is in constant flux to meet the Debtors' business needs. (F) Business Expenses. The Debtors customarily pay for a variety of their Employees' business-related expenses incurred in performing their employment obligations. (G) Incentive Obligations. The Debtors have customarily maintained discretionary bonus and incentive programs for their Employees designed to encourage exceptional Employee performance for the benefit of the Debtors' business. Under the Debtors' incentive program for retail store management whereby eligible employees may receive up to $25,000 per quarter, the Debtors pay bonuses under the Field Bonus Plan for 30 to 40 Employees for the fourth quarter of 2010 during the interim period. The Debtors also estimate that they will pay bonuses under a Shrink Bonus Plan to 890 employees for the fiscal year ended Jan. 29, 2011, totaling $2.5 million, during the interim period. The Debtors further estimate paying about $6,000 to 41 distribution center managers that are eligible for a monthly bonus under a Distribution Center Management Bonus. In addition, about 840 Employees are eligible for weekly incentives and payout of those bonuses is about $55,000 per pay period. (H) Severance Payments. The Debtors maintain a discretionary pay plan for all Employees who are not party to a separate severance agreement with them, or an individual employment agreement with them that provides for severance benefits. As of the Petition Date, about 529 Employees who held titles junior to Vice President were receiving Severance Payments. (I) Employee Benefit Plans. In the ordinary course of business, the Debtors have established various benefit plans and policies for their Employees that can be divided into health plans, welfare plans, vacation time, employee savings and retirement plans and other benefit plans. The Debtors relate that they incurred these accrued and unpaid amounts under the Employee Obligations as of the Petition Date: Obligations Unpaid Amount ----------- ------------- Incentive Obligations $2,561,000 Severance Payments 1,200,000 Payroll Obligations 1,100,000 Business Expenses 375,000 Supplemental Workforce Obligations 361,324 Garnishment obligations 57,000 Compensation Obligations 11,725 Employee Benefit Plans 777,775 About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BORDERS GROUP: Begins Liquidation of 26 Additional Stores --------------------------------------------------------- Borders Group, Inc. commenced on March 24, 2011, store closing sales at 26 locations: (1) 4980 Stockdale Hwy, Bakersfield, California 93309 (2) Emery Bay Public Market, 5800 Shell Mound St, Emeryville, California 94608 (3) 7000 Marketplace Avenue, Goleta, California 93117 (4) 1501 Vine St., Hollywood, California 90028 (5) McCarthy Ranch Marketplace, 15 Ranch Drive, Milpitas, California 95035 (6) 120 Crescent Dr., Pleasant Hill, California 94523 (7) 11160 Rancho Carmel Drive, San Diego, California 92128 (8) 588 Francisco Blvd. West, San Rafael, California 94901 (9) 1499 Post Road, Fairfield, Connecticut 06430 (10) 1041 High Ridge Rd., Stamford, Connecticut 06905 (11) 3637 Peachtree Rd Ne Suite C, Atlanta, Georgia 30319 (12) 270 Dairy Rd., Kahului, Hawaii 96732 (13) 94-821 Lumiaina Street, Waikele Center, Waipahu, Hawaii 96797 (14) 4100 University Ave., West Des Moines, Iowa 50265 (15) 3232 Lake Ave., Wilmette, Illinois 60091 (16) 4320 Coldwater Rd., Fort Wayne, Indiana 46805 (17) 8675 River Crossing Blvd., Indianapolis, Indiana 46240 (18) 9108 Metcalf St., Overland Park, Kansas 66212 (19) 255 Grossman Dr., Braintree, Massachusetts 02184 (20) 476 Boston Turnpike, Shrewsbury, Massachusetts 01545 (21) 2740 E 21St Street, Tulsa, Oklahoma 74114 (22) 1 S Broad, Philadelphia, Pennsylvania 19107 (23) 2525 Westend, Nashville, Tennessee 37203 (24) Fountains On The Lake, 12788 Fountain Lake Circle, Stafford, Texas 77477 (25) 2000 South Commons, Federal Way, Washington 98003 (26) 2508 S 38Th Street, Tacoma, Washington 98409 Borders added the Emeryville, California, store in an updated store closure list posted in its reorganization Web site on March 24, 2011, a copy of which is available for free at: http://bankrupt.com/misc/Borders_Mar24StoreClosingList.pdf A joint venture composed of Hilco Merchant Resources, LLC, Gordon Brothers Group, SB Capital Group, LLC, and Tiger Capital Group disclosed in a March 24, 2011 public statement that nearly $50 million of inventory including books, magazines, music and movie media, calendars, posters and more would be liquidated. Discounts from 20% to 40% with limited exceptions are offered on all merchandise at these newly announced locations. Consumers will enjoy very substantial savings on the entire stock of books in every category, including new releases, best sellers, textbooks, rare and collectible books and children's books. There are also significant price reductions on thousands of music CDs, video DVDs and Blu-Ray, arts and crafts items, language learning systems, games, puzzles and more. Borders Rewards programs, including Borders Rewards Plus, remain in effect. Customers can continue to earn and redeem their Rewards in all stores and on Borders.com. Gift cards will also be honored as usual. The liquidation of inventory and store fixtures is being managed by the Hilco-Gordon Brothers joint venture. A spokesperson for the joint venture said, "This is an important opportunity for consumers to benefit from very compelling discounts on a vast assortment of literature, entertainment media and much more. Based on the tremendous response to the store closing sales already underway at 200 other Borders locations, we believe that today's value conscious consumers will take advantage of the exciting savings at these new locations. We anticipate that this will be a short sale." Based in Northbrook, Illinois, Hilco Merchant Resources (www.hilcomerchantresources.com) provides a wide range of analytical, advisory, operational, asset monetization and capital investment services to help retailers define and execute strategic initiatives. Founded in 1903, Gordon Brothers Group (www.gordonbrothers.com) is a global advisory, restructuring and investment firm specializing in the retail, consumer products, industrial and real estate sectors. SB Capital Group, a Schottenstein affiliate, is a leader in the field of asset recovery, rescue finance, restructuring and strategic store closing events. Tiger Capital Group (www.tigergroupllc.com) specializes in the planning, promotion, and management of store-closing events in connection with mergers, acquisitions, downsizing, corporate divestitures and Chapter 11 proceedings. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BORDERS GROUP: Publishers Remain Cautious of Borders Ch. 11 Plan ---------------------------------------------------------------- Book publishers are wary of Borders Group, Inc.'s turnaround plan as the bookseller hopes to exit bankruptcy in September, Jaclyn Trop of The Detroit News reports. According to The Detroit News, Borders' biggest hurdle is not a viable turnaround plan but the unpaid publishers that are taking steps to secure their business in the wake of the bookstore chain's bankruptcy. This "powerful bloc's unwillingness" to turn unpaid bills into loans helped force Borders to declare bankruptcy, Ms. Trop points out. Van Conway, turnaround expert, said there is no need for Borders' creditors to cut a deal with the company since they are unlikely to be paid in full, The Detroit News relays. Matt Norcross, owner of McLean & Eakin Booksellers, however, noted that given few major distribution channels for books, publishers care deeply about Borders' fate, the report relates. "Publishers feel ambivalent about Borders' financial prospects," commented Al Greco, a marketing professor at Fordham University's Graduate School of Business, The Detroit News notes. While publishers do not want to lose Borders as a major distribution channel, they do not want their businesses to suffer because of the booksellers' poor business decision, Mr. Greco explained, according to the report. The Detroit News mentions that two publishers are demanding payment from Borders. Other publishers and creditors also do not believe that Borders has a turnaround plan that is much different from what it has done before, and they do not see it surviving in an industry that is quickly turning to e-books and electronic readers, Mr. Greco further stated, the report states. Borders has acknowledged it is dependent on publishers due to the nature of its business, The Detroit News notes. Borders CEO Mike Edwards said during a March 11 conference call that "it is critical that new inventory hit our shelves," the news article recounts. Borders' largest vendors make up 63% of the Company's 2010 sales. Borders recently filed a motion with the bankruptcy court, seeking to modify trade terms with vendors to improve inventory. Borders narrated that as its financial difficulties were publicized, many publishers refused to ship merchandise under any terms. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BORDERS GROUP: Proposes Key Employee Bonus/Retention Plans ---------------------------------------------------------- Borders Group, Inc. and its debtor affiliates seek permission from Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of new York to implement a key employee incentive plan and a key employee retention plan. The publicity surrounding the Debtors' prepetition restructuring negotiations, the commencement of these Chapter 11 cases, and the Debtors' store closing sales and attendant workforce reductions have raised substantial concerns for the Debtors' employees and exacerbated these difficulties, David M. Friedman, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, tells Judge Glenn. About 25 significant corporate employees have voluntarily departed from the Debtors since the Petition Date, according to Mr. Friedman. The Debtors, he notes, have also reduced corporate headcount by over 55% in the last two years and during that same period, over 85 director-level employees and officers exited the company. Recognizing that further employee losses will damage their estates, the Debtors have formulated new management bonus and incentive programs based on advice from Mercer (US) Inc. to ensure that the management team is appropriately incentivized to maximize their opportunity to reorganize. Key Employee Incentive Plan The Debtors propose to implement the KEIP for 17 key executives who are deemed critical to the Debtors' restructuring and reorganization efforts. For the five highest-level Executives, target award opportunities range from 90% to 150% of base salary and have an average award size of $623,000. For the other 12 Executives, target award opportunities range from 60% to 90% of base salary and have an average award size of $135,000. KEIP awards are set at 150% of historic annual incentive targets, and payout opportunities range from 0% to 150% of target. The size of KEIP awards will be determined upon the date of either (i) the filing of a Chapter 11 plan of reorganization, or (ii) the date on which an order is entered by the Court approving a sale of all or substantially all of the Debtors' assets as a going concern. No amounts will be earned or paid if the Debtors confirm a plan of liquidation or consummate a sale to liquidators. The possible payouts for Executives under the KEIP are: Number of KEIP Target KEIP Maximum Position Executives Range Range -------- ---------- ----------- -------------- Chief Executive Officer 1 $1,125,000 $1,688,000 Executive Vice 3 $420,000 $630,000 Presidents to $720,000 to $1,080,000 Senior Vice President, 1 $248,000 $371,000 Human Resources Other Key Executives 12 Aggregating Aggregating (Senior Vice President $1,623,000 $2,435,000 and Vice Presidents) ---------- ----------- -------------- Total $4,736,000 $7,104,000 =========== ============== The Executives' awards under the KEIP are based on the timing of an "Award Determination Event:" * For the Executives to obtain maximum KEIP awards, an Award Determination Event must occur within six months from the Petition Date, or by August 16, 2011. * To obtain target KEIP awards, an Award Determination Event would have to occur by nine months from the Petition Date, or by November 16, 2011. * Awards would be interpolated for Award Determination Events occurring between August 17, 2011 and November 15, 2011. * Payment of the KEIP awards will occur on the date that is 30 days after either (i) the effective date of a plan of reorganization, or (ii) the closing of a going concern sale. In a supporting declaration, John Dempsey, a partner at Mercer, disclosed that 70% of the 17 recommended KEIP participants have less than 18 months of service with the Debtors, and of the 70%, 50% have less than one year of service. Because of the short tenure, these leaders have been unable to earn any incentive compensation for the risks taken in working for a company with significant operational and market obstacles, he stressed. Key Employee Retention Plan As to the KERP, the Debtors seek to implement a retention plan for about 25 director-level employees that are critical to their day-to-day business operations. A group of other key employees, referred to as the Discretionary Employees, would also participate in a discretionary pool under the KERP, based on the judgment of the Debtors' Executive Committee, which will be comprised of the Debtors' five highest-level Executives. The Debtors estimate that the total aggregate payout under the KERP will be approximately $1.2 million, consisting of approximately $933,000 for the Critical Employees and $300,000 for the Discretionary Employees. "The KERP amounts, added to the KEIP's maximum cost, totals approximately $8.3 million, which represents 0.36% of the Debtors' 2010 revenue," Mr. Friedman relates. Lump sum award payments are equal to approximately 30% of each Critical Employee's base salary, commensurate with the historical Annual Performance Bonus Plan, and, as with the KEIP, would be made on the date that is 30 days after either (i) the effective date of a plan of reorganization, or (ii) the closing of a going concern sale. The KERP, however, is not tied to the timing of an Award Determination Event as is the KEIP. Proposed individual award amounts to Critical Employees have been pre-determined, and range from $28,000 to $53,000, depending on the particular Critical Employee's position, responsibilities and other business considerations. The average award size is $37,000. Individual awards to Discretionary Employees from the Discretionary Pool would not exceed $20,000 per Discretionary Employee, and would likewise be made at the same time as payments to Critical Employees. Holly Felder Etlin, Borders Group senior vice president, filed a declaration stating that if the KERP is not implemented, the Debtors fear that many of the KERP Employees may seek alternative career opportunities, which would impede the Debtors' ability to execute on critical business and restructuring initiatives. Put simply, the Debtors cannot afford to lose their most talented and valuable director-level corporate employees during this crucial time, she maintained. Employment Agreements The Debtors further seek the Court's authority to assume prepetition employee agreements with four of their employees. The Employee Agreements address salary, incentive compensation, benefits, and certain other agreements with these officers: (A) Scott Henry, as executive vice president and chief financial officer of the Debtors The Henry Agreement provides Mr. Henry with certain incentive compensation set forth as a varying percentage of his regular compensation, based on targets set by the Debtors' Board of Directors, but with guaranteed Deferred Compensation of $200,000 for fiscal year 2010. Pursuant to the Henry Agreement, 50% or $100,000 of Mr. Henry's Guaranteed Deferred Compensation is payable by April 1, 2011, and the remainder is to be paid on the first anniversary of his employment with the Debtors. Under the Borders Group, Inc. 2004 Long-Term Incentive Plan, subject to the approval of the Compensation Committee of the Board of Directors, Mr. Henry will be given a stock option grant for 300,000 shares, which vest 100% after three years, and a restricted stock grant of 200,000 shares, which vest one-third per year over the next three years. (B) Michele Cloutier, the Debtors' executive vice president and chief merchandising officer The Cloutier Agreement provides Ms. Cloutier with Deferred Compensation opportunities as a percentage of her regular compensation based on targets set by the Debtors' Board of Directors, but with Guaranteed Deferred Compensation of $200,000 for fiscal year 2010. The Cloutier Agreement provides for 50%, or $100,000, of Ms. Cloutier's Guaranteed Deferred Compensation to be paid to her by April 1, 2011, and for the remainder to be paid on the first anniversary of her employment with the Debtors. Under the 2004 Long-Term Incentive Plan, Ms. Cloutier will be given a stock option grant for 300,000 shares subject to the approval of the Compensation Committee of the Board of Directors. These options vest 100% after three years. (C) Glen Tomaszewski, the Debtors' vice president, chief accounting officer and controller The Tomaszewski Agreement provides for, among other things, certain deferred compensation he earned in respect of prepetition services provided, which was payable on Feb. 18, 2011, of $100,000, and an additional stock option grant of 10,000 shares. (D) Jason Cline, the Debtors' vice president of financial planning and analysis The Cline Agreement provides for Mr. Cline to receive, among other things, Prepetition Deferred Compensation of $75,000, so long as he remains in his position until at least February 18, 2011, and an additional stock option grant of 10,000 shares. The Debtors contemplate that Messrs. Henry, Tomaszewski, and Cline will work as a team. More importantly, the Employees were indispensable to the Debtors' prepetition negotiations and preparations, and are equally critical going forward with respect to restructuring negotiations and the Debtors' ongoing business, Mr. Friedman tells the Court. Full-text copies of the Employment Agreements are available for free at http://bankrupt.com/misc/Borders_EmploymentPacts.pdf The Debtors are concerned that they may not be able to find suitable candidates in the aggressive timeframe they have set for emergence through a plan or a going concern sale. The Debtors assert that it is crucial for them to create and maintain market competitive pay opportunities, reflecting practices in the markets in which they compete for talent, and bring compensation closer to market competitive levels for their most critical employees. In this light, the Incentive and Retention Plans are designed to create an incentive for Executives and KERP Employees to successfully restructure rapidly through a plan of reorganization or a going concern sale, Mr. Friedman emphasizes. Mr. Friedman also insists that the KEIP, KERP and Employment Agreements do not violate neither Section 503(c)(1) nor Section 503(c)(3) of the Bankruptcy Code. Section 503(c) restricts a debtor's abilities to make payments to insiders for retention or severance, and restricts payments that are outside of the ordinary course and not justified by the facts and circumstances of a debtor's case. The Debtors subsequently filed with the Court another Motion to Approve Incentive and Retention Programs, which is substantially similar to the original motion, to append copies of the Employment Agreements. The Court will consider the Debtors' request on April 14, 2011. Objections are due no later than April 7. About Borders Group Borders Group is a leading operator of book, music and movie superstores and mall-based bookstores. At Jan. 29, 2011, the Debtors operated 642 stores, under the Borders, Waldenbooks, Borders Express and Borders Outlet names, as well as Borders- branded airport stores in the United States, of which 639 stores are located in the United States and 3 in Puerto Rico. Two of Borders' flagship stores (along with other less prominent stores) are located in Manhattan. In addition, the Debtors operate a proprietary e-commerce Web site, http://www.Borders.com/, launched in May 2008, which includes both in-store and online e- commerce components. As of Feb. 11, 2011, Borders employed a total of 6,100 full-time employees, 11,400 part-time employees, and approximately 600 contingent employees. Borders Group Inc. and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. Lead Case No. 11-10614) in Manhattan on Feb. 16, 2011. David M. Friedman, Esq., David S. Rosner. Esq, Andrew K. Glenn, Esq., and Jeffrey R. Gleit, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, serve as counsel to the Debtors. Jefferies & Company's Inc. is the financial advisor. DJM Property Management is the lease and real estate services provider. AP Services LLC is the interim management and restructuring services provider. The Garden City Group, Inc., is the claims and notice agent. Attorneys at Morgan, Lewis & Bockius LLP, and Riemer & Braunstein LLP, serve as counsel to the DIP Agents. National law firm Lowenstein Sandler has been appointed to represent the official unsecured creditors committee for Borders Group. Bruce S. Nathan and Bruce Buechler, members of Lowenstein Sandlers' Bankruptcy, Financial Reorganization & Creditors' Rights Group, are leading the team. The Debtor disclosed $1.28 billion in assets and $1.29 billion in liabilities as of Dec. 25, 2010 Borders Group has sought approval to sell merchandise and owned furniture, fixtures and equipment located at approximately 200 of their stores and, at Borders' option, up to 75 of 136 potential other stores, through store closing sales. Bankruptcy Creditors' Service, Inc., publishes BORDERS GROUP BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by Borders Group Inc., the United States' second largest bookstore chain. (http://bankrupt.com/newsstand/or 215/945-7000) BRAND ENERGY: Moody's Downgrades Corporate Family Rating to 'B3' ---------------------------------------------------------------- Moody's Investors Service downgraded Brand Energy & Infrastructure Services, Inc.'s Corporate Family Rating to B3 from B2 and its Probability of Default Rating to B3 from B2 since the company's credit metrics have weakened due to ongoing compression in its operating margins. The outlook is stable. This rating action concludes the review initiated on December 23, 2010. These ratings/assessments were affected by this action: -- Corporate Family Rating lowered to B3 from B2; -- Probability of Default Rating lowered to B3 from B2; -- $125.0 million Sr. Sec. Revolving Credit Facility due Feb. 7, 2013 lowered to B2 (LGD3, 35%) from B1 (LGD3, 35%); -- $25.0 million Sr. Sec. Letter of Credit Facility due Feb. 7, 2014 lowered to B2 (LGD3, 35%) from B1 (LGD3, 35%); -- $693.2 million 1st Lien Sr. Sec. Term Loan due Feb. 7, 2014 lowered to B2 (LGD3, 35%) from B1 (LGD3, 35%); and, -- $375.0 million 2nd Lien Sr. Sec. Term Loan due Feb. 7, 2015 lowered to Caa2 (LGD5, 87%) from Caa1 (LGD5, 87%). Ratings Rationale The downgrade of Brand's Corporate Family Rating to B3 from B2 incorporates Moody's view that the company's debt leverage credit metrics will remain weak over the intermediate term. Moody's projects that the company's debt-to-EBITDA will remain above 7.0 times while interest coverage will be around 1.2 times (all ratios adjusted per Moody's standard adjustments). These credit metrics result from ongoing compression in operating margins due to pricing pressures and a shift in product mix. Brand is diversifying into more specialty services from strong reliance on work access, resulting in lower margin business due to the labor intensive nature of specialty services. Also, the company took a significant intangible asset impairment charge in 3Q10. As a result, the company's adjusted debt-to-book capitalization exceeding 100% with significant negative tangible net worth is characteristic of highly speculative grade ratings. Offsetting the company's worsening credit metrics is Brand's solid market position as a leading provider of specialty services for insulation, coating, and refractory and work access equipment to various end markets. The refining, petrochemicals, energy and commercial sectors, and the oil sands in Canada are the primary drivers of Brand's revenues. The stable outlook reflects Moody's expectations that debt leverage and interest coverage ratios will improve and become more supportive of the rating. Also, Brand's liquidity profile characterized by a significant amount of cash on hand gives it the financial flexibility to address its capital structure and to contend with the volatility in its end markets. Moody's does not anticipate favorable rating pressures over the intermediate term until Brand demonstrates that it can generate better earnings from its product mix. Over the longer term, EBIT- to-interest expense sustained near 2.0 times and debt-to-EBITDA sustained below 5.0 times (ratios adjusted per Moody's methodology), while maintaining a good liquidity profile, could result in a positive rating action. Factors which might further pressure the ratings include erosion in the company's financial performance, debt financed acquisitions or dividends, or a deteriorating liquidity profile. EBIT-to- interest expense trending remaining below 1.0 times or debt-to- EBITDA sustained above 7.5 times (all ratios adjusted per Moody's methodology) could result in negative rating pressures. The last press release was on December 23, 2010, at which time Moody's placed Brand's ratings on review for potential downgrade. Brand Energy & Infrastructure Services, Inc., headquartered in Kennesaw, GA, is the largest provider of specialty multi-craft services to the North American downstream energy infrastructure market. These services include work access, which includes front- end application design and project management for highly engineered scaffolding systems, as well as specialty painting and coatings, abrasive blasting, insulation, refractory, corrosion protection and fireproofing. First Reserve Corporation, through affiliated funds, is the majority owner of Brand. BROADCAST INT'L: Converts $784,292 Short-Term Debt Into Equity -------------------------------------------------------------- Broadcast International, Inc., converted $784,292 of its short- term debt into equity through the issuance of common stock and warrants to two lenders at the same unit pricing as the Company's recent equity raise in December 2010. In consideration of converting the short-term loans on the basis of $1.20 for two shares of common stock plus one warrant at an exercise price of $1.00, the Company issued 1,307,153 shares of common stock and warrants to acquire up to 653,576 shares of common stock, which warrants have a five year term and are exercisable at $1.00 per share. The Company's objective for converting the short-term debt into equity is to conserve cash for further market development. In conjunction with the conversion, the Company secured a waiver from Castlerigg Master Investments, LTD, its senior note holder, that allowed the Company to make this one-time conversion of short-term debt into equity without triggering the anti-dilutive stock conversion reset provision contained in its Amended and Restated Senior Convertible Note in the principal amount of $5,500,000 dated Dec. 23, 2010. Without the waiver, the current conversion rate of $1.35 per share of the Note would have reset to $.60 per share. By retaining the conversion price of $1.35 per share on the Note, the Company avoided the shareholder dilution of approximately 5,092,593 additional shares of stock if the Holder had converted the Note in the future at a $.60 per share conversion price. In exchange for the Holder granting the waiver, the Company issued to the Holder a warrant granting the Holder the right to acquire up to 400,000 shares of common stock, which is exercisable for five years, at an exercise price of $.05 per share. The Company believes the cost of the warrant issuance to obtain the waiver was substantially outweighed by the value received of avoiding the potential future shareholder dilution of 5,092,593 shares, particularly in light of the current market price of the Company's common stock. The conversion also results in a decrease of approximately $.01 per share in the exercise price of $1.00 per share of warrants to acquire an aggregate of 12,499,980 shares issued to investors in the recent equity raise completed in December 2010 due to anti- dilution provisions contained in those warrants. The lenders of the short-term debt and the Holder of the Note were accredited investors and were fully informed regarding their investment. In the transactions, the Company relied on the exemptions from registration under the Securities Act set forth in Section 4(2) and Section 4(6) thereof. About Broadcast International Based in Salt Lake City, Broadcast International, Inc. installs, manages and supports private communication networks for large organizations that have widely-dispersed locations or operations. The Company owns CodecSys, a video compression technology to convert video content into a digital data stream for transmission over satellite, cable, Internet, or wireless networks, as well as offers audio and video production services. The Company's enterprise clients use its networks to deliver training programs, product announcements, entertainment, and other communications to their employees and customers. The Company's balance sheet as of Sept. 30, 2010, showed $7.3 million in total assets, $25.3 million in total liabilities, and a stockholders' deficit of $18.0 million. HJ & Associates LLC, in Salt Lake City, expressed substantial doubt about the Company's ability to continue as a going concern, after auditing the Company's financial statements for the year 2009. The independent auditors noted that the Company has incurred recurring losses from operations and has a deficit in stockholders' equity and working capital. CAMBRIDGE HEART: Recurring Losses Prompt Going Concern Doubt ------------------------------------------------------------ Cambridge Heart, Inc., filed on March 23, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Caturano and Company, P.C., in Boston, Massachusetts, expressed substantial doubt about Cambridge Heart's ability to continue as a going concern. The independent auditors noted of the Company's recurring losses, inability to generate cash flows from operations, and liquidity uncertainties from operations. The Company reported a net loss of $5.2 million on $2.8 million of revenue for 2010, compared to a net loss of $7.3 million on $3.2 million of revenue for 2009. The Company's balance sheet at Dec. 31, 2010, showed $6.1 million in total assets, $1.5 million in total liabilities, $12.9 million in convertible preferred stock, and a stockholders' deficit of $8.3 million. A complete text of the Form 10-K is available for free at: http://is.gd/OyBFVJ Tewksbury, Mass.-based Cambridge Heart, Inc. (OTC BB: CAMH) -- http://www.cambridgeheart.com/-- develops and commercializes non-invasive diagnostic tests for cardiac disease, with a focus on identifying those at risk for sudden cardiac arrest (SCA). The Company's products incorporate proprietary Microvolt T-Wave Alternans(TM) (MTWA) measurement technologies, including the patented Analytic Spectral Method(R) and ultrasensitive disposable electrode sensors. The Company's MTWA test, originally based on research conducted at the Massachusetts Institute of Technology, is reimbursed by Medicare under its National Coverage Policy. CAPMARK FINANCIAL: To Sell Interest in CSREP for $7.8 Million ------------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Capmark Financial Group Inc. will sell its interest in non-bankrupt Capmark Structured Real Estate Partners LP for $7.8 million unless a better offer turns up at an auction. According to Mr. Rochelle, the buyer, supposing no higher bid, is an affiliate of Pacific Coast Capital Partners LLC from El Segundo, California. There will be a hearing on April 11 to approve auction and sale procedures. If the judge agrees with the schedule, other bids will be due April 22, followed by an auction on April 26. The Capmark fund attracted more than $1 billion from investors and has disbursed $103 million, the court filing says. Capmark entities manage the fund. About Capmark Financial Based in Horsham, Pennsylvania, Capmark Financial Group Inc. -- http://www.capmark.com/-- provides financial services to investors in commercial real estate-related assets. Capmark has three core businesses: lending and mortgage banking, investments and funds management, and servicing. Capmark operates in North America, Europe and Asia. Capmark has 1,000 employees located in 37 offices worldwide. On Oct. 25, 2009, Capmark Financial and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 (Bankr. D. Del. Lead Case No. 09-13684). Capmark disclosed assets of US$20 billion against total debts of US$21 billion as of June 30, 2009. Capmark's financial advisors are Lazard Freres & Co. LLC and Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey & LeBoeuf LLP. Richards, Layton & Finger, P.A., serves as local counsel. Beekman Advisors, Inc., is serving as strategic advisor. KPMG LLP is tax and accounting advisor. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. The Official Committee of Unsecured Creditors in Capmark Financial Group Inc.'s cases tapped Kramer Levin Naftalis & Frankel LLP as its counsel and JR Myriad LLC as its commercial real estate business advisors. The Committee also retained Cutler Pickering Hale and Dorr LLP as its attorneys for the special purpose of providing legal services in connection with Federal Deposit Insurance Corporation matters. Protech Holdings C LLC, an affiliate of Capmark, filed for Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No. 10-12387). The Debtor estimated assets and debts in excess of $1 billion as of the filing date. Since filing for Chapter 11, Capmark completed three sales to generate more than $1 billion in cash. Berkshire Hathaway Inc. and Leucadia National Corp. bought most of the business for $468 million. CASCADE FINANCIAL: 2010 Loss at $70.3MM; Has Deal to Sell to Opus ----------------------------------------------------------------- Cascade Financial Corporation filed on March 23, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Moss Adams, LLP, in Everett, Washington, expressed substantial doubt about Cascade Financial's ability to continue as a going concern. The independent auditors noted of the Company's two consecutive years of operating losses, high levels of non- performing assets, and stipulation to the issuance of a consent order. On July 20, 2010, the Board of Directors of Cascade Bank stipulated to the entry of a consent order with the Federal Deposit Insurance Corp. and the Washington State Department of Financial Institutions, effective July 21, 2010. Under the terms of the FDIC Order, the Bank cannot pay any cash dividends or make any payments to its stockholders without the prior written approval of the FDIC and the Washington State DFI. Cascade Financial, the holding company for Cascade Bank, reported a net loss of $70.3 million on $36.4 million of net interest income (before provision for loan losses) for 2010, compared with a net loss of $23.5 million on $43.3 million of net interest income (before provision for loan losses) for 2009. Cascade Financial's balance sheet at Dec. 31, 2010, showed $1.498 billion in total assets, $1.440 billion in total liabilities, and stockholders' equity of $58.5 million. On March 4, 2011, Cascade Financial announced its entry into a definitive agreement, providing for Opus Bank to acquire the Company and Cascade Bank, and for the merger of the Bank into Opus Bank. Opus Bank is a California-chartered bank with its executive offices located in Irvine, California. According to the terms of the merger agreement, Opus Bank will pay approximately $16.25 million to retire the Company's $39.0 million in preferred stock and associated warrants issued to the United States Department of the Treasury under the Treasury's Capital Purchase Program, and $5.5 million in cash to the holders of the Company's common stock. The purchase price for the Company's common stock represents approximately $0.45 cash per share outstanding. In addition, Opus Bank will assume all of the Company's obligations with respect to the trust preferred securities issued by the Company's trust subsidiaries. The proposed transaction is subject to the approval of the Company's shareholders, the approval of federal and state regulatory authorities, and other customary conditions. The parties expect to close the transaction in the latter part of the second quarter of 2011. A complete text of the Form 10-K is available for free at: http://is.gd/ifaqSL Everett, Washington-based Cascade Financial Corporation (NASDAQ: CASB) -- http://www.cascadebank.com/-- is a bank holding company incorporated in the state of Washington in 2003. At Dec. 31, 2010, the Company's wholly-owned subsidiaries were Cascade Bank, and Cascade Capital Trusts I, II, and III, formed to hold trust preferred securities. CEDAR FUNDING: Owner Wants Trial on Fraud Charges Delayed --------------------------------------------------------- Larry Parsons at The Herald reports that David Nilsen, owner of former Monterey mortgage lender Cedar Funding, wants his upcoming trial on federal fraud and conspiracy charges pushed back. Meanwhile, the bankruptcy trustee for Cedar Funding bankruptcy is seeking sanctions against Mr. Nilsen, according to The Herald. Todd Neilson filed papers in U.S. Bankruptcy Court alleging that Mr. Nilsen recently tried to sell one home that belongs to the bankruptcy estate and rented another home in the Pasadera subdivision that no longer belongs to him. The Herald reports the Cedar Funding bankruptcy case is winding down after investors approved a liquidation plan last month that awaits final approval from the court in June. Most of them would receive an estimated 5 to 10 cents for every dollar under the liquidation plan. About Cedar Funding Monterey, California-based Cedar Funding Inc. -- http://www.cedarfundinginc.com/-- was a mortgage lender. David Nilsen, the principal, filed for Chapter 11 bankruptcy for Ceder Funding after the Company stopped monthly payments to its investors. Cedar Funding filed a Chapter 11 petition on May 26, 2008 (Bankr. N.D. Calif. Case No. 08-52709) due to the collapse of its Ponzi scheme. Cedar Funding accepted many millions of dollars from hundreds of individuals who believed they were acquiring fractional interests in loans that were secured by real property. Many more invested with CFI through a related entity, Cedar Funding Mortgage Fund LLP, that acquired fractional interests in the name of the Fund. CFI failed to record assignments of its deeds of trust that would have provided security interests to most of its investors, including the Fund. R. Todd Neilson was appointed Chapter 11 trustee in the case. Cecily A. Dumas, Esq., at Friedman, Dumas and Springwater, in San Francisco, represents Mr. Neilson. The Debtor estimated assets of less than $50,000 and debts of $100 million to $500 million in its Chapter 11 petition. As reported by the Troubled Company Reporter on March 7, 2011, the Bankruptcy Court confirmed the joint Chapter 11 plan of liquidation proposed by R. Todd Neilson, the Chapter 11 trustee for the bankruptcy estates of Cedar Funding, Inc., et al., and the Official Committee of Unsecured Creditors. According to the disclosure statement explaining the Plan, holders of unsecured claims aggregating $146,000,000 are expected to recover 5% to 10% of their allowed claims. Holders of unsecured claims classified as convenience claims -- expected to total $700,000 -- will each receive a one-time payment of $2,000 and are projected to recover 100 cents on the dollar. CENTER CUT: Moody's Upgrades Corporate Family Rating to 'B3' ------------------------------------------------------------ Moody's Investors Service upgraded Center Cut Hospitality, Inc.'s Corporate Family Rating to B3 from Caa1, while affirming its senior secured credit facility rating at B3. The rating outlook is stable. The short term Speculative Grade Liquidity rating was affirmed at SGL-3. Rating upgraded: * Corporate Family Rating -- to B3 from Caa1 Ratings affirmed: * Probability of Default Rating -- at Caa1 * $16 million senior secured revolving credit facility --at B3, LGD point of estimate revised to LGD 3, 31%) from (LGD 3, 34%) * $110 million (approx. $86.7 million outstanding as of 9/7/2010) senior secured term loan -- at B3, LGD point of estimate revised to LGD 3, 31%) from (LGD 3, 34%) * Speculative Grade Liquidity Rating -- at SGL-3 Ratings Rationale The ratings upgrade recognizes Center Cut's improved credit metrics mainly due to the material debt reduction occurred in the past year -- the company was able to reduce its debt obligations by a significant amount from FY 2009 levels in 2010, funded by cash flow from operation, cash on hand and equity infusion from sponsors. The reduction in debt included the repayment of approximately $50 million of advances due to affiliate (previously was incorporated in Moody's analytical calculation of the leverage ratio) during 2010. The higher rating also reflects the robust recovery of the company's 2010 topline growth driven by positive same store sales from the previous double-digit declines in 2009 and Moody's expectation that the SSS will likely remain positive in the near-to-medium term. "We believe business travel and consumer confidence, two key drivers and leading indicators of demand for Center Cut's high end steakhouse, will likely continue to stabilize or recover modestly," explained Moody's analyst John Zhao. In the next twelve months Moody's expects that credit metrics will likely remain at levels consistent with the B3 rating, with Moody's adjusted leverage below 5.0 times and EBITA/Interest near 2.0 times. While Center Cut's operating margin will be pressured in 2011 due to the continued rise in commodity prices such as beef and higher restaurant operating costs, the stable rating outlook anticipates relatively flat operating income into the next year as Moody's expect the positive guest traffic and new unit addition, aided by modest pricing increases, will likely offset most of the inflationary pressure on earnings. Additionally, Moody's anticipate that the company would generate modestly positive free cash flow and maintain adequate liquidity position. The B3 CFR reflects Center Cut's small scale, significant EBITDA concentration (around 30% of EBITDA comes from Del Frisco -- New York), and possible earnings volatilities due to its tremendous exposure to commodity input such as beef. Favorably, the B3 rating acknowledges the established niche in the high end steakhouse subsector of the restaurant industry, solid operating margins and manageable capital spending requirement in the intermediate term due to more moderated development plan for new stores. SGL-3 indicates adequate liquidity position, and reflects Moody's expectation that free cash flow will be marginally positive in FY 2011 albeit at lower level compared to 2010 due to higher development spending. In addition, the SGL-3 assumes the company would likely remain compliant with its financial covenants although the cushion could become modest in the fourth quarter 2011 due to scheduled covenants step downs per the bank loan agreement. The elimination of affiliate debt has shifted the company's debt structure into a primarily first-lien bank loan construct, resulting in change of Moody's overall family recovery assumption to 65% from 50% according to the loss given default methodology, implying above average expected recovery in a distress scenario. Similarly, the probability of default rating was kept at Caa1, or one notch below the B3 CFR. Center Cut hospitality, Inc., is an owner and operator 28 white table cloth steakhouse and seafood restaurants located throughout the United States under the names Del Frisco's Double Eagle Steak House and Sullivan's Steakhouses. For the trailing twelve months ended September 7, 2010 the company's 8 Del Frisco's and 20 Sullivan's locations generated approximately $161 million in revenue. CHAMPION ENTERPRISES: Joins Accord Over Hurricane Housing Lawsuit ----------------------------------------------------------------- Rachel Feintzeig, writing for Dow Jones Daily Bankruptcy Review, reports that Palm Harbor Homes Inc. and Champion Enterprises Inc. are among 34 businesses that have struck a deal to resolve a lawsuit currently pending in Louisiana district court. The companies provided emergency housing to victims of Hurricanes Katrina and Rita. Under the deal, the companies intend to pay $2.625 million to settle claims that they exposed individuals to hazardous levels of formaldehyde. DBR relates Palm Harbor and Champion are seeking bankruptcy court permission to participate in the settlement. DBR relates that Palm Harbor's insurer would contribute $50,000 to the $2.625 million fund, leaving Palm Harbor free to use its own funds for other uses. DBR notes Palm Harbor faces 46,500 claims stemming from the lawsuit. All of these would be resolved under the settlement. According to DBR, Palm Harbor has warned that absent the settlement, its officers would be forced to divert their time and energy away from the bankruptcy case to handle the Louisiana litigation. It also cautioned that the company might not be able to fund the continuing costs of litigating the matter. DBR notes that no papers have yet been filed in Champion's bankruptcy case, now known as CEI Liquidation Estates, but the settlement specifies that Champion too requires clearance from the bankruptcy court. DBR relates the bankruptcy court is set to consider approving Palm Harbor's participation in the settlement at a hearing April 19. About Palm Harbor Homes Addison, Texas-based Palm Harbor Homes, Inc. -- http://www.palmharbor.com/-- manufactures and markets factory- built homes. The Company markets nationwide through vertically integrated operations, encompassing manufactured and modular housing, financing and insurance. Palm Harbor, along with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 10-13850) on Nov. 29, 2010. It disclosed $321,263,000 in total assets and $280,343,000 in total debts. Brian Cejka at Alvarez & Marsal is the Debtors' chief restructuring officer. Raymond James and Associates, Inc., is the Debtors' investment banker. Alvarez & Marshal North America, LLC, is the Debtors' financial advisor. BMC Group, Inc., is the Debtors' claims agent. Pachulski Stang Ziehl & Jones LLP serves as counsel to the Official Committee of Unsecured Creditors. Following a court-approved sale process, Palm Harbor in March 2011 sold its business for $85.25 million to Fleetwood Enterprises Inc., a venture between Cavco Industries Inc. and a fund advised by Third Avenue Management LLC. Fleetwood is providing up to $55 million in secured financing for Palm Harbor's reorganization. About Champion Enterprises Troy, Michigan-based Champion Enterprises, Inc., and its subsidiaries were international manufacturers of factory-built homes and steel-framed modular buildings, with operations in the United States, Canada and the United Kingdom. Buildings constructed by Champion and its subsidiaries consisted of both single and multi-module units designed for either commercial or residential purposes. Champion products ranged from single-module HUD-Code homes to sophisticated commercial structures such as hotels. The Company filed for Chapter 11 protection on Nov. 15, 2009 (Bankr. D. Del. Case No. 09-14019). The Company's affiliates also filed separate bankruptcy petitions. James E. O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq., Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, assist Champion in its restructuring effort. The Company disclosed $576,527,000 in asset and $521,337,000 in liabilities as of October 3, 2009. In March 2010, Champion Enterprises received final court approval to sell its domestic and international operations. An investor group consisting of affiliates of Centerbridge Partners, L.P., MAK Capital Fund LP and Sankaty Advisors, LLC invested $50 million in new capital to support the operations and growth initiatives of the new company. The transaction was supported by a group of Champion's existing lenders who, together with the lead investors, agreed to exchange 100% of existing debt under Champion's pre- petition and DIP senior secured credit agreements for equity in the new company and a $40 million senior secured five year note. Champion's bankruptcy case has been renamed CEI Liquidation Estates following the closing of the sale. CHINA CENTURY: MaloneBailey Resigns, Cites Discrepancies -------------------------------------------------------- China Century Dragon Media, Inc. announced on March 28, 2011, that the Company's registered independent accounting firm, MaloneBailey LLP has formally resigned its engagement with the Company as of March 22, 2011. In its resignation letter, MB informed the Company that due to discrepancies noted on customer confirmations and the auditor's inability to directly verify the Company's bank records, they believe these irregularities may be an indication that the accounting records have been falsified, which would constitute an illegal act. Furthermore, MB's letter notes that the discrepancies could indicate a material error in previously issued financial statements. As a result, MB stated that it is unable to rely on management's representations as they relate to previously issued financial statements and it can no longer support its opinions related to the financial statements as of Dec. 31, 2009 and 2008. The Company intends to seek and retain a new auditor. On March 23, 2011, the Company received notification from NYSE Amex LLC of its intention to delist the Company's common stock pursuant to Section 1009(d) of the Amex Company Guide based on a determination that it is necessary and appropriate for the protection of investors to initiate immediate delisting proceedings. Based on Amex's review of the resignation letter from MB, it determined that the Company is not in compliance with Amex listing standards and is therefore subject to immediate delisting. Specifically, the Company is subject to delisting pursuant to Section 1003(f)(iii) in that the Company's actions and inactions led to MB's resignation and withdrawal of its audit opinions casting material doubt on the integrity of the Company's financial statements, which were relied upon by Amex; MB's withdrawal of its audit opinions and that its opinions may no longer be relied upon constitutes a material misstatement and a violation of Section 132(e); the withdrawal of MB's audit opinions and that there are no current audited financial information available for the Company as a result have caused the Company's filings to be noncompliant with regulations of the SEC and, thus, noncompliant with Section 1003(d); MB's withdrawal of its audit opinions calls into question whether the Company actually met the listing standards subjecting the Company to delisting pursuant to Section 1002(e); and Amex states that, based on the withdrawal of MB's opinions, the Company is not compliant with Section 127. The Company has until March 30, 2011 a limited right to request an appeal. If the Company does not request an appeal by then, then the decision will become final and Amex will submit an application to the SEC to strike the Company's common stock from listing. If the Company requests an appeal, then such request will stay a delisting action. The Company currently intends to appeal the delisting determination. There can be no assurance that the Company's request for continued listing will be granted. The details of the Amex delisting notice is set forth in Item 3.01 of the Company's Form 8-K filed with the SEC on March 28, 2011. The Company was also recently notified by the staff of the U.S. Securities and Exchange Commission ("SEC") that it has initiated a formal, nonpublic investigation into whether the Company had made material misstatements or omissions concerning its financial statements, including cash accounts and accounts receivable. The SEC has informed the Company that the investigation should not be construed as an indication that any violations of law have occurred. On March 24, 2011, the SEC served the Company a subpoena for documents relating to the matters under review by the SEC. The Company is committed to cooperating with the SEC. It is not possible at this time to predict the outcome of the SEC investigation, including whether or when any proceedings might be initiated, when these matters may be resolved or what, if any, penalties or other remedies may be imposed. In light of these events, the Board of Directors of the Company has formed a Special Investigation Committee consisting of independent members of the Board of Directors to launch an investigation with respect to the concerns of MB. The Committee is authorized to retain experts and advisers, including a forensic accounting firm and independent legal advisors, in connection with its investigation. The Company does not intend to provide further comment regarding the allegations until after the conclusion of the Special Committee's investigation. The Company expects that the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2010 will be delayed until completion of the internal investigation, engagement of a new auditor and audit of the Company's financial statements. The Company is unable to provide an estimated date of filing of the 10-K at this time. About China Century China Century Dragon Media is a television advertising company in China that primarily offers blocks of advertising time on certain channels on China Central Television, the state television broadcaster of China and China's largest television network. The Company purchases, repackages and sells advertising time on certain of the nationally broadcast television channels of CCTV. CIT GROUP: Renews $1 Billion Vendor Finance Funding Facility ------------------------------------------------------------ CIT Group Inc. has renewed its $1 billion committed U.S. Vendor Finance conduit facility, significantly reducing costs, increasing the advance rate and lengthening the term. The private facility supports CIT's lending to small business and middle market companies and will allow CIT Vendor Finance to fund both existing assets and new originations. "This transaction highlights our progress in securing stable and low cost funding to support the small business and middle market sectors, which remain vital to the ongoing recovery of the U.S. economy" "This transaction highlights our progress in securing stable and low cost funding to support the small business and middle market sectors, which remain vital to the ongoing recovery of the U.S. economy," said John A. Thain, Chairman and Chief Executive Officer. The committed revolving period of the facility now expires in March 2013 and the facility has a final maturity in 2020. Barclays Bank PLC continues to serve as Administrative Agent with three additional banks as committed lenders. About CIT Group Founded in 1908, CIT Group Inc. (NYSE: CIT) -- http://www.cit.com/ -- is a bank holding company with more than $35 billion in finance and leasing assets. It provides financing and leasing capital to its more than one million small business and middle market clients and their customers across more than 30 industries. CIT Group Inc. and affiliate CIT Group Funding Company of Delaware LLC announced a Chapter 11 filing on Nov. 1, 2009 (Bankr. S.D.N.Y. Case No. 09-16565). Evercore Partners, Morgan Stanley and FTI Consulting served as the Company's financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel in connection with the restructuring plan. Sullivan & Cromwell served as legal advisor to CIT's Board of Directors. CIT emerged from bankruptcy protection on Dec. 11, 2009, after receiving confirmation of its prepackaged Chapter 11 plan of reorganization. * * * DBRS, Inc., said in February 2011, that the ratings of CIT Group, including its Issuer Rating of B (high), remain unchanged following the Company's announcement of financial results for 4Q10 and for full year 2010. The trend on all long-term ratings is Positive, while the trend on the short-term ratings is Stable. CIT Group carries a 'B3' corporate family rating, with 'stable' outlook, from Moody's Investors Service. Moody's said in August 2010 that CIT's 'B3' CFR is based on the company's improved debt maturity profile and capital position after its 2009 reorganization, as well as its positive operating performance and its progress re-establishing access to certain funding sources since emerging from bankruptcy. CIT has a 'B+/Positive/B' counterparty credit rating from Standard & Poor's Ratings Services. CLEARWIRE CORP: Goldman's Transfer to Sprint Draws Flak ------------------------------------------------------- Members of the special board committee of Clearwire Corp. were peeved after Goldman Sachs Group Inc.'s decision to cancel its services to the company and move to advise Clearwire's majority owner, Sprint Nextel Corp. The Wall Street Journal's Anupreeta Das and Gina Chon, citing people familiar with the matter, recount that Clearwire retained Goldman last summer to explore options for the company, including raising more capital and evaluating a potential sale to Sprint or T-Mobile USA. In February, Goldman advised Clearwire it was resigning from the job. According to the Journal, Goldman's switch has drawn special notice in recent weeks. "Even in the no-holds-barred world of Wall Street, it is rare for banks to jump sides between a potential seller and buyer," according to Mses. Das and Chon. The Journal says a spokeswoman for Goldman declined to comment on its general practices in establishing client relationships. According to the Journal, Goldman's contract allowed the bank to exit in case it needed to represent another party. But, the Journal adds, the Clearwire board members felt the change left Clearwire in the lurch, the people said. They added that the switch also set up the possibility that the bankers could take advantage of their knowledge of the views of the special committee, whose members are independent from Sprint. The Journal also notes people familiar with the matter said when Sprint sought Goldman's advice earlier this year, it was not specifically tied to an acquisition of Clearwire. These people say Goldman bankers were helping Sprint draw up different combinations, including a potential tie-up with T-Mobile. According to the Journal, two of the people familiar with the matter said Goldman followed a number of procedures when it decided to drop Clearwire and work for Sprint. Goldman lawyers reviewed the relationships before allowing Sprint to engage the bank's services, these people said. Two different Goldman teams worked on Clearwire and Sprint, these people added. Whether the teams reported to separate executives couldn't be learned. 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 Dec. 31, 2010 showed $11.04 billion in total assets, $5.17 billion in total liabilities $5.87 billion in total equity. The Company reported a net loss of $2.30 billion on $556.82 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.25 billion on $274.46 million of revenue during the prior year. The Company disclosed in its Form 10-Q for the third quarter ended Sept. 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. The audit reports of Deloitte & Touche LLP, in Seattle, Washington, on the Company's financial statements for 2009 and 2010 did not include a going concern qualification. * * * As reported by the Troubled Company Reporter on Nov. 11, 2010, Standard & Poor's Ratings Services lowered its corporate credit rating, and all other ratings, on Clearwire Corp. to 'CCC' from 'B-'. At the same time, S&P revised the CreditWatch listing on the company from negative to developing. S&P had initially placed the ratings on CreditWatch with negative implications on Oct. 6, 2010, based on S&P's view that Clearwire faced significant near- term liquidity risks. The downgrade follows the Company's disclosure -- in its Form 10-Q for quarter ended Sept. 30, 2010 -- regarding the uncertainty about its ability to obtain additional capital and continue as a going concern. In Clearwire's 2010 third-quarter earnings report and conference call, the company indicated that it expected to run out cash by mid-2011, which is consistent with S&P's earlier comments. Cash totaled around $1.4 billion as of Sept. 30, 2010. CLOPAY AMES: S&P Withdraws 'BB-' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its 'BB-' corporate credit rating on Clopay Ames True Temper Holding Corp., an indirect, wholly owned subsidiary of U.S.-based Griffon Corp. (BB-/Stable/--), at the company's request. At the same time, S&P withdrew the 'BB+' issue-level and '1' recovery ratings on the company's senior secured debt, which consisted of a $375 million of first-lien term B loan debt due 2016, and $125 million of first-lien revolving credit facility due 2015, given their repayment and cancellation. Griffon Corp., parent and owner of Clopay Ames True Temper Holding Corp. recently completed the issuance of $550 million in senior unsecured notes and also established a $200 million secured revolving credit facility. Proceeds of the senior notes were used in part to repay all rated debt at Clopay Ames. CNL LIFESTYLE: S&P Assigns 'BB-' Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' corporate credit rating to CNL Lifestyle Properties Inc. and its subsidiary CNL Lifestyle Income Partners L.P. At the same time, S&P assigned its 'BB-' issue rating and '3' recovery rating to the company's proposed $400 million senior unsecured notes due 2019. The '3' recovery rating indicates S&P's expectation for a meaningful (50%- 70%) recovery in the event of a payment default. The outlook is stable. "CNL's significant financial risk profile reflects S&P's expectations for moderate leverage and sufficient but improving fixed-charge coverage going forward," said credit analyst Eugene Nuzinzon. "This is mitigated by S&P's view that liquidity, while presently adequate, could become constrained following anticipated investments. S&P also believes dividend coverage is currently weak." "We view CNL's business risk profile as weak. Average rent coverage is currently adequate; however, some segments have been challenged and certain portfolios may require future rent adjustments. S&P also considered the low credit quality of the tenants at CNL's triple-net-leased properties, the potential for more volatile cash flows from CNL's third-party managed properties, and the less-fungible nature of CNL's special-purpose properties." The stable outlook reflects S&P's expectation that portfolio cash flows will remain relatively stable through 2011 and that cash flow from recent acquisitions will mitigate cash flow pressure from potential rent restructurings. Despite the still-challenging landscape in the lifestyle space, S&P believes CNL has sufficient cushion to withstand some cash flow volatility. However, S&P would lower the ratings if leveraged acquisitions and/or operating performance pressure FCC below 1.9x, or if CNL's liquidity position deteriorates. Weak dividend coverage and limited financial flexibility preclude upward ratings momentum at this time. S&P would consider raising the ratings in the longer term if operating assets as a proportion of total investments declines or FCC is strengthened and maintained above 3.0x. COLONY RESORTS: Ernst & Young Raises Going Concern Doubt -------------------------------------------------------- Colony Resorts LVH Acquisitions, LLC, filed on March 25, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Ernst & Young, in Las Vegas, Nevada, expressed substantial doubt about Colony Resorts LVH Acquisition's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring net losses and has a working capital deficiency. The Company reported a net loss of $34.1 million on $187.7 million of net revenues for 2010, compared with a net loss of $28.9 million on $200.7 million of net revenues for 2009. The Company's balance sheet at Dec. 31, 2010, showed $355.1 million in total assets, $292.4 million in total liabilities, $61.8 million in redeemable members' equity, and total members' equity of $842,000. A complete text of the Form 10-K is available for free at: http://is.gd/fqsE3Q Las Vegas, Nev.-based Colony Resorts LVH Acquisitions, LLC, owns and operates the Las Vegas Hilton, a casino resort located in Las Vegas, Nevada. The Company licenses from HLT Existing Franchise Holding LLC the right to use the name "Hilton" and is part of Hilton's reservation system and Hilton's "HHonors Programs(TM)." COMPOSITE TECHNOLOGY: Inks Agreements for $100,000 Bridge Loan -------------------------------------------------------------- On March 18, 2011, Composite Technology Corporation entered into individual Loan and Promissory Note Agreements with two accredited investors, none of whom are affiliates of the Company. Pursuant to the terms and subject to the conditions set forth in the Loan Agreements, the Lenders have provided a bridge loan totaling $100,000 to the Company. Pursuant to the Loan Agreements, interest in the amount of 12% per annum, calculated on a 360 day year, will be paid as well as payment in kind interest of 5% due upon maturity. The Loan is due the earlier of 30 days from the date of issuance or upon the closing a financing in excess of $2,000,000. No cash fees were paid to any party to the transaction in exchange for lending the money. In addition, on March 18, 2011, in conjunction with the Loan Agreements, the Company entered into Warrant Agreements with the Lenders and issued warrants to purchase 200,000 shares of the Company's common stock at $0.25 per share, exercisable until March 2014. The warrants may be exercised in a "cashless" manner unless registered for resale under an effective registration statement. The warrants have "full ratchet" antidilution protection while the corresponding notes are outstanding and "weighted average price" antidilution protection after the corresponding notes are repaid in full. The Company valued the warrants at $0.1784 per warrant for a total value of $35,680. It used the Black-Scholes Merton option pricing model to value the fair value of the warrants issued using the following assumptions. The market price was $0.20, the closing price on March 18, 2011. The volatility was estimated at 95%, the life of the warrants was 3 years, the risk free rate was 0.74% and the dividend yield was 0%. About Composite Technology Irvine, Calif.-based Composite Technology Corporation (OTC BB: CPTC) -- http://www.compositetechcorp.com/-- develops, produces, markets and sells innovative energy efficient and renewable energy products for the electrical utility industry. The Company was incorporated in Florida on Feb. 26, 1980, as El Dorado Gold & Exploration, Inc., and reincorporated in Nevada on June 27, 2001, and renamed Composite Technology Corporation. The Company's balance sheet at Dec. 31, 2010, showed $27.5 million in total assets, $55.2 million in total liabilities, and a stockholders' deficit of $27.7 million. * * * As reported in the Troubled Company Reporter on Dec. 20, 2010, SingerLewak LLP, in Irvine, Calif., expressed substantial doubt about Composite Technology's ability to continue as a going concern, following the Company's results for the fiscal year ended Sept. 30, 2010. The independent auditors noted that the Company has suffered recurring losses from operations. The Company reported a net loss of $19.77 million on $10.84 million of revenue for fiscal year ended Sept. 30, 2010, compared with a net loss of $73.75 million on $19.60 million of revenue for fiscal 2009. Composite had a net loss of $3.2 million on $5.2 million of revenue for the three months ended Dec. 31, 2010, compared with a net loss of $7.7 million on $2.7 million of revenue for the same period in 2009. CROSS BORDER: Rick Ferguson Discloses 3.0% Equity Stake ------------------------------------------------------- In an amended Schedule 13G filing with the U.S. Securities and Exchange Commission, S. Gene Cauley Child College Education Irrevocable Trust and Rick Ferguson disclosed that they beneficially own 369,151 shares of common stock of Cross Border Resources, Inc., representing 3.0% of the shares outstanding. About Cross Border Resources Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas operator in the state of New Mexico. The Company is headquartered in Midland, Texas. The Company's balance sheet at Oct. 31, 2010, showed $2.77 million in total assets, $2.81 million in total liabilities, and a stockholders' deficit of $37,846. As reported in the Troubled Company Reporter on Nov. 23, 2010, MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about Doral Energy's ability to continue as a going concern following the Company's results for the fiscal year ended July 31, 2010. The independent auditors noted that the Company has negative working capital and recurring losses from operations. CROSS BORDER: Inks 2-Year Contract with New CEO W. Gray ------------------------------------------------------- Cross Border Resources, Inc., on March 24, 2011, entered into an Employment Agreement with Everett Willard "Will" Gray II to serve as the Company's Chairman and Chief Executive Officer. The initial term of the Gray Employment Agreement began on Jan. 31, 2011, and continues until Jan. 31, 2013. After that date, the Gray Employment Agreement automatically renews for successive one- month terms. Under the Gray Employment Agreement, Mr. Gray is paid an annual base salary equal to $200,000 and is eligible to receive those bonuses as may be determined appropriate in the sole discretion of the Company's Compensation Committee or Board of Directors from time-to-time without any obligation to do so. The Company also agreed to grant to Mr. Gray an option to purchase an aggregate of 650,000 shares of the Company's common stock with exercise prices ranging from $4.80 to $6.38 per share. Mr. Gray receives a monthly automobile allowance of $1,300 and is entitled to participate in benefit plans offered by the Company. In the event Mr. Gray is terminated without cause by the Company (other than for death or disability) during the initial two-year term or upon a change in control event during the initial two-year term or subsequent one year, Mr. Gray will be paid the following compensation: (a) a lump sum cash payment in an amount equal to the greater of (i) one month of Mr. Gray's annual base salary multiplied by the number of months remaining on the initial term, and (ii) six months of his annual base salary; plus (b) a lump sum cash payment for any accrued but unused vacation through the termination date. No severance is to be paid if Mr. Gray is terminated by the Company for cause. In the Gray Employment Agreement, Mr. Gray has agreed to a noncompetition and nonsolicitation agreement for the two-year period following the expiration or termination of the Gray Employment Agreement. Employment Agreement with Larry Risley The Company entered into an Employment Agreement, on March 24, 2011, with Lawrence J. Risley to serve as the Company's President and Chief Operating Officer. The initial term of the Risley Employment Agreement began on Jan. 31, 2011, and continues until Jan. 31, 2013. After that date, the Risley Employment Agreement automatically renews for successive one-month terms. Under the Risley Employment Agreement, Mr. Risley is paid an annual base salary equal to $200,000 and is eligible to receive such bonuses as may be determined appropriate in the sole discretion of the Company's Compensation Committee or Board of Directors from time- to-time without any obligation to do so. The Company also agreed to grant to Mr. Risley an option to purchase an aggregate of 300,000 shares of the Company's common stock with exercise prices ranging from $4.80 to $5.28 per share. Mr. Risley receives a monthly automobile allowance of $975 and is entitled to participate in benefit plans offered by the Company. In the event Mr. Risley is terminated without cause by the Company (other than for death or disability) during the initial two-year term or upon a change in control event during the initial two-year term or subsequent one year, Mr. Risley will be paid the following compensation: (a) a lump sum cash payment in an amount equal to the greater of (i) one month of Mr. Risley's annual base salary multiplied by the number of months (and partial months) remaining on the initial term, and (ii) six months of his annual base salary; plus (b) a lump sum cash payment for any accrued but unused vacation through the termination date. No severance is to be paid if Mr. Risley is terminated by the Company for cause. In the Risley Employment Agreement, Mr. Risley has agreed to a noncompetition and nonsolicitation agreement for the two-year period following the expiration or termination of the Risley Employment Agreement. Employment Agreement with Mark Stark The Company, on March 24, 2011, entered into an Employment Agreement with P. Mark Stark to serve as the Company's Chief Financial Officer. The initial term of the Stark Employment Agreement began on Jan. 31, 2011, and continues until Jan. 31, 2013. After that date, the Stark Employment Agreement automatically renews for successive one-month terms. Under the Stark Employment Agreement, Mr. Stark is paid an annual base salary equal to $180,000 and is eligible to receive such bonuses as may be determined appropriate in the sole discretion of the Company's Compensation Committee or Board of Directors from time- to-time without any obligation to do so. The Company also agreed to grant to Mr. Stark an option to purchase an aggregate of 300,000 shares of the Company's common stock with exercise prices ranging from $4.80 to $6.38 per share. Mr. Stark receives a monthly automobile allowance and is entitled to participate in benefit plans offered by the Company. In the event Mr. Stark is terminated without cause by the Company (other than for death or disability) during the initial two-year term or upon a change in control event during the initial two-year term or subsequent one year, Mr. Stark will be paid the following compensation: (a) a lump sum cash payment in an amount equal to the greater of (i) one month of Mr. Stark's annual base salary multiplied by the number of months (and partial months) remaining on the initial term, and (ii) six months of his annual base salary; plus (b) a lump sum cash payment for any accrued but unused vacation through the termination date. No severance is to be paid if Mr. Stark is terminated by the Company for cause. In the Stark Employment Agreement, Mr. Stark has agreed to a noncompetition and nonsolicitation agreement for the two-year period following the expiration or termination of the Stark Employment Agreement. Consulting Agreement with BDR, Inc. The Company entered into a Consulting Agreement BDR, Inc., on March 24, 2011, to provide consulting and advisory services to the Company. The term of the Consulting Agreement began on Jan. 31, 2011, and continues until Jan. 31, 2013. As compensation for the consulting services, BDR, Inc., will be paid a monthly consulting fee equal to $15,000. The Company also agreed to issue to BDR, Inc., an option to purchase an aggregate of 250,000 shares of the Company's common stock with exercise prices ranging from $4.80 to $5.28 per share. The Company may terminate the Consulting Agreement at any time. Upon termination by the Company, BDR, Inc., would be entitled to receive a lump-sum payment equal to the consulting fee that it would have been paid over the remaining term and all options issued to BDR, Inc. shall immediately vest. The Consulting Agreement expressly provides that BDR, Inc., is an independent contractor and has no authority to bind the Company. About Cross Border Resources Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas operator in the state of New Mexico. The Company is headquartered in Midland, Texas. The Company's balance sheet at Oct. 31, 2010, showed $2.77 million in total assets, $2.81 million in total liabilities, and a stockholders' deficit of $37,846. As reported in the Troubled Company Reporter on Nov. 23, 2010, MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about Doral Energy's ability to continue as a going concern following the Company's results for the fiscal year ended July 31, 2010. The independent auditors noted that the Company has negative working capital and recurring losses from operations. CROSS BORDER: Everett Gray Discloses 6.0% Equity Stake ------------------------------------------------------ In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Everett Willard Gray, II, disclosed that he beneficially owns 766,694 shares of common stock of Cross Border Resources, Inc., representing 6.0% of the shares outstanding. A full-text copy of the filing is available for free at: http://is.gd/LWIayP About Cross Border Resources Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas operator in the state of New Mexico. The Company is headquartered in Midland, Texas. The Company's balance sheet at Oct. 31, 2010, showed $2.77 million in total assets, $2.81 million in total liabilities, and a stockholders' deficit of $37,846. As reported in the Troubled Company Reporter on Nov. 23, 2010, MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about Doral Energy's ability to continue as a going concern following the Company's results for the fiscal year ended July 31, 2010. The independent auditors noted that the Company has negative working capital and recurring losses from operations. CRYOPORT INC: Federal Express Agreement Treated Confidential ------------------------------------------------------------ CryoPort, Inc., submitted an application under Rule 24b-2 requesting confidential treatment for information it excluded from an Exhibit to a Form 10-Q filed on Nov. 9, 2010. Based on representations by CryoPort, Inc., that this information qualifies as confidential commercial or financial information under the Freedom of Information Act, 5 U.S.C. 552(b)(4), the Division of Corporation Finance, in a corrected order dated March 24, 2011, has determined not to publicly disclose it. Accordingly, excluded information from the Company's agreement with Federal Express Corporation will not be released to the public until Feb. 14, 2013. 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 Sept. 30, 2010, the Company had total assets of $5.37 million, total liabilities of $5.53 million, and a stockholders' deficit of $153,700. KMJ Corbin & Company LLP expressed substantial doubt about CryoPort's ability to continue as a going concern, following the Company's fiscal 2009 results. The firm noted that the Company has incurred recurring losses and negative cash flows from operations since inception. DELTA AIR: Offers $100,447,000 Pass Through Certificates -------------------------------------------------------- In a Form 8-K filed with the Securities and Exchange Commission dated February 14, 2011, Delta Air Lines, Inc. disclosed that it completed an offering of an aggregate principal amount of $100,447,000 of Pass Through Certificates, Series 2010-1B through a newly formed pass through trust. The Class B Certificates were offered pursuant to the Prospectus Supplement, dated February 7, 2011, to the Prospectus, dated June 28, 2010, which forms a part of the Company's automatic shelf registration statement on Form S-3 (Registration No. 333-167811), filed with the Securities and Exchange Commission on June 28, 2010. On February 7, 2011, Delta entered into an underwriting agreement with Goldman, Sachs & Co., Deutsche Bank Securities Inc., and Morgan Stanley & Co. Incorporated, as representatives of the underwriters named therein, in connection with the issuance and sale of the Class B Certificates. The Underwriting Agreement contains customary representations, warranties, covenants and closing conditions for a transaction of this type. The Underwriting Agreement also contains provisions pursuant to which the Company agrees to hold harmless and indemnify the Underwriters against damages under certain circumstances, which are customary for a transaction of this type. Delivery of the Class B Certificates was made under the Underwriting Agreement on February 14, 2011 with an interest rate of 6.375% per annum. The Class B Certificates were issued by a pass through trust. The Underwriters purchased the Class B Certificates from the pass through trust at 100% of the principal amount thereof. The pass through trust has used the proceeds from the sale of Class B Certificates to acquire series B equipment notes from the Company. Payments on the Series B Equipment Notes will be passed through to the certificate holders of the trust. The Company expects to use the proceeds from the issuance of the Series B Equipment Notes to pay fees and expenses relating to the offering and for general corporate purposes. Delta and U.S. Bank Trust National Association, as loan trustee, entered into twenty-four separate participation agreement amendments to existing participation agreements entered into by the Company on July 14, 2010, or December 17, 2010, as applicable, in connection with the financing of certain aircrafts. The other parties to the Participation Agreement Amendments are U.S. Bank Trust National Association, as subordination agent; as pass through trustee under the existing pass through trust formed by the Company on July 2, 2010 in connection with the issuance and sale of Delta Air Lines, Inc. Pass Through Certificates, Series 2010-1A; as pass through trustee under the pass through trust newly formed by the Company in connection with the issuance and sale of the Class B Certificates. The Participation Agreement Amendments provide for the issuance by Delta of the Series B Equipment Notes, pursuant to 24 separate indenture amendments to existing indenture and security agreements entered into by the Company on July 14, 2010 or December 17, 2010, as applicable, with the Loan Trustee in connection with the financing of the Aircraft. The Series B Equipment Notes are secured by each of (i) ten Boeing 737-832 aircraft, nine Boeing 757-232 aircraft and three Boeing 767-332ER aircraft, in each case delivered new to Delta from 1999 to 2000 and (ii) two Boeing 777-232LR aircraft delivered new to Delta in 2010. The Aircraft also secure the series A equipment notes previously issued pursuant to the Existing Indentures. The form of Existing Participation Agreements and form of Existing Indentures were filed as Exhibits 4.9 and 4.10, to Delta's Current Report on Form 8-K, dated July 2, 2010. The Participation Agreement Amendments, Indenture Amendments and Series B Equipment Notes with respect to the other 23 Aircraft are substantially identical in all material respects. The aggregate principal amount of the Series B Equipment Notes will be equal to $100,447,000. The Series B Equipment Notes have been purchased by the Class B Trustee, using the proceeds from the sale of a total of $100,447,000 of Class B Certificates. The Series B Equipment Notes bear interest at the rate of 6.375% per annum. The Class B Certificates rank generally junior to the Class A Certificates. The interest on the Series B Equipment Notes is payable semiannually on each January 2 and July 2 following the issuance of the Notes, beginning on July 2, 2011. The entire principal on the Series B Equipment Notes is scheduled for payment on January 2, 2016. Maturity of the Series B Equipment Notes may be accelerated upon the occurrence of certain events of default, including failure by the Company to make payments under the applicable Amended Indenture when due or to comply with certain covenants, as well as certain bankruptcy events involving the Company. The Series B Equipment Notes issued with respect to each Aircraft will be secured by a lien on the Aircraft and will also be cross-collateralized by the other Aircraft financed pursuant to the Amended Indentures. About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On Dec. 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA AIR: Two Board Members Depart, Decline Re-Election -------------------------------------------------------- In separate Form 8-Ks filed with the Securities and Exchange Commission on Feb. 15 and 17, 2011, Delta Air Lines, Inc. disclosed that: * Douglas M. Steenland, a member of the Board of Directors of Delta Air Lines, Inc., and the former Chief Executive Officer and President of Northwest Airlines Corporation and Northwest Airlines, Inc., informed Delta that he has decided not to stand for reelection to Delta's Board of Directors at the 2011 annual meeting of stockholders because the integration of Delta and Northwest is largely complete and the merger between the two airlines has achieved positive results; and * Rodney E. Slater, another member of Delta's Board of Directors, and a partner in the law firm of Patton Boggs LLP, informed Delta that he has decided not to stand for reelection to Delta's Board of Directors at the 2011 annual meeting of stockholders because Delta has decided to retain Patton Boggs to provide certain professional services and this retention would limit Mr. Slater's ability to serve on certain committees of Delta's Board of Directors. Both persons have not advised Delta of any disagreement on any matter relating to Delta's operations, policies or practices. About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On Dec. 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DELTA AIR: Faces AFA Lawsuit in District Court ---------------------------------------------- Several flight attendants of Delta Air Lines have filed a lawsuit against Delta's management, with the assistance of the Association of Flight Attendants-CWA (AFA), the union announced on March 3, 2011. The lawsuit was filed in a US District Court on behalf of Northwest Airlines flight attendants before Northwest's merger with Delta on October 2008. The Lawsuit alleges that Delta's management "withheld higher profit sharing "cheques" from over 7,500 pre-merger Northwest flight attendants based solely upon their prior union membership". About Delta Air Lines Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) -- http://www.delta.com/or http://www.nwa.com/-- provides scheduled air transportation for passengers and cargo throughout the United States, and around the world. The Company's route network is centered on the hub system it operate at airports in Atlanta, Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK, Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo- Narita. The hub operations include flights, which gather and distribute traffic from markets in the geographic region surrounding the hub to domestic and international cities and to other hubs. The network is supported by a fleet of aircraft, which is varied in terms of size and capabilities. On Dec. 31, 2009, the Company's wholly owned subsidiary Northwest Airlines, Inc., merged with and into Delta. The wholly owned subsidiary of the Company is Northwest Airlines Corporation. Northwest and 12 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). On May 21, 2007, the Court confirmed the Northwest Debtors' amended plan. That amended plan took effect May 31, 2007. Delta and 18 affiliates filed for Chapter 11 protection on September 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented the Delta Debtors in their restructuring efforts. On April 25, 2007, the Court confirmed the Delta Debtors' plan. That plan became effective on April 30, 2007. (Bankruptcy Creditors Service Inc. publishes Delta Air Lines Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000). * * * Delta Air Lines and Northwest Airlines carry a 'B/Stable/--' corporate ratings from Standard & Poor's. They also continue to carry 'B2' corporate family ratings from Moody's and "B-" LT Issuer Default rating from Fitch. S&P said at the end of February 2011 that its ratings on Atlanta, Ga.-based Delta Air Lines Inc. reflect its highly leveraged financial profile, with significant intermediate-term debt maturities, and the risks associated with participation in the price-competitive, cyclical, and capital-intensive airline industry. The ratings also incorporate the reduced debt load and operating costs Delta achieved while in Chapter 11 in 2005-2007, and its enhanced competitive position and synergistic opportunities associated with its 2008 merger with Northwest Airlines Corp. (parent of Northwest Airlines Inc.), with the two airlines fully integrated in December 2009. S&P characterize Delta's business risk profile as weak and its financial risk profile as highly leveraged. DIAMONDHEAD CASINO: Recurring Losses Cue Going Concern Doubt ------------------------------------------------------------ Diamondhead Casino Corporation filed on March 23, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Friedman LLP, in New York, N.Y., expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant recurring net losses over the past few years, and in addition, has no operations, except for its efforts to develop the Diamondhead, Mississippi property. The Company reported a net loss of $1.9 million for 2010, compared with a net loss of $1.1 million for 2009. The Company has generated no operating revenues since it ended its gambling cruise ship operations in 2000 and has had to rely on alternative means to raise capital to meet its financial obligations. The Company's balance sheet at Dec. 31, 2010, showed $5.8 million in total assets, $2.4 million in total liabilities, and stockholders' equity of $3.4 million. A complete text of the Form 10-K is available for free at: http://is.gd/KyjYDS Largo, Fla.-based Diamondhead Casino Corporation, from inception through approximately August of 2000, operated gaming vessels in international waters. The Company eventually divested itself of its gaming operations to satisfy financial obligations to its vendors, lenders and taxing authorities and to focus its resources on the development of a casino resort in Diamondhead, Mississippi. The Company owns, through its wholly-owned subsidiary, Mississippi Gaming Corporation, an approximate 404.5 acre tract of unimproved land in Diamondhead, Mississippi. The property is located at 7051 Interstate 10. The Company intends, in conjunction with unrelated third parties, to develop the site in phases beginning with a casino resort. The casino resort is expected to include a casino, a hotel and spa, pools, a sport and entertainment center, a conference center and a state-of-the-art recreational vehicle park. The Company has no current operations in Mississippi. DUOYUAN PRINTING: Receives Notices of Suspension from NYSE ---------------------------------------------------------- Duoyuan Printing, Inc., announced on March 28, 2011, that it received a notice from the NYSE Regulation, Inc., indicating that the NYSE Regulation has determined that the common stock of the Company should be suspended prior to the opening on April 4, 2011. Trading of the Company's stock will continue on the Over-the- Counter market following suspension. The decision was reached in view of the fact that the Company is a late filer and was under review by NYSE Regulation in light of the delay in filing with the Securities and Exchange Commission of its June 30, 2010 Form 10-K and certain of its fiscal 2011 Form 10-Q filings. The Company plans to request a review of this determination by a Committee of the Board of Directors of NYSE Regulation. Application to the Securities and Exchange Commission to delist the issue is pending the completion of applicable procedures, including the appeal by the Company of the NYSE Regulation staff's determination. In the event that the appeal is successful and the Company otherwise meets the continuing listing standards of NYSE, trading of the Company's common stock on the NYSE would be reinstated, although no timetable has been established as to when the Committee of NYSE Regulation would be able to hear such an appeal. "While we are disappointed with the NYSE's decision, we plan to appeal for reinstatement on the exchange's main board as soon as possible," commented Everett Chui, the Company's Audit Committee Financial Expert. "Our internal investigation into the matters raised by Deloitte has made substantial progress. We anticipate its completion at the end of April 2011, at which point we plan to engage an auditor to allow us to complete our SEC filings and fulfill the listing standards of the NYSE. We truly appreciate the continuing patience of our investors and look forward to bringing the market further updates in a timely manner." About Duoyuan Printing Duoyuan Printing -- http://www.duoyuan.com-- is a leading manufacturer of commercial offset printing presses in China. The Company combines technical innovation and precision engineering to offer a broad range of printing equipment and solutions. Duoyuan Printing has manufacturing and research and development facilities in Langfang, Hebei Province and Shaoyang, Hunan Province in addition to a distribution and service network with over 85 distributors that operate in over 65 cities and 28 provinces in China. Headquartered in Beijing, the Company is one of the largest non-government owned major offset printing equipment and solutions providers in China. EASTMAN KODAK: S&P Assigns 'CCC' Rating to $250 Mil. Senior Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned Eastman Kodak Co.'s new $250 million senior secured notes due 2019 its issue-level rating of 'CCC' (at the same level as the 'CCC' corporate credit rating on the company). The recovery rating on this debt is '4', indicating S&P's expectation of average (30% to 50%) recovery for lenders in the event of a payment default. The company used a portion of the proceeds to repurchase $50 million of its 7.25% senior notes due 2013; the balance will be used for general corporate purposes. In addition, S&P revised its recovery rating on Kodak's existing $500 million second-lien notes due 2018 to '4' from '3' (50% to 70% recovery expectation). The issue-level rating remains unchanged at 'CCC' (at the same level as the 'CCC' corporate credit rating on the company). S&P's corporate credit rating on Rochester, N.Y.-based image technology provider Eastman Kodak is 'CCC' and the rating outlook is negative. The rating reflects S&P's expectation that the company's pace of cash consumption will remain high over the near term. It also reflects S&P's expectation of continued secular volume declines in the traditional photographic products and services business, that the company's consumer digital imaging businesses will not quickly turn convincingly profitable, and that intellectual property earnings, which constitute a large portion of the company's EBITDA, could decline significantly from 2010 levels. These factors underpin S&P's assessment of Kodak's business risk profile as vulnerable and support S&P's view that revenue and EBITDA will decline in 2011. S&P views the company's financial risk profile as highly leveraged because of the risk that its earnings and cash flow could become insufficient to support its debt. Ratings List Eastman Kodak Co. Corporate Credit Rating CCC/Negative/-- New Rating Eastman Kodak Co. $250M sr secd nts due 2019 CCC Recovery Rating 4 Revised Recovery Rating Eastman Kodak Co. To From -- ---- $500M second-lien nts due 2018 CCC CCC Recovery Rating 4 3 ECOSPHERE TECH: Signs Sub-License Pact With Hydrozonix ------------------------------------------------------ Ecosphere Technologies, Inc., and its 52.6%-owned subsidiary Ecosphere Energy Services, LLC, signed an Exclusive Product Purchase and Sub-License Agreement with Hydrozonix, LLC, to deploy its patented Ecosphere Ozonix technology in the U.S. oil and gas exploration and production industries on-shore only. The sublicense does not cover off-shore drilling near the United States nor any drilling in any other part of the world. To maintain their exclusivity under the Agreement, Hydrozonix will be required to purchase a specified number of the Company's new EF60 mobile high volume water treatment units each quarter during the initial 24 months, plus pay recurring performance-based royalties. Thereafter, Hydrozonix may maintain its exclusive license by meeting annual minimum purchases over the life of the Ecosphere Ozonix patents and paying the required royalties. Hydrozonix agreed to advance the direct costs and the manufacturing overhead for each EF60 unit it orders. Additionally, it will pay a manufacturing fee and a license fee to EES. In turn, the Company will be the exclusive manufacturer of the EF60s and will receive its costs on a pass-through basis from EES. Also, EES will pay the Company a manufacturing fee. In addition, the Company will receive profit distributions from EES relating to its ownership of EES which will be derived from the fees and royalty payments EES receives from Hydrozonix. EES will continue to operate under its service agreements with two existing gas drillers. The Agreement provides that if either customer wants additional units, Hydrozonix will have the option to supply the existing customers. In addition, upon expiration of the agreements with these customers, the Company and Hydrozonix may negotiate (i) an assignment of these agreements to Hydrozonix, and (ii) the sale or lease to Hydrozonix of EES' units which are servicing these customers. EES will receive whatever sums are negotiated and future royalties if Hydrozonix does business with these existing customers using the Company's Ozonix technology. In conjunction with executing the Agreement, the Company and the EES minority members modified certain agreements. The Company and the minority members of EES have agreed that the Company will delay its priority distribution from EES of $2.5 million until the EES minority members have received a total of $11,350,000 in distributions (including royalties) relating to the proceeds from the Agreement. In addition, so long as Hydrozonix maintains its exclusivity, the EES minority members will receive 25% of the royalties paid by Hydrozonix before the remainder of the royalties are distributed to the Company and the minority members in accordance with their percentage interests in EES. Except for this royalty split, all profits of EES will continue to be divided 52.6% to the Company and the balance to the minority members, subject to certain priority payments. In connection with the Agreement, if the existing contracts with the Company's and EES' current customers are assigned to Hydrozonix or Hydrozonix purchases or leases the current units being used to service the current customers, then the proceeds from those transactions will first be used to discharge the existing $2 million note held by a minority member. On March 21, 2011, the Company amended its 2006 Equity Incentive Plan by increasing the number of shares permitted to be granted under the Plan by 5,000,000 to 30,000,000 and providing that all options issued to employees and directors may be issued on a cashless exercise basis. About Ecosphere Technologies Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a diversified water engineering and environmental services company. Ecosphere Technologies provides environmental services and technologies for use in large-scale and sustainable applications across industries, nations and ecosystems. The Company reported a net loss of $22.65 million on $8.96 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $19.05 million on $1.76 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $8.98 million in total assets, $6.88 million in total liabilities, $1.14 million in redeemable convertible cumulative preferred stock series A, $2.74 million in redeemable convertible cumulative preferred stock series B, and a $1.78 million total stockholders' deficit. Salberg & Company, P.A., expressed substantial doubt about the Company's ability to continue as a going concern. The accounting firm noted that the Company has a net loss applicable to Ecosphere Technologies common stock of $22,237,207, and net cash used in operations of $1,267,206 for the year ended Dec. 31, 2010, and a working capital deficit, a stockholders' deficit and an accumulated deficit of $5,459,051, $1,780,735 and $110,025,222, respectively, at Dec. 31, 2010. In addition, the Company has redeemable convertible cumulative preferred stock that is eligible for redemption at a redemption amount of $3,877,796 including accrued dividends as of Dec. 31, 2010. ECOSPHERE TECH: Registers Add'l 5-Mil. Shares Under Incentive Plan ------------------------------------------------------------------ Ecosphere Technologies, Inc., filed with the U.S. Securities and Exchange Commission a Post-Effective Amendment No. 1 to Form S-8 relating to the issuance of additional shares of common stock issuable under the 2006 Equity Incentive Plan. The Plan has been amended to increase the number of shares available from 25,000,000 to 30,000,000 and to allow for the cashless exercise of stock options held by officers, directors, and employees. About Ecosphere Technologies Stuart, Fla.-based Ecosphere Technologies, Inc. (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a diversified water engineering and environmental services company. Ecosphere Technologies provides environmental services and technologies for use in large-scale and sustainable applications across industries, nations and ecosystems. The Company reported a net loss of $22.65 million on $8.96 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $19.05 million on $1.76 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $8.98 million in total assets, $6.88 million in total liabilities, $1.14 million in redeemable convertible cumulative preferred stock series A, $2.74 million in redeemable convertible cumulative preferred stock series B, and $1.78 million in total stockholders' deficit. Salberg & Company, P.A., expressed substantial doubt about the Company's ability to continue as a going concern. The accounting firm noted that the Company has a net loss applicable to Ecosphere Technologies common stock of $22,237,207, and net cash used in operations of $1,267,206 for the year ended Dec. 31, 2010, and a working capital deficit, a stockholders' deficit and an accumulated deficit of $5,459,051, $1,780,735 and $110,025,222, respectively, at Dec. 31, 2010. In addition, the Company has redeemable convertible cumulative preferred stock that is eligible for redemption at a redemption amount of $3,877,796 including accrued dividends as of Dec. 31, 2010. ENNIS COMMERCIAL: Has Access to Cash Collateral Until September --------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of California authorized Ennis Commercial Properties, LLC, to use, until September 2011, the cash collateral securing its debts to its prepetition lenders. As reported by Troubled Company Reporter on Oct. 12, 2010, absent the new cash collateral order, the Debtor's access to cash would have expired at the end of March 2011. The Debtor needs the cash collateral to fund its Chapter 11 case, pay suppliers and other parties, and to make adequate protection payments. The Debtor will use the collateral pursuant to a budget, a copy of which is available for free at: http://bankrupt.com/misc/EnnisCommercial_cashcollateral_order.pdf Porterville, California-based Ennis Commercial Properties, LLC filed for Chapter 11 bankruptcy protection on March 16, 2010 (Bankr. E.D. Calif. Case No. 10-12709). Peter L. Fear, Esq., who has an office in Fresno, California, assists the Company in its restructuring effort. The Company disclosed $40,878,319 in assets and $43,922,485 in liabilities. An affiliate, Ennis Homes, Inc. (Case No. 09-10848) filed for Chapter 11 on Feb. 2, 2009. Two other affiliates also filed for Chapter 11 in 2009. ENNIS COMMERCIAL: Taps Bill Pfeif as Real Estate Broker ------------------------------------------------------- The Hon. Whitney Rimel of the U.S. Bankruptcy Court for the Eastern District of California authorized Ennis Commercial Properties, LLC, to employ Lorin Rambo, Broker Associate, at Bill Pfeif and Associates - Guarantee Real Estate as real estate broker. The firm is expected to obtain an opinion of the current fair market values of properties owned by the Debtor. The source of compensation for professional services to be rendered will be the funds of the Debtor. The broker will be compensated on a flat-fee basis. For price opinions of vacant land, the broker indicated that his fee will be $300 per property, and for income producing property, the broker indicated that his fee would be $500 per property. To the best of the Debtor's knowledge, the firm is a ?disinterested person? as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Lorin Rambo, Broker Associate BILL PFEIF AND ASSOCIATES - GUARANTEE REAL ESTATE 9415 N. Ft. Washington Road, Suite 108 Fresno, CA 93730 Tel: (559) 917-5151 About Ennis Commercial Properties Porterville, California-based Ennis Commercial Properties, LLC filed for Chapter 11 bankruptcy protection on March 16, 2010 (Bankr. E.D. Calif. Case No. 10-12709). Peter L. Fear, Esq., who has an office in Fresno, California, assists the Company in its restructuring effort. The Company disclosed $40,878,319 in assets and $43,922,485 in liabilities. An affiliate, Ennis Homes, Inc. (Case No. 09-10848) filed for Chapter 11 on Feb. 2, 2009. Two other affiliates also filed for Chapter 11 in 2009. ENTECH SOLAR: EisnerAmper LLP Raises Going Concern Doubt -------------------------------------------------------- Entech Solar, Inc., filed on March 25, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. EisnerAmper LLP, in Edison, New Jerseyk, expressed substantial doubt about Entech Solar's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations. The Company reported a net loss of $18.4 million on $246,000 of revenues for 2010, compared with a net loss of $35.8 million on $2.2 million of revenues for 2009. The Company's balance sheet at Dec. 31, 2010, showed $42.6 million in total assets, $4.6 million in total liabilities, $11.2 million in convertible preferred stock, and stockholders' equity of $26.9 million. A complete text of the Form 10-K is available for free at: http://is.gd/gsEt3L Fort Worth, Tex.-based Entech Solar, Inc., plans to become a leading developer of renewable energy technologies for the commercial, industrial and utility markets. The Company's designs in concentrating solar modules that directly produce electricity from sunlight are a part of its SolarVolt(TM) product line. In January 2010, the Company launched its patented, state-of-the-art collimating skylight that we believe provides superior light output and optical efficiency for commercial and green building initiatives. EVEREST HEIGHTS: Files New List of 20 Largest Unsec. Creditors -------------------------------------------------------------- Everest Heights Dallas Real Estate, Inc., has filed with the U.S. Bankruptcy Court for the Northern District of Texas an amended list of its 20 largest unsecured creditors: Creditor Nature of Claim Amount -------- --------------- ------ Karuna Elete $550,000 3112 Chippenham Dr. Plano, TX 75093 Upender Reddy $200,000 1004 Ridge Hollow Tr. Irving, TX 75063 Ravi Venishetty $50,000 786 Eiffel Dr. Plano, TX 75023 Nagalakshmi Varati $25,000 Maheshwar Thummala $25,000 Ram Thummala $25,000 Ram Somaraju $25,000 Sudheer D. Reddy $25,000 Satish Reddy $25,000 Ananth Pajjur $25,000 Amar Neburi $25,000 Karuna Elete $25,000 Vijay Nama $25,000 Narsing Mynampally $25,000 Arvind Muppidi $25,000 Srinivas Kuthuru $25,000 Krishna Kurapati $25,000 Kasturi Inaganti $25,000 Karunaker Gurram $25,000 Prasid Dodda $25,000 Randhir Devireddy $25,000 About Everest Heights Dallas, Texas-based Everest Heights Dallas Real Estate, Inc., filed for Chapter 11 bankruptcy protection on Feb. 27, 2011 (Bankr. N.D. Tex. Case No. 11-31308). Mark Edward Andrews, Esq., at Cox Smith Matthews Incorporated, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate Everest Heights Dallas, Inc., filed a separate Chapter 11 petition (Bankr. N.D. Tex. Case No. 11-31309). It estimated its assets and debts at $10 million to $50 million. EVEREST HEIGHTS: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Everest Heights Dallas Real Estate, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $0 B. Personal Property $0 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $4,700,000 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $1,525,000 ----- ---------- TOTAL $0 $6,225,000 A copy of Everest Heights Dallas Real Estate, Inc.'s schedules of assets and liabilities is available for free at: http://bankrupt.com/misc/everestheights.SAL.pdf Everest Heights Dallas, Inc., reported zero assets and zero liabilities in its schedules. A copy is available for free at: http://bankrupt.com/misc/everestheightsdallasinc.SAL.pdf About Everest Heights Dallas, Texas-based Everest Heights Dallas Real Estate, Inc., filed for Chapter 11 bankruptcy protection on Feb. 27, 2011 (Bankr. N.D. Tex. Case No. 11-31308). Mark Edward Andrews, Esq., at Cox Smith Matthews Incorporated, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. Affiliate Everest Heights Dallas, Inc., filed a separate Chapter 11 petition (Bankr. N.D. Tex. Case No. 11-31309). It estimated its assets and debts at $10 million to $50 million. FFS DATA: Set to Exit Chapter 11 Bankruptcy ------------------------------------------- Paul Brinkmann at the South Florida Business Journal reports that FFS Data said it is set to emerge from Chapter 11 bankruptcy by chopping away $26.3 million in claims related to loan guarantees and by settling millions of dollars in litigation claims. "This is a really good company, but we had been fighting two lawsuits that were a drain. I wasn't seeing any light at the end of the tunnel," the report quotes President and CEO Brad Geisen as saying. Based in Boca Raton, Florida, FFS DATA Inc. aka Foreclosure.com filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 09-38395) on Dec. 23, 2009. Judge Erik P. Kimball presides over the case. Bradley S. Shraiberg, Esq., represents the Debtor. In its petition, the Debtor estimated assets between $1 million and $10 million, and debts between $10 million and $50 million. FISHER ISLAND: Judge Permits State Court Litigation to Proceed -------------------------------------------------------------- Dow Jones' DBR Small Cap reports that the two legal teams vying for control of Fisher Island Investments Inc. made their first appearance in bankruptcy court Friday, when a judge said he'd allow existing litigation to continue and asked whether an examiner or trustee may be needed for the company. At a hearing, Judge A. Jay Cristol of the U.S. Bankruptcy Court in Miami also issued a ruling to ensure that the pending involuntary bankruptcy filing won't halt lawsuits pending in two state courts in which the ownership of Fisher Island Investments -- and its right to develop a luxury resort community located on a 216-acre island off Miami's coast -- is at stake. The ownership dispute resulted in two different legal teams stepping forward to claim that they represent the company's true owners, one of which said it would accept the recent involuntary bankruptcy filing and another which said it would oppose it. The Troubled Company Reporter, citing a prior DBR report, said on March 24, 2011, that creditors are seeking a trustee for Fisher Island. DBR also said attorneys claiming to represent Fisher Island are at odds over the ownership of the private-island resort community off the coast of Miami as well as whether creditors should be allowed to push it into bankruptcy protection. Darin A. DiBello, Esq., at DiBello, Lopez & Castillo, filed court papers saying Fisher Island would consent to the involuntary Chapter 11 petition that creditors owed $32.4 million filed. However, Joseph Rebak, Esq. -- jlr@tewlaw.com -- at Tew Cardenas said of DiBello that "we are absolutely not on the same team" and that Fisher Island Investments would oppose the involuntary bankruptcy filing. About Fisher Island Fisher Island Investments, Inc., in Miami Beach, Florida, was placed in bankruptcy pursuant to an involuntary Chapter 11 petition (Bankr. S.D. Fla. Case No. 11-17047) filed by creditors on March 17, 2011. Judge Laurel M. Isicoff is overseeing the case. The Petitioners are represented by Craig A. Pugatch, Esq., at Rice Pugatch Robinson & Schiller, P.A. The Petitioners are Solby & Westbrae Partners, purportedly owed $15,639,375; 19 SHC Corp., owed $13,249,020; Ajna Brands, Inc., owed $639,753; 601/1700 NBC LLC, owed $2,390,355; Axafina, Inc., owed $357,779; and Oxana Adler LLM, owed $161,352. The Petitioning Creditors also placed Little Rest Twelve, Inc., aka Ajna Bar or Buddha Bar NYC (Bankr. S.D. Fla. Case No. 11-17061) and Mutual Benefits Offshore Fund, LTD (Bankr. S.D. Fla. Case No. 11-17051) in bankruptcy on the same day. Judge A. Jay Cristol has been assigned to the two cases. FLINT TELECOM: Common Stock Sells at $0.009 Apiece on March 22 -------------------------------------------------------------- Flint Telecom Group, Inc., filed with the U.S. Securities and Exchange Commission an Amendment No. 3 to its registration statement on Form S-1 relating to the resale of up to 21,000,000 shares of the Company's common stock, par value $0.01 per share, by Kodiak Capital Group, LLC. The shares of common stock offered under this prospectus by Kodiak are issuable to Kodiak pursuant to the Investment Agreement entered into by and between Kodiak and the Flint Telecom Group, Inc., dated Nov. 26, 2010, as amended and restated on Jan. 19, 2011. The Company will not receive any proceeds from the sale of these shares by Kodiak. This registration statement covers only a portion of the shares of common stock that may be issuable pursuant to the IA. The Company may file subsequent registration statements covering the resale of additional shares of common stock issuable pursuant to the IA with Kodiak. The Company will bear all costs associated with this registration statement. Kodiak may sell the shares of common stock described in this prospectus in a number of different ways and at varying prices. The Company provides further information about how Kodiak may sell its shares of common stock in the section entitled "Plan of Distribution." Kodiak is an "underwriter" within the meaning of the Securities Act of 1933, as amended, in connection with the resale of the Company's common stock under the IA. The Company's shares of common stock are quoted on the OTCBB under the symbol "FLTT.OB." On March 22, 2011, the closing sale price of the Company's common stock was $0.009 per share. About Flint Telecom Overland Park, Kan.-based Flint Telecom Group, Inc. (OTC BB: FLTT) -- http://www.flinttelecomgroup.com/-- operates its business through six wholly-owned subsidiaries, Cable and Voice Corporation, Phone House, Inc., Flint Prepaid, Inc. (previously named Wize Communications, Inc.), Digital Phone Solutions, Inc., Ingedigit International, Inc. and Gotham Ingedigit Financial Processing Corp. dba Power2Process. The Company provides next generation turnkey voice, data and wireless services through partner channels primarily in the United States. The Company's balance sheet at Dec. 31, 2010, showed $10.2 million in total assets, $17.7 million in total liabilities, $4.9 million in redeemable equity securities, and a stockholders' deficit of $12.4 million. As reported in the Troubled Company Reporter on Oct. 26, 2010, L.L, Bradford & Company, LLC, in Las Vegas, Nev., expressed substantial doubt about Flint Telecom's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted that the Company has suffered losses from operations, negative cash flows from operations and current liabilities exceed current assets. FORUM HEALTH: Committee Appeals Ruling Denying Access to Donations ------------------------------------------------------------------ Peter H. Milliken at Vindy.com reports that the committee of unsecured creditors filed a notice of appeal to U.S. District Court of U.S. Bankruptcy Judge Kay Woods' decision that they can't the more than $12 million in unrestricted donations to charitable foundations that supported Forum Health's hospitals. Vindy.com relates that Judge Woods has granted motions by Western Reserve Health Foundation that supported Northside Medical Center and the Trumbull Memorial Hospital Foundation that supported TMH to be dismissed from the Forum Health bankruptcy case. Forum's unsecured creditors asked Judge Woods to stay her order on the foundations and their money pending the creditors' appeal and to have a hearing soon on their request for the stay. "If the foundations are dismissed from these Chapter 11 cases pending the committee's appeal, the bankruptcy court will no longer have any supervisory power over their assets," the report quotes the unsecured creditors, as saying. According to the report, in their motions to be dismissed from bankruptcy, the foundations said they'd no longer seek to support the hospitals, now that a for-profit business owns them. Rather, the foundations said they'll seek to improve the health status of the Youngstown-Warren community. About Forum Health Forum Health and its affiliates filed for Chapter 11 protection on March 16, 2009 (Bankr. N.D. Ohio Lead Case No. 09-40795). In its petition, Forum Health estimated $100 million to $500 million in assets and debts. McDonald Hopkins LLC and Nadler, Nadler and Burdman Co., L.P.A., serve as the Debtors' chapter 11 co-counsel. Huron Consulting Services LLC is the Debtors' Chief Restructuring Officer and Financial Support Personnel. Houlihan Lokey Howard and Zukin Capital, Inc. are the Debtors' investment bankers. Ernst & Young LLP is the Debtors' independent auditor. Baker and Hostetler and Thompson Hine LLP serve as special counsel. Squire, Sanders & Dempsey LLP serve as the bond counsel. Kurtzman Carson Consultants LLC is the claims and notice agent. Alston & Bird LLP serves as counsel to the Official Committee of Unsecured Creditors. Grant Thornton LLP is the financial advisor to the Creditors Committee. FREDDIE MAC: Reports February Volume Summary -------------------------------------------- Federal Home Loan Mortgage Corporation issued its February 2011 Monthly Volume Summary. February 2011 Highlights: -- The total mortgage portfolio increased at an annualized rate of 0.1% in February. -- Single-family refinance-loan purchase and guarantee volume was $31.4 billion in February, reflecting 81% of total mortgage purchases and issuances. -- Total number of loan modifications were 11,864 in February 2011 and 23,017 for the two months ended Feb. 28, 2011. -- The aggregate unpaid principal balance (UPB) of the Company's mortgage-related investments portfolio increased by approximately $1.3 billion in February. -- Total Freddie Mac mortgage-related securities and other guarantee commitments decreased at an annualized rate of 1.7% in February. -- The Company's single-family seriously delinquent rate decreased to 3.78% in February. The Company's multifamily delinquency rate increased to 0.36% in February. -- The measure of the Company's exposure to changes in portfolio market value (PMVS-L) averaged $383 million in February. Duration gap averaged 0 months. -- On Sept. 6, 2008, the Director of the Federal Housing Finance Agency (FHFA) appointed FHFA as Conservator of Freddie Mac. A full-text copy of the Monthly Operating Summary is available for free at http://is.gd/0dkXwR About Freddie Mac Based in McLean, Virginia, the Federal Home Loan Mortgage Corporation, known as Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. Over the years, Freddie Mac has made home possible for one in six homebuyers and more than five million renters. Freddie Mac is under conservatorship and is dependent upon the continued support of Treasury and the Federal Housing Finance Agency acting as conservator to continue operating its business. GCIC DEVELOPMENT: Douglas Wilson Named as Off-Panel Trustee ----------------------------------------------------------- Douglas Wilson, owner of Douglas Wilson Companies (DWC), has been appointed off-panel trustee on GCIC Development Corp. in Oklahoma and the 6,500-acre Sargent Ranch in the San Francisco Bay Area. GCIC Development Corporation's portfolio includes a variety of commercial and hospitality properties throughout the Southwest. The Sargent Ranch project comprises 6,500 acres of primarily pristine farmland in the town of Gilroy, Calif. There is more than $90 million in debt on the property. The assignment of Douglas Wilson as off-panel trustee by the United States Trustee reflects the extraordinary nature of these two bankruptcies. "These are uniquely complex assignments," said Wilson, whose firm has provided problem resolution services for over 600 projects since 1989. "Both involve big, complicated assets with tremendous upside opportunities." Based in San Diego, Calif., Douglas Wilson Companies operates four offices around the United States, including Washington, D.C., Las Vegas and San Francisco. To date, the company has provided problem resolution for assets valued in excess of $12 billion. About Douglas Wilson Companies Founded in 1989, Douglas Wilson Companies -- http://www.douglaswilson.com-- provides a wide range of specialized business and real estate services to law firms, state and federal courts, corporations, partnerships, pension funds, REITS, financial institutions and property owners nationwide. Services include workout and problem resolution, forensic accounting and litigation support, joint venture investments and development, small business support, brokerage, asset management, crisis/force majeure response, entitlement and construction management. About GCIC Development Bonita, California-based GCIC Development Corp. filed for a Chapter 11 bankruptcy protection (Bankr. S.D. Calif. Case No. 10- 21674) on Dec. 9, 2010. Daniel Masters, Esq., at Daniel C. Masters, assists the Company in its restructuring effort. The Company listed assets of $2,083,740 and debts of $768,880. GEOPHARMA INC: In Chapter 11; Has Sold Assets to Reduce Debt ------------------------------------------------------------ Kristen MacBeth at BankruptcyHome.com reports that GeoPharma Inc., which sought bankruptcy protection last week, was formerly on NASDAQ, but was delisted in 2010. In an effort to remove debt, the Company has sold its headquarters and one of its subsidiaries, the news source said. Ms. MacBeth notes the U.S. Labor Department recently required the company to pay $1.3 million to 187 employees in back wages, as it was in violation of the Fair Labor Standards Act, according to the news source. GeoPharma has had a series of resignations in recent months, including top executives such as the chief executive officer, chief financial officer and chairman. About GeoPharma Inc. Based in Largo, Fla., GeoPharma, Inc., which operates under the business name of Innovative Health Products, manufactures, packages, and distributes private-label dietary supplements, over- the-counter drugs and health and beauty products. GeoPharma Inc. filed for Chapter 11 protection (Bankr. M.D. Fla. Case No. 11-05210) on March 23, 2011, estimating up to $10 million in assets and $10 million to $50 million in liabilities. The Company is represented by Charles A. Postler of Stichter, Riedel, Blain & Prosser. GEOSUN LLC: Case Summary & 3 Largest Unsecured Creditors -------------------------------------------------------- Debtor: GeoSun, LLC 5540 N. Academy Blvd., Suite 100 Colorado Springs, CO 80918 Bankruptcy Case No.: 11-16088 Chapter 11 Petition Date: March 24, 2011 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: Sidney B. Brooks Debtor's Counsel: Harrie F. Lewis, Esq. LINDQUIST & VENNUM PLLP 600 17th St., Ste. 1800-S Denver, CO 80202 Tel: (303) 573-5900 E-mail: hlewis@lindquist.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cob11-16088.pdf The petition was signed by C. Randel Lewis, Trustee of the Jannie Richardson Chapter 11 per Court Order. G.H. DEVELOPMENT: Case Summary & 5 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: G.H. Development Corporation 1640 S. Sepulveda Boulevard, Suite 430 Los Angeles, CA 90025 Bankruptcy Case No.: 11-22650 Debtor-affiliates that filed separate Chapter 11 petitions: Entity Case No. ------ -------- G.H. Real Estate Development LLC 11-22652 Market Investment Co., LLC 11-22653 RE: Investment Co. LLC 11-22654 Simi Valley Investment Co LLC 11-22655 Cochran Investment Co., LLC 11-22658 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Alan M. Ahart Debtors' Counsel: Stephen Michael Lopez, Esq. 1640 S. Sepulveda Boulevard, Suite 430 Los Angeles, CA 90025 Tel: (818) 370-4555 Lead Debtor's Estimated Assets: $100,001 to $500,000 Lead Debtor's Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's five largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-22650.pdf The petition was signed by George Herscu, president. GMX RESOURCES: Inks 2nd Amendment to Loan Pact With Capital One --------------------------------------------------------------- GMX Resources Inc. entered into a Second Amendment to Restated Loan Agreement, dated effective as of March 1, 2011. The Second Amendment amends the Fifth Amended and Restated Loan Agreement dated effective as of Feb. 2, 2011, among GMXR, Capital One, National Association, as administrative agent, arranger and bookrunner, for the Lenders, BNP Paribas, as syndication agent, and Compass Bank, as documentation agent, as amended by the First Amendment dated as of Feb. 3, 2011. The Second Amendment amended certain provisions of the Loan Agreement to (i) extend the period during which GMXR may issuance additional shares of Series B Preferred Stock under its at-the- market offering program; (ii) increase the maximum aggregate liquidation preference of those issuances to up to $62,000,000; and (iii) permit GMXR to use the cash proceeds from those issuances for general corporate and working capital purposes. A full-text copy of the Second Amendment to Restated Loan Agreement is available for free at http://is.gd/sAvybN About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company's balance sheet at Dec. 31, 2010 showed $507.09 million in total assets, $368.87 million in total liabilities and $138.22 million in total equity. The Company reported a net loss of $138.29 million on $96.52 million of oil and gas sales for the year ended Dec. 31, 2010, compared with a net loss of $181.08 million on $94.29 million of oil and gas sales during the prior year. * * * GMX Resources got a first time 'Caa1' Corporate Family Rating and SGL-3 Speculative Grade Liquidity rating from Moody's Investors Service in February 2011. GMX's 'Caa1' CFR reflects its small size, limited diversification, production that is 97% natural gas in a low gas price environment, high leverage on production and reserves, and the risks inherent in developing its newly acquired oil focused Bakken and Niobrara acreage while outspending cash flow," commented Jonathan Kalmanoff, Moody's Analyst. "The rating also considers the potential for improvement in both profitability and diversification if GMX is successful in developing its newly acquired acreage, the pre-funding of the majority of 2011 capital spending through both debt and equity offerings, a lack of required drilling to hold acreage in the company's East Texas properties, and hedges in place which add support to realized prices for gas production through 2012." Standard & Poor's Ratings Services in February 2011 said it assigned its preliminary 'B-' corporate credit rating to GMX Resources Inc. The outlook is stable. "The ratings on Oklahoma City-based GMX Resources Inc. reflect the company's limited scale of operations, meaningful exposure to weak natural gas prices, a very aggressive near-term spending plan, limited liquidity beyond 2011, and elevated debt leverage," said Standard & Poor's credit analyst Paul B. Harvey. HARRY & DAVID: Files for Chapter 11 with Plan Deal -------------------------------------------------- Harry & David Holdings, Inc., and its units filed voluntary petitions for protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 11-10884) on March 28, 2011, to implement an agreed upon restructuring. Harry & David announced that it has reached an agreement with holders of approximately 81% of its senior notes on the terms of a reorganization that will eliminate substantial indebtedness and provide equity financing to restructure the Company's balance sheet. The Company intends to use the Chapter 11 process to facilitate a financial and operational restructuring designed to restore Harry & David to long-term financial health while continuing to operate in the normal course of business without interruption. Restructuring Support Agreement As a part of the pre-arranged restructuring, the Company has entered into an agreement with certain holders of the Company's senior notes. Supporting noteholders agreed to vote in favor of the Company's pre-arranged plan and exchange their notes for common equity. In addition, they have agreed to backstop a $55 million rights offering that will provide Harry & David with the necessary equity financing to emerge from Chapter 11. Other noteholders and prepetition creditors will be offered the opportunity to participate in the rights offering. "We believe that entering into this agreement provides the best opportunity for Harry & David to restructure its balance sheet on an expedited basis, strengthen its operations and create long-term value, while continuing to provide customers with the highest quality products and service," said Kay Hong, Chief Restructuring Officer and interim Chief Executive Officer. "Harry & David is an iconic brand, and we believe this is an important first step to position the business for long-term profitable growth. We greatly appreciate the support of our lenders, noteholders, customers, vendors and employees. Their continued support is vital to our success." Road to Bankruptcy Kay Hong, managing director at Alvarez & Marsal and currently serving as interim chief executive officer of Harry & David, relates that for nearly 75 years, the Debtors thrived as an industry leading catalog retailer. Over the course of the last several years, however, various external market factors have diminished the Debtors' competitive advantages and, correspondingly, revenues and profitability, Mr. Hong relates. Harry & David said profitability and revenues were hit following the arrival of a number of "big box" retailers and other low cost competitors and pressures and consumers becoming extremely price conscious following the beginning of the 2008 recession. The Debtors failed to generate enough cash flow during the 2010 holiday season to satisfy the minimum available cash covenant contained in the prepetition revolving credit facility, and the Debtors were unable to continue borrowing under the prepetition revolving credit facility. The Debtors closed 52 unprofitable stores just prior to the Petition Date. The Debtors have filed with the bankruptcy court a motion to reject each of the closed stores' leases, effective as of the Petition Date. Harry & David failed to make interest payments due March 1 on $58.17 million in senior floating-rate notes and $140 million in senior fixed-rate notes. Wells Fargo Bank, N.A. is the indenture trustee on the notes. Aside from the notes, the Debtors also owe $30 million related to the underfunding of the Harry and David Employee's Pension Plan. The Debtors estimate $37 million owing on account of unsecured trade debt. The Debtors have no outstanding borrowings under their prepetition secured revolver. The Chapter 11 Plan The Plan Support Agreement provides that the Debtors must file a Chapter 11 plan on the terms agreed by the parties no later than May 16, 2011. The Plan must be confirmed by Sept. 12, 2011, and the Debtors must exit bankruptcy by Oct. 1, 2011. Reorganize Harry & David will issue 1 million shares on the effective date of the Plan. HD will raise $55 million in capital through the consummation of the rights offering. Participants in the rights offering can subscribe to the shares at an exercise price of $75 per share, reflecting a 25% discount to the Plan's implied equity value of $100 per share. The rights offering will be backstopped by certain holders of the Notes. The terms of the Plan agreed to by the parties are: (a) Holders of administrative expense claims and priority tax claims will be paid in full in cash on the effective date of the Plan. (b) Any holders of secured claims will receive payment in full on the effective date of the Plan or the return of the property securing the claim. (c) Each holder of outstanding senior floating rate notes due 2012 and 9.0% senior notes due 2013 (together with the general unsecured creditors) will receive its pro rata share of 166,667 shares of new common stock of the reorganized Harry & David, plus subscription rights to acquire up to 733,333 shares in connection with a rights offering. (d) each holder of an allowed general unsecured claim (other than the noteholders) against the Debtors will receive, at the option of each unsecured creditor, its pro rata share of any one of the following: (1) 166,667 shares of new common stock of the reorganized Harry & David, plus subscription rights to acquire up to 733,333 shares in connection with a rights offering; or (2) cash in an amount equal to 75% of the plan value of the shares; or (3) unsecured promissory notes -- bearing interest at the annual rate of 6% and scheduled to mature in seven years -- in a principal amount equal to the value of the shares the unsecured creditor would have otherwise been entitled to receive. (d) Holders of existing common equity won't receive any distributions on account of the interests, and the existing interests will be cancelled. Successful implementation of the proposed plan would result in the full conversion into equity of the Company's $198 million of senior notes as well as a significant amount of the Company's pre- petition general unsecured obligations. $100 Million DIP Financing In conjunction with its Chapter 11 filing, the Company is seeking approval to enter into a $100 million first-lien debtor-in- possession revolving credit facility, which will be provided by the Company's existing secured lenders, and a $55 million second- lien DIP term loan, which will be provided by holders of the Company's senior notes. The proposed DIP financing will help support Harry & David's reorganization plans and enable normal post-petition operation of its business, including timely payment of employee wages, benefits and other obligations on an uninterrupted basis. In addition, the Company has also secured a commitment from its current lenders to provide up to $100 million in exit financing to facilitate the plan of reorganization. The Debtors' proposed postpetition financing consists of a first lien and a separate second lien credit facility. The first lien credit facility is a $100 million revolving credit facility provided by the Debtors' existing lenders under the Prepetition Revolving Credit Facility. Borrowings under the First Lien DIP Credit Facility will be secured by a first priority lien on substantially all of the Debtors' assets, with the exception of funds held in a single bank account that holds proceeds from the Second Lien DIP Credit Facility. The First Lien DIP Credit Facility will enable the Debtors to purchase necessary inventory later in the year as they work towards the 2011 holiday season. In addition, the First Lien Revolving Credit Facility essentially will act as the Debtors' exit facility, as the First Lien DIP Lenders have provided a commitment to provide a similar revolving credit facility to the Debtors upon their emergence from the chapter 11 cases. In addition to the First Lien DIP Credit Facility, members of the Ad Hoc Committee of Noteholders and Wasserstein, also a holder of Senior Notes, will provide a $55 million second lien term loan to the Debtors. Borrowings under the Second Lien DIP Credit Facility will be secured by a lien on substantially all of the Debtors' assets, and such lien will be subordinate only to the lien granted under the First Lien DIP Credit Facility. The Second Lien DIP Credit Facility will provide the Debtors with the necessary working capital to operate during the course of these cases as they work towards the confirmation of a plan of reorganization. Business as Usual The Company said expects no interruptions to customer service throughout the Chapter 11 process. Consumers can continue to purchase Harry & David products online at http://www.harryanddavid.com/, through catalog orders, and at the 70 Harry & David stores nationwide. The Company will continue honoring its Fruit-of-the-Month Club(R), gift cards and other customer programs. Customers may continue to direct inquiries to Harry & David's customer support at (877) 322-1200. Vendors and other stakeholders can obtain additional information about the reorganization by visiting http://www.gcginc.com/cases/hador by calling (888) 425-7040. During the Chapter 11 process, the Company expects to pay for post-petition purchases of goods and services in the ordinary course of business. First Day Motions The Debtors have filed first day pleadings, which they say, are intended to enable the Debtors to operate effectively and efficiently within the Chapter 11 cases, as well as avoid certain adverse consequences that might otherwise result from the bankruptcy filing. Among other things, the First Day Pleadings seek relief aimed at maintaining: (a) the loyalty of the Debtors' customers; (b) the confidence of the Debtors' various stakeholders; and (c) the morale of the Debtors' employees. Bankruptcy Professionals Harry & David's investment banker is Rothschild Inc., its legal advisor is Jones Day, and its financial advisor is Alvarez & Marsal. The Company's bondholders are being advised by Stroock & Stroock & Lavan LLP, as legal counsel, and Moelis & Company as financial advisor. * * * The Wall Street Journal's Joel Millman reports that Harry & David's bankruptcy filing is raising worries about the local economy and anger at Wall Street. "We're all holding our breath, hoping for the best. A lot of us do a lot of business with them," said Mike Naumes, president of Naumes Inc., one of three large pear growers -- Harry & David and Associated Fruit Co. are the others -- that dominate orchard production in southwestern Oregon's Rogue River Valley, according to the Journal. Mr. Millman reports that the failure of Harry & David is raising anger locally at Wall Street, which is seen as recklessly borrowing to do the buyout without regard for the local economy, workers or the business. Mr. Millman says Wasserstein declined to issue a comment. However, he continues, a person familiar with the group's history with the Oregon company said Harry & David's biggest problem wasn't outside management but a recession and a shift in customers' buying habits. According to the Journal, a Harry & David spokeswoman added, "There are no broad-scale layoffs planned at this time" and said that while the company would review all areas of its operations, "there are no additional store closures at this time." The Journal also relates that Wasserstein, the private-equity firm founded by Wall Street deal maker Bruce Wasserstein, who died in 2009, saw its equity in Harry & David wiped out in the bankruptcy. But, the Journal points out, Wasserstein already has turned a profit on the deal. The Journal relates that Wasserstein invested $82 million in the 2004 buyout of Harry & David. But after a strong 2004 Christmas season, it did a second bond offering, paying itself $100 million in a one-time dividend, or a 25% return on its initial investment. According to the Journal, a person familiar with the matter said Wasserstein also was among Harry & David's biggest bondholders before the bankruptcy and will remain among the largest shareholders going forward, though its board representation and management fees will go down. Also, Harry & David will terminate its defined benefit pension plan, according to the company's bankruptcy filing, which the company valued at $19 million at June 26. About Harry & David Holdings Medford, Oregon-based Harry & David Holdings, Inc. is a multi- channel specialty retailer and producer of branded premium gift- quality fruit and gourmet food products and gifts marketed under the Harry & David(R), Wolferman's(R) and Cushman's(R) brands. It has 70 stores across the country. Products are also available online at http://www.harryanddavid.com/, http://www.wolfermans.com/, and http://www.honeybell.com/ Harry & David grows and manufactures 85% of its products in-house. The Debtors own approximately 3,400 acres of land in Oregon, of which approximately 1,900 acres are planted orchards geographically dispersed throughout the Rogue Valley of Southern Oregon. Harry & David has 1,950 full-time employees. For the 12 months ending Dec. 25, 2010, sales were $416 million. Harry & David is controlled by The Medford, Oregon-based retailer, owned by investment funds controlled by Wasserstein & Co., which hold 63% of the shares. Affiliates of funds sponsored by Highfields Capital Management LP own 34%. The latest financial statements filed with the U.S. Securities and Exchange Commission shows that the Company has $304.3 million in total assets, $360.8 million in total liabilities, and a stockholders' deficit of $56.5 million at Dec. 25, 2010. HARRY & DAVID: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Harry & David Holdings, Inc. aka Bear Creek Corporation Bear Creek Direct Marketing, Inc. Bear Creek Stores, Inc. Bear Creek Operations, Inc. Bear Creek Orchards, Inc. 2500 South Pacific Highway Medford, OR 97501 Bankruptcy Case No.: 11-10884 Debtor-affiliates that filed separate Chapter 11 petitions: Debtor Case No. ------ -------- Harry and David 11-10885 Harry & David Operations, Inc. 11-10886 Bear Creek Orchards, Inc. 11-10887 Chapter 11 Petition Date: March 28, 2011 Court: U.S. Bankruptcy Court District of Delaware (Delaware) Judge: Mary F. Walrath About the Business: Medford, Oregon-based Harry & David Holdings, Inc. is a multi-channel specialty retailer and producer of branded premium gift-quality fruit and gourmet food products and gifts marketed under the Harry & David(R), Wolferman's(R) and Cushman's(R) brands. It has 70 stores across the country. Debtors' Local Counsel: Daniel J. DeFranceschi, Esq. Paul Noble Heath, Esq. Zachary I Shapiro, Esq. RICHARDS LAYTON & FINGER One Rodney Square P.O. Box 551 Wilmington, DE 19899 Tel: (302) 651-7700 Fax: (302) 651-7701 E-mail: defranceschi@rlf.com heath@rlf.com shapiro@rlf.com Debtors' Legal Counsel: David G. Heiman, Esq. JONES DAY North Point 901 Lakeside Avenue Cleveland, OH 44114 Tel: (216) 586-3939 Fax: (216) 579-0212 - and - Brad B. Erens, Esq. Timothy W. Hoffman, Esq. JONES DAY 77 West Wacker Chicago, IL 60601 Tel: (312) 782-3939 Fax: (312) 782-8585 Debtors' Investment Banker: ROTHSCHILD INC. Debtors' Financial Advisor: ALVAREZ & MARSAL LLC 100 Pine Street, 9th Floor San Francisco, CA 74111 Kay Hong Paul Kosturos Tel: (415) 490-2300 Fax: (415) 837-1684 Debtors' Claims & Notice Agent: GARDEN CITY GROUP INC. Counsel to Principal Noteholders: Kristopher M. Hansen, Esq. Erez E. Gilad, Esq. STROOCK & STROOCK & LAVAN LLP 180 Maiden Lane New York, NY 10038 Fax: (212) 806-7133 E-mail: khansen@stroock.com egilad@stroock.com - and - Thomas B. Walper, Esq. MUNGER, TOLLES & OLSON LLP. 355 South Grand Avenue, 35th Floor Los Angeles, CA 90071-1560 Fax: (213) 683-5193 E-mail: thomas.walper@mto.com - and - Ira S. Dizengoff, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 Fax: (212) 872-1002 E-mail: idizengoff@akingump.com Financial Advisors To Principal Noteholders: MOELIS & COMPANY Total Assets: $304.3 million as of Dec. 25, 2010. Total Debts: $360.8 million as of Dec. 25, 2010. The petitions were signed by Kay Hong, interim chief executive officer and chief restructuring officer. Harry & David's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wells Fargo Bank Sr. Fixed Rates $140,192,000 c/o Corporate Trust Services Notes 45 Broadway - 14th Floor New York, NY 10006 Wells Fargo Bank Floating Rt. Notes $58,170,000 c/o Corporate Trust Services 45 Broadway - 14th Floor New York, NY 10006 Harry & David Pension Plan Pension Liability $27,400,000 2500 S. Pacific Hwy. Medford, OR 97501-2675 Convergys CMG Trade Debt $2,222,906 201 East 4th Street Cincinnati, OH 45202 R.R. Donnelley Receivables Trade Debt $2,170,979 111 South Wacker Drive Chicago, IL 60606-4301 FedEx Trade Debt $1,185,578 942 South Shady Grove Road Memphis, TN 38120 Google Inc. Trade Debt $872,662 1600 Amphitheater Parkway Mountain View, CA 94043 Ada Valley Gourmet Foods Trade Debt $827,988 6210 E. Fulton Ada, MI 49301 Guittard Chocolate Co. Trade Debt $585,628 10 Guittard Road Burlingame, CA 94010 SAP America, Inc. Trade Debt $562,171 3999 West Chester Pike Newtown Square, PA 19073 IBM Corporation Trade Debt $531,186 1360 Boul Rene-Leves Montreal, QC H3G 2W6 Canada Nautical Furnishings Inc. Trade Debt $455,735 60 Northwest 60th Street Fort Lauderdale, FL 33309 InfoLogix, Inc. Trade Debt $450,373 101 E. County Line Road, Suite 210 Hatboro, PA 19040 AmeriCold Logistics, LLC Trade Debt $441,274 10 Glenlake Parkway, Suite 800 Atlanta, GA 30328 Smucker Specialty Foods Trade Debt $439,346 1050 Stanton Street Ripon, WI 54971-1279 Achatz Handmade Pie Co. Trade Debt $397,482 30301 Commerce Boulevard Chesterfield, MI 48051 American List Counsel, Inc. Trade Debt $395,430 4300 US Highway 1 Princeton, NJ 08543 Rockwell Architecture Trade Debt $359,654 5 Union Square West New York, NY 10003 Southern Bakeries, LLC Trade Debt $340,974 2700 East 3rd Street Hope, AR 71801 Hines Nursery Trade Debt $291,294 12621 Jeffrey Road Irvine, CA 92620-2101 HERBALIFE LTD: S&P Withdraws 'BB+' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'BB+' corporate credit rating on Los Angeles, California-based Herbalife International Inc. and parent company Herbalife Ltd. at the company's request. HOPE SPRINGS: Has New Budget for Cash Use Until April 30 -------------------------------------------------------- Hope Springs Partners, LLC, has submitted an amended budget related to the amended agreed entry regarding final use of cash collateral. As reported by the Troubled Company Reporter on March 4, 2011, Judge Basil H. Lorch III signed off on the amended agreed entry regarding final cash collateral use between the Debtor and U.S. Bank National Association. The court order allows the Debtor continued use of cash collateral securing its obligations to U.S. Bank until April 30. That access was to expire Feb. 2 absent the extension. A copy of the cash collateral budget is available for free at: http://bankrupt.com/misc/HOPE_SPRINGS_amendedbudget.pdf Carmel, Indiana-based Hope Springs Partners, LLC, filed for Chapter 11 bankruptcy protection on Nov. 19, 2010 (Bankr. S.D. Ind. Case No. 10-17467), estimating assets at $10 million to $50 million and debts at $1 million to $10 million. No committee of unsecured creditors has been appointed in the Chapter 11 case. Jeffrey J. Graham, Esq., and Jerald I. Ancel, Esq., at Taft Stettinius & Hollister LLP, originally represented the Debtor in its restructuring effort. They were terminated as of Dec. 22, 2010. The Debtor is now being represented by: Ross M. Kwasteniet, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Street Chicago, IL 60654 Telephone: (312) 862-2069 Facsimile: (312) 862-2200 E-mail: ross.kwasteniet@kirkland.com HOPE SPRINGS: U.S. Bank Objects to Plan Exclusivity Extension ------------------------------------------------------------- U.S. Bank National Association, the senior secured lender of Hope Springs Partners, LLC, has filed an objection to the Debtor's request to extend the Debtor's exclusive period to file a Chapter 11 plan through and including June 20, 2011, and the exclusive period for the Debtor to solicit acceptances to that Chapter 11 plan until Aug. 17, 2011. U.S. Bank does not believe that the Debtor has made any meaningful efforts to propose or file a Chapter 11 plan since commencing the Chapter 11 case. U.S. Bank says that although the Debtor alleges that it has taken a number of steps towards reorganization, based upon the record of this Chapter 11 case, and based upon information provided to U.S. Bank by the Debtor, it does not appear that the Debtor has accomplished much in the Chapter 11 case other than the continued business operations of the Debtor. U.S. Bank claims that in the Debtor's request for extension of exclusive periods, the Debtor attempts to assign blame to U.S. Bank for any lack of progress in the Chapter 11 case to date. The Debtor said in its request for extension that the Debtor and U.S. Bank "have negotiated and reached agreements on the Debtor's use of cash collateral, resulting in interim and final orders approving such agreements. These negotiations took well over a month to conclude. The Debtors have [sic] also attempted to engage U.S. Bank in settlement negotiations. These negotiations have moved slowly and the Debtors need [sic] additional time to determine whether a negotiated resolution with U.S. Bank is achievable. The Debtor believes an extension of the Exclusive Periods is necessary to allow the Debtor to continue these efforts, especially given the slow pace of settlement discussions with U.S. Bank to this point." U.S. Bank says that with respect to the cash collateral negotiations, the Debtor and U.S. Bank had already reached an agreement as to the form of the final cash collateral agreed entry by the time of the Feb. 2 hearing. "However, the Debtor did not agree to submit such final cash collateral agreed entry to this Court at such time due to the Debtor's desire to include in the budget, among other line items, certain amounts to insiders of the Debtor and amounts with respect to the fees and expenses of certain professionals of the Debtor," U.S. Bank claims. U.S. Bank states, "Despite U.S. Bank having communicated to the Debtor since late January 2011 its continued willingness to allow the Debtor's use of cash collateral to pay the operating expenses of the Debtor plus certain other amounts, as set forth in the budget, and U.S. Bank's agreement to include language in the final cash collateral agreed entry reserving the Debtor's rights to seek authority of this Court for the payment of the additional amounts that the Debtor sought to be paid, the Debtor did not ultimately submit the final cash collateral agreed entry to this Court until Feb. 25, 2011. Any delay with respect to the final cash collateral agreed entry was solely the Debtor's decision, and in fact, such delay was contrary to U.S. Bank's continual request to the Debtor throughout late January 2011 and February 2011 to submit the final cash collateral agreed entry to this Court." U.S. Bank is represented by: Ronald E. Gold Joseph B. Wells, Esq. FROST BROWN TODD LLC 2200 PNC Center 201 East Fifth Street Cincinnati, Ohio 45202 Tel: (513) 651-6800 Fax: (513) 651-6981 E-mail: rgold@fbtlaw.com jbwells@fbtlaw.com Carmel, Indiana-based Hope Springs Partners, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No. 10- 17467) on Nov. 19, 2010, estimating assets at $10 million to $50 million and debts at $1 million to $10 million. No committee of unsecured creditors has been appointed in the Chapter 11 case. Jeffrey J. Graham, Esq., and Jerald I. Ancel, Esq., at Taft Stettinius & Hollister LLP, originally represented the Debtor in its restructuring effort. They were terminated as of Dec. 22, 2010. The Debtor is now being represented by: Ross M. Kwasteniet, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Street Chicago, IL 60654 Telephone: (312) 862-2069 Facsimile: (312) 862-2200 E-mail: ross.kwasteniet@kirkland.com INGLES MARKETS: Moody's Confirms Ratings; Outlook Now Negative -------------------------------------------------------------- Moody's Investors Service has corrected a previous release on Ingles Markets Inc. Moody's substitutes confirmed for affirmed in the headline and all paragraphs where mentioned. The revised release is: Moody's Investors Service confirmed Ingles Markets Inc.'s ratings and changed the outlook to negative based on concerns that credit metrics could remain weak for an extended period. Ingles' ratings are confirmed as the company continues to have a solid position in its regional Southeastern markets evidenced by same store sales growth and increased foot traffic due to improvements in its store base. Ingles' large base of stores that are owned rather than leased reduces the company's fixed cost burden and is also a credit positive. The Ba3 Corporate Family Rating reflects the company's solid regional franchise, its base of owned real estate and adequate liquidity. The negative outlook reflects Moody's concern that given the company's moderate scale, geographic concentration, inflationary pressures, competition from alternative food retailers and sluggish economic recovery, margins could remain under pressure resulting in little or no improvement in credit metrics for an extended period. Ingles' credit metrics were further weakened due to the issuance of $99.74 million in tax exempt Recovery zone Facility Bonds in the second quarter of fiscal 2011 primarily to finance the construction of a new warehouse and distribution center. Although the company's investment in new stores and store upgrades has been successful in helping customer retention and increasing traffic, it has not yet led to meaningful margin expansion. These ratings are confirmed: * Corporate Family Rating at Ba3 * Probability of Default Rating at Ba3 * Senior Unsecured Notes at B1 (LGD 5, 73%) Given the negative outlook, an upgrade in the near to medium term is unlikely. Stabilization of the outlook would depend on a material positive trend in margins while sustaining debt to EBITDA below 4.0 times. Ratings could be downgraded if the company's profitability and cash flow deteriorate such that the reported EBITA margin does not trend to above 4% or if debt to EBITDA is sustained materially above 4.0 times. Also, ratings could be downgraded if the company experiences ongoing negative comparable store sales or if returns to shareholders increase. In the longer term ratings could be upgraded if reported EBITA margin is sustained above 4.5%, debt to EBITDA is sustained below 3.5 times, and if strong positive comparable store sales continue. The last rating action on Ingles was the placement of the company's ratings under review for possible downgrade on December 20, 2010. Ingles Markets, headquartered in Ashville, North Carolina, operates 202 supermarkets principally in Georgia, North Carolina, South Carolina and Tennessee. Ingles also owns and operates 70 shopping centers, 58 of which contain an Ingles Supermarket and 93 free standing stores. INNOVIDA HOLDINGS: Placed in Bankruptcy by Receiver --------------------------------------------------- Dow Jones' DBR Small Cap reports that the court-appointed receiver who took control of InnoVida Holdings LLC after its founder was accused of fraud and mismanagement placed the high-tech-housing company and its affiliates into bankruptcy protection. The receiver, Mark S. Meland, is now urging the U.S. Bankruptcy Court in Miami to let him remain at the company's helm and ensure that control of the company doesn't revert back to founder Claudio Osorio and wife Amarilis Osorio. "It is without question that the receiver's investigation has uncovered serious failings of their management of the InnoVida entities," Mr. Meland said Friday in court papers, according to DBR. "More troubling is the Osorios' use of company funds to pay their significant personal living expenses while InnoVida and its subsidiaries were starved for cash." An attorney representing the Osorios wasn't immediately available for comment Monday, DBR says. INNOVIDA HOLDINGS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: InnoVida Holdings, LLC fdba COEG, LLC c/o Mark S. Meland, Receiver Meland Russin & Budwick, PA 200 S. Biscayne Boulevard, Suite 3000 Miami, FL 33131 Bankruptcy Case No.: 11-17702 Debtor-affiliates that simultaneously filed separate Chapter 11 petitions: Entity Case No. ------ -------- InnoVida MRD, LLC 11-17704 InnoVida Services, Inc. 11-17705 InnoVida Southeast, LLC 11-17706 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Southern District of Florida (Miami) Judge: Laurel M. Isicoff Debtor's Counsel: Peter D. Russin, Esq. MELAND RUSSIN & BUDWICK, P.A. 200 S. Biscayne Boulevard, #3000 Miami, FL 33131 Tel: (305) 358-6363 Fax: (305) 358-1221 E-mail: prussin@melandrussin.com Estimated Assets: $0 to $50,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/flsb11-17702.pdf The petition was signed by Mark S. Meland, receiver. Debtor-affiliates that previously sought Chapter 11 protection: Entity Case No. Petition Date ------ -------- ------------- Claudio Eleazar and Amarilis Osorio 11-17075 03/17/11 ISTAR FINANCIAL: Fitch Upgrades Issuer Default Rating to 'B-' ------------------------------------------------------------- Following iStar's entry into a new $2.95 billion senior secured credit agreement, Fitch Ratings has upgraded the Issuer Default Rating and certain obligation ratings and assigned new obligation ratings of iStar Financial Inc. In addition, Fitch has assigned these ratings: -- $1.50 billion senior secured A-1 tranche due June 2013 at 'BB-/RR1'; -- $1.45 billion senior secured A-2 tranche due June 2014 at 'B+/RR2'. The Rating Outlook is Stable. The upgrade of iStar's IDR is based on the improved liquidity profile of the company, pro forma for the new senior secured credit agreement (the new financing) that extends certain of the company's debt maturities, relieving the overhang of significant secured debt maturities in June 2011. While the new financing does not reduce the amount of total debt outstanding, the company's debt maturity profile is more manageable over the next two years, with only 42% of debt maturing, down from 71%. Given the mild improvement in commercial real estate fundamentals and value stabilization, the company's loan and real estate owned portfolio performance will likely improve going forward, which should increase the company's ability to cover fixed charges and repay upcoming indebtedness. The quality of the company's loan portfolio has improved modestly, with non-accrual loans representing 37% of the company's gross loan portfolio balance as of Dec. 31, 2010, which is down from 43% as of Sept. 30, 2010. The majority (63%) of the company's non- accrual loans are comprised of apartment/residential and land loans. Seventy-eight percent of the company's real estate owned or real estate held for investment, which represent loans on which the company has foreclosed, consist of condominium and land collateral, illustrative of the company's lending activities having been focused on higher-risk, weaker-performing collateral. Non-accrual and watch list loans represent 41% of the company's gross loan portfolio balance as of Dec. 31, 2010, which is down from approximately 54% as of Sept. 30, 2010. This improvement is due primarily to a significant decrease in non-accrual and watch list loans as commercial real estate valuations begin to stabilize and prospects for loan repayments from borrowers improve. Despite an improved debt maturity profile, the company's leverage measured on a GAAP earnings basis (defined as Dec. 31, 2010 net debt divided by annualized fourth quarter 2010 recurring operating EBITDA before non-cash impairments and provisions) of 21.2 times is the highest leverage level the company has had throughout the financial downturn. Reported EBITDA may understate the company's earnings and cash generation power, given that the accounting for nonperforming loans and real estate owned allows the company to recognize income only upon cash receipt or resolution of the loan. Fixed charge coverage (defined as recurring operating EBITDA before non-cash impairments, provisions and gains divided by the sum of interest expense and preferred stock dividends) weakened to 1.1x for 2010, compared with 1.4x and 1.7x for 2009 and 2008, respectively. This ratio is expected to deteriorate further as the company's cost of debt increases. Given that the new financing requires that collateral repayments, sales proceeds and other monetizations be used to repay only debt encumbering the new financing collateral pool, the company's corporate unsecured obligations will need to be serviced by the company's unencumbered pool and interest income from assets serving as collateral for the new financing, absent external capital raises. While the company is compliant with its unencumbered asset coverage of its unsecured debt senior unsecured notes covenant, the liquidity of the company's unencumbered asset pool is uncertain. While a portion of its unencumbered assets is liquid and could be sold to meet corporate obligations, the borrowing base for the new financing is likely of higher quality. While concepts of Fitch's Recovery Rating methodology are considered for all companies, explicit RRs are assigned only to those companies with an IDR of 'B+' or below. At the lower IDR levels, Fitch believes there is greater probability of default so the impact of potential recovery prospects on issue-specific ratings becomes more meaningful and is more explicitly reflected in the ratings dispersion relative to the IDR. The A-1 tranche rating of 'BB-/RR1', or a three-notch positive differential from iStar's 'B-' IDR is based on Fitch's estimate of outstanding recovery in the 91%-100% range. Together with the A-2 tranche, this obligation represents a first lien security claim on a collateral pool comprised primarily of performing loans and credit tenant lease assets, and has amortization payment priority relative to the A-2 tranche. The A-2 tranche rating of 'B+/RR2', or a two-notch positive differential from iStar's 'B-' IDR is based on Fitch's estimate of superior recovery. Together with the A-1 tranche, this obligation represents a first lien security claim on a collateral pool comprised primarily of performing loans and credit tenant lease assets but would receive principal amortization only upon the full repayment of the A-1 tranche. The unsecured revolving credit facility, senior unsecured notes and convertible senior floating-rate notes ratings of 'B/RR3' or a 1-notch positive differential from iStar's p 'B-' IDR is based on Fitch's estimate of good recovery based on iStar's current capital structure. The preferred stock rating of 'C/RR6' or a 3-notch negative differential from iStar's 'B-' IDR is based on Fitch's estimate of poor recovery based on iStar's current capital structure. The Stable Outlook is based on iStar's stronger liquidity profile given minimal debt maturities until the end of 2012. In addition, the nascent recovery in commercial real estate fundamentals and value should enable the company to monetize its unencumbered asset pool. These may have a positive impact on the ratings and/or Outlook: -- Continued monetization of the company's real estate investment portfolio; -- Reduction of other real estate owned and real estate held for investment as a percentage of the company's investments; -- Demonstrated access to the common equity or unsecured bond market. These may have a negative impact on the ratings and/or Outlook: -- Deterioration in the quality of iStar's loan portfolio, including an increase in non-performing loans and additional provisions for loan losses; -- An increase in other real estate owned and real estate held for investment as a percentage of the company's investments; -- A covenant breach under one of the company's debt agreements. Fitch has upgraded these ratings: -- IDR to 'B-' from 'C'; -- Unsecured revolving credit facilities to 'B-/RR4' from 'C/RR5'; -- Senior unsecured notes upgraded to 'B-/RR4' from 'C/RR5'; -- Convertible senior floating-rate notes to 'B-/RR4' from 'C/RR5'; -- Preferred stock to 'CC/RR6' from 'C/RR6'. Fitch has withdrawn these ratings as these obligations have been repaid in full by iStar: -- First priority credit agreement due June 2012; -- Second priority credit agreement due June 2011 and June 2012; -- 10% second lien notes due 2014. J. DOUGLASS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: J. Douglass Jennings, Jr., a Professional Corporation 9171 Towne Center Drive, Suite 350 San Diego, CA 92122 Bankruptcy Case No.: 11-04673 Chapter 11 Petition Date: March 24, 2011 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Louise DeCarl Adler Debtor's Counsel: Michael S. Kogan, Esq. ERVIN COHEN & JESSUP, LLP 9401 Wilshire Boulevard, 9th Floor Beverly Hills, CA 90212 Tel: (310) 273-6333 E-mail: mkogan@ecjlaw.com Scheduled Assets: $1,719,000 Scheduled Debts: $1,582,121 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/casb11-04673.pdf The petition was signed by J. Douglas Jennings, Jr., president. JAMES RIVER: Prices 6.65-Mil. Shares at $23.50 Apiece in Offering ----------------------------------------------------------------- James River Coal Company announced the pricing of its public offering of 6,650,000 shares of its common stock at a price of $23.50 per share. The Company also granted the underwriters a 30- day option to purchase up to an additional 997,500 shares of Common Stock solely to cover over-allotments, if any. James River intends to use the net proceeds of the offering to pay a portion of the purchase price and other costs and expenses related to its previously announced acquisition of International Resource Partners LP and to repurchase the Company's existing 9.375% senior notes due 2012 that are validly tendered and not validly withdrawn pursuant to the tender offer for all those notes that was commenced by the Company on March 22, 2011. Any remaining net proceeds, or all proceeds if the acquisition or the tender offer is not consummated, will be used for general corporate purposes, which may include acquiring or investing in businesses or repayment of debt. UBS Securities LLC and Deutsche Bank Securities Inc. are serving as Joint Book-Running Managers for the Common Stock offering. The Common Stock will be issued pursuant to an effective shelf registration statement that was previously filed with the SEC and declared effective on Sept. 23, 2010 and an additional registration statement filed with the SEC on March 22, 2011 and automatically effective. Copies of the preliminary prospectus supplement and related base prospectus for the offering have been filed with the SEC and are available on the SEC's Web site, http://www.sec.gov/ Copies of the final prospectus supplement and related base prospectus may be obtained from: UBS Securities LLC Attn: Prospectus Department 299 Park Avenue New York, NY 10171 Telephone: 888-827-7275 Deutsche Bank Securities Inc. Attn: Prospectus Department Harborside Financial Center 100 Plaza One Jersey City, NJ 07311-3988 Telephone: 800-503-4611 E-mail: prospectus.cpdg@db.com About James River Headquartered in Richmond, Virginia, James River Coal Company (NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines, processes and sells bituminous steam and industrial-grade coal primarily to electric utility companies and industrial customers. The company's mining operations are managed through six operating subsidiaries located throughout eastern Kentucky and in southern Indiana. The Company's balance sheet at Dec. 31, 2010 showed $784.56 million in total assets, $537.18 million in total liabilities and $247.38 million in total shareholders' equity. * * * James River carries a 'B' corporate credit rating from Standard & Poor's Ratings Services, and 'B3' corporate family rating from Moody's Investors Service. As reported by the TCR on March 25, 2011, Moody's Investors Service upgraded James River Coal Company's Corporate Family Rating to 'B3' from 'Caa2'. The rating upgrade reflects post- acquisition potential for significant increase in JRCC's metallurgical coal production, increase in operational diversity within Central Appalachia, and greater access to export markets. The S&P corporate rating was upgraded from 'B-' in March 2011. "The upgrade reflects S&P's view that the IRP acquisition provides James River Coal exposure to the attractive metallurgical coal market," said Standard & Poor's credit analyst Fred Ferraro. "The acquisition also adds management experience in overseas marketing, and expands the company's reserve life. Furthermore, S&P expects that it will be funded in a way that is consistent with the current capital structure so as to maintain the current credit metrics." JAMES RIVER: Announces Pricing of $200-Mil. Conv. Senior Notes -------------------------------------------------------------- James River Coal Company has priced an offering of $200 million aggregate principal amount of 3.125% convertible senior notes due 2018 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. James River also has granted to the initial purchasers of the Convertible Notes an option to purchase up to an additional $30 million aggregate principal amount of the Convertible Notes solely to cover over- allotments, if any. The Convertible Notes will be general unsecured senior obligations of James River and will pay interest semi-annually. The Convertible Notes will be convertible under certain circumstances and during certain periods at an initial conversion rate of 32.7332 shares of James River's common stock per $1,000 principal amount of Convertible Notes, representing an initial conversion price of approximately $30.55 per share of James River common stock, which is equal to an approximately 30% conversion premium over the $23.50 per share price to the public in James River's concurrent public offering of common stock. Upon conversion, holders of the Convertible Notes will receive, at the election of James River, cash, shares of James River's common stock or a combination of cash and shares of James River's common stock. James River intends to use the net proceeds of the first $125 million of Convertible Notes, together with any proceeds from additional Convertible Notes sold pursuant to the portion of the over-allotment option relating to such Convertible Notes, to pay a portion of the purchase price and other costs and expenses related to its previously announced acquisition of International Resource Partners LP and to repurchase the Company's existing 9.375% senior notes due 2012 that are validly tendered and not validly withdrawn pursuant to the tender offer for all such Existing Senior Notes that was commenced by the Company on March 22, 2011, and any remaining such proceeds for general corporate purposes, which may include acquiring or investing in business or other assets or repayment of outstanding debt. If the IRP acquisition and the tender offer are not consummated, and James River does not exercise its related option to redeem the Convertible Notes, then it will use the net proceeds of the Convertible Notes for general corporate purposes, which may include acquiring or investing in businesses or repayment of debt. James River intends to use all additional net proceeds of the Convertible Notes offering to repurchase the Company's Existing Senior Notes that are validly tendered and not validly withdrawn pursuant to the tender offer for all such Existing Senior Notes or for general corporate purposes, which may include acquiring or investing in business or other assets or repayment of outstanding debt. About James River Headquartered in Richmond, Virginia, James River Coal Company (NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines, processes and sells bituminous steam and industrial-grade coal primarily to electric utility companies and industrial customers. The company's mining operations are managed through six operating subsidiaries located throughout eastern Kentucky and in southern Indiana. The Company's balance sheet at Dec. 31, 2010 showed $784.56 million in total assets, $537.18 million in total liabilities and $247.38 million in total shareholders' equity. * * * James River carries a 'B' corporate credit rating from Standard & Poor's Ratings Services, and 'B3' corporate family rating from Moody's Investors Service. As reported by the TCR on March 25, 2011, Moody's Investors Service upgraded James River Coal Company's Corporate Family Rating to 'B3' from 'Caa2'. The rating upgrade reflects post- acquisition potential for significant increase in JRCC's metallurgical coal production, increase in operational diversity within Central Appalachia, and greater access to export markets. The S&P corporate rating was upgraded from 'B-' in March 2011. "The upgrade reflects S&P's view that the IRP acquisition provides James River Coal exposure to the attractive metallurgical coal market," said Standard & Poor's credit analyst Fred Ferraro. "The acquisition also adds management experience in overseas marketing, and expands the company's reserve life. Furthermore, S&P expects that it will be funded in a way that is consistent with the current capital structure so as to maintain the current credit metrics." JAMES RIVER: Prices Offering of $275-Mil. of 7.875% Sr. Notes ------------------------------------------------------------- James River Coal Company priced an offering of $275 million aggregate principal amount of 7.875% senior notes due 2019 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act. The Senior Notes will be issued by a wholly-owned subsidiary of James River, but James River expects to assume all obligations of that entity with respect to the Senior Notes upon the closing of its previously announced acquisition of International Resource Partners LP. When assumed by James River from its subsidiary, the Senior Notes will be general unsecured obligations of James River and will be guaranteed by all the subsidiaries of James River. The Senior Notes will be redeemed, however, if the IRP acquisition is abandoned or is not consummated on or prior to June 1, 2011. James River intends to use the net proceeds of the offering of the Senior Notes to pay a portion of the purchase price and other costs and expenses related to the IRP acquisition and to repurchase its existing 9.375% senior notes due 2012 that are validly tendered and not validly withdrawn pursuant to the tender offer for all such Existing Senior Notes that was commenced by James River on March 22, 2011, and any remaining proceeds for general corporate purposes, which may include acquiring or investing in business or other assets or repayment of outstanding debt. If the IRP acquisition is not consummated, James River will redeem the Senior Notes as discussed above. James River also announced that the initial purchasers exercised the over-allotment option granted in connection with the concurrent offering of its $200 million aggregate principal amount of 3.125% convertible senior notes due 2018 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. As a result, the initial purchasers will purchase an additional $30 million aggregate principal amount of the Convertible Notes, and the total net proceeds to the Company in the offering will be approximately $223.1 million. About James River Headquartered in Richmond, Virginia, James River Coal Company (NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines, processes and sells bituminous steam and industrial-grade coal primarily to electric utility companies and industrial customers. The company's mining operations are managed through six operating subsidiaries located throughout eastern Kentucky and in southern Indiana. The Company's balance sheet at Dec. 31, 2010 showed $784.56 million in total assets, $537.18 million in total liabilities and $247.38 million in total shareholders' equity. * * * James River carries a 'B' corporate credit rating from Standard & Poor's Ratings Services, and 'B3' corporate family rating from Moody's Investors Service. As reported by the TCR on March 25, 2011, Moody's Investors Service upgraded James River Coal Company's Corporate Family Rating to 'B3' from 'Caa2'. The rating upgrade reflects post- acquisition potential for significant increase in JRCC's metallurgical coal production, increase in operational diversity within Central Appalachia, and greater access to export markets. The S&P corporate rating was upgraded from 'B-' in March 2011. "The upgrade reflects S&P's view that the IRP acquisition provides James River Coal exposure to the attractive metallurgical coal market," said Standard & Poor's credit analyst Fred Ferraro. "The acquisition also adds management experience in overseas marketing, and expands the company's reserve life. Furthermore, S&P expects that it will be funded in a way that is consistent with the current capital structure so as to maintain the current credit metrics." JAMES RIVER: Underwriters Purchase Add'l 997,500 Common Shares -------------------------------------------------------------- James River Coal Company announced that the underwriters in the previously announced public offering of 6,650,000 shares of its common stock have exercised the over-allotment option granted by the Company and as a result will purchase an additional 997,500 shares of the Company's common stock. Including the over- allotment shares, the offering totaled 7,647,500 shares of the Company's common stock, resulting in net proceeds to the Company of approximately $170.73 million. UBS Securities LLC and Deutsche Bank Securities Inc. are serving as Joint Book-Running Managers for the Common Stock offering. The Common Stock will be issued pursuant to an effective shelf registration statement that was previously filed with the SEC and declared effective on Sept. 23, 2010. Copies of the preliminary prospectus supplement and related base prospectus for the offering will be filed with the SEC and available on the SEC's Web site, http://www.sec.gov/ Copies of the preliminary prospectus supplement and related base prospectus may be obtained from: UBS Securities LLC Attn: Prospectus Department 299 Park Avenue New York, NY 10171 Tel: (888) 827-7275 Deutsche Bank Securities Inc. Attn: Prospectus Department Harborside Financial Center 100 Plaza One Jersey City, NJ 07311-3988 Tel: (800) 503-4611 E-mail: prospectus.cpdg@db.com About James River Headquartered in Richmond, Virginia, James River Coal Company (NasdaqGM: JRCC) -- http://www.jamesrivercoal.com/-- mines, processes and sells bituminous steam and industrial-grade coal primarily to electric utility companies and industrial customers. The company's mining operations are managed through six operating subsidiaries located throughout eastern Kentucky and in southern Indiana. The Company's balance sheet at Dec. 31, 2010 showed $784.56 million in total assets, $537.18 million in total liabilities and $247.38 million in total shareholders' equity. * * * James River carries a 'B' corporate credit rating from Standard & Poor's Ratings Services, and 'B3' corporate family rating from Moody's Investors Service. As reported by the TCR on March 25, 2011, Moody's Investors Service upgraded James River Coal Company's Corporate Family Rating to 'B3' from 'Caa2'. The rating upgrade reflects post- acquisition potential for significant increase in JRCC's metallurgical coal production, increase in operational diversity within Central Appalachia, and greater access to export markets. The S&P corporate rating was upgraded from 'B-' in March 2011. "The upgrade reflects S&P's view that the IRP acquisition provides James River Coal exposure to the attractive metallurgical coal market," said Standard & Poor's credit analyst Fred Ferraro. "The acquisition also adds management experience in overseas marketing, and expands the company's reserve life. Furthermore, S&P expects that it will be funded in a way that is consistent with the current capital structure so as to maintain the current credit metrics." JOHNNY ROCKETS: Burger Chain Has More Than $2.9 Mil. in Debt ------------------------------------------------------------ Caribbean Business reports that Johnny Rockets filed for Chapter 11 bankruptcy protection after not being able to meet its financial obligations with creditors. The Company had an accumulated debt of more than $2.9 million. Its main creditors include Banco Popular de Puerto Rico owed $1.6 million, and the Economic Development Bank owed $347,102. Based in San Juan, Puerto Rico, Johnny Rockets operates a hamburger chain. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. PR Case No. 11-02151) on March 15, 2011. Charles Alfred Cuprill, Esq., at Charles A. Curpill, PSC Law Office, represents the Debtor. The Debtor disclosed $4,629,290 in assets, and $2,931,769 in debts in its schedules. JUMA TECHNOLOGY: Assigns Maintenance Agreements to Carousel ----------------------------------------------------------- Juma Technology Corp. and Carousel Industries of North America, Inc., executed and delivered a certain Assignment and Assumption Agreement on March 18, 2011. The Agreement provided for the assignment to and the assumption by Carousel of a list of scheduled maintenance agreements related to the Company's telecommunications and systems integration business. Carousel paid to the Company an advance against the earn-out payment equal to $250,000, $188,284 of which was paid on behalf of the Company on Jan. 31, 2011 and $61,716 at the closing. The earn-out payment is based on 50% of the profits as defined under the Agreement earned during the 12-month period following the closing. A copy of the form of the Assignment and Assumption Agreement is available for free at http://is.gd/Pfa4T7 Prior to the entry into of the Agreement, there was no material relationship between the Company or its affiliates and Carousel, except that Carousel was and continues to be a customer of Nectar Services Corp., the Company's wholly owned subsidiary. 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. KEEWAYDIN GROUP: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Keewaydin Group, LLC P.O. Box 1961 Bloomington, IN 47402 Bankruptcy Case No.: 11-03416 Chapter 11 Petition Date: March 25, 2011 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: James K. Coachys Debtor's Counsel: KC Cohen, Esq. 151 N Delaware St Ste 1104 Indianapolis, IN 46204 Tel: (317) 715-1845 Fax: (317) 916-0406 E-mail: kc@esoft-legal.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's three largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/insb11-03416.pdf The petition was signed by Peter Dvorak, managing member. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Midwest Commercial Investments, X 10-3544 03/18/10 KEPPY FAMILY: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Keppy Family, P.C. fka Abel-Keppy P.C. 619 14th Street Bettendorf, IA 52722 Bankruptcy Case No.: 11-01164 Chapter 11 Petition Date: March 24, 2011 Court: United States Bankruptcy Court Southern District of Iowa - Database (Davenport) Debtor's Counsel: Richard A. Davidson, Esq. LANE & WATERMAN LP 220 N Main St., Ste 600 Davenport, IA 52801-1987 Tel: (563) 333-6624 Fax: (563) 888-7841 E-mail: rdavidson@l-wlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/iasb11-01164.pdf The petition was signed by Kenneth E. Keppy, president. KIEBLER RECREATION: Has Deal for Cash Access Until April 30 ----------------------------------------------------------- Kiebler Recreation, LLC, the Official Committee of Unsecured Creditors in Kiebler's Chapter 11 case, and The Huntington National Bank ask the Court to approve a stipulation the parties entered into extending the terms of the final order authorizing the Debtor's use of cash collateral and granting adequate protection, dated as of December 7, 2010, as amended. The proposed Extension Order will allow the Debtor to use cash collateral in accordance with the terms of the Final Cash Collateral Order and a Budget through and including April 30, 2011. A full-text copy of the Budget may be accessed for free at: http://bankrupt.com/misc/KIEBLER_budget.pdf The Extension Order will also authorize and direct the Debtor to make a $30,000 payment to Huntington on April 1, 2011, in exchange for Huntington's consent to the Debtor's ability to use cash collateral through April 30. The Parties reserve all rights concerning the application of the Payment. In all other respects, all terms and conditions contained in the Final Cash Collateral Order, as modified, including the agreement for extension of the Debtor's exclusive acceptance period only to April 13, 2011, will remain in effect. About Kiebler Recreation Peek'n Peak Resort -- http://www.pknpk.com/-- is a recreational and leisure facility. Findley Lake, New York-based Kiebler Recreation, LLC, dba Peek'n Peak Resort, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10-15099) on May 26, 2010. Robert C. Folland, Esq., at Thompson Hine LLP, represents the Debtor. The Company estimated assets and debts at $10 million to $50 million as of the Petition Date. An affiliate, Kiebler Slippery Rock, LLC, filed a separate Chapter 11 petition on September 25, 2009 (Bankr. N.D. Ohio Case No. 09- 19087). KRONOS INTERNATIONAL: Completes Redemption of EUR80MM Sr. Notes --------------------------------------------------------------- Kronos International, Inc., on March 24, 2011, completed the redemption of EUR80 million principal amount of its 6 1/2% Senior Secured Notes due 2013 at a redemption price of 102.167% of the principal amount thereof plus accrued and unpaid interest to the redemption date. At the time of completion of this partial redemption, EUR320 million principal amount of the Notes remained outstanding. About Kronos International Kronos International, Inc., produces and markets TiO2 pigments in Europe, and is a wholly owned subsidiary of Kronos Worldwide, Inc., headquartered in Dallas, Texas. The Company's balance sheet at Dec. 31, 2010 showed $1.02 billion in total assets, $843.30 million in total liabilities and $180.40 million of total stockholders' equity. * * * As reported by the Troubled Company Reporter on June 25, 2010, Moody's Investors Service raised Kronos International's Corporate Family Rating to B3 from Caa1 and the rating on the EUR400 million senior secured notes due 2013 to Caa1 from Caa2. The upgrade reflects KII's better operating results, improved titanium dioxide market conditions and the expectation that credit metrics will improve further in 2010. The outlook is stable. Moody's also said KII's liquidity is supported by its positive cash flow from operations, cash balances and unused availability under its EUR80 million revolving credit, which matures in less than one year (May 2011). Total use of the revolver was restored to the company in May 2010 after complying with the amended covenants in the first quarter 2010. Availability had been limited to EUR51 million since the facility was amended in September 2009 to accommodate the shortfall in EBITDA generation during the global economic downturn, which would have led to a violation of the leverage covenant. The improved profitability in 2010 could allow the company to meet the original financial covenants and revert the credit facility to its pre-amendment terms and conditions. The TCR on April 19, 2010, reported that Fitch Ratings has upgraded Kronos' Issuer Default Rating to 'B-' from 'CCC' and its securities ratings: Senior secured revolving credit facility to 'BB-/RR1' from 'B+/RR1'; Senior secured notes to 'B-/RR4' from 'CCC/RR4'. The Rating Outlook has been revised to Stable from Negative. Fitch said the ratings reflect high financial leverage at Kronos International as well as Kronos Worldwide's solid market position in the TiO2 industry, the fifth largest globally with 10% of global capacity. The ratings also reflect the early stages of a recovery in the TiO2 industry and Fitch's expectations that earnings over the next 24 months will remain below the average over the period from 2005 through 2008. Moody's Investors Service raised Kronos International, Inc.'s Corporate Family Rating to B2 from B3 and the rating on the EUR400 million senior secured notes due 2013 to B3 from Caa1. The upgrade reflects KII's strong operating results, attractive titanium dioxide market conditions and the expectation that the company will continue to enjoy strong margins and positive free cash flow. The outlook is positive. LEHMAN BROTHERS: Proposes to Invest in New York Properties ---------------------------------------------------------- Lehman Brothers Holdings Inc. and its affiliated debtors seek approval from Judge James Peck of the U.S. Bankruptcy Court for the Southern District of New York to make additional investment to complete the conversion of a New York apartment building into a condominium complex. The apartment building located at 25 Broad Street, in New York, was acquired by entities controlled by Kent Swig, a property developer, through a $309 million loan they availed from LBHI. The property faces possible foreclosure in light of a lawsuit LBHI filed in the New York Supreme Court in January 2009. The company holds a mortgage lien on the property as collateral for its loan. LBHI's lawyer, Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in Houston, Texas, says the additional investment would help protect the company against asset loss and would enhance the value of the property while it is awaiting the outcome of the lawsuit. Mr. Perez says the additional investment will also be used to pay the operating expenses of the property until it is able to generate sufficient revenue to cover its costs, and to transfer development rights with respect to an adjacent parcel located at 45 Broad Street. The adjacent parcel was also acquired by the Swig-controlled entities through the $309 million loan. LBHI filed a separate lawsuit to foreclose on the mortgages encumbering the property. The foreclosure is expected to be completed during the third quarter of this year. Mr. Swig and his controlled entities have developed a business plan for the conversion of the apartment building, which proposes for the demolition of the building's south wing and the transfer of land where the structure stands as well as the transfer of the associated development rights. The additional investments for the properties will not exceed $25.1 million, according to Mr. Perez. Judge James Peck will hold a hearing on April 13, 2011, to consider the proposed investment. The deadline for filing objections is April 6, 2011. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 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. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. 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. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 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 Sept. 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: Proposes Settlement With Aegis Mortgage -------------------------------------------------------- Lehman Brothers Holdings Inc. and its affiliated debtors seek court approval of an agreement to settle an indemnification claim against Aegis Mortgage Corp. Aurora Loan Services LLC, a subsidiary of Aurora Bank FSB, filed the claim in the sum of $34,193,606 against Aegis on account of the residential mortgage loans acquired by LBHI. Aegis, which is also under bankruptcy protection, is the originator of the mortgage loans. Under the settlement agreement, the claim will be reduced and allowed as a general unsecured claim for $25 million in Aegis' bankruptcy case. The deal also calls for the mutual release of all claims among LBHI, Aegis, Aurora Loan and Aurora Bank. A full-text copy of the settlement agreement is available for free at http://bankrupt.com/misc/LBHI_AegisSettlement.pdf LBHI estimates that more than $19 million is allocable to the company since about 77% of the claim amount is based on loans it owns while the remainder is based on loans held by its subsidiary, Aurora Bank. "The settlement will enable LBHI to avoid spending significant amounts of its limited resources to recover only a portion of its claim amount," says Shai Waisman, Esq., at Weil Gotshal & Manges LLP, in New York. A disclosure statement describing Aegis' restructuring plan, estimates that recoveries on general unsecured claims against the loan originator will only be 5% to 15% of the allowed claim amount. Judge James Peck will hold a hearing on April 13, 2011, to consider approval of the request. The deadline for filing objections is April 6, 2011. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 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. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. 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. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 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 Sept. 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: LCPI Wants to Purchase Notes Issued by Pine CCS ---------------------------------------------------------------- Lehman Commercial Paper Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to purchase notes issued by Pine CCS, Ltd. LCPI plans to purchase more than $927 million worth of Class A-1 notes from Barclays Bank PLC, and $4 million worth of Class A-1 notes from Lehman Brothers Holdings Inc. The Barclays notes will be sold for only $805 million, of which a large portion is held by the trustee, U.S. Bank N.A., and by LCPI on behalf of Pine CCS. As of February 28, 2011, about $261 million of the purchase price is held by the trustee. A substantial portion of the purchase price is also held by LCPI as restricted cash on behalf of Pine CCS, which it collected from the commercial loans it participated to the issuer. As of February 28, 2011, the amount was approximately $303 million, which means that LCPI will only have to pay about $241 million out of its unrestricted cash to acquire the Barclays notes, according to court papers. In connection with the acquisition of the Lehman notes, LBHI will also release its security interest in other classes of notes issued by Pine CCS. These include Class A-2 notes, Class B notes and subordinated notes that LBHI acquired pursuant to a collateral disposition agreement with JPMorgan Chase Bank N.A. The Lehman notes were issued after LCPI sold participations in the commercial loans to Pine CCS to increase its liquidity. The notes are secured by the commercial loans. A full-text copy of an agreement governing the note acquisition is available at http://bankrupt.com/misc/LBHI_PineNoteSale.pdf Jacqueline Marcus, Esq., at Weil Gotshal & Manges LLP, in New York, says "considerable value" could be realized by purchasing the Barclays notes given the big discount on the purchase price. The acquisition of notes would also allow LCPI to take control of Pine CCS since the sellers hold a significant position in the capital structure of the issuer. Barclays owns 99.6% of the Class A-1 notes while the rest is owned by LBHI. "Obtaining control over Pine will enable LCPI to terminate the Pine securitization and own the underlying assets free and clear of the interests of any other party," Ms. Marcus says. The lawyer further says maximum value of the commercial loans can only be achieved through active management of those loans but such management is impeded by Pine CCS' ownership of participations in the loans as well as by Barclays' ownership of the notes. The Court will hold a hearing on April 13, 2011, to consider approval of LCPI's request. The deadline for filing objections is April 6, 2011. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 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. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. 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. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 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 Sept. 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: LCPI Seeks Nod of Innkeepers Bankruptcy Deal ------------------------------------------------------------- Lehman Commercial Paper Inc. asks the U.S. Bankruptcy Court for the Southern District of New York to permit its affiliate, Lehman ALI Inc., to enter into a letter agreement in connection with the restructuring of Innkeepers USA Trust. Lehman ALI is a lender of Innkeepers, a hotel investment company, which filed for bankruptcy protection last year. Lehman ALI holds a $220.2 million claim on account of the $250 million loan it provided to fund parts of the $1.8 billion buyout of Innkeepers by Apollo Investment Corp. The letter agreement contains the terms of a proposed restructuring of Innkeepers. It generally provides for Lehman ALI's exchange of its interest in the mortgage loan for up to 50% of the new equity in a reorganized Innkeepers and a cash payment of at least $26.2 million. If a sale of new equity to another investor or new property manager is consummated, Lehman ALI will hold at least 40% of the new equity and will receive a cash payment of up to $61 million. Lehman ALI and Five Mile Capital II Pooling REIT LLC earlier submitted a joint bid for the purchase of the new equity in reorganized Innkeepers. An auction will be held in case the hotel investment company receives other offers, with the joint bid serving as the lead bid at the auction. Both the letter agreement and the joint bid require Lehman ALI and Five Mile to deposit $10 million each to secure their obligations under the agreement as well as the payment in full of the "debtor-in-possession" loan Innkeepers obtained from Solar Finance Inc., another affiliate of LCPI. The DIP loan was used to finance improvements on the hotel properties, which serve as collateral for the $250 million mortgage loan. Judge Shelley Chapman, the bankruptcy judge who oversees Innkeepers' bankruptcy case, has already issued an order approving the hotel investment company's entry into the letter agreement. Last year, Innkeepers did not get court approval to enter into a plan support agreement with Lehman ALI and consummate the restructuring proposed in the PSA. Judge Peck will hold a hearing on April 13, 2011, to consider approval of the request. The deadline for filing objections is April 6, 2011. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 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. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. 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. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 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 Sept. 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: Wins Nod of Note Purchase Deal with Bankhaus ------------------------------------------------------------- Lehman Brothers Holdings Inc. won court approval of its note purchase agreements with Michael Frege, the administrator of Lehman Brothers Bankhaus Aktiengesellschaft. The agreements allow LBHI to purchase LB Bankhaus' interest in the notes issued by Spruce CCS Ltd. and Verano CCS Ltd. for $332 million, and its interest in the notes issued by SASCO 2008-C2 LLC for $625 million. The notes are secured by real estate and commercial loans sold or participated by LBHI and its affiliated debtors to the issuers. A group of creditors, which calls itself the ad hoc group of Lehman Brothers creditors, expressed its support for the approval of the note purchase agreements. The creditor group previously questioned a provision in the SASCO note purchase agreement, which commits LBHI alone to pay up to an additional $100 million in case it does not obtain a court order confirming its restructuring plan by Dec. 31, 2012. The group was particularly concerned about the possibility that LBHI could be required to pay the $100 million if the company or any of its affiliated debtors and creditors pursued and confirmed an alternate plan that does not have any adverse effect on LB Bankhaus' claims. To address the group's concern, LBHI and LB Bankhaus revised the agreements to clarify, among other things, that the additional payment is not due as long as prior to Dec. 31, 2012, the Debtors confirm a plan of reorganization that is technically labeled an "amendment" to the plan, and that LB Bankhaus' termination of the settlement agreement, whether valid or not, will not trigger the payment. LBI Trustee Filed Objection James Giddens, the court-appointed trustee for Lehman Brothers Inc., expressed disapproval of any change in the brokerage firm's "ownership rights in the notes and the underlying assets which do not appear to be affected by the documents supporting the transactions." Lehman Brothers Holdings Inc. earlier sought court approval of two note purchase agreements between the company and Dr. Michael Frege, the administrator of Lehman Brothers Bankhaus Aktiengesellschaft. LBHI entered into the agreements to purchase notes from LB Bankhaus for $957 million. LB Bankhaus acquired those notes from LBI under a repurchase agreement. The notes were issued by special purpose vehicles and are secured by real estate and commercial loans sold or participated by LBHI and its affiliated debtors to the SPVs. In a related development, LBHI amended the March 1, 2011 settlement agreement and an agreement with SASCO 2008-C2 LLC to clarify certain circumstances under which the purchase price adjustment may be payable to the administrator. In addition, the amendment to the settlement agreement substitutes a revised Section 11.3 that provides for certain additional termination rights of the administrator that are consistent with the SASCO amendment. Full-text copies of the amended SACSO agreement and the settlement agreement are available for free at: http://bankrupt.com/misc/LBHI_AmendedSASCOAgreement.pdf http://bankrupt.com/misc/LBHI_AmendedPSAgreement.pdf March 23 Hearing During the March 23 hearing on the request, Judge Peck, according to The Wall Street Journal, objected to the Debtors' purchase of the notes. Judge Peck, the report said, wanted someone to explain to him how the two sides arrived at that price with a face value of $1.5 billion. "I'm a little concerned about this transaction in that I don't have a good feel as to how the price was reached," Judge Peck told Richard P. Krasnow, at Weil, Gotshal and Manges, who represents the Debtors, the report related. So Mr. Krasnow explained a little about the transaction, part of a larger $6.6 billion settlement between Lehman and its second-biggest foreign subsidiary that calls for Lehman Bankhaus to vote "yes" on Lehman's bankruptcy plan, the report said. To Judge Peck's statement, "How were the notes priced? It's as simple as that," Mr. Krasnow explained that there was an opening price, a bit of quantitative and analytical and bottom us analysis, and that it "was as complicated and simple as that," the Journal said. After a recess, Lehman called one of its negotiators on the deal, from Alvarez & Marsal, and Lehman Bankhaus did the same, the Journal related. They characterized a deal that came to fruition after arms'-length negotiations, and Judge Peck asked no questions, according to the report. Judge Peck, the Journal said, eventually approved the deal and called it an important "building block" toward the ultimate goal, a confirmation of Lehman's bankruptcy plan. 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 Sept. 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. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. 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. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 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 Sept. 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: Wins OK to Sell Stake in Quadrant Structured ------------------------------------------------------------- Lehman Brothers Holdings Inc. and Lehman Commercial Paper Inc. received authority from Judge James Peck of the U.S. Bankruptcy Court for the Southern District of New York to sell their 80,000 voting participating shares in Cayman Island-based Quadrant Structured Products Company Ltd. for $90 million. Quadrant Structured, a credit derivatives product company, was formed by LBHI and Magnetar MQ Ltd. in 2007 to engage in the business of selling credit protection in the form of credit default swaps. LBHI received the Quadrant Structured shares, which represents 20% equity stake in the credit derivatives product company, in return for an investment of $80 million. Magnetar holds 80% stake of Quadrant Structured for its $320 million investment. Under the deal, the proceeds of the sale will be paid to and held by LBHI and LCPI jointly, pending determination of the rights of each company to the proceeds. The proceeds will be deposited in an escrow until the closing of the sale. If the purchase agreement is terminated, the proceeds will be returned to Quadrant Structured. The purchase agreement also requires the Lehman units, Magnetar and Quadrant Structured to release each other from claims, which stemmed from the Lehman units' ownership of interests in the credit derivatives product company. The terms of the sale are contained in a 21-page purchase agreement, a full-text copy of which is available without charge at http://bankrupt.com/misc/LBHI_QuadrantSale.pdf * * * The Official Committee of Unsecured Creditors expressed support for the approval of the Debtors' motion to sell their stake in Cayman Island-based Quadrant Structured Products Company Ltd. In a court filing, the Creditors' Committee said the sale would be beneficial to the Debtors given the changing nature of Quadrant's business and its existing credit risk exposure and leverage, which is "compounded by the Debtors' position as a minority investor in a closely-held corporation." The Creditors' Committee also said that marketing the Debtors' shares and conducting an auction would not produce a better result. 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 Sept. 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. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. 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. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 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 Sept. 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) LEXICON UNITED: Jeffrey Nunez Resigns as Officer & Director ----------------------------------------------------------- The board of directors of Lexicon United Incorporated accepted the resignation of Jeffrey G. Nunez as an officer and director of the Company effective as of March 24, 2011. Mr. Nunez' resignation was for strictly personal reasons unrelated to any disagreement with the Company. Concurrent with his resignation, Nunez entered into a Consulting Agreement to provide transition services to the Company. Pursuant to the Consulting Agreement, Mr. Nunez agreed to provide certain transition services to the Company for a period of one year from March 24, 2011 in connection with her resignation as an officer and director of the Company. Specifically, Mr. Nunez agreed to provide these services to the Company: (a) Mr. Nunez Will be available to work with the Company on all matters related to the transition resulting from Consultant's resignation as an officer and director of the Company; (b) Mr. Nunez will be available in order to provide the Company with a presence in the United States to deal with matters requiring such presence; (c) Mr. Nunez will be available to assist the Company in negotiating the terms of various business and finance transactions; and (d) Mr. Nunez will be available to the Company to advise the Company on corporate governance matters. In consideration of those services, and subject to the terms of the Consulting Agreement, the Company agreed to pay Nunez an aggregate of $30,000, payable in 12 monthly installments over the term of the Consulting Agreement. A full-text copy of the Consulting Agreement is available for free at http://is.gd/NXTBc7 About Lexicon United Austin, Tex.-based Lexicon United Incorporated and its subsidiary, ATN Capital e Participacoes Ltd., a Brazilian limited company, are engaged in the business of purchasing, managing and collecting defaulted consumer receivables for its own account and managing, collecting and servicing portfolios of defaulted and charged-off account receivables for large financial institutions in Brazil. These receivables are acquired from consumer credit originators, primarily credit card issuers in Brazil. As reported in the Troubled Company Reporter on May 25, 2010, Meyler & Company, LLC, in Middletown, N.J., 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 continues to have negative cash flows from operations, recurring losses from operations, and has a stockholders' deficit. The Company's balance sheet at Sept. 30, 2010, showed $3.02 million in total assets, $3.11 million in total liabilities, and a stockholders' deficit of $86,505. LIQUIDMETAL TECHNOLOGIES: Ends Joint Venture With SAGA S.p.a ------------------------------------------------------------ Liquidmetal Technologies, Inc., entered into a preliminary, binding Settlement Agreement with SAGA S.p.a., a company incorporated under the laws of Italy, pursuant to which (i) the parties agreed to terminate their joint venture, Liquidmetal Saga Italy S.r.l., (ii) the parties agreed to cause certain pending legal actions against each other to be dismissed with prejudice, (iii) Liquidmetal agreed to pay SAGA $2.8 million in the form of restricted shares of Liquidmetal common stock in exchange for SAGA's equity interest in LSI, and (iv) the Liquidmetal technology license to LSI will be terminated. The final terms of the settlement between Liquidmetal and SAGA will be set forth in a separate agreement. Liquidmetal expects that the Final Settlement Agreement will contain additional representations and warranties and provide for specific post-closing covenants for each of the parties. The number of shares of Liquidmetal common stock issuable pursuant to the Final Settlement Agreement will be based on the trailing 30 day average closing price for shares of Liquidmetal common stock, as determined on the date of the Final Settlement Agreement. The shares will be issued to SAGA in a private placement exempt from registration under the Securities Act of 1933, as amended. Specifically, the shares will be issued by virtue of Section 4(2) of the Securities Act in that the issuance did not involve a public offering, SAGA has adequate access to information about Liquidmetal, and appropriate restrictive legends will be affixed to all certificates representing the shares issued to SAGA. The shares received by SAGA under the Final Settlement Amendment will be "restricted securities" within the meaning of Rule 144 under the Securities Act, and SAGA has not been granted any registration rights by Liquidmetal with respect to those shares. If on the six month anniversary of the closing of the Final Settlement Agreement the trailing 30 day average closing price for shares of Liquidmetal common stock is less than the trailing 30 day average closing price for those shares on the date of the closing of the Final Settlement Agreement, Liquidmetal will issue a promissory note to SAGA having a principal amount equal to the difference between such average closing prices, multiplied by the number of shares issued pursuant to the Final Settlement Agreement. The Note would bear interest at the rate of 8% per annum and mature on the twelfth month anniversary of the Note's issuance. About Liquidmetal Technologies Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies, Inc., and its subsidiaries are in the business of developing, manufacturing, and marketing products made from amorphous alloys. Liquidmetal Technologies markets and sells Liquidmetal(R) alloy industrial coatings and also manufactures, markets and sells products and components from bulk Liquidmetal alloys that can be incorporated into the finished goods of its customers across a variety of industries. The Company also partners with third- party licensees and distributors to develop and commercialize Liquidmetal alloy products. The Company classifies operations into two reportable segments: Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys. The Company's balance sheet at Dec. 31, 2010 showed $15.04 million in total assets, $31.88 million in total liabilities and $16.84 million in total shareholders' deficiency. Choi, Kim & Park LLP, in Los Angeles, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The Company has experienced losses from continuing operations during the last three fiscal years and has an accumulated deficit of $165,879 as of Dec. 31, 2010. Net cash provided by continuing operations for the year ended Dec. 31, 2010 was $10,080. At Dec. 31, 2010, working capital deficit was $14,180. As of Dec. 31, 2010, the Company's principal source of liquidity is $5,049 of cash and $1,731 of trade accounts receivable. LIQUIDMETAL TECHNOLOGIES: Mark Hansen Elected to Board ------------------------------------------------------ Liquidmetal Technologies, Inc. disclosed on Feb. 24, 2011, that Mark Hansen was elected to the Board of Directors of Liquidmetal Technologies, Inc. Mr. Hansen has been with Cobalt Development Partners LLC since 2003 and is presently the Managing Partner. The firm focuses on the development of emerging consumer and intellectual property companies. Mr. Hansen brings thirty plus years of executive management experience serving consumers through retail, foodservice and consumer package goods venues. His previous responsibilities included serving as the President and CEO of SAM's Club which generated $23 billion in revenue with 75,000 employees and the President and CEO of PETsMART the country's largest category dominant retailer of pet supplies and services. Mr. Hansen's previous and present Board of Director positions include Applebee's Restaurants, Amazon.com, Swander Pace Capital, PetfoodDirect.com and Arizona State University Business School Dean's Counsel. Mr. Hansen received his Bachelor's Degree in Fine Arts from Roosevelt University in 1976. The Board of Directors believes that Mr. Hansen's experience and background make him a qualified and valuable member of the Company's Board of Directors. In particular, Mr. Hansen's background working with multi-million dollar corporations and other experience in the service sector including pharmacy, optical, veterinary hospitals and small business service centers make him a valuable resource for the Company. About Liquidmetal Technologies Based in Rancho Santa Margarita, Calif., Liquidmetal Technologies, Inc., and its subsidiaries are in the business of developing, manufacturing, and marketing products made from amorphous alloys. Liquidmetal Technologies markets and sells Liquidmetal(R) alloy industrial coatings and also manufactures, markets and sells products and components from bulk Liquidmetal alloys that can be incorporated into the finished goods of its customers across a variety of industries. The Company also partners with third- party licensees and distributors to develop and commercialize Liquidmetal alloy products. The Company classifies operations into two reportable segments: Liquidmetal alloy industrial coatings and bulk Liquidmetal alloys. The Company's balance sheet at Dec. 31, 2010 showed $15.04 million in total assets, $31.88 million in total liabilities and $16.84 million in total shareholders' deficiency. Choi, Kim & Park LLP, in Los Angeles, Calif., expressed substantial doubt about the Company's ability to continue as a going concern. The Company has experienced losses from continuing operations during the last three fiscal years and has an accumulated deficit of $165,879 as of Dec. 31, 2010. Net cash provided by continuing operations for the year ended Dec. 31, 2010 was $10,080. At Dec. 31, 2010, working capital deficit was $14,180. As of Dec. 31, 2010, the Company's principal source of liquidity is $5,049 of cash and $1,731 of trade accounts receivable. LITTLE TOKYO: Plan Outline Hearing Continued to March 29 -------------------------------------------------------- The hearing for the approval of the disclosure statement explaining the third amended bankruptcy plan proposed by Little Tokyo Partners, L.P., has been continued to March 29, 2011, at 2:00 p.m. Little Tokyo filed its original plan of reorganization and disclosure statement with the U.S. Bankruptcy Court for the Central District of California on August 31, 2010. The Plan has undergone three revisions since then, the latest version of which was filed with the Court December 15, 2010. The Amended Plan is premised on an infusion of $10 million of new capital by the Debtor's partners. The infusion will be used to fund remediation work and deferred maintenance at the Kyoto Grand Hotel and the Weller Court mall, both owned by the Debtor, located in the "Little Tokyo" area of downtown Los Angeles. Projections show approximately $10,000,000 of required deferred maintenance will be used over the first 4 years after the Plan Effective Date. The Plan designates and provides treatment for 11 classes of claims and interests. * Class 1 consists of all secured tax claims. * Class 2 consists of First Private Bank's Secured Claim, which relates to a vehicle loan. The treatment of the FPB Claim will depend on whether or not FPB elects to be treated as fully secured under Section 1111(b). If FPB does not make that election, the FPB Note will be in a principal amount equal to the fair market value of the FPB's Collateral, which the Debtor believes is $5,545 and FPB will have an unsecured deficiency claim. FPB's Unsecured Claim will be placed in Class 7 or Class 9 (if FPB elects to reduce its deficiency Claim to $2,000). * Class 3 consists of the Secured Excell Weller Court Claim, which relates to a $300,000 loan obtained from Excell Investment Group LLC used to finance certain prepetition retainers that was secured by a second priority lien against Weller Court. The Plan proposes to provide Excell with the New Excell Note and the New Excell Deed of Trust. The New Excell Note will be in the face amount of the Class 7 Claim as of the Confirmation hearing, approximately $312,000, and will be secured by a the New Excell Deed of Trust on Weller Court. * Class 4 consists of the Secured Hotel Claim by First Regional Bank. FRB loaned the Debtor $44 million in 2007, which loan was secured by a deed of trust on both the Hotel and Weller Court. The Plan provides that the Claim will limited in dollar amount to the value of FRB's Hotel Collateral unless the Bank makes a timely election under Section 1111(b). The Bank's Class 4 Claim will be in the amount of $8,700,000. * Class 5 consists of the Secured Bank Weller Court Claim by First Regional Bank. The Plan proposes to reinstate the Bank's Weller Note and cure all defaults under the Bank's Weller Note, by paying all accrued, unpaid amounts due thereunder at the non-default rate of interest. * Class 6 consists of all Other Priority Claims. * Class 7 consists of all Unsecured Claims not in Class 6, Class 8 or Class 9, including the deficiency Claims of FPB and FRB. Those claims will receive future cash distributions equal to 4% of their respective Allowed Class 7 Claims. * Class 8 consists of all ADA Claims, which are claims arising under that certain litigation styled Hugh Marsh and Neva Lema v. Grand Kyoto Hotel; Little Tokyo Partners, L.P., et al., Case No. CV10-1511, pending in the U.S. District Court for the Central District of California. On account of the Allowed Class 8 Claims, the Reorganized Debtor will perform the Remediation Work and will distribute an aggregate of $150,000 in Cash to all holders of Allowed Class 8 Claims. * Class 9 consists of all Convenience Claims, which are unsecured claims that are less than $2,000. Those Claims will receive a cash distribution equal to 50% of the Allowed Class 9 Claims. * Class 10 consists of the Debtor's Limited Partner Interest, and Class 11 consists of the Debtor's General Partner Interest. Both will receive no distribution. New equity in the Reorganized Debtor will be issued to the Limited Partner and General Partner in exchange for the New Capital Contribution. A redlined copy of the Third Amended Little Tokyo Plan is available for free at: http://bankrupt.com/misc/LittleTokyo_3rdAmdedPlan_redlned.pdf A full-text copy of Original Little Tokyo Plan and Disclosure Statement is available for free at: http://bankrupt.com/misc/LittleTokyo_DSandPlan.pdf About Little Tokyo Little Tokyo Partners LP filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-39113) on July 15, 2010, in Los Angeles, California. The Debtor estimated assets and debts of $10,000,001 to $50,000,000 as of the Chapter 11 filing. Little Tokyo, the owner of the Kyoto Grand Hotel in downtown Los Angeles, was facing mortgage foreclosure on July 16. The property has two mortgages totaling $44 million. There was a default since January. Financial problems were caused by a "precipitous drop in revenue starting in the last quarter of 2008," a court filing says. Kyoto Grand is a 21-story hotel built in 1977. It has 434 rooms. It adjoins the three-story Weller Court outdoor mall, which is also in Chapter 11. LITTLE TOKYO: Enters into First-Citizens Deal to Exit Bankruptcy ---------------------------------------------------------------- Little Tokyo Partners, L.P. seeks court approval of a settlement agreement it negotiated with First-Citizen Bank & Trust Company, as successor to First Regional Bank, with respect to the validity of certain guaranty releases. The parties' current deal provides for the restructuring of the Debtor's loan with FRB, which will be partially guaranteed by certain guarantors. FRB originally extended to the Debtor a $44 million loan in 2007. In 2008, FRB released all obligations under the loan guaranties. In 2009, the Debtor redefined the FRB loan wherein the Debtor borrowed from FRB $33.6 million, by which the Kyoto Grand Hotel was used to secure the new loan -- the Bank Hotel Note. The $10.4 million remaining balance on the Old Loan was secured by the Weller Court mall -- the Bank Weller Note. Under the settlement, the Debtor will pay the Lender (i) $5 million principal pay down on the Hotel Loan; (ii) payment of the Post-December Accrued Interest Amounts for both Loans; (iii) payment of $200,000 for the "Seville Breakup Fee;' and (iv) payment in full of the "Hawaii Land Loan." The settlement also calls for the modification of the loans. The new maturity date is Dec. 31, 2014. Interest only payments will be at the existing floating contract rate of interest with maximum of 1% increase in any 12 month period. Principals will execute new guaranties with respect to each Loan. Moreover, the Parties will exchange mutual releases on their pending disputes. The settlement further provides that the parties will seek dismissal (i) with prejudice of the adversary proceeding commenced by the Bank seeking to avoid the December 2008 releases of the guarantors, and (ii) of the Debtor's bankruptcy case. Accordingly, the Debtor also seeks voluntary dismissal of its Chapter 11 Case. The Debtor asserts that its request is warranted as its bankruptcy case was initiated primarily to restructure the Bank's secured claims and the current settlement achieves that goal. While the Debtor no longer need the protections of Chapter 11 once the settlement is approved, the Debtor seeks that the Court retains jurisdiction on limited matters, including: (a) setting hearings and entering orders on final fee applications to be submitted by professionals employed by the Debtor or the Official Committee of Unsecured Creditors; (b) deciding matters related to disputed claims; (c) overseeing any administrative matter that may arise in connection with implementing the dismissal; and (d) entering ministerial orders as necessary to implement the dismissal; and (4) dismissing the Adversary Proceeding, with prejudice. About Little Tokyo Little Tokyo Partners LP filed for Chapter 11 protection (Bankr. C.D. Calif. Case No. 10-39113) on July 15, 2010, in Los Angeles, California. The Debtor estimated assets and debts of $10,000,001 to $50,000,000 as of the Chapter 11 filing. Little Tokyo, the owner of the Kyoto Grand Hotel in downtown Los Angeles, was facing mortgage foreclosure on July 16. The property has two mortgages totaling $44 million. There was a default since January. Financial problems were caused by a "precipitous drop in revenue starting in the last quarter of 2008," a court filing says. Kyoto Grand is a 21-story hotel built in 1977. It has 434 rooms. It adjoins the three-story Weller Court outdoor mall, which is also in Chapter 11. LIZ CLAIBORNE: To Offer $200 Million Senior Secured Notes --------------------------------------------------------- Liz Claiborne, Inc., announced on March 28, 2011, that it intends to offer $200.0 million aggregate principal amount of senior secured notes due 2019. The Company plans to use the net proceeds from the offering primarily to fund the previously announced tender offer for up to euro 155.0 million of its 5.0% euro notes due July 2013, of which approximately EUR350.0 million principal amount are currently outstanding, and to pay related fees, expenses and commissions, along with accrued and unpaid interest on the tendered Euro Notes. Any remaining proceeds will be used for general corporate purposes. The Notes will be guaranteed on a senior secured basis by certain of the Company's current and future domestic subsidiaries. The Notes and the guarantees will be secured on a first-priority basis by a lien on certain of the Company's trademarks and by a second-priority interest in the Company's and the guarantors' assets that secure the Company's revolving credit facility. The Notes will be offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and to persons outside of the United States in compliance with Regulation S under the Securities Act. The issuance and sale of the Notes have not been registered under the Securities Act, and the Notes may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. About Liz Claiborne Liz Claiborne Inc. -- http://lizclaiborneinc.com-- designs and markets a global portfolio of retail-based premium brands including Juicy Couture, Kate Spade, Lucky Brand and Mexx. The Company also has a refined group of department store-based brands with strong consumer franchises including the Monet family of brands, Kensie, Kensiegirl, Mac & Jac, and the licensed DKNY(R) Jeans and DKNY(R) Active brands. The Dana Buchman and Axcess brands are sold at Kohl's, and beginning in Fall 2010, the Liz Claiborne and Claiborne brands will be available at JCPenney and the Liz Claiborne New York brand designed by Isaac Mizrahi will be available at QVC and internationally. * * * As reported in the Troubled Company Reporter on March 15, 2011, Standard & Poor's Ratings Services said that it lowered its corporate credit rating on New York City-based Liz Claiborne Inc. to 'CC' from 'B-'. At the same time, S&P lowered the issue-level rating on Liz Claiborne's 5% notes due 2013 to 'CC' from 'CCC+'. The recovery rating on this debt remains '5'. In addition, S&P placed the corporate credit rating and all issue-level ratings on CreditWatch with negative implications, meaning that S&P could lower or affirm the ratings following resolution of the CreditWatch. The rating action follows the company's announcement that it plans to pursue a cash tender offer for up to EUR155 million of its EUR350 million 5% notes due 2013 at a total consideration of less than 100% of principal plus accrued interest. Based on S&P's criteria, S&P views the transaction as a distressed offer. The tender offer is scheduled to expire on April 5, 2011. LIZ CLAIBORNE: Expects Q1 Negative Adj. EBITDA of $11MM to $17MM ---------------------------------------------------------------- Liz Claiborne, Inc., on March 28, 2011, announced February direct to consumer comparable sales and provided projections for 2011 first quarter Adjusted EBITDA. February direct to consumer comparable sales performed: Brand February ------------- -------- Juicy Couture (5%) ------------- -------- Lucky Brand 12% ------------- -------- kate spade 87% ------------- -------- Mexx Europe (8%) ------------- -------- Mexx Canada (3%) ------------- -------- Based on the financial information available to the Company and the Company's most current projections, the Company expects that its Adjusted EBITDA, excluding foreign currency gains (losses), net for the first quarter of 2011 will be approximately $(11) million to $(17) million. The Company's 2011 first quarter has not yet been completed, and the quarter-end closing process is not expected to be completed until a number of weeks after the end of the quarter, so the Company's expectations are subject to that closing process. The Company's previously-released guidance for Adjusted EBITDA is unchanged. The Company's full year 2011 Adjusted EBITDA is dependent on the Company's financial results in the second half of 2011 and on other factors. Also, as a result of the Company's recently announced tender offer and related financing scheduling, the Company will be rescheduling its Investor Day from Thursday, March 31, 2011 to Thursday, April 28, 2011. The Company will provide more details around the rescheduled event as soon as possible. About Liz Claiborne Liz Claiborne Inc. -- http://lizclaiborneinc.com-- designs and markets a global portfolio of retail-based premium brands including Juicy Couture, Kate Spade, Lucky Brand and Mexx. The Company also has a refined group of department store-based brands with strong consumer franchises including the Monet family of brands, Kensie, Kensiegirl, Mac & Jac, and the licensed DKNY(R) Jeans and DKNY(R) Active brands. The Dana Buchman and Axcess brands are sold at Kohl's, and beginning in Fall 2010, the Liz Claiborne and Claiborne brands will be available at JCPenney and the Liz Claiborne New York brand designed by Isaac Mizrahi will be available at QVC and internationally. * * * As reported in the Troubled Company Reporter on March 15, 2011, Standard & Poor's Ratings Services said that it lowered its corporate credit rating on New York City-based Liz Claiborne Inc. to 'CC' from 'B-'. At the same time, S&P lowered the issue-level rating on Liz Claiborne's 5% notes due 2013 to 'CC' from 'CCC+'. The recovery rating on this debt remains '5'. In addition, S&P placed the corporate credit rating and all issue-level ratings on CreditWatch with negative implications, meaning that S&P could lower or affirm the ratings following resolution of the CreditWatch. The rating action follows the company's announcement that it plans to pursue a cash tender offer for up to EUR155 million of its EUR350 million 5% notes due 2013 at a total consideration of less than 100% of principal plus accrued interest. Based on S&P's criteria, S&P views the transaction as a distressed offer. The tender offer is scheduled to expire on April 5, 2011. LOCATEPLUS HOLDINGS: YA Global Assigns Debenture to Gulabtech ------------------------------------------------------------- LocatePLUS Holdings Corporation, on March 20, 2007, issued a secured convertible debenture to Cornell Capital Partners, now YA Global Investments, L.P., in the aggregate principal amount of $6,000,000 of which $3,000,000 was advanced immediately. The second installment of $2,000,000 was to be advanced immediately prior to the filing by the Company with the Securities and Exchange Commission of the Registration Statement. The last installment of $1,000,000 was to be advanced immediately prior to the date the Registration Statement was declared effective by the Commission. The remaining $3,000,000 was not funded due to the Company failing to file the necessary Registration Statement. The Debenture matured on the third anniversary of the date of issuance and is now in default. As of March 18, 2011 $2,702,990 in principal amount plus $658,822 in interest was due and owing according to YA Global. The holder of the Debenture may convert at any time amounts outstanding under the Debentures into shares of common stock of the Company at a fixed conversion price per share, initially equal to $0.314, now $.057 per share due to the default. Under the Purchase Agreement the Debenture is secured by substantially all of the Company's, and its wholly owned subsidiaries' assets. The Company was engaged in negotiations toward a restructuring of this indebtedness. On March 22, 2011, YA Global notified the Company that it had agreed to assign the Debenture to Gulabtech, LLC, subject to certain unspecified conditions. About LocatePLUS Holdings Beverly, Mass.-based LocatePLUS Holdings Corporation, through itself and its wholly-owned subsidiaries LocatePLUS Corporation, Worldwide Information, Inc., Entersect Corporation, Dataphant, Inc., and Employment Screening Profiles, Inc. are business-to- business, business-to-government and business-to-consumer providers of public information via its proprietary data integration solutions. The Company has sustained net losses of $639,916 and $2.8 million for the fiscal periods ended Sept. 30, 2010, and Dec. 31, 2009, respectively. The Company has an accumulated deficit of $53.9 million, a stockholders' deficit of $9.0 million and a working capital deficit of $6.3 million at Sept. 30, 2010. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2010, showed $2.5 million in total assets, $11.5 million in total liabilities, and a stockholders' deficit of $9.0 million. MARINA BIOTECH: Recurring Losses Cue Going Concern Doubt -------------------------------------------------------- Marina Biotech, Inc., filed on March 23, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. KPMG LLP, in Seattle, Wash., expressed substantial doubt about Marina Biotech's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring losses and has an accumulated deficit, and has had recurring negative cash flows from operations. The Company reported a net loss of $27.7 million on $2.5 million of revenue for 2010, compared to a net loss of $8.0 million on $14.7 million of revenue for 2009. The Company's balance sheet at Dec. 31, 2010, showed $29.4 million in total assets, $12.3 million in total liabilities, and stockholders' equity of $17.1 million. A complete text of the Form 10-K is available for free at: http://is.gd/5Pq3Ky Bothell, Wash.-based Marina Biotech, Inc. (Nasdaq: MRNA) -- http://www.marinabio.com/-- is a biotechnology company, focused on the development and commercialization of RNA interference- (RNAi) and RNA-based therapeutics. MATT BUILIDING: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Matt Builiding 1 LLC P.O. Box 2396 Mesa, AZ 85214 Bankruptcy Case No.: 11-08025 Chapter 11 Petition Date: March 25, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Eileen W. Hollowell Debtor's Counsel: Stanford E. Lerch, Esq. LERCH & ASSOCIATES, PC 4000 N. Scottsdale Road, Suite 107 Scottsdale, AZ 85251 Tel: (480) 212-0700 Fax: (480) 212-0705 E-mail: ldlaw@ldlawaz.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Samuel Lewis. MAYPORT PROPERTIES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Mayport Properties, LLC dba Best Western 2389 Mayport Road Atlantic Beach, FL 32233 Bankruptcy Case No.: 11-02057 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. 115 N. MacDill Avenue Tampa, FL 33609-1521 Tel: (813) 877-4669 Fax: (813) 877-5543 E-mail: Buddy@tampaesq.com Scheduled Assets: $1,330,593 Scheduled Debts: $4,391,711 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/flmb11-02057.pdf The petition was signed by Kirit Patidar, manager. Debtor-affiliates that previously sought Chapter 11 protection: Entity Case No. Petition Date ------ -------- ------------- Beaches Hospitality, LLC 10-7877 08/31/10 East Beaches Hospitality, LLC 10-7878 08/31/10 MERISANT CO: S&P Assigns 'B-' Corporate Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to Chicago-based Merisant Co. The outlook is stable. In addition, S&P assigned a 'B' issue-level rating and '2' recovery rating, indicating S&P's expectations of substantial (70%-90%) recovery in the event of a payment default, to Merisant's $141.9 million senior secured term loan with roughly $109 million outstanding as of March 1, 2011. It is S&P's view that Merisant, a global producer and marketer of tabletop low-calorie sweeteners, has a vulnerable business risk profile and a highly leveraged financial profile. Merisant's vulnerable business risk profile reflects S&P's belief that the company participates in an intensely competitive industry and has a narrow product focus and moderate operating scale. Merisant's highly leveraged financial risk profile reflects S&P's view of the company's remaining debt burden and issuance of preferred stock after its emergence from Chapter 11 bankruptcy protection on Jan. 11, 2010. "We believe that Merisant will remain challenged to substantially increase its revenues and expand its market share positions, because it competes with much larger industry participants with greater financial resources and scale, and S&P also believe that the company will remain highly leveraged over the intermediate term," said Standard & Poor's credit analyst Bea Chiem. The stable outlook reflects S&P's expectation that Merisant will improve its revenues and EBITDA, maintain fully adjusted leverage of 5x-6x, and maintain adequate liquidity with ample covenant cushion. MICHAELS STORES: Moody's Gives Positive Outlook, Keeps B3 Rating ---------------------------------------------------------------- Moody's Investors Service revised Michaels Stores, Inc. rating outlook to positive from stable. Moody's also upgraded the company's Speculative Grade Liquidity rating to SGL-1 from SGL-2. All other ratings, including the company's B3 Corporate Family Rating, were affirmed. "The rating outlook revision to positive from stable reflects Michaels' progress improving its credit metrics over the course of 2010, and Moody's expectations the company will make further progress deleveraging over the next 12 to 18 months" said Moody's Senior Analyst Scott Tuhy. Moody's expects the company will continue to demonstrate positive trends in same store sales, as consumer spending continues to recover. Moody's also expects the company will continue to sustain its high operating margins, primarily as the company continues to benefit from its initiatives to increase direct sourcing of product while also maintaining tight control over inventory and operating expenses. The upgrade of the company's Speculative Grade Liquidity rating to SGL-1 from SGL-2 primarily reflects its strong cash flow generation, which enabled the company to materially improve its cash balances, which were more than $300 million as of January 31, 2011. Michaels' very good liquidity also reflects its access to its $900 million asset-based revolver, which remains substantially undrawn as well as limited near term debt maturities beyond the required partial redemption in early 2012 of approximately $194 million (face amount) of its Subordinated Discount Notes. Michaels' B3 Corporate Family Rating reflects the company's still significant debt burden, with debt/EBITDA estimated to be in the high six times range as of its most recent fiscal year end. It also recognizes Michaels' leadership position in the highly fragmented arts and crafts segment, and its high operating margins. The rating takes into consideration the company's participation in some segments that have greater sensitivity to economic conditions, such as its custom framing business. Michaels' ratings also reflect its very good liquidity profile. Ratings could be upgraded over time if Michaels continues to generate positive revenue growth and operating margins are sustained low double digits. At the same time the company would need to make tangible progress to address the maturities of its asset-based revolver and the term loan tranche that matures in 2013 and otherwise maintain a good liquidity profile. Quantitatively, ratings could be upgraded if EBITA/interest remains above 1.6 times and debt/EBITDA approaches 6 times. Ratings could be downgraded if Michaels sales were to decline or operating margins were to erode. Quantitatively, ratings could be downgraded if EBITA/interest approaches 1.0 times, debt/EBITDA is likely to be sustained above 7.25 times, or free cash flow was negative. Ratings could also be downgraded if the company's good liquidity profile were to erode. These ratings were affirmed, and LGD assessments amended * Corporate Family Rating at B3 * Probability of Default Rating at B3 * Senior secured term loan due 2013 at B2 (LGD 3, 34% from LGD 3, 36%) * Senior secured term loan due 2016 at B2 (LGD 3, 34% from LGD 3, 36%) * $800 million Senior Unsecured Notes due 2018 at Caa1 (LGD 5, 74% from LGD 5, 76%) * $400 million Senior subordinated notes due November 2016 at Caa2 (LGD 5, 89% from LGD 6, 90%) * $469 million (principal amount at maturity) Subordinated Discount Notes due 2016 at Caa2 (LGD 6, 94% from LGD 6, 95%) The last rating action on Michaels was on October 6, 2010, when a Caa1 rating was assigned to the company's $800 million senior unsecured notes due 2018. Michaels Stores, Inc., is the largest dedicated arts and crafts specialty retailer in North America. The company operated 1,045 Michaels stores in 49 states and Canada and 137 Aaron Brothers stores as of its most recent fiscal year end. MILLAR WESTERN: Moody's Assigns 'B3' Rating to Senior Notes ----------------------------------------------------------- Moody's Investors Service assigned a B3 rating to the senior unsecured notes offered by Millar Western Forest Products Ltd. Concurrently, all other ratings were affirmed including the B2 Corporate Family Rating. The ratings outlook remains stable. On March 24, 2011, Millar Western announced that it has commenced a cash tender offer for its US$190 million 7.75% Senior Notes due 2013. The company further announced that it intends to offer, subject to market and other conditions, US$200 million of Senior Notes due 2021. Millar Western intends to use the net proceeds from the offering and approximately C$4 million of cash to purchase or redeem all of its outstanding US$190 million 7.75% Senior Notes due 2013, including related premiums, accrued interest and fees. Ratings Rationale The B2 CFR reflects a favorable operating environment for pulp producers and improving fundamentals in lumber, which have contributed to Millar Western's good liquidity profile and solid credit metrics. Strong demand for pulp, along with a balanced supply chain, has preserved current market prices near record highs. That said, pulp pricing may eventually weaken as additional supply comes on-line, but Moody's does not expect a significant price decline in the near-term. Meanwhile, gathering strength in the demand for lumber, particularly in China, has helped this segment return to profitability. End market demand for lumber is expected to remain steady in the near-term, with potential upside if U.S. housing starts begin to rebound. The ratings continue to be constrained by the company's relatively small revenue size and the inherent vulnerability of revenue and earnings to highly cyclical commodity pulp and lumber prices, fiber costs and exchange rates. The stable outlook reflects Moody's expectation that consolidated results will remain fairly steady over the medium term, with a potential pullback in pulp prices being partly offset by a favorable hedged position in lumber and the scheduled initiation of operations at the Fox Creek sawmill in early 2012. Nonetheless, the ratings or outlook could be pressured if pulp and lumber prices fall materially, or exchange rates change considerably, causing a deterioration in the company's liquidity profile. Additionally, the ratings could be downgraded if the cost of rebuilding the Fox Creek sawmill is significantly higher than anticipated. Although not likely in the medium term due to the inherent volatility in demand for pulp and lumber, the ratings could be raised if revenue and earnings grow considerably and enable the company to build a sizable cash balance to withstand a future downturn. The ratings are subject to the conclusion of the proposed transaction and Moody's review of final documentation. For additional information, please refer to the Credit Opinion to be posted on moodys.com. This rating (and LGD point estimate) was assigned: * Proposed US $200 million senior unsecured notes due 2021, B3 (LGD4, 63%) These ratings were affirmed: * Corporate Family Rating, B2 * Probability of Default Rating, B2 * US $190 million senior unsecured notes due 2013, B3 (LGD4, 61%) -- rating to be withdrawn upon closing of the transaction if substantially all the notes are tendered * Speculative Grade Liquidity Assessment, SGL-2 Millar Western Forest Products Ltd. is privately held and produces dimension lumber and high-yield pulp. Headquartered in Edmonton, Alberta, the company reported 2010 revenues of C$292 million. MILLAR WESTERN: S&P Assigns 'B-' Rating to US$200 Mil. Notes ------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'B-' issue-level rating, and '4' recovery rating, to Edmonton, Alta.-based Millar Western Forest Products Ltd.'s proposed US$200 million senior unsecured notes due 2021. At the same time, S&P affirmed its 'B-' long-term corporate credit rating on the company in light of the proposed notes offering. The company will use the proceeds to pay down it US$190 million notes due in 2013. The outlook is stable. "The ratings on Millar Western reflect what S&P views as the company's vulnerable business risk profile, highlighted by its participation in the highly cyclical, fragmented, and competitive pulp and lumber industries; exposure to changes in volatile exchange rates; limited operating and geographic diversity; and competition in hardwood pulp from South American producers," said Standard & Poor's credit analyst Jatinder Mall. "These weaknesses are partially offset, in S&P's opinion, by the company's modern, efficient assets, and high degree of fiber and energy self- sufficiency," Mr. Mall added. Millar Western's highly leveraged financial risk profile is categorized by high debt leverage, a heavy interest burden, and weak operating cash flow. Millar Western is a small, privately held pulp and lumber producer. It operates two sawmills with a combined annual capacity of 400 million board feet, and one pulp mill with an annual capacity to produce 300,000 metric tons of bleached chemi- thermomechanical pulp. Pulp accounted for 60% of 2010 sales, and lumber accounted for the remaining 40%. The stable outlook reflects S&P's expectations that, while credit metrics will weaken in 2011, with leverage about 5.5x and liquidity about C$60 million, in 2012 they will improve back to 2010 levels as the Fox Creek saw mill comes online and lumber demand and pricing improve. A negative rating action would likely occur if lower profitability, along with a weak pulp and lumber market outlook, contributed to EBITDA interest coverage below 1.5x. A positive rating action would require the company to demonstrate over the coming quarters that it is on track with the Fox Creek mill rebuild and that the improving profitability will result in EBITDA interest coverage above 3.0x and debt to EBITDA below 4.5x on a sustained basis. The ratings are constrained to the 'B' category by Millar Western's business risk profile, including its small market position in the highly competitive pulp and lumber industries, exposure to volatile pulp and lumber prices and exchange rates, and limited operating diversity. MONARCH APEX: Case Summary & Largest Unsecured Creditor ------------------------------------------------------- Debtor: Monarch Apex LLC P.O. Box 849 Skyland, NC 28776 Bankruptcy Case No.: 11-10284 Chapter 11 Petition Date: March 24, 2011 Court: United States Bankruptcy Court Western District of North Carolina (Asheville) Judge: George R. Hodges Debtor's Counsel: D. Rodney Kight, Jr., Esq. KIGHT LAW OFFICE PC 7 Orchard Street, Suite 100 Asheville, NC 28801 Tel: (828) 255-9881 Fax: (828) 255-9886 E-mail: info@kightlaw.com Scheduled Assets: $2,400,000 Scheduled Debts: $2,683,588 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Apex Interests LLC Property 720 West $2,683,588 c/o Ralph H. Falls, III Williams St. 1310 South Tryon Street Apex, NC 27502 Suite 104 Charlotte, NC 28203 The petition was signed by James W. Pellerin Jr., manager. MORGANS HOTEL: Gery Yoav Does Not Own Any Securities ---------------------------------------------------- In a Form 3 filing with the U.S. Securities and Exchange Commission, Gery Yoav, chief development officer at Morgans Hotel Group Co., disclosed that he does not beneficially own any securities of the Company. About Morgans Hotel Group Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) -- http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader of the hotel industry's boutique sector. Morgans Hotel Group operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in South Beach, Mondrian in Los Angeles and South Beach, Clift in San Francisco, Ames in Boston, and Sanderson and St Martins Lane in London. Morgans Hotel Group and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans Hotel Group also manages hotels in Isla Verde, Puerto Rico and Playa del Carmen, Mexico. Morgans Hotel Group has other property transactions in various stages of completion, including projects in SoHo, New York and Palm Springs, California. The Company reported a net loss of $83.64 million on $236.37 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $101.60 million on $225.05 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $714.77 million in total assets, $716.58 million in total liabilities, a $12.72 million shareholders' deficit and $10.92 million noncontrolling interest. MSR RESORT: Has Court's Nod to Pay Critical Construction Claims --------------------------------------------------------------- MSR Resort Golf Course LLC, et al., sought and obtained authorization from the Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York to pay critical construction vendor claims. The Debtors estimated that there are approximately $2.8 million in critical construction vendor claims. According to the Debtors, the significant majority of critical construction vendor claims will be paid out of insurance proceeds. The Debtors also estimated that insurance proceeds cover approximately $2.3 million and approximately $500,000 in critical construction vendor claims are not covered by insurance. The Debtors said that critical construction vendors are critical to the Debtors' operations; particularly, in connection with the Debtors' efforts to ensure that the Debtors' resorts maintain the high level of quality customers expect. The Debtors' relationships with the critical construction vendors generally are not governed by long-term contracts. Instead, the Debtors typically do business with these vendors on a project-by-project basis. "Thus, the Debtors' failure to honor obligations currently owed to the critical construction vendors could cause such Critical Construction Vendors to refuse to continue to do business with the Debtors. Further, given the substantial progress already made on current renovation projects, the Debtors believe it may be difficult to locate alternative vendors in a timely or cost- effective manner. Indeed, transitioning the works in process from the current critical construction vendors almost certainly would result in additional expenses -- greater than the limited relief requested herein. In addition, some of the critical construction vendors employ sub-contractors who have small operations and rely primarily on a limited number of their own customers for their continued viability. Such sub-contractors have limited access to capital and can ill afford their own loss of operating revenues. Such parties may have little choice but to demand that the Debtors satisfy their prepetition obligations in order to survive," the Debtors stated. About MSR Resort MSR Hotels & Resorts, formerly known as CNL Hotels & Resorts Inc., owns a portfolio of eight luxury hotels with over 5,500 guest rooms, including the Arizona Biltmore Resort & Spa in Phoenix, the Ritz-Carlton in Orlando, Fla., and Hawaii's Grand Wailea Resort Hotel & Spa in Maui. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc. A joint venture affiliated Morgan Stanley's CNL Hotels & Resorts owned the resorts before the foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature Feb. 1, 2011, were sent to Chapter 11 by the Paulson and Winthrop joint venture affiliates. MSR Resort Golf Course LLC and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1. The resorts subject to the filings are Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, serve as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., is the Debtors' financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims agent. The five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010, according to court filings. MYSPACE INC: Has Difficulty Attracting Advertisers -------------------------------------------------- Emily Steel, writing for The Wall Street Journal, reports that Myspace is having an increasingly hard time drawing advertisers, especially for long-term deals, in view of plummeting traffic and its uncertain future. Ms. Steel relates Myspace registered its sharpest audience declines in February since the site began its downward spiral in 2009. February traffic to Myspace plunged 44% from a year earlier to 37.7 million unique U.S. visitors, its lowest monthly total since February 2006, according to comScore Inc. Meanwhile, people who visited the site spent on average 59% less time in February than they did a year earlier, comScore data show. The Journal notes that big-name sponsors, including McDonald's Corp., Sony Corp.'s Sony Pictures, State Farm Insurance and Toyota Motor Corp., signed up to the launch of Myspace Music, a joint venture with several record labels, in September 2008. When MySpace's popularity among Internet users was surging-it peaked in 2008-the site regularly sold the high-priced ad space on its homepage months in advance. Today, Myspace still charges relatively high prices for splashy ads on its homepage, but demand has dropped off, and several marketers say they no longer make commitments months in advance. In February, the Wall Street Journal's Emily Steel and Russell Adams reported that News Corp. has hired Allen & Co. to advise on "possible deal opportunities for Myspace," the investment bank said. Myspace is a social networking Web site headquartered in Beverly Hills, California. NATIONAL SPECIALTY: S&P Assigns 'B' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'B' corporate credit rating to Chicago-based National Specialty Hospitals Inc. The rating outlook is stable. At the same time, S&P assigned its 'B' issue-level rating and '3' recovery rating to the company's $172 million senior secured term loan due 2017 and $20 million senior secured revolving credit facility due 2016. The senior secured facility also includes a $30 million delayed draw term loan that expires in August 2012. "The low speculative-grade preliminary ratings on National Specialty Hospitals Inc. reflect S&P's expectation that the company will remain highly leveraged in the medium term," said Standard & Poor's credit analyst Rivka Gertzulin, "since increasing adjusted debt from the pay-in-kind cumulative preferred stock (which S&P views as debt, consistent with S&P's criteria) will mostly offset expected EBITDA growth from existing facilities and acquisitions. The company has a highly leveraged financial risk profile, with adjusted debt to EBITDA likely to remain above 7x over the next several years (excluding the preferred debt, pro forma lease-adjusted leverage at the close of the transaction was around 5x). Thus, while debt leverage is substantial, S&P expects liquidity to be adequate. NEOMEDIA TECHNOLOGIES: Reports $35.09MM Net Income in 2010 ---------------------------------------------------------- Neomedia Technologies, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting net income of $35.09 million on $1.52 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $67.38 million on $1.66 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $8.57 million in total assets, $89.05 million in total current liabilities, $8.33 million in Series C convertible preferred stock, $2.50 million in Series D convertible preferred stock and $91.31 million in total shareholders' deficit. Kingery & Crouse, P.A, in Tampa, Fla., expressed substantial doubt about the Company's ability to continue as a going concern. The accounting firm noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. A full-text copy of the Annual Report is available for free at: http://is.gd/7Dm52e About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. NEOMEDIA TECHNOLOGIES: Kingery & Crouse Raises Going Concern Doubt ------------------------------------------------------------------ NeoMedia Technologies, Inc., filed on March 25, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. Kingery & Crouse, P.A., in Tampa, Fla., expressed substantial doubt about NeoMedia Technologies' ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. The Company reported net income of $35.1 million on $1.5 million of revenue for 2010, compared to a net loss of $67.4 million on $1.7 million of revenue for 2009. The Company had an operating loss of $6.2 million in 2010 versus an operating loss of $6.3 million in 2009. The Company's balance sheet at Dec. 31, 2010, showed $8.6 million in total assets, $89.1 million in total liabilities, all current, $8.3 million in Series C convertible preferred stock, $2.5 million in Series D convertible preferred stock, and a stockholders' deficit of $91.3 million. A complete text of the Form 10-K is available for free at: http://is.gd/7Dm52e Atlanta, Ga.-based NeoMedia Technologies, Inc. (OTC BB: NEOM.OB) - - http://www.neom.com/-- provides 2D mobile barcode technology and infrastructure solutions that enable the mobile barcode ecosystem world-wide. Its technology platform transforms mobile devices with cameras into barcode scanners, enabling a range of practical and engaging applications including consumer oriented advertising, mobile ticketing and couponing, and business-to- business commercial track and trace solutions. NEUROLOGIX INC: Incurs $10.16 Million Net Loss in 2010 ------------------------------------------------------ Neurologix, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $10.16 million on $0 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $13.46 million on $0 of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $9.68 million in total assets, $13.84 million in total liabilities and $4.16 million in total stockholders' deficit. In commenting on the Company's performance, President and Chief Executive Officer Clark A. Johnson said, "Neurologix ended 2010 reaching a significant milestone with the announcement of positive results of the Company's Phase 2 study of NLX-P101 in patients with Parkinson's disease, providing important validation of our work in gene therapy, which has been ongoing for more than a decade. We are off to a similarly strong start in 2011 with the March 17 publication of these results in The Lancet Neurology. The Phase 2 results strongly support the establishment of a Phase 3 clinical trial of NLX-P101 in subjects with Parkinson's disease. We recently discussed our Phase 2 results with the FDA and plan to submit a Phase 3 protocol under a Special Protocol Assessment later this year." BDO USA, LLP, in New York, raised substantial doubt about the Company's ability to continue as a going concern. BDO noted that the Company has suffered recurring losses from operations, expects to incur future losses for the foreseeable future and has deficiencies in working capital and capital. A full-text copy of the Annual Report is available for free at: http://is.gd/8Dbyqj About Neurologix, Inc. Fort Lee, N.J.-based Neurologix, Inc. (OTC Bulletin Board: NRGX) -- http://www.neurologix.net/-- is a clinical-stage biotechnology company dedicated to the discovery, development, and commercialization of gene transfer therapies for serious disorders of the brain and the central nervous system. The Company's current programs address such conditions as Parkinson's disease, epilepsy, depression and Huntington's disease, all of which are large markets not adequately served by current therapeutic options. NEW LIFE: Services Provider for Disabled Has $4.4-Mil. in Debts --------------------------------------------------------------- The Dayton Daily News reports that New Life Enterprises of N.W. Ohio, Inc., doing business as Inclusive Solutions, disclosed assets of about $1.07 million and liabilities of $4.4 million. For 2010, New Life's sales totaled more than $9.6 million. The Cincinnati-based for-profit claims to be one of the largest community-based service providers to the developmentally disabled in Ohio. It has 209 full-time employees and 75 part-time employees. New Life Enterprises filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ohio Case No. 11-31232) on March 13, 2011. J. Matthew Fisher, Esq., at Allen, Kuehnle, Stovall & Neuman LLP, represents the Debtor. The Debtor estimated both assets and debts of between $1 million and $10 million. NEW ORIENTAL: Howard Barth Resigns as Board Member -------------------------------------------------- Howard S. Barth submitted his resignation as Director and Audit Committee Chairman from New Oriental Energy & Chemical Corp.'s Board of Directors. In submitting his resignation, Mr. Barth did not cite any material disagreements with respect to the Company or its Board of Directors with respect to the Company's operations or public disclosures. About New Oriental New Oriental Energy & Chemical Corp. (NASDAQ: NOEC) -- http://www.neworientalenergy.com/-- was incorporated in the State of Delaware on November 15, 2004. The Company is an emerging coal-based alternative fuels and specialty chemical manufacturer based in Henan Province, in the Peoples' Republic of China. The Company's core products are urea and other coal-based chemicals primarily utilized as fertilizers. All of the Company's sales are made through a network of distribution partners in the Peoples' Republic of China. The Company's balance sheet at Sept. 30, 2010, showed $76.09 million in total assets, $74.32 million in total liabilities, and stockholders' equity of $1.76 million. As reported in the Troubled Company Reporter on July 2, 2010, Weinberg & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern, following its results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company incurred a net loss of $12.8 million and has negative cash flows from operations of $7.5 million for the year ended March 31, 2010, and has a working capital deficit of $44.1 million at March 31, 2010. NEWSOM PROPERTIES: Case Summary & Unsecured Creditor ---------------------------------------------------- Debtor: Newsom Properties, LLC 2521 NW 41st St. Gainesville, FL 32606 Bankruptcy Case No.: 11-04192 Chapter 11 Petition Date: March 25, 2011 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Kenneth D. Herron, Jr., Esq. WOLFF, HILL, MCFARLIN & HERRON, P.A. 1851 West Colonial Drive Orlando, FL 32804 Tel: (407) 648-0058 Fax: (407) 648-0681 E-mail: kherron@whmh.com Scheduled Assets: $4,560,935 Scheduled Debts: $11,211,465 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Florida Dept of Revenue Potential sales Unknown 5050 W Tennessee St tax liability Tallahassee, FL 32399-0125 The petition was signed by William A. Newsom, manager. NEXAIRA WIRELESS: Extends Maturity of Gemini Note to Oct. 31 ------------------------------------------------------------ As disclosed in Nexaira Wireless Inc.' report on Form 8-K filed with the Securities and Exchange Commission, on Aug. 20, 2010, the Company issued to Gemini Master Fund, Ltd., a convertible note in the face amount of $400,000 and a three-year warrant to purchase up to 333,333 shares of common stock of the Company at an exercise price of $0.50 per share until Aug. 20, 2013. The maturity date of the convertible Note was July 31, 2011. On March 21, 2011, the Company entered into an Amendment Agreement whereby Gemini agreed to grant a three-month extension of the maturity date of the Note to Oct. 31, 2011. In consideration for the extension, on March 21, 2011, the Company issued Gemini warrants to purchase up to 333,333 shares of the Company's common stock at an exercise price of $0.15 per share until March 21, 2014. On March 22, 2011, Gemini delivered a notice of conversion with respect to $20,000 of the principal amount of the Note. Effective March 23, 2011, the $20,000, and $1,172 accrued interest thereon, were converted into 289,665 common shares of the company at a deemed conversion price of $0.0731 per share. On March 23, 2011, the Company closed a private placement consisting of 2,250,000 units at a purchase price of $0.10 per unit for aggregate gross proceeds of $225,000. Each Unit consists of one common share in the capital of the Company and one common share purchase warrant exercisable at a strike price of $0.15 per share at any time until March 23, 2014. The Company issued the 2,250,000 units to four U.S. persons who are accredited investors. About NexAira Wireless Headquartered in Vancouver, B.C., Nexaira Wireless Inc. (OTC BB: NXWI) -- http://www.nexaira.com/-- develops and delivers third and fourth generation (3G/4G) wireless routing solutions that offer speed, reliability and security to carriers, mobile operators, service providers, value added resellers (VARS) and enterprise customers. The Company's balance sheet at Jan. 31, 2011 showed $1.61 million in total assets, $4.11 million in total current liabilities and $2.50 million in total shareholders' deficit. BDO USA, LLP, in San Diego, Calif., expressed substantial doubt about Nexaira Wireless' ability to continue as a going concern. The independent auditors noted that the Company has incurred losses from operations and has negative cash flow from operations, a working capital and a net capital deficit. The Company reported a net loss of US$4.66 million on US$1.74 million of revenue for fiscal 2010, compared with a net loss of US$3.37 million on US$5.64 million of revenue for fiscal 2009. NOT REALLY: Case Summary & 7 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Not Really, LLC 2035 W. Giddings St. Chicago, IL 60625 Bankruptcy Case No.: 11-12451 Chapter 11 Petition Date: March 25, 2011 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Susan Pierson Sonderby Debtor's Counsel: David K. Welch, Esq. CRANE HEYMAN SIMON WELCH & CLAR 135 S Lasalle St., Suite 3705 Chicago, IL 60603 Tel: (312) 641-6777 Fax: (312) 641-7114 E-mail: dwelch@craneheyman.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ilnb11-12451.pdf The petition was signed by Andres E. Schcolnik, sole manager and sole member. NOVADEL PHARMA: Registers Common Stock Under Section 12(g) ---------------------------------------------------------- Novadel Pharma Inc. filed with the U.S. Securities and Exchange Commission a registration statement on Form 8-A to change the registration of the common stock, par value $0.001 per share the Company from Section 12(b) under the Securities Exchange Act of 1934, as amended, to Section 12(g) of the Exchange Act in connection with the quotation of the Common Stock on the Over-the- Counter Bulletin Board. The Common Stock was formerly registered under Section 12(b) of the Exchange Act and listed on the NYSE Amex LLC. About NovaDel Pharma Bridgewater, N.J.-based NovaDel Pharma Inc. (OTC BB: NVDL) -- http://www.novadel.com/-- is a specialty pharmaceutical company developing oral spray formulations for a broad range of marketed pharmaceuticals. The Company's balance sheet at Sept. 30, 2010, showed $2.06 million in total assets, $9.10 million in total liabilities, and a stockholders' deficit of $7.04 million. As reported in the Troubled Company Reporter on April 6, 2010, J.H. Cohn LLP, in Roseland, N.J., expressed substantial doubt about the Company's ability to continue as a going concern following the Company's 2009 results. The independent auditors noted of the Company's recurring losses from operations and negative cash flows from operating activities. OTTER TAIL: Green Plains Completes Ethanol Plant Purchase --------------------------------------------------------- The Associated Press reports that Omaha-based Green Plains Renewable Energy Inc. has completed a $55 million acquisition of Otter Tail Ag Enterprises' ethanol plant near Fergus Falls, Minnesota. According to the report, a bankruptcy court in February accepted Green Plains' bid to acquire the plant. Forty workers at the plant will now be part of Green Plains. About Otter Tail AG Based in Fergus Falls, Minnesota, Otter Tail AG Enterprises, LLC -- http://www.ottertailethanol.com/-- owns and operates a nameplate capacity 55 million gallon annual production plant of undenatured ethanol in Fergus Falls, Minnesota. The Company processes approximately 20 million bushels of corn into approximately 55 million gallons of ethanol each year. In addition, the Company sells distillers grains, a principal co-product of the ethanol production process. The Company filed for Chapter 11 on Oct. 30, 2009 (Bankr. D. Minn. Case No. 09-61250). Attorneys at Mackall, Crounse & Moore, PLC, represent the Debtor in the Chapter 11 case. Carl Marks Advisory Group LLC is the financial advisor. The Debtor disclosed assets of $66.4 million against $86 million in debt, nearly all secured, in its schedules. The largest secured creditor is AgStar Financial Services, owed $40.9 million. OVERLAND STORAGE: Clinton Group Discloses 16.8% Equity Stake ------------------------------------------------------------ In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Clinton Group, Inc., and its affiliates disclosed that they beneficially own 4,079,319 shares of common stock of Overland Storage, Inc., representing 16.8% of the shares outstanding based on 24,230,023 shares of Common Stock outstanding as set forth in the Company's 10-Q filed on Feb. 16, 2011 and as adjusted to take account for shares and warrants issued in the March 21, 2011. A full0-text copy of the filing is available for free at http://is.gd/NR19BT About Overland Storage San Diego, Calif.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. The Company's balance sheet at Dec. 31, 2010 showed $39.82 million in total assets, $38.31 million in total liabilities and $1.52 million in shareholders' equity. As reported in the Troubled Company Reporter on Sept. 28, 2010, Moss Adams LLP, in San Diego, Calif., expressed substantial doubt about Overland Storage's ability to continue as a going concern, following the Company's results for the fiscal year ended June 30, 2010. The independent auditors noted of the Company's recurring losses and negative operating cash flows. PALM HARBOR: Wants Plan Exclusivity Until May 27 ------------------------------------------------ Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Palm Harbor Homes Inc., which was authorized on March 4 to sell its business, filed a first motion for an extension of the exclusive right to propose a Chapter 11 plan. If granted at a hearing on April 19, the new deadline will be May 27. About Palm Harbor Homes Addison, Texas-based Palm Harbor Homes, Inc. -- http://www.palmharbor.com/-- manufactures and markets factory- built homes. The Company markets nationwide through vertically integrated operations, encompassing manufactured and modular housing, financing and insurance. Palm Harbor, along with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 10-13850) on Nov. 29, 2010. It disclosed $321,263,000 in total assets and $280,343,000 in total debts. Brian Cejka at Alvarez & Marsal is the Debtors' chief restructuring officer. Raymond James and Associates, Inc., is the Debtors' investment banker. Alvarez & Marshal North America, LLC, is the Debtors' financial advisor. BMC Group, Inc., is the Debtors' claims agent. Pachulski Stang Ziehl & Jones LLP serves as counsel to the Official Committee of Unsecured Creditors. Following a court-approved sale process, Palm Harbor in March 2011 sold its business for $85.25 million to Fleetwood Enterprises Inc., a venture between Cavco Industries Inc. and a fund advised by Third Avenue Management LLC. Fleetwood is providing up to $55 million in secured financing for Palm Harbor's reorganization. PALM HARBOR: Joins Accord Over Hurricane Housing Lawsuit -------------------------------------------------------- Rachel Feintzeig, writing for Dow Jones Daily Bankruptcy Review, reports that Palm Harbor Homes Inc. and Champion Enterprises Inc. are among 34 businesses that have struck a deal to resolve a lawsuit currently pending in Louisiana district court. The companies provided emergency housing to victims of Hurricanes Katrina and Rita. Under the deal, the companies intend to pay $2.625 million to settle claims that they exposed individuals to hazardous levels of formaldehyde. DBR relates Palm Harbor and Champion are seeking bankruptcy court permission to participate in the settlement. DBR relates that Palm Harbor's insurer would contribute $50,000 to the $2.625 million fund, leaving Palm Harbor free to use its own funds for other uses. DBR notes Palm Harbor faces 46,500 claims stemming from the lawsuit. All of these would be resolved under the settlement. According to DBR, Palm Harbor has warned that absent the settlement, its officers would be forced to divert their time and energy away from the bankruptcy case to handle the Louisiana litigation. It also cautioned that the company might not be able to fund the continuing costs of litigating the matter. DBR notes that no papers have yet been filed in Champion's bankruptcy case, now known as CEI Liquidation Estates, but the settlement specifies that Champion too requires clearance from the bankruptcy court. DBR relates the bankruptcy court is set to consider approving Palm Harbor's participation in the settlement at a hearing April 19. About Palm Harbor Homes Addison, Texas-based Palm Harbor Homes, Inc. -- http://www.palmharbor.com/-- manufactures and markets factory- built homes. The Company markets nationwide through vertically integrated operations, encompassing manufactured and modular housing, financing and insurance. Palm Harbor, along with affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 10-13850) on Nov. 29, 2010. It disclosed $321,263,000 in total assets and $280,343,000 in total debts. Brian Cejka at Alvarez & Marsal is the Debtors' chief restructuring officer. Raymond James and Associates, Inc., is the Debtors' investment banker. Alvarez & Marshal North America, LLC, is the Debtors' financial advisor. BMC Group, Inc., is the Debtors' claims agent. Pachulski Stang Ziehl & Jones LLP serves as counsel to the Official Committee of Unsecured Creditors. Following a court-approved sale process, Palm Harbor in March 2011 sold its business for $85.25 million to Fleetwood Enterprises Inc., a venture between Cavco Industries Inc. and a fund advised by Third Avenue Management LLC. Fleetwood is providing up to $55 million in secured financing for Palm Harbor's reorganization. About Champion Enterprises Troy, Michigan-based Champion Enterprises, Inc., and its subsidiaries were international manufacturers of factory-built homes and steel-framed modular buildings, with operations in the United States, Canada and the United Kingdom. Buildings constructed by Champion and its subsidiaries consisted of both single and multi-module units designed for either commercial or residential purposes. Champion products ranged from single-module HUD-Code homes to sophisticated commercial structures such as hotels. The Company filed for Chapter 11 protection on Nov. 15, 2009 (Bankr. D. Del. Case No. 09-14019). The Company's affiliates also filed separate bankruptcy petitions. James E. O'Neill, Esq., Laura Davis Jones, Esq., Mark M. Billion, Esq., Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, assist Champion in its restructuring effort. The Company disclosed $576,527,000 in asset and $521,337,000 in liabilities as of October 3, 2009. In March 2010, Champion Enterprises received final court approval to sell its domestic and international operations. An investor group consisting of affiliates of Centerbridge Partners, L.P., MAK Capital Fund LP and Sankaty Advisors, LLC invested $50 million in new capital to support the operations and growth initiatives of the new company. The transaction was supported by a group of Champion's existing lenders who, together with the lead investors, agreed to exchange 100% of existing debt under Champion's pre- petition and DIP senior secured credit agreements for equity in the new company and a $40 million senior secured five year note. Champion's bankruptcy case has been renamed CEI Liquidation Estates following the closing of the sale. PARADISE GROWERS: Case Summary & 2 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Paradise Growers, Inc. 2055 Midwick Drive Altadena, CA 91001 Bankruptcy Case No.: 11-22691 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Vincent P. Zurzolo Debtor's Counsel: Roy C. Dickson, Esq. DICKSON & ASSOCIATES 2323 N. Tustin Avenue, Suite I Santa Ana, CA 92705 Tel: (714) 541-8080 Fax: (714) 541-8090 E-mail: roycd@aol.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-22691.pdf The petition was signed by Ron Lee, president. PARTSEARCH TECHNOLOGIES: Best Buy Wins Auction for Business ----------------------------------------------------------- Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that Best Buy Co. Inc. won the auction last week to buy Partsearch Technologies Inc., which filed for Chapter 11 protection after discovering it overcharged Best Buy about $5.9 million. The first bid at auction, $2.875 million, came from Eldis Inc. About Partsearch Technologies Partsearch Technologies Inc., based in Kingston, New York, offers parts for consumer electronics and outdoor power equipment. It doesn't hold inventory of its own. Inventory comes from suppliers. Partsearch filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 11-10282) on Jan. 27 after discovering it overcharged its largest customer Best Buy Co. Inc. by $5.9 million. William R. Baldiga, Esq., at Brown Rudnick LLP, in New York, serves as counsel. Partsearch disclosed assets for $4 million and total liabilities of $13 million. PATRIOT NATIONAL: Incurs $15.40 Million Net Loss in 2010 -------------------------------------------------------- Patriot National Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $15.40 million on $35.61 million of total interest and dividend income for the year ended Dec. 31, 2010, compared with a net loss of $23.88 million on $42.97 million of total interest and dividend income during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $784.32 million in total assets, $717.15 million in total liabilities and $67.17 million in total shareholders' equity. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/k9IOv1 About Patriot National Bancorp Stamford, Conn.-based Patriot National Bancorp, Inc. (NASDAQ: PNBK) is the parent company of Patriot National Bank, a national banking association headquartered in Stamford, Fairfield County, in Connecticut. Patriot National Bank has 19 full service branches, 16 in Connecticut and three in New York. PAXTON MEDIA: Moody's Withdraws 'B2' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service withdrew the B2 Corporate Family Rating, B3 Probability of Default Rating, and all instrument ratings previously assigned to Paxton Media Group, LLC's proposed $240 million of senior secured credit facilities following termination of the transaction. The company did not proceed with the issuance of credit facilities proposed in October 2010. These ratings and outlook have been withdrawn: Issuer -- Paxton Media Group, LLC * Corporate Family Rating -- B2, Withdrawn * Probability-of-Default Rating -- B3, Withdrawn * $10 million Senior Secured Revolver due 2015 -- B2, LGD 3, 33%, Withdrawn * $20 million Senior Secured Term Loan A due 2013 -- B2, LGD 3, 33%, Withdrawn * $210 million Senior Secured Term Loan B due 2016 -- B2, LGD 3, 33%, Withdrawn * Stable outlook, Withdrawn The last rating action was on October 29, 2010, when Moody's assigned a Corporate Family Rating as well as instrument ratings on the proposed facilities. Paxton Media Group, LLC, is a family controlled, privately held media company that owns and operates 32 community newspapers in nine states with total daily circulation of approximately 291,895. The company also owns the NBC affiliate in Paducah, Kentucky, and numerous weekly, shopper and niche publications located primarily in the southeast and mid-western United States. The company was founded in 1896 and is headquartered in Paducah, Kentucky. The Paxton family owns approximately 98.7% of economic and voting control with the remaining interests held by families of current and former managers. Paxton Media reported approximately $154 million in revenues for the 12 months ended September 2010. PC GROUP: BDO Raises Going Concern Doubt; Debt Due at Year-End -------------------------------------------------------------- PC Group, Inc., filed on March 23, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. BDO USA, LLP, in Melville, New York, expressed substantial doubt about PC Group's ability to continue as a going concern. The independent auditors noted that Company has convertible debt obligations that become due in December 2011 and have limited liquid resources to satisfy these obligations. The Company reported a net loss of $1.4 million on $45.0 million of sales for 2010, compared with a net loss of $8.5 million on $40.9 million of sales for 2009. The Company's balance sheet at Dec. 31, 2010, showed $42.2 million in total assets, $35.3 million in total liabilities, and stockholders' equity of $6.9 million. A complete text of the Form 10-K is available for free at: http://is.gd/os6qch New York City-based PC Group, Inc., through its wholly-owned subsidiaries, Twincraft, Inc., and Silipos Inc., offers a diverse line of personal care products for the private label retail, medical, and therapeutic markets. The Company sells its medical products primarily in the United States, as well as in more than 30 other countries, to national, regional, and international distributors. The Company sells its personal care products primarily in North America to branded marketers of such products, specialty and mass market retailers, direct marketing companies, and companies that service various amenities markets. PECANS OF QUEEN: Receives Court Confirmation of Chapter 11 Plan --------------------------------------------------------------- The Hon. Eileen W. Hollowell of the U.S. Bankruptcy Court for the District of Arizona confirmed the plan of reorganization filed by Pecans of Queen Creek, L.L.C., on March 2, 2011, after determining that the plan satisfied all requirements under Section 1129 of the Bankruptcy Code. The Plan contemplates the sale of lots over a period of time, and the Debtor's members will contribute additional monies necessary to fully implement the Plan. The Debtor's sole material asset is real property located on Chandler Heights between Hawes Rd. and Ellsworth, in Queen Creek, Arizona. It consists of 76 developed lots and approximately six acres of undeveloped property. Treatment of Claims Class 1 - Allowed Secured Claims of the County of Maricopa ($197,554) will be paid in full in four equal semi- annual payments. Class 2 - Allowed Secured Claim of Strategic Funding ($6,115,836) - the holder of the Class 2 Claim will receive payment in full satisfaction of its claim as: a) The Deed of Trust will be amended so that the Release Price per lot will be changed to a figure that represents the Allowed amount of the Class 2 Claim, divided by 73. b) The terms of the Promissory Note to the holder of the Class 2 Claim will be modified to provide that from and after the effective date interest will accrue at the rate of 4.25% per annum, until paid in full. Class 3 - Allowed Secured Claim of Adams Pecans, LLC ($1,012,038) - the holder of the Allowed Class 3 Claim will accrue interest on its claim at the rate of 3.25% per annum. No payments will be made to the holder of the Class 3 Claim until the holder of the Class 2 Claim receives payment of the Release Price on a particular lot. At that time, the holder of the Class 3 Claim will be paid $22,000 pari passu to the holder of the Class 4 Claim, and will release its lien in an amount that represents the allowed amount of the Class 3 Claim, divided by 73. Class 4 - Allowed Secured Claim of MTL Pecans, LLC ($643,439) - No payments will be made to the holder of the Class 4 Claim until the holder of the Class 2 Claim receives payment of the Release Price on a particular lot. At that time, the holder of the Class 4 Claim will be paid $22,000 pari passu to the holder of the Class 3 Claim, and will release its lien in an amount that represents the allowed amount of the Class 4 Claim, divided by 73. Class 5 - Allowed Secured Claim of Construction 70, Inc., ($13,179) - the holder of the Class 5 Claim will receive two equal semi-annual payments in full satisfaction of its Allowed Claim. Class 6 - Allowed Secured Claim of Queen Creek Pecans, LLC ($2,763,822) - the holder of the Class 6 Claim will have its claim extinguished in full as of the effective date. Class 7 - Allowed Claims of General Unsecured Creditors ($41,347), with the exception of those unsecured creditors in Class 8. The holders of claims in Class 7 will receive five equal annual payments on the full amount of the allowed claim of each holder of a Class 7 Claim. Class 8 - Claims of Sonoma Farms, Inc., Udall Law Firm, Vanderbilt Farms, LLC, and Vistoso Partners, LLC ($8,983,729) - The holders of each claim in Class 8 will have their claims extinguished in full as of the effective date. Class 9 - The members of the Debtor will retain their membership interests in full, provided all payments required under the Plan are made in full. About The Pecans of Queen Creek The Pecans Of Queen Creek, LLC, is based in Tempe, Arizona. The Company filed for Chapter 11 bankruptcy protection on November 13, 2009 (Bankr. D. Ariz. Case No. 09-29332). Michael W. Carmel, Esq., at Michael W. Carmel, Ltd., assists the Company in its restructuring effort. The Company estimated $10,000,001 to $50,000,000 in assets and $10,000,001 to $50,000,000 in liabilities. PINK MOON: Bankr. Court Will Hold Status Conference on April 5 -------------------------------------------------------------- The Hon. John K. Olson of the U.S. Bankruptcy Court for the Southern District of Florida has set a pre-Sec. 341 meeting status conference for April 5, 2011, at 10:30 a.m. on Pink Moon Enterprises LLC's involuntary Chapter 11 case. The meeting will be held at Courtroom 301, 299 East Broward Boulevard, Fort Lauderdale, Florida. Phillip McFillin, a manager/member of Deerfield Beach, Florida- based Pink Moon Enterprises LLC, filed a Chapter 11 involuntary petition against the Company on March 16, 2011 (Bankr. S.D. Fla. Case No. 11-16907). Mr. McFillin claims that he is owed $1.175 million. PLATINUM STUDIOS: Appoints Lawrence White to Board of Directors --------------------------------------------------------------- The Board of Directors of Platinum Studios, Inc., appointed Lawrence "Larry" White to a vacant seat on the Company's Board of Directors. Since 2002, Mr. White has worked with LKW Consulting, an accounting, finance and strategic planning firm that he founded in 2002. Prior to that time, Mr. White spent three years as the Senior Vice-President and Chief Financial Officer for Elizabeth Arden Red Door Spas, four years as Vice-President of Accounting for the Arizona Diamondbacks of Major League Baseball, the Phoenix Suns of the National Basketball Association, Chase Field and US Airways Arena, and two years as the Vice-President of Finance for Main Street Restaurant Group, Inc. Mr. White also spent five years in public accounting with the Boston offices of Price Waterhouse and Pannell Kerr Forster and is currently a licensed Certified Public Accountant in both Massachusetts and Arizona. 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 Sept. 30, 2010, showed $15.90 million in total assets, $24.48 million in total liabilities, and a stockholders' deficit of $8.58 million. Accumulated deficit was $25.80 million at Sept. 30, 2010. 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. QSGI INC: Expects to Emerge from Ch. 11 After May 26 Conference --------------------------------------------------------------- In a regulatory filing Thursday, QSGI, Inc., discloses that on March 21, 2011, the United States Bankruptcy Court for Southern District of Florida, West Palm Beach Division, confirmed the Debtors' Third Amended Plan of Reorganization filed by QSGI, Inc., QSGI-CCSI, Inc., and Qualtech Services Group, Inc., dated Feb. 1, 2011. The Debtors are waiting entry of the confirmation order by the Judge. The reorganized Debtor anticipates that it will likely emerge from Chapter 11 following the May 26, 2011 status conference with the Bankruptcy Court. Although Debtors' anticipate that all conditions that the Debtors must satisfy before the Effective Date, other than the passage of time, will have been satisfied, the Debtors can make no assurances as to when, or ultimately if, the Plan will become effective. The Plan provides for, among other things, a restructuring of pre- petition debt, as follows: (i) distribution of $50,000 and issuance of 10,000,000 common shares in the reorganized debtor for the extinguishment of unsecured indebtedness; (ii) extinguishment of one $10,159,000 unsecured claim in consideration for the confirmation of a Plan of Reorganization; (iii) issuance of 425,000 common shares for the extinguishment of $4,216,000 in redeemable convertible preferred stock; (iv) assumption of one $150,000 contingent secured claim bearing interest at 8% per annum and being paid over 8 installments beginning 120 days after confirmation; (v) assumption of note for bankruptcy legal expenses in the amount of $61,673, bearing interest at 8% per annum and being paid over 8 installments beginning 120 days after Plan confirmation; (vi) the right to issue 3,524,000 common shares in exchange for legal services related to the Plan of reorganization; (vii) issuance of 190,000,000 common shares in consideration for the merger of KruseCom; (viii) reservation of 10,000,000 shares to be issued by the reorganized debtor for working capital; (ix) reservation of 2,250,000 shares to be issued by the reorganized debtor to key third parties. All outstanding shares of the Company's common stock will remain issued and outstanding at and after the Effective Date. A complete description of the Plan which can be found at http://www.qsgiinc.com/ About QSGI Inc. Palm Beach, Florida-based QSGI, Inc., et al., operated as a technology services provider, offering a full suite life-cycle for their corporate and government clients' entire information technology platform. The Debtors serviced three separate business segments: Data Center Maintenance Services; Data Security and Compliance; and Network Infrastructure Design and Support. The Debtors filed for Chapter 11 protection on July 2, 2009 (Bankr. S.D. Fla. Lead Case No. 09-23658). Michael A Kaufman, Esq., at Michael A. Kaufman, P.A., in West Palm Beach, Fla., represents the Debtors as counsel. In its schedules, QSGI, Inc., disclosed $8,511,894 in assets and $11,110,417 in liabilities. On September 24, 2009, the Bankruptcy Court approved the sale of substantially all of the assets of the DSC division of QSGI to Victory Park Capital, and the sale of substantially all assets of the DCM division of Qualtech Services Group, Inc., to SMS Maintenance, LLC. Following the closing of the DSC Sale and the DCM Sale, the Debtors ceased substantially all business operations. QUANTUM FUEL: Sr. Lenders Demand $250,000 Under Term Note B ----------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc.'s senior lender demanded payment of $250,000 (for an aggregate demand of $500,000) of principal due under the promissory note referred to in the Company's financial statements and notes to financial statements as "Term Note B". The Company exercised its contractual right to satisfy the payment demands in shares of its common stock and will deliver 118,320 shares in payment of such demands on March 28, 2011. The issuance of the shares triggered the full ratchet anti- dilution price reset provision contained in the warrants issued by the Company on Oct. 27, 2006. The exercise price for the October 2006 Warrants was reset from $5.07 to $4.1936 and the number of shares subject to the October 2006 Warrants was increased from 789,519 to 929,496. The shares issued by the Company to its senior lender were issued to an accredited investor in a transaction exempt from Registration pursuant to Section 4(2) of the Securities Act of 1933. The transactions did not involve a public offering, were made without general solicitation or advertising, and there were no underwriting commissions or discounts. About Quantum Fuel Based in Irvine, California, Quantum Fuel Systems Technologies Worldwide, Inc., is a fully integrated alternative energy company and considers itself a leader in the development and production of advanced clean propulsion systems and renewable energy generation systems and services. Quantum Fuel and its senior lender, WB QT, LLC, entered into a Ninth Amendment to Credit Agreement and a Forbearance Agreement on January 3, 2011. The Senior Lender agreed to provide the Company with a $5.0 million non-revolving line of credit, which may be drawn upon at any time prior to April 30, 2011. Advances under the New Line of Credit do not bear interest -- unless an event of default occurs, in which case the interest rate would be 10% per annum -- and mature on April 30, 2011. The Senior Lender also agreed to forbear from accelerating the maturity date for any portion of the Senior Debt Amount and from exercising any of its rights and remedies with respect to the Senior Debt Amount until April 30, 2011. The Company's balance sheet at Jan. 31, 2011 showed $72.09 million in total assets, $45.07 million in total liabilities and $27.02 million in total equity. The Company recorded a net loss of $28.0 million in fiscal 2009, compared to a net loss of $86.8 million in fiscal 2008. REAL MEX RESTAURANTS: Incurs $17.78 Million Net Loss in 2010 ------------------------------------------------------------ Real Mex Restaurants, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K, reporting a net loss of $17.78 million on $227.91 million of total revenues for the six months ended Dec. 26, 2010, compared with a net loss of $49.59 million on $500.60 million of total revenues for the fiscal year ended Dec. 27, 2009. The Company's balance sheet at Dec. 26, 2010 showed $281.44 million in total assets, $253.97 million in total liabilities and $27.47 million in total stockholders' equity. A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/NVmp3I About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. The Company operated 183 restaurants as of March 28, 2010, of which 152 were located in California and the remainder were located in 12 other states, primarily under the trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and Acapulco Mexican Restaurant Y Cantina(R). In addition, the Company franchised or licensed 34 restaurants in 12 states and two foreign countries as of March 28, 2010. The Company's other major subsidiary, Real Mex Foods, Inc., provides internal production, purchasing and distribution services for the restaurant operations and also provides distribution services and manufactures specialty products for sale to outside customers. Real Mex carries a 'Caa2' Corporate Family Rating, and stable Outlook from Moody's Investors Service. At the end of August 2010, Moody's said the 'Caa2' CFR continues to reflect the challenges Real Mex will face to reverse its revenue decline primarily driven by the ongoing, albeit somewhat decelerated, negative same store sales trend, in a very difficult operating environment for casual dining concepts. The rating also incorporates the company's high financial leverage, poor interest coverage and weak free cash flow generation. REAL MEX RESTAURANTS: Anthony Polazzi Appointed Board Chairman -------------------------------------------------------------- On Feb. 18, 2011, Richard E. Rivera, chairman and chief executive officer of Real Mex Restaurants, Inc., under the terms of his contract, announced his retirement effective April 1, 2011. On March 23, 2011, the Board of Directors of the Company appointed Anthony Polazzi as Chairman of the Board. Additionally, Richard P. Dutkiewicz was appointed by the Board to serve as the Company's Interim President and Chief Executive Officer, in addition to his current roles as Executive Vice President and Chief Financial Officer of the Company. The appointments are effective April 1, 2011 concurrent with Mr. Rivera's retirement. Mr. Polazzi has served as a Director of the Company since October 2009, and previously served as a Director of the Company from November 2008 until July 2009. Mr. Polazzi has served as a principal of Sun Capital Partners, which is an affiliate of stockholders of the Company's parent, since October 2003. Mr. Dutkiewicz, age 55, has been the Company's Executive Vice President and Chief Financial Officer since April 2010. Before joining the Company, Mr. Dutkiewicz served as Chief Financial Officer for Einstein Noah Restaurant Group from 2003 to 2010. Mr. Dutkiewicz is a graduate of Loyola University and worked in public accounting as an audit manager with KPMG until 1984. He has more than 30 years of experience spanning both public and privately held organizations for a variety of restaurant, technology, and manufacturing organizations. In connection with Mr. Dutkiewicz's employment as Executive Vice President and Chief Financial Officer, Mr. Dutkiewicz signed an offer letter with the Company dated March 17, 2010. The offer letter provides for an initial annual base salary of $325,000. Mr. Dutkiewicz participates in the Company's bonus program that entitles him to an annual performance bonus up to 50% of his base salary. Mr. Dutkiewicz received a signing bonus of $50,000 and received reimbursements for his relocation of $75,000. In addition, Mr. Dutkiewicz will receive an option grant with a targeted payout of $1,500,000. In the event Mr. Dutkiewicz is terminated without cause, he will be entitled to receive twelve months of his base salary and payment of premiums for COBRA coverage for a twelve-month period. There is no arrangement or understanding between Mr. Dutkiewicz and any other person, pursuant to which Mr. Dutkiewicz is to be selected as an officer of the Company that would require disclosure under Item 401(b) of Regulation S-K. Additionally, there is no family relationship between Mr. Dutkiewicz and any other person that would require disclosure under Item 401(d) of Regulation S-K. Mr. Dutkiewicz is not a party to any transactions that would require disclosure under Item 404(a) of Regulation S-K. About Real Mex Based in Cypress, California, Real Mex Restaurants, Inc., owns and operates restaurants, primarily through its major subsidiaries El Torito Restaurants, Inc., Chevys Restaurants, LLC, and Acapulco Restaurants, Inc. The Company operated 183 restaurants as of March 28, 2010, of which 152 were located in California and the remainder were located in 12 other states, primarily under the trade names El Torito Restaurant(R), Chevys Fresh Mex(R) and Acapulco Mexican Restaurant Y Cantina(R). In addition, the Company franchised or licensed 34 restaurants in 12 states and two foreign countries as of March 28, 2010. The Company's other major subsidiary, Real Mex Foods, Inc., provides internal production, purchasing and distribution services for the restaurant operations and also provides distribution services and manufactures specialty products for sale to outside customers. The Company's balance sheet at Sept. 30, 2010, showed $287.51 million in total assets, $248.57 million in total liabilities, and stockholder's equity of $38.93 million. Real Mex carries a 'Caa2' Corporate Family Rating, and stable Outlook from Moody's Investors Service. At the end of August 2010, Moody's said the 'Caa2' CFR continues to reflect the challenges Real Mex will face to reverse its revenue decline primarily driven by the ongoing, albeit somewhat decelerated, negative same store sales trend, in a very difficult operating environment for casual dining concepts. The rating also incorporates the company's high financial leverage, poor interest coverage and weak free cash flow generation. REDCO DEV'T: U.S. Trustee, et al., Object to Plan Outline --------------------------------------------------------- Robert D. Miller Jr., the United States Trustee for Region 18, objects to the disclosure statement explaining the Chapter 11 plan of reorganization of Redco Development Co. LLC. The U.S. Trustee says the Debtor failed to adequately disclose the Debtor's cash flow projections in sufficient detail so that feasibility of on-going operations can be demonstrated. The U.S. Trustee claims that the liquidation analysis is confusing insofar as it seems to provide the that estimated taxes on the Northgate Note ($660,000) will exceed the value of the note ($340,000). An explanation of how those figures were determined should be added for clarity, says the U.S. Trustee. Creditors Virann Investments LLC and Creditor R.A. Global LLC also object to the Disclosure Statement. The Chapter 11 Plan Under the Chapter 11 plan proposed by Redco Development, all creditors will be paid in full. Creditors holding secured claims will retain their security and will be paid either monthly or when a $4 million note is paid to Redco Development. The $4 million note due June 15, 2012, was guaranteed by Guy Farthing and Steve Morgan, who purchased Redco Development's 25% stake in Northgate LLC for $5 million. It is considered the Company's most valuable asset. Redco Development's current owner will continue to manage its operations and use the balance remaining when the note is paid and excess revenue to make annual payments until unsecured creditors are paid in full, according to the plan. Implementation of the Plan Redco Development will collect the Northgate note and may file legal action if necessary to collect the amount due. The company, however, is confident that Mr. Farthing is financially capable of making the payment, Russ Dale, managing member of Redco Development, said. The company is also confident it would retain sufficient funds from the Northgate note to pay taxes associated with the payoff of the note. It expects that even after deducting the funds for the payment of taxes, it will be able to pay PremierWest, Virann, its administrative expenses and unsecured creditors from the proceeds of the note. Redco Development will also continue to own and operate the McCall Condominiums in Ashland and the Miller Building, a three-story office building in downtown Medford. Banks holding claims secured by the buildings will be paid from the revenue from those properties. Any net revenue generated from a reduction in the interest paid to each bank will be retained for other payments required by the restructuring plan. Mr. Dale said that creditors entitled to vote on the restructuring plan won't receive less than they would receive under a Chapter 7 liquidation. "[Redco Development's] assets are not easily liquidated so there is little prospect that a trustee in a Chapter 7 case could sell the assets for anything close to fair market value," he said. The Miller Building has equity but it would likely be lost in a liquidation sale while the McCall Condominiums are currently worth less than the debt and have not sold despite Redco Development's efforts, according to Mr. Dale. He also said that the note "would be discounted severely because of collectability issues and would likely not be sold for more than the debt secured by the note." About Redco Development Co., LLC Medford, Oregon-based Redco Development Co., LLC, filed for Chapter 11 bankruptcy protection on August 3, 2010 (Bankr. D. Ore. Case No. 10-64783). James Ray Streinz, Esq., who has an office in Portland, Oregon, assists the Debtor in its restructuring effort. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. REMY INTERNATIONAL: S&P Assigns 'B+' Corporate Credit Rating ------------------------------------------------------------ Standard & Poor's Ratings Services said it has assigned its 'B+' corporate credit rating on automotive original equipment and aftermarket supplier Remy International Inc. The outlook is stable. At the same time, S&P assigned its 'B+' issue rating and '4' recovery rating on the company's $300 million term loan B. "S&P's ratings are based on S&P's assessments of Remy's business risk profile as weak and its financial risk profile as aggressive," said Standard & Poor's credit analyst Lawrence Orlowski. The rating also reflects the company's refinancing of its first-, second-, and third-lien term loans with a new term loan B, its new asset-backed loan facility, and its conversion of preferred stock into common stock through a rights offering. The refinancing has lowered interest payments and extended maturities, and the conversion of preferred stock into common equity has reduced debt and increased financial flexibility. Remy is the leading manufacturer in North America of starters and alternators for light- and heavy-duty OE manufacturers and of remanufactured starters and alternators for the light- and heavy- duty vehicle aftermarket. The aftermarket business segment made up 44% of total revenue in 2009. S&P sees demand in North America for light and commercial vehicles as continuing to recover from 2009's historical lows. In 2011, S&P expects U.S. light-vehicle sales to increase about 15%, to 13.2 million units, and North American commercial-vehicle sales to rise about 35%. S&P also expects European light-vehicle sales to fall slightly, and European commercial-vehicle sales to increase about 27%. Based on S&P's expectations of increasing vehicle demand, stable growth rates in the aftermarket business, and the refinancing, S&P expects adjusted debt to EBITDA to fall to about 3.0x at year-end 2011. S&P believes the company's key strategies are to expand in Asia and tap the growing hybrid-vehicle market. S&P expects vehicle production in China to grow by double digits over the next few years. The company also supplies electric motors for the hybrid- vehicle market and has announced the signing of long-term supply agreements with various OEMs. Bolstering these efforts are U.S. Dept. of Energy matching grant funds totaling $60.2 million. The stable outlook reflects S&P's view that Remy's credit measures are in line with the rating, given the reduction in adjusted debt arising from the rights offering and S&P's assumption of a slow but steady improvement in light- and commercial-vehicle demand. To raise the rating, S&P would expect to see leverage under 3.0x and funds from operations to debt of more than 20% on a sustained basis. This could occur if revenue rose at least 10% in 2011 and gross margins were above 22%. S&P could lower the rating if sales for light and commercial vehicles declined because of weakening economic conditions and, as a result, the company started to use free cash flow. S&P could also lower the rating if leverage moved above 4.0x, which could occur if gross margins fell below 18.5% and sales growth was flat with 2010 levels. RIVER ROAD: Lenders Fine-Tune Chapter 11 Plan --------------------------------------------- Lenders Amalgamated Bank and U.S. Bank National Association delivered a third amended version of a proposed joint Chapter 11 plan, along with an explanatory disclosure statement, for River Road Hotel Partners LLC and its debtor-affiliates. The primary elements of the Plan are: * all distributions to Creditors will be made either (i) from the proceeds of those Creditors' own collateral or (ii) from Cash contributed by the Lenders to make distributions to those Creditors, plus a share of proceeds of those Avoidance Actions that are transferred to a Liquidating Trustee. * similar Classes of Creditors are treated the same regardless of whether they are creditors of Hotel Partners, Expansion Partners or Restaurant Pads. For example, all Class 5 General Unsecured Creditors whose Claims are Allowed will receive the same treatment, regardless of which Debtor their Claims are against. Under the Plan, among other things, holders of general unsecured class are estimated to aggregate between $6,155,910 and $7,238,617. The lenders will contribute $725,000 of their cash collateral to create an estimated recovery for Class 5 Creditors of approximately 10%. In addition, creditors will receive their pro rata share of any net proceeds of those avoidance actions that are brought by the liquidating trustee under the Plan. In addition, the lenders' deficiency claims will receive the following treatment: * The Lenders will waive any Distribution under the Plan from the Debtors on account of their Deficiency Claims. Thus, their recovery under the Plan for these claims will be zero. The Lenders may receive some return on their Deficiency Claims at a later date, however, if and when the Plan Transferee eventually sells the Hotel and the related real property and assets. * The Lenders will retain the right to vote their Deficiency Claims for the Plan. All equity interests and ownership interests in the Debtors will be extinguished under the Plan, and they will receive no distributions. A full-text copy of the red-lined version of the Third Amended Chapter 11 plan is available for free at http://ResearchArchives.com/t/s?7580 A full-text copy of the red-lined version of the Third Amended Disclosure Statement is available for free at http://ResearchArchives.com/t/s?757f About River Road Hotel Partners River Road Hotel Partners, LLC, developed and manage the InterContinental Hotel Chicago O'Hare located in Rosemont, Illinois. Affiliate RadLAX Gateway Hotel LLC owns the Radisson hotel at Los Angeles International Airport. Both are ultimately controlled owned by Harp Group. River Road and its affiliates filed Chapter 11 in Chicago (Bankr. N.D. Ill. Lead Case No. 09-30029) on Aug. 17, 2009. Based in Oak Brook, Illinois, River Road estimated assets of as much as $100 million and debt of as much as $500 million in its Chapter 11 petition. River Road disclosed $0 in assets and $14,400,000 in liabilities as of the Chapter 11 filing. Terrence O'Brien & Co. serves as the Debtors' appraiser, and Madigan & Getzendanner as serves as the Debtors' special counsel. RadLAX and its affiliates filed a separate chapter 11 petition (Bankr. N.D. Ill. Case No 09-30047), estimating assets at $50 million to $100 million. David M. Neff, Esq., at Perkins Coie LLP, serves as counsel to the River Road and RadLAX debtors. The two cases, however, are not jointly administered. The Official Committee of Unsecured Creditors is represented by Stephen T. Bobo and Ann E. Pille at Reed Smith LLP. RIVERGATE APARTMENT: Case Summary & 8 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Rivergate Apartment Townhomes, LLC 3369 Joel Street Hokes Bluff, AL 35903 Bankruptcy Case No.: 11-40777 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Northern District of Alabama (Anniston) Debtor's Counsel: Harry P. Long, Esq. P.O. Box 1468 Anniston, AL 36202 Tel: (256) 237-3266 E-mail: hlonglegal@aol.com Scheduled Assets: $1,445,575 Scheduled Debts: $1,311,903 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/alnb11-40777.pdf The petition was signed by Drew Gazaway, manager. ROCHELLE HOLDINGS: Case Summary & 9 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Rochelle Holdings IV, LLC dba Creston Farms, LLC 3503 and 3703 N. Orange Blossom Trail Zellwood, FL 32798 Bankruptcy Case No.: 11-04048 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Stanley J. Galewski, Esq. GALEWSKI LAW GROUP PA 1112 E. Kennedy Boulevard Tampa, FL 33602 Tel: (813) 222-8210 Fax: (813) 222-8211 E-mail: stan@galewski.com Scheduled Assets: $1,500,000 Scheduled Debts: $9,068,084 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/flmb11-04048.pdf The petition was signed by Steve Rasabi. ROLL SEVERIN: SpareBank 1 SMN Acquires Polaris Media ASA Shares --------------------------------------------------------------- The bankruptcy estate of Roll Severin Co AS has transferred 9,198,684 shares of Polaris Media ASA to the secured party SpareBank 1 SMN at NOK27 per share, in an amount totaling NOK248.4 million. This brings SpareBank 1 SMN's holding in Polaris Media ASA to 11,464,508 shares, corresponding to 23.4% of the company's total stock. Roll Severin Co AS now holds no shares of Polaris Media ASA. Contact persons at SpareBank 1 SMN: Kjell Fordal Executive Vice President, Finance Tel: (47) 905-41672 Rune Malvik Group Executive Manager Tel: (47) 911-40126 Contact person at Roll Severin Co AS: Nils Hakon Risberg Attorney-at-Law Bankruptcy administrator Tel: (47) 995-94840 SAGUARO RANCH: Faces May 27 Foreclosure Action ---------------------------------------------- Dale Quinn at the Arizona Daily Star reports that Saguaro Ranch, the luxury development nestled in the Tortolita Mountains northwest of Tucson, is now facing foreclosure despite filing for bankruptcy protection. According to the report, Pima County Recorder's Office said the developers, led by Stephen Phinny, have defaulted on $50 million in loans. The property near West Moore and North Thornydale roads is scheduled for auction May 27, 2011. The borrowers on the loan, which was recorded in December of 2005, are listed on the documents as Saguaro Ranch Investments LLC and Saguaro Ranch Development Corp. Mr. Quinn says that in February, U.S. Bankruptcy Judge Eileen W. Hollowell lifted the stay that was keeping creditors Kennedy Funding Inc. and Anglo-American Financial LLC from moving forward with the foreclosure. The development's bankruptcy attorney, Eric Slocum Sparks, said he filed a third amended plan -- which made changes requested by the judge -- for the development to come out of bankruptcy. If approved, it will moot the sale. Several Saguaro Ranch development companies filed for Chapter 11 bankruptcy protection in February 2009. Stephen Daniel Phinny himself sought Chapter 11 protection (Bankr. D. Ariz. Case No. 09-04669) on March 13, 2009. Eric Slocum Sparks, Esq., at Eric Slocum Sparks PC, in Tucson, Arizona, represents Mr. Phinny in the Chapter 11 case. Mr. Phinny disclosed $56,740,592 in assets and $36,666,296 in liabilities as of the Chapter 11 filing. SARGENT RANCH: Douglas Wilson Named as Off-Panel Trustee -------------------------------------------------------- Douglas Wilson, owner of Douglas Wilson Companies (DWC), has been appointed off-panel trustee on GCIC Development Corp. in Oklahoma and the 6,500-acre Sargent Ranch in the San Francisco Bay Area. GCIC Development Corporation's portfolio includes a variety of commercial and hospitality properties throughout the Southwest. The Sargent Ranch project comprises 6,500 acres of primarily pristine farmland in the town of Gilroy, Calif. There is more than $90 million in debt on the property. The assignment of Douglas Wilson as off-panel trustee by the United States Trustee reflects the extraordinary nature of these two bankruptcies. "These are uniquely complex assignments," said Wilson, whose firm has provided problem resolution services for over 600 projects since 1989. "Both involve big, complicated assets with tremendous upside opportunities." Based in San Diego, Calif., Douglas Wilson Companies operates four offices around the United States, including Washington, D.C., Las Vegas and San Francisco. To date, the company has provided problem resolution for assets valued in excess of $12 billion. About Douglas Wilson Companies Founded in 1989, Douglas Wilson Companies -- http://www.douglaswilson.com-- provides a wide range of specialized business and real estate services to law firms, state and federal courts, corporations, partnerships, pension funds, REITS, financial institutions and property owners nationwide. Services include workout and problem resolution, forensic accounting and litigation support, joint venture investments and development, small business support, brokerage, asset management, crisis/force majeure response, entitlement and construction management. About Sargent Ranch, LLC La Jolla, California-based Sargent Ranch, LLC, a California Limited Liability Company, filed for Chapter 11 bankruptcy protection on January 4, 2010 (Bankr. S.D. Calif. Case No. 10-00046). John L. Smaha, Esq., at Smaha Law Group, APC, assists the Company in its restructuring effort. The Company estimated its assets at $500 million to $1 billion and debts $50 million to $100 million. The U.S. Trustee has been unable to form an official creditors committee in the case. SCANCELLI PRINTS: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Scancelli Prints, Inc. 1900 Van Winkle Street East Rutherford, NJ 07073 Bankruptcy Case No.: 11-18856 Chapter 11 Petition Date: March 24, 2011 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Donald H. Steckroth Debtor's Counsel: Eric R. Perkins, Esq. MCELROY, DEUTSCH, MULVANEY & CARPENTER 40 West Ridgewood Ave Ridgewood, NJ 07450 Tel: (201) 445-6722 Fax: (201) 445-5376 E-mail: eperkins@mdmc-law.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Kerop Ozanian, president. SHUBH HOTELS PITTSBURGH: Withdraws Reorganization Plan ------------------------------------------------------ Shubh Hotels Pittsburgh, LLC, through Pittburg Grand, LLC, filed a notice of withdrawal of First Amended Joint Plan of Reorganization dated Dec. 28, 2010. The U.S. Bankruptcy Court for the Western District of Pennsylvania cancelled the March 29 hearing to consider adequacy of the Disclosure Statement. As reported in the Troubled Company Reporter on March 22, attorneys for Hilton Worldwide Inc., and about 200 other businesses with unsecured claims against hotel owner raised issues with the Debtor's Chapter 11 reorganization plan that earmarks $650,000 for them to share. The businesses list more than $30 million in combined claims. Hilton claims it is owed $4.7 million in royalties and other fees related to the abrupt end of its franchise license for Pittsburgh's largest hotel -- but a bankruptcy settlement might pay the hospitality chain a fraction of that amount. Creditors were to be paid in full for court-allowed claims under earlier proposals, but under the latest plan, 80% of those owed money would recover "pennies on the dollar," attorney John Steiner, who represents an official committee of unsecured creditors, told U.S. Bankruptcy Judge Jeffery Deller. Mr. Steiner and other attorneys said the disagreements could be worked out in coming weeks. About Shubh Hotels Pittsburgh Boca Raton, Florida-based Shubh Hotels Pittsburgh, LLC, owns and operates the largest hotel in the City of Pittsburgh. For roughly 50 years, the Hotel operated as a Hilton franchise. Hilton terminated the Hilton Franchise Agreement by letter dated September 1, 2010. The Debtor filed for Chapter 11 bankruptcy protection on September 7, 2010 (Bankr. W.D. Pa. Case No. 10-26337). Scott M. Hare, Esq., in Pittsburgh, Pennsylvania, and attorneys at Rudov & Stein, P.C., serve as co-counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $50 million to $100 million. The Court appointed James R. Walsh as Chapter 11 trustee. The Official Committee of Unsecured Creditors is represented by Leech Tishman Fuscaldo & Lampl LLC and the The Law Office of Christopher A. Boyer. SIGNATURE RENTALS: Case Summary & 8 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Signature Rentals LLC, a Limited Liability Company 1293 Norwich Road Plainfield, CT 06374 Bankruptcy Case No.: 11-20795 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court District of Connecticut (Hartford) Judge: Albert S. Dabrowski Debtor's Counsel: Anthony S. Novak, Esq. LOBO & NOVAK, LLP 280 Adams Street Manchester, CT 06042-1975 Tel: (860) 645-0006 Fax: (860) 645-1110 E-mail: AnthonySNovak@aol.com Scheduled Assets: $1,261,000 Scheduled Debts: $1,254,265 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/ctb11-20795.pdf The petition was signed by Stephen Bourdeau, sole member. SOCIETY OF JESUS: Makes Settlement for Chapter 11 Plan ------------------------------------------------------ Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the Society of Jesus, Oregon Province announced March 25 that it reached an agreement with abuse claimants. A trust will be created for 524 claimants with $48.1 million contributed by the Jesuits and $118 million from one insurance company. Lawsuits can be prosecuted against other insurance companies, the e-mailed statement from the creditors' committee said. Definitive documents still must be prepared, James Stang, Esq., said in an interview with Bloomberg. Mr. Stang, from Pachulski Stang Ziehl & Jones LLP, represents the official creditors' committee. The committee supports the plan. The settlement, Mr. Rochelle notes, won't release claims against other Jesuit organizations, Seattle University, Gonzaga University and Jesuit schools within the Oregon Province. Society of Jesus, Oregon Province, filed for Chapter 11 bankruptcy protection (Bankr. D. Ore. Case No. 09-30938) on Feb. 17, 2009. Alex I Poust, Esq., Howard M. Levine, Esq., and Thomas W. Stilley, Esq., at Sussman Shank LLP, serve as the Debtor's bankruptcy counsel. In its schedules, the Debtor disclosed total assets at $4,820,386 and total debts at $61,775,829 at the Petition Date. SPROUTS FARMERS: S&P Assigns 'B+' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its preliminary 'B+' corporate credit rating to Phoenix-based Sprouts Farmers Markets Holdings LLC. The outlook is stable. At the same time, S&P assigned its preliminary 'B+' bank loan rating and preliminary '4' recovery rating to Sprouts' proposed $370 million senior secured credit facility comprised of a $60 million revolving credit facility due 2016 and a $310 million term loan due 2018. The company intends to use the proceeds from the term loan, along with equity contribution from Apollo Management, to fund the purchase of Henry's Farmer Market and acquire a majority interest in Sprouts Farmers Markets LLC. "The ratings reflect S&P's expectations that Sprouts' continued store expansion and niche position in the natural and organic segment of the grocery industry will result in healthy sales and cash flow," said Standard & Poor's credit analyst Charles Pinson- Rose, "resulting in modest enhancement of credit protection measures over the intermediate term." STATION CASINOS: Has Deal to Transfer Green Valley to Fertittas --------------------------------------------------------------- Debtors Station Casinos, Inc., and GV Ranch Station, Inc., seek authority from Judge Gregg Zive of the U.S. Bankruptcy Court for the District of Nevada to enter into a series of transactions that will transfer the ownership of Green Valley Ranch Resort, Spa & Casino to a group led by the Fertitta family. Station Casinos LLC, the entity formed to acquire most of the properties and assets previously owned by debtor-in-possession Station Casinos, Inc., reached an agreement with Green Valley Ranch Gaming LLC to purchase all of the assets of Green Valley Ranch Resort for $500 million through a prepackaged plan of reorganization. The GVR Plan, according to a Company statement, will result in Green Valley Ranch Resort becoming a wholly owned subsidiary of New Station. More than 90% of the dollar amount and a majority of the holders of the first lien debt of Green Valley have agreed to support the GVR Plan. Green Valley is a joint venture owned in equal shares by GV Ranch and GCR Gaming, and GV Ranch is a wholly owned subsidiary of SCI. GCR Gaming is a non-debtor owned by affiliates of the Greenspun family of Las Vegas, Nevada. Green Valley is managed by GV Ranch pursuant to the terms of the Operating Agreement among Green Valley, GV Ranch and GCR Gaming dated as of March 10, 2000. Financing for the purchase will include a new credit facility. Fertitta Entertainment will manage Green Valley Ranch Resort under a long-term management agreement and all of the existing employees at the property will be retained, the Company said. "We are pleased to have reached agreement with the first lien lenders to acquire Green Valley Ranch Resort," said Frank Fertitta III, chairman and chief executive officer of Fertitta Entertainment. "This transaction will allow us to keep Green Valley Ranch Resort in the Station Casinos' family, retain all of our team members, and continue to serve our loyal guests, all of which are very important to us," continued Mr. Fertitta. New Station anticipates that the GVR Plan will be filed with the Court in April and, subject to regulatory approvals, the bankruptcy will be concluded by the end of the second quarter of 2011. In line with the acquisition of the resort project, the Debtors ask the Court to approve a stipulation providing for: -- rejection and termination of a licensing and support agreement, dated March 10, 2000, Green Valley entered into with SCI and GV Ranch, which governed Green Valley's use of certain trademarks and other intellectual property owned by SCI; -- amendment of the March 10, 2000 Operating Agreement, which designated GV Ranch as manager of hotel and casino operations for the Hotel; -- management services upon transfer of operations and assets of Green Valley Ranch Hotel and Casino; and -- compromise of dispute over use of trade name, between SCI, GV Ranch, GCR Gaming LLC and Green Valley Ranch Gaming LLC. The Debtors also ask the Court to approve a Transition Services Agreement, among SCI, Green Valley, and Fertitta Entertainment LLC. The Green Valley Stipulation provides, inter alia, resolution for several issues that have arisen between the parties relating to the ongoing management of the hotel known as the Green Valley Ranch Resort and Spa, the use of the Hotel's trade name, as well as the current status of various agreements among the parties relating to the Hotel's operation. The Transition Services Agreement outlines the terms by which (i) SCI will directly provide to Green Valley Hotel management services previously provided through GV Ranch, and (ii) SCI will transfer to Green Valley certain assets of SCI that are used exclusively at the Hotel at an agreed upon or judicially determined cash purchase price. Pursuant to the Operating Agreement, GV Ranch is entitled to compensation in consideration of the management services provided to the Hotel by GV Ranch and SCI. The Management Fee is subordinate to the secured term loans issued under Green Valley's credit agreements, pursuant to the terms of subordination agreements among the administrative agents designated under Green Valley's credit agreements, GV Ranch and GCR Gaming. As of September 2009, Green Valley ceased paying the Management Fee and certain expense reimbursements to GV Ranch, Paul Aronzon, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los Angeles, California, tells the Court. He reveals that the accrued and unpaid Management Fees equal $6,305,443 as of August 31, 2010, and continue to accrue. In light of the ongoing non-payment of the Management Fee to GV Ranch, SCI and GV Ranch have advised Green Valley that unless a satisfactory resolution can be negotiated, SCI and GV Ranch may reject and terminate the License Agreement, the Subordination Agreements, and GV Ranch's obligations to Green Valley under the Operating Agreement, Mr. Aronzon avers. He contends that it remains undisputed that an uncontrolled or non-negotiated rejection of the Operating Contracts by SCI or GV Ranch would cause significant harm to Green Valley and result in rejection damages claims in the Debtors' Chapter 11 Cases in favor of Green Valley. According to Mr. Aronzon, the effects of the Green Valley Stipulation and Transition Services Agreement are: -- Green Valley will be obligated directly to SCI for management fees in respect the SCI Management Services as specified in the Transition Services Agreement. Until the Green Valley Bankruptcy Case is commenced, the management fees will accrue in accordance with the Subordination Agreements. Once Green Valley Bankruptcy Case has commenced, Green Valley will be required to assume the Transition Services Agreement and Green Valley will pay management fees due for periods from and after the commencement date of Green Valley Bankruptcy Case in cash as specified in the Transition Services Agreement. -- SCI will provide SCI Management Services to Green Valley up to, at the latest, the effective date of SCI's Plan of Reorganization. -- The Transition Services Agreement provides for a transition of the SCI Management Services from SCI to Station Casinos LLC as successor manager upon the Effective Date, assuring that SCI will only be contractually liable for management obligations during the period in which it is able to legally provide them. -- Green Valley will provide in any sale of the Hotel or any plan of reorganization relating to its assets that the successor owner of the Hotel will pay a license fee to GCR Gaming for a 20-year, exclusive, irrevocable and assignable license to use the name "Green Valley Ranch" in connection with the Hotel. The fee will equal 0.30% of quarterly "Gross Revenues" of the Hotel, as the term is defined in the Operating Agreement. -- SCI will sell to Green Valley for fair consideration mutually agreed by the parties or determined by the Court, certain personal property specified in the Transition Services Agreement that is owned by SCI or GV Ranch and that is used exclusively in connection with the Hotel. -- SCI and GV Ranch agree to reject the License Agreement under the Chapter 11 Cases. -- The Operating Contracts are amended to effectuate the terms of the Green Valley Stipulation and Transition Services Agreement. -- SCI and GV Ranch will each have a liquidated, undisputed, non-contingent general unsecured claim in Green Valley's Chapter 11 case, equal to the Unpaid Manager Fees, the Deferred Management Fees, and the unpaid Owner's Expenses. -- Green Valley will have a liquidated, undisputed, non- contingent general unsecured prepetition claim against SCI and GV Ranch equal to the sum of its actual damages according to proof, as mitigated by the provision of post- rejection transition services by SCI. The sale for cash by SCI or GV Ranch to Green Valley of certain assets used only at the Hotel is reasonable and in the best interest of SCI and GV Ranch and will facilitate the ability of Green Valley to consummate the sale of all of its assets, Mr. Aronzon contends. He asserts that the sale under the Transition Services Agreement is a sale to Green Valley and includes only specified assets used exclusively at the Hotel and will take place in consideration of mutually agreed fair value consideration, or fair value consideration determined by the Court on application of the parties to the Transition Services Agreement. Mr. Aronzon also argues that the Green Valley Stipulation provides a reasonable means of resolving issues among the parties that, if left unresolved, would likely result in an uncontrolled or non- negotiated rejection of the Operating Contracts by SCI and GV Ranch. He points out that an uncontrolled or non-negotiated rejection of the Operating Contracts would pose significant harm to Green Valley and would likely yield rejection damage claims against the Debtors. In his declaration supporting the request, Thomas Friel, SCI's executive vice president, chief accounting officer, and treasurer, relates that the parties recognize that the monetary and time costs involved in litigating any of the issues resolved by the Green Valley Stipulation would far exceed the potential benefits thereof, and would necessarily interrupt the Debtors' and Green Valley's reorganization efforts. Rather than risk expensive, lengthy litigation or the dramatic unrest that would stem from an abrupt contract rejection, the parties have chosen to compromise to most efficiently move forward together, he adds. The Court will convene a hearing on April 11, 2011, to consider the request. Objections are due on March 29. 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. Brad E Scheler, Esq., and Bonnie Steingart, Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New York, serves as counsel to the Official Committee of Unsecured Creditors. 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: PropCo to Turn Over $12.5MM to Mortgage Lenders ---------------------------------------------------------------- Debtor FCP PropCo LLC asks the Bankruptcy Court to approve an agreement for the turnover over of cash collateral amounting to $12,500,000 it held in accordance with the terms a stipulation entered into between Propco and mortgage lenders German American Capital Corporation and JPMorgan Chase Bank, N.A. On September 8, 2009, the Court entered the Propco Cash Collateral Order that, in part, authorized Propco's use of the Mortgage Lenders' cash collateral. Pursuant to the stipulation approved by the Propco Cash Collateral Order, GACC, as collateral agent for the Mortgage Lenders, has valid, perfected, and unavoidable first priority liens upon and security interests in the Cash Collateral. With respect to Propco, the plan of reorganization of Station Casinos Inc. provides that, on the effective date of the SCI Plan, the Mortgage Lenders will receive, among other things, the rights to all New Propco Transferred Assets, including the rights to all of the Cash Collateral, on account of their Allowed Class P.2 Claim. The SCI Plan incorporates the terms of the Stalking Horse APA, by which the Mortgage Lenders, along with Fertitta Gaming LLC, now known as Fertitta Entertainment LLC, jointly submitted the Stalking Horse Bid for certain of SCI's non-Propco assets through a newly created entity, the "SCI Purchaser." As of Dec. 31, 2010, Propco was holding approximately $187.7 million of Cash Collateral, Dennis B. Arnold, Esq., at Gibson, Dunn & Crutcher LLP, in Los Angeles, California -- darnold@gibsondunn.com -- tells Judge Zive. He notes that a newly created entity, the GVR Purchaser, which is an affiliate of the SCI Purchaser, made a bid for the assets of Green Valley Ranch Gaming LLC, a joint venture between an affiliate of SCI, and affiliates of the Greenspun family. Green Valley has determined to sell its assets to the GVR Purchaser pursuant to that certain Asset Purchase Agreement, dated as of March 9, 2011, between Green Valley and the GVR Purchaser. The GVR APA will be implemented through the terms of a prepackaged plan for Green Valley that Green Valley intends to file with the Court. Pursuant to the terms of an Escrow Deposit Commitment Letter dated as of March 10, 2011, between the Mortgage Lenders and Green Valley, the Mortgage Lenders have agreed to use their reasonable best efforts to seek Court approval of the transfer of $12,500,000 of Cash Collateral to the Escrow Agent as their share of the deposit required under the GVR APA. The Escrow Agent has entered into an Escrow Agreement, dated as of March 9, 2011, with Green Valley, Fertitta Entertainment LLC and the Mortgage Lenders. Mr. Aronzon reveals that the Mortgage Lenders have made a demand of Propco for the turnover of the $12,500,000 of Cash Collateral to the Escrow Agent as the designee of the Mortgage Lenders. He says that the Mortgage Lenders will use the funds as the deposit required under the Deposit Commitment Letter. Propco consents to the turnover demand, in accordance with the terms of the Stipulation, based on terms of the SCI Plan and Stipulation with the Mortgage Lenders that, (i) upon the occurrence of the Effective Date of the SCI Plan, the Mortgage Lenders will receive the rights to all New Propco Transferred Assets, including the rights to all of the Cash Collateral, and (ii) if, in the remote possibility, the SCI Plan does not become effective and the Effective Date does not occur, the turnover of $12,500,000 of Cash Collateral to the Mortgage Lenders will be deemed an adequate protection payment to the Mortgage Lenders that will be applied to and reduce the amount Propco owes to the Mortgage Lenders under the Prepetition Mortgage Loan Agreement as required by applicable law. Propco, therefore, seeks the Court's approval of the Stipulation for the turnover $12,500,000 of Cash Collateral to the Mortgage Lenders. In his declaration supporting the request, Richard J. Haskins tells Judge Zive that there was unanimous consent of the board of directors of Propco, that is between him and the two independent directors of Propco, Robert Kors and Robert J. White, to support and authorize Propco to enter into the Stipulation and to seek approval for the turnover of $12,500,000 of Cash Collateral. Mr. Haskins currently serves as SCI's executive vice president, general counsel and secretary. A hearing will be held on May 25, 2011, to consider the request. Objections are due on May 11. 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. Brad E Scheler, Esq., and Bonnie Steingart, Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New York, serves as counsel to the Official Committee of Unsecured Creditors. 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: Wins Ruling of Zero Income Tax Liability --------------------------------------------------------- The Bankruptcy Court granted Station Casinos Inc. and its units' request for determination that that they have no federal tax liability arising as a consequence of the consummation of their confirmed Plan of Reorganization and the related approved Restructuring Transactions. Judge Zive denied the United States Government's move to dismiss the Determination Motion. "Based upon the uncontested facts submitted in support of the Section 505 Motion, the Court concludes that no administrative tax claim(s) against the Debtors for income tax will result from or arise out of the implementation of the SCI Plan, the Stalking Horse APA or the other Restructuring Transactions contemplated thereby," Judge Zive explained in his Findings of Facts and Conclusions of Law. Therefore, he said, neither the Debtors nor the Plan Administrator will be obligated to establish the Tax Claims Reserve. Judge Zive maintained that nothing in the Order modifies in any way the SCI Plan, the Court's order confirming the SCI Plan, or the related findings of fact regarding the confirmation, including the Court's determination that: (a) the transfer of New Opco Acquired Assets and the New Propco Acquired Assets under the SCI Plan will be free and clear of all Liens, Claims, Equity Interests, Liabilities and other interests, other than as expressly assumed under the Stalking Horse APA and as expressly provided under the SCI Plan; and (b) neither the Purchaser nor any other party will have any successor or transferee liability of any kind or nature arising or resulting from or relating to the transactions contemplated under the SCI Plan. A full-text copy of Judge Zive's Findings of Facts is available for free at: http://bankrupt.com/misc/SCI_FindingsOfFacts_03242011.pdf Prior to the entry of the order, the Debtors replied to the Government's opposition to their Proposed Findings and Proposed Order. The Debtors argued that the Government was asking the Court to reverse its rulings that (i) tax liabilities arising from implementation of the SCI Plan do not constitute administrative expense claims against the Debtors, and (ii) no administrative tax claims against the Debtors for income tax will result from the implementation of the SCI Plan. 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. Brad E Scheler, Esq., and Bonnie Steingart, Esq., at Fried, Frank, Shriver, Harris & Jacobson LLP, in New York, serves as counsel to the Official Committee of Unsecured Creditors. 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) SUMMIT BUSINESS: Court Fixes April 29, 2011 Claims Bar Date ----------------------------------------------------------- Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware has established April 29, 2011, at 5:00 p.m., as the deadline by which all persons and entities must file proofs of claim, other than certain exempt parties against Summit Media Business Media Holding Company, and its Debtor affiliates, including requests for payment under Section 503(b)(9) of the Bankruptcy Code. The Court has also fixed July 25, 2011, at 5:00 p.m., as the deadline by which all governmental units must file proofs of claim against the Debtors. About Summit Business Media New York-based Summit Business Media Holding Company -- http://www.summitbusinessmedia.com/-- is a business-to-business publisher and event organizer serving the insurance, investment advisory, professional services and mining investment markets. Summit employs nearly 400 employees in ten offices across the United States. The Company was formed through seven acquisitions since 2006. Summit Business is a Delaware corporation that wholly owns Summit Business Media Intermediate Holding Company, LLC, a Delaware limited liability company. Summit Intermediate wholly owns The National Underwriter Company, an Ohio corporation, which in turn wholly owns six distinct subsidiary companies which comprise the remaining Debtors. Summit Business Media Holding Company and eight affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 11-10231) on Jan. 25, 2011. Kimberly E. Lawson, Esq., and Kathleen Murphy, Esq., at Reed Smith LLP, in Wilmington, Delaware; and J. Andrew Rahl, Jr., Esq., at Reed Smith LLP, in New York, serve as counsel to the Debtors. Lincoln Partners Advisors LLC is the financial advisor. Garden City Group is the claims and notice agent. Summit estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. SUMMIT BUSINESS: Files Schedules of Assets & Liabilities -------------------------------------------------------- Summit Business Media Intermediate Holding Company LLC and The National Underwriter Company have separately filed with the U.S. Bankruptcy Court for the District of Delaware their schedules of assets and liabilities, disclosing: A. Summit Business Media Intermediate Holding Company, LLC Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property B. Personal Property C. Property Claimed as Exempt D. Creditors Holding Secured Claims $243,842,563 E. Creditors Holding Unsecured Priority Claims F. Creditors Holding Unsecured Non-priority Claims ----------- ----------- TOTAL - $243,842,563 B. The National Underwriter Company Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property B. Personal Property $99,714,225 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $244,319,690 E. Creditors Holding Unsecured Priority Claims F. Creditors Holding Unsecured Non-priority Claims $1,975,885 ----------- ----------- TOTAL $99,714,225 $246,295,576 About Summit Business Media New York-based Summit Business Media Holding Company -- http://www.summitbusinessmedia.com/-- is a business-to-business publisher and event organizer serving the insurance, investment advisory, professional services and mining investment markets. Summit employs nearly 400 employees in ten offices across the United States. The Company was formed through seven acquisitions since 2006. Summit Business is a Delaware corporation that wholly owns Summit Business Media Intermediate Holding Company, LLC, a Delaware limited liability company. Summit Intermediate wholly owns The National Underwriter Company, an Ohio corporation, which in turn wholly owns six distinct subsidiary companies which comprise the remaining Debtors. Summit Business Media Holding Company and eight affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 11-10231) on Jan. 25, 2011. Kimberly E. Lawson, Esq., and Kathleen Murphy, Esq., at Reed Smith LLP, in Wilmington, Delaware; and J. Andrew Rahl, Jr., Esq., at Reed Smith LLP, in New York, serve as counsel to the Debtors. Lincoln Partners Advisors LLC is the financial advisor. Garden City Group is the claims and notice agent. Summit estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. SUMMIT BUSINESS: Gets Final Okay to Obtain $5-Mil. DIP Financing ---------------------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware allowed, on a final basis, Summit Business Media Holding Company and its debtor affiliates to obtain a $5 million secured, postpetition DIP credit facility. A copy of the DIP financing agreement among the Debtors, Bank of Montreal, Chicago Branch, as agent, and postpetition lender, and certain lender institutions, is available for free at: http://bankrupt.com/misc/SUMMIT_BUSINESS_dpfinancingpact.pdf The Court noted that the ability of the Debtors to continue their business and reorganize or sell their assets under Chapter 11 of the Bankruptcy Code depends on the Debtors obtaining the DIP financing and using the cash collateral of prepetition lenders. The Existing First Lien Secured Parties and the Existing Second Lien Lenders have consented to the priming of the Prepetition Liens by the Postpetition Liens. The Existing First Lien Secured Parties and the Existing Second Lien Lenders are granted adequate protection in exchange for the consent. As collateral securing the full satisfaction of the Postpetition Obligations, the DIP Lenders are granted: -- first lien on unencumbered property, -- liens junior to perfected, prepetition liens, -- liens senior to all liens, -- liens senior to certain other liens, -- superpriority claims. All liens are subject to a Carve-Out, which is defined as the unpaid fees of the Clerk of the Bankruptcy Court and the U.S. Trustee, and the budgeted and unpaid professional fees and expenses. About Summit Business Media New York-based Summit Business Media Holding Company -- http://www.summitbusinessmedia.com/-- is a business-to- business publisher and event organizer serving the insurance, investment advisory, professional services and mining investment markets. Summit employs nearly 400 employees in ten offices across the United States. The Company was formed through seven acquisitions since 2006. Summit Business is a Delaware corporation that wholly owns Summit Business Media Intermediate Holding Company, LLC, a Delaware limited liability company. Summit Intermediate wholly owns The National Underwriter Company, an Ohio corporation, which in turn wholly owns six distinct subsidiary companies which comprise the remaining Debtors. Summit Business Media Holding Company and eight affiliates filed for Chapter 11 protection (Bankr. D. Del. Case No. 11-10231) on Jan. 25, 2011. Kimberly E. Lawson, Esq., and Kathleen Murphy, Esq., at Reed Smith LLP, in Wilmington, Delaware; and J. Andrew Rahl, Jr., Esq., at Reed Smith LLP, in New York, serve as counsel to the Debtors. Lincoln Partners Advisors LLC is the financial advisor. Garden City Group is the claims and notice agent. Summit estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. SUN KING: Case Summary & 12 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Sun King Apartments, Inc. 13315 NE 6th Avenue Miami, FL 33161 Bankruptcy Case No.: 11-17844 Chapter 11 Petition Date: March 25, 2011 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Laurel M. Isicoff Debtor's Counsel: Michael L. Schuster, Esq. GENOVESE JOBLOVE & BATTISTA, P.A. 100 SE 2 St. 44th Flr. Miami, FL 33131 Tel: (305) 349-2300 E-mail: mschuster@gjb-law.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 12 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/flsb11-17844.pdf The petition was signed by Shlomo Chelminsky, president. T3 MOTION: To Deliver Presentation Materials to Chardan Capital --------------------------------------------------------------- T3 Motion, Inc., intends to deliver presentation materials to registered representatives of Chardan Capital Markets and other prospective selling group members. A copy of the presentation materials used in connection with the presentation is available for free at http://is.gd/hmbb5i About T3 Motion Costa Mesa, Calif.-based T3 Motion, Inc., develops and manufactures T3 Series vehicles, which are electric three-wheel stand-up vehicles that are directly targeted to the public safety and private security markets. The Company's balance sheet as of Sept. 30, 2010, showed $3.81 million in total assets, $16.56 million in total liabilities, and a stockholders' deficit of $12.75 million. At Sept. 30, 2010, the Company has an accumulated deficit of $40.41 million, a working capital deficit of $14.32 million and a cash balance of $40,966. KMJ Corbin & Company LLP, in Costa Mesa, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2009 results. The independent auditors noted that the Company has incurred significant operating losses and had negative cash flows from operations since inception and at Dec. 31, 2009, has a working capital deficit of $11.01 million and an accumulated deficit of $33.06 million. TASTY BAKING: Delays Filing of Form 10-K Due to Liquidity Issues ---------------------------------------------------------------- The management of Tasty Baking Company has determined that the Company is unable to file within the prescribed time period, without unreasonable effort and expense, its Annual Report on Form 10-K for the period ended Dec. 25, 2010, because management needs additional time to finalize its financial statements and related disclosures while it simultaneously pursues various strategic and financial options to address the liquidity issues facing the Company. On Jan. 5, 2011, the Company announced that it obtained initial two-week waiver agreements from several of its creditors, which waived certain payments that were due and certain financial covenant requirements. These waiver agreements were necessary because the Company was experiencing extremely tight liquidity due to (i) certain production difficulties during the optimization of its new Philadelphia bakery that caused the Company to not achieve the expected operational cash savings from this bakery during the fourth quarter of 2010; (ii) the impact of the recent bankruptcy filing by The Great Atlantic & Pacific Tea Company, Inc.; and (iii) a sharp rise in commodity costs. At the conclusion of the two-week waiver period, on Jan. 14, 2011, the Company entered into arrangements with certain of the Company's creditors, as follows: (i) a Seventh Amendment to the Company's Bank Credit Facility; (ii) a Forbearance and Amendment Agreement with the PIDC Local Development Corporation, which also included a new $2 million loan from PIDC; (iii) a letter agreement with the Machinery and Equipment Fund of the Department of Community and Economic Development of the Commonwealth of Pennsylvania, along with a new $1 million loan from MELF; and (iv) a letter agreement with the Company's landlords at the Philadelphia Navy Yard for its bakery and offices. Also on Jan. 14, 2011, the Company issued $3.5 million of unsecured 12% promissory notes due Dec. 31, 2011 to a group of accredited investors. The Creditor Amendments generally permit the Company to delay certain payments to PIDC, MELF and Liberty Property until June 30, 2011. The Creditor Amendments also generally provide that the creditor will waive certain specified defaults, but not any other defaults that may occur in the future that are not specifically waived in the Creditor Amendments. In addition, the Bank Amendment, among other things, (i) changed the maturity date of the Bank Credit Facility to June 30, 2011; (ii) reduced the letter of credit limit to the aggregate amount of letters of credit currently outstanding, while not permitting the Company to issue new letters of credit or extend outstanding letters of credit; and (iii) set new financial covenants, a breach of which could cause a default to occur prior to June 30, 2011. The Bank Amendment also required that the Company engage in a process (pursuant to an agreed upon timeline with milestones) to consummate a sale of the Company before June 30, 2011 in an amount sufficient to pay all obligations of the Company under the Bank Credit Facility and all transaction costs. As a result of the requirements of the Creditor Amendments, the Company has initiated the process to consummate a sale of the Company, as well as an evaluation of other possible strategic and financial options. The Company has limited internal resources who are devoting significant efforts toward meeting these requirements, which has impacted their ability to finalize the Company's financial statements and related disclosures. Accordingly, management is unable to complete its Annual Report on Form 10-K for the year end Dec. 25, 2010 in the time prescribed without unreasonable effort and expense. The Company intends to file its Form 10-K within the 15-day extension period afforded by SEC Rule 12b-25 under the Securities Exchange Act of 1934, as amended. The Company anticipates that the Company's Form 10-K for fiscal year ended Dec. 25, 2010, will include an explanatory paragraph from the Company's independent registered public accounting firm expressing substantial doubt about the Company's ability to continue as a going concern. About Tasty Baking Tasty Baking Company (NasdaqGM: TSTY) -- http://www.tastykake.com/ -- founded in 1914 and headquartered in Philadelphia, Pennsylvania, is one of the country's leading bakers of snack cakes, pies, cookies, and donuts with manufacturing facilities in Philadelphia and Oxford, Pennsylvania. Tasty Baking Company offers more than 100 products under the Tastykake brand name. As of September 25, 2010, the Company had $185,504,000 in total assets and $169,743,000 in total liabilities. THORNBURGH RESORT: Loyal Land Wants to Proceed With Foreclosure --------------------------------------------------------------- Dow Jones' DBR Small Cap reports that a dispute over 2,000 acres of untouched Oregon woodlands has spilled over into bankruptcy court, as a real-estate developer who envisioned a "destination resort" with hundreds of homes designed around three golf courses fights off lenders who want to take over the property. Mortgage holder Loyal Land LLC has asked an Oregon bankruptcy judge for permission to continue foreclosing on the property -- an effort that came to an abrupt halt when developer Thornburgh Resort Co. filed for Chapter 11 bankruptcy protection earlier this month. The company's request to reorganize on March 11 came just 68 minutes before lenders were scheduled to take back the property through foreclosure proceedings, according to court documents filed by Loyal Land. Based in Bend, Oregon, Thornburgh Resort Company LLC filed for Chapter 11 bankruptcy protection (Bankr. D. Ore. Case No. 11- 31897) on March 11, 2011. Judge Trish M. Brown presides over the case. Gary U. Scharff, Esq., Law Office of Gary Underwood Scharff, represents the Debtor. The Debtor estimated assets of between $1 million and $10 million, and debts of between $10 million and $50 million. THREE LOS AMIGOS: Case Summary & 8 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Three Los Amigos, LLC 7 Commerce Center Henderson, NV 89014 Bankruptcy Case No.: 11-14339 Chapter 11 Petition Date: March 26, 2011 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Linda B. Riegle Debtor's Counsel: Samuel A. Schwartz, Esq. THE SCHWARTZ LAW FIRM 701 E. Bridger Avenue, Suite 120 Las Vegas, NV 89101 Tel: (702) 385-5544 Fax: (702) 385-2741 E-mail: sam@schwartzlawyers.com Scheduled Assets: $1,949,118 Scheduled Debts: $4,352,637 A list of the Company's eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nvb11-14339.pdf The petition was signed by Francis Howard, member. TORTILLA, INC: Creditors Oust 5 Family Members From Garduno's ------------------------------------------------------------- American Consumer News LLC reports that five family members of the Garduno's chain of restaurants have been fired by the creditors who are now running the Company. According to the report, the chief operating officer for Gardunos said that the decision was necessary in order to keep the chain running. The corporate offices were also moved and downsized. Since then, a bankruptcy trustee team has been put in charge of running the company. They say that family members who were working at the corporate office after the bankruptcy were causing too much financial strain and had to be let go. Garduno's Restaurant -- http://www.gardunosrestaurants.com/-- operates a chain of restaurants. Tortilla, Inc., doing business as Garduno's of Mexico, and parent of Garduno's Restaurant, filed a Chapter 11 petition (Bankr. D. New Mexico Case No. 10-10966) on March 1, 2010. Daniel J. Behles, Esq., at Cuddy & McCarthy, LLP, in Albuquerque, New Mexico, serves as counsel to the Debtor. The Debtor estimated assets and debts of $1,000,001 to $10,000,000 as of the Chapter 11 filing. TRIBUNE CO: Judge Carey Weighs Naming Trustee in Chapter 11 Case ---------------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware says he is weighing the possibility of naming a trustee to oversee the Chapter 11 cases of Tribune Company and its debtor affiliates. The judge urged warring creditors to settle their court battle or face the possibility he will appoint a trustee to reorganize the Debtors, Steven Church at Bloomberg News said on March 18. According to Bloomberg, Judge Carey told lawyers that should neither plan proposal -- one from the Debtors and one from a group of noteholders -- satisfy him, he will consider appointing a Chapter 11 Trustee to oversee the company. "I leave you with my encouragement to continue to have discussions," Bloomberg quoted Judge Carey as saying. Judge Carey, however, told lawyers that appointment of a trustee would further delay the Debtors' emergence from bankruptcy, Sean Kelly of Courthouse News Service reported. "It's not something I'm anxious to undertake, but I think I have to be more proactive in drawing us to some kind of conclusion," Judge Carey said in court, the report related. Plan Trial to Resume April 11 The plan confirmation trial on the plans of reorganization for the Debtors will resume on April 11, according to Bloomberg. The warring groups will present more witnesses for and against the two plans, the report said. During trial, Tribune's co-president, Eddy Hartenstein, said the Noteholder Plan will "scare away" potential business partners, Bloomberg said. The Noteholder Plan would put as much as 65% of Tribune stock in a trust overseen by a court until a lawsuit related to the Company's 2007 leveraged buyout was resolved, the report noted. Mr. Hartenstein also said the bankruptcy has prevented Tribune from keeping up with the rest of the publishing industry by consolidating operations, and has prevented the Company from effectively pursuing new ventures with potential media partners, Matthew Fleischer at mediabistro.com related. The two groups of plan proponents presented witnesses in support of and in objection to their plans of reorganization. The Debtors, according to the Chicago Tribune, presented former University of Chicago law scholar Daniel Fischel who said it was reasonable for the lenders to assume the company was solvent at the time that each of the two steps of the 2007 LBO. The Noteholder Group presented Bernard Black, a finance and law expert from Northwestern University, who said that even if the buyout were a form of fraudulent conveyance, potential recoveries for the junior creditors pressing the claims would most likely not be higher than the 34 cents on the dollar have been offered by senior creditors to settle, the report said. Mark Prak, a lawyer who testified on behalf of the Noteholders, told the Court that JPMorgan Chase & Co., Angelo Gordon & Co., and Oaktree Capital Management LP would break federal rules limiting media partnership under the plan they co-sponsor with the Debtors, Bloomberg related. Ronald Flagg, a lawyer testifying for Tribune, said the Noteholder Plan would have the same problem, the report said. Bloomberg pointed out that Angelo Gordon owns as much as 25% of Freedom Communications, whose Orange County Register competes with Tribune's Los Angeles Times and JPMorgan owns a stake in a company with eight radio stations that compete with the Debtors' broadcasting arm. These ownership stakes, according to Mr. Prak, would prompt the Federal Communications Commission to reject Tribune's application unless the investors changed the Company's proposed ownership structure, the report said. Tribune Valued at $6.75-Bil. Expert witnesses presented during the trial valued Tribune, including its broadcasting interests and minor subsidiaries, at $6.75 billion, investors.com noted. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Noteholders Say Plan Does Not Abuse Ch. 11 Process -------------------------------------------------------------- Aurelius Capital Management, LP, on behalf of its managed entities; Deutsche Bank Trust Company Americas, in its capacity as successor Indenture Trustee for certain series of Senior Notes; Law Debenture Trust Company of New York, in its capacity as successor Indenture Trustee for certain series of Senior Notes; and Wilmington Trust Company, in its capacity as successor Indenture Trustee for the PHONES Notes, filed a memorandum in support of confirmation of the plan of reorganization they proposed for the Debtors. The Noteholders maintain that their reorganization plan complies with the confirmation requirements under Section 1129 of the Bankruptcy Code. On behalf of the Noteholders, Daniel H. Golden, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, asserts that the Noteholder Plan is distinguishable from all other plans that have been proposed in the Chapter 11 Cases in that it is the only plan that does not seek to abuse the Chapter 11 process to impose an objectively unfair settlement of causes of action related to the 2007 leveraged buyout, for unreasonably low consideration, on those most harmed by the LBO. Instead, he asserts, the Noteholder Plan recognizes that successful prosecution or a reasonable settlement of the LBO- Related Causes of Action represents the only avenue for a just and equitable recovery by Tribune's non-LBO Lender creditors. Mr. Golden points out that the primary difference between the Noteholder Plan and Plan of Reorganization proposed by the Debtors, et al., is that the DCL Plan settles the LBO-Related Causes of Action for a fraction of their true value. As demonstrated by the Final Voting Tabulation Report, holders of non-LBO debt securities overwhelmingly agree, with more than 90% in dollar amount of the Senior Noteholder Claims and PHONES Notes Claims voting, to accept the Noteholder Plan and to reject the DCL Plan. In order to provide the Debtors with a viable option to emerge from Chapter 11 while, at the same time, ensuring that Creditors receive the recoveries to which they are legally entitled, the Noteholder Plan provides that all litigation related to the LBO will be preserved and prosecuted through a multi-trust structure comprised of the Litigation Trust and the Creditors' Trust. The causes of action to be prosecuted by the two trusts include litigation regarding, among other things, (i) the avoidability of the indebtedness incurred by the Debtors in connection with the LBO, (ii) whether recipients of pre-Effective Date payments in respect of the debt incurred pursuant to the LBO will be required to disgorge such payments, (iii) whether the shareholders that had their stock redeemed in connection with the LBO will be required to disgorge such payments, (iv) claims against the Debtors' officers, directors and advisors, (v) claims against Sam Zell and his Affiliates and (vi) the applicability of the subordination provisions in the Bridge Loan Agreement. The appropriate treatment for Intercompany Claims was originally contemplated to be one of the Trust Causes of Action under the Noteholder Plan. At this time, in an effort to reduce the extent of confirmation litigation, the Noteholder Plan Proponents say they are prepared to integrate the Intercompany Claims Settlement into the Noteholder Plan as well as the allocation of the Debtors' distributable enterprise value in a manner consistent with the DCL Plan so that 8.4% of the DEV is allocable to Tribune and 91.6% of the DEV is allocable to the Subsidiaries. A full-text copy of the Noteholders Memorandum is available for free at http://bankrupt.com/misc/tribune8171.pdf Dan Gropper's Declaration Dan Gropper, managing director at Aurelius Capital Management, LP, tells the Court that the plan proposed by the Noteholders will enable the Debtors to reorganize successfully and accomplish the objectives of Chapter 11 while at the same time ensure that all creditors receive the recoveries to which they are legally entitled. Mr. Gropper says the Noteholder Plan's classification scheme mirrors the Debtors' capital structure. In addition, Mr. Gropper believes that the Noteholder Plan satisfies the Bankruptcy Code by properly and adequately disclosing or otherwise identifying the procedures for determining the identity and affiliations of all individuals or entities proposed to serve as officers or members of the boards of directors of Reorganized Tribune. "I believe the Noteholder Plan's purpose and contents are honest, legitimate and viable. I believe that the Noteholder Plan has been proposed with good intentions and a desire to effectuate a full and feasible financial restructuring of the Debtors' enterprise while maximizing value for the benefit of stakeholders and ... ensuring that all Creditors receive the recoveries to which they are legally entitled," Mr. Gropper says. Chicago Tribune, et al., Object to Sealing Noteholders' Objection to DCL Plan Chicago Tribune Company, as publisher of the Chicago Tribune, asks the Court to deny the request of Aurelius Capital Management, L.P., to file under seal its objection to confirmation of the proposed plan of reorganization filed by the Debtors, the Official Committee of Unsecured Creditors and certain lenders. CTC contends that by seeking to shield from public view in their entirety the Noteholder Plan Proponents' objections to the Debtor/Committee/Lender Plan and all or portions of documents supporting their Motion in Limine, the Noteholder Plan Proponents ask the Court to conduct its business under a cloak of secrecy, without demonstrating any basis for doing so. "The sealing of a court record is an extraordinary remedy that should not be lightly granted," says Amy D. Brown, Esq., at Margolis Edelstein, in Wilmington Delaware, counsel for Chicago Tribune Company. Transparency both ensures the integrity of the bankruptcy process and promotes the appearance of fairness that is essential to public confidence in the operations of the Courts, asserts Gayle C. Sproul, Esq., at Levine Sullivan Koch & Schulz, L.L.P., in Philadelphia, Pennsylvania. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIBUNE CO: Noteholders Win Standing to Sue 2007 LBO Shareholders ----------------------------------------------------------------- Aurelius Capital Management, LP, on behalf of its managed entities, Deutsche Bank Trust Company Americas, in its capacity as successor Indenture Trustee for certain series of Senior Notes, and Law Debenture Trust Company of New York, in its capacity as successor Indenture Trustee for certain series of Senior Notes, ask the Court to issue an order: (i) determining that creditors have retained their state law constructive fraudulent conveyance claims to recover stock redemption payments made to Step One Shareholders and Step Two Shareholders due to the expiration of the statute of limitations under Section 546(a) of the Bankruptcy Code; (ii) determining that the automatic stay does not bar the commencement of litigation by or on behalf of creditors with respect to those claims or, in the alternative, grant them relief from the automatic stay to permit the commencement of a litigation; and (iii) granting leave from the Mediation Order, which prohibits the prosecution of any proceeding seeking relief in connection with LBO-related causes of action, to permit the commencement of a litigation. The Creditor SLCFC Claims arise out of the Debtors' leveraged buyout in 2007, which saddled the Debtors with more than $10.7 billion of debt and precipitated the Debtors' plunge into bankruptcy over just a year later. In connection with the LBO, Step One Shareholders and Step Two Shareholders received more than $8.2 billion in cash in exchange for their shares of common stock in Tribune. According to Daniel H. Golden, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, the Creditor SLCFC Claims constitute an important source of potential recovery for eligible creditors in the Debtors' bankruptcy cases. Absent the relief requested, the Creditor SLCFC Claims may very well become time-barred, Mr. Golden relates. He says that the Step One of the LBO Transaction closed on June 4, 2007. The statute of limitations for commencing a creditor's state law avoidance action is determined by applicable state law. Several states -- including Delaware, the state of Tribune's incorporation; Illinois, the Debtors' principal place of business; and Massachusetts, the state where the Step One Shareholders tendered their Tribune stock in exchange for payment -- that may be the proper jurisdiction or jurisdictions for pursuing the Creditor SLCFC Claims have a four-year statute of limitations for commencing constructive fraudulent conveyance claims. Accordingly, in order to preserve the ability to prosecute the Creditor SLCFC Claims in these states, the parties must operate on the assumption that the applicable statute of limitations could be as early as June 4, 2011. Given the number and nature of unresolved issues that remain pending in the Debtors' bankruptcy cases, there can be no guarantee that the Debtors will emerge from Chapter 11 by June 4, Mr. Golden tells the Court. Moreover, even if the many outstanding issues in the bankruptcy cases are consensually resolved and adjudicated on a timely basis in connection with confirmation, there still remains a very real possibility that the Debtors will not exit Chapter 11 before June 4 due to FCC approvals that must be obtained before either of the two competing plans of reorganization can go effective. Pursuant to the plain meaning of Section 546(a) of the Bankruptcy Code, the two-year statute of limitations for a representative of the Debtors' estates to commence the Estate SLCFC Claims lapsed on December 8, 2010. According to well-settled law, when the Section 546(a) statute of limitations expired, eligible creditors regained the right to prosecute their Creditor SLCFC Claims to the extent as if the Chapter 11 cases had not been filed. Accordingly, because the Debtors' estates no longer have the right to commence the Estate SLCFC Claims, creditors should be free to pursue their own Creditor SLCFC Claims without violating the Bankruptcy Code's automatic stay, Mr. Golden asserts. Meredith S. Senter, Jr., Esq., a member of Lerman Senter PLLC, counsel for Aurelius, filed a declaration in support of Aurelius' motion. Objections (1) Foundations Robert R. McCormick Tribune Foundation and Cantigny Foundation assert that the motion should be denied as the Noteholders cannot assert estate causes of action for their own benefit in an attempt to circumvent application of Section 546(e) of the Bankruptcy Code. There is no support for the Noteholders' argument that state-law constructive fraud claims can revert to individual creditors and be asserted by them during a bankruptcy case to challenge the very same transaction that a debtor's estate is challenging as a fraudulent transfer, Richard W. Riley, Esq., at Duane Morris LLP, in Wilmington, Delaware, asserts. To the contrary, caselaw provides that if a debtor or its representative seeks to avoid a transfer for the benefit of the estate, then individual creditors lack standing to attempt to avoid the same transaction. In the Debtors' case, the Official Committee of Unsecured Creditors filed an adversary complaint, on behalf of the Debtors' estates, seeking to avoid payments made to former shareholders of the Tribune in connection with the 2007 leveraged buy-out, Mr. Riley points out. The Committee seeks to avoid the payments under the theory that they were part of a fraudulent transfer. Consequently, the Noteholders cannot seek to avoid the very same transaction as a fraudulent transfer through, what the Noteholders call in the Motion, creditor state law constructive claims or "Creditor SLCFC Claims." Mr. Riley argues that the only reason the Noteholders seek to bring the Creditor SLCFC Claims is that the Bankruptcy Code provides a clear defense to the claims if they were to be brought by the estates. The Noteholders do not dispute that the payments made to the Former Shareholders are unavoidable settlement payments under Section 546(e). Instead, they seek the Court's permission to circumvent the Bankruptcy Code by bringing estate causes of action in state court, free from the constraints of Section 546(e). Their attempt must fail, Mr. Riley asserts. The protections afforded to settlement payments under Section 546(e) preempts any attempt by the Noteholders to avoid the payments under state law, Mr. Riley further asserts. Accordingly, the Court should not permit the Noteholders, or any of the Debtors' creditors, to assert the Creditor SLCFC Claims for their own benefit outside of, and in contravention of, the Bankruptcy Code. Chandler Bigelow, current chief financial officer of Tribune Company, John Birmingham, Tom E. Ehlmann, Mark W. Hianik, Peter A. Knapp, Crane Kenney, and several other directors and officers of Tribune Co. join in the objection of the Foundations. Merrill Lynch, Pierce, Fenner & Smith, Incorporated and a group of TM Retirement Claimants also join in the Foundation's objection. (2) EGI-TRB and Sam Zell EGI-TRB, LLC and Samuel Zell request that any order entered by the Court approving the Motion must explicitly state that the Order does not allow any non-debtor party to commence or pursue any state law constructive fraudulent transfer or conveyance claims alleged against either EGI-TRB or Mr. Zell. (3) Wells Fargo Wells Fargo Bank, N.A., as successor administrative agent for the lenders under the Debtors' $1.6 billion bridge loan credit facility, notes that numerous legal and factual issues associated with the relief requested in the Motion are complex, and that the proposed order attached to the Motion, in certain respects, lack clarity and does not adequately protect the rights of the various competing constituencies, especially in light of the objections to the Motion filed by certain former Tribune shareholders and others. Creditors' Committee's Statement The Official Committee of Unsecured Creditors insists that the Noteholders' motion should be granted at this time. According to the Committee, it deliberately did not initiate any Creditor SLCFC Claims against the former shareholders. Instead, as evidenced by the DCL Plan, it is the intent of the Committee and the other DCL Plan Proponents that individual creditors have the ability to pursue the Creditor SLCFC Claims on their own behalf or to transfer the Creditor SLCFC Claims to a proposed creditors' trust to be pursued on a collective basis for and on behalf of participating creditors. Aurelius Talks Back Aurelius asserts that none of the objections are ripe for adjudication. Indeed, Aurelius points out, the Foundation's objection is nothing more than a transparent attempt by significant pre-LBO shareholders to shield themselves from liability arising out of Tribune's ill-fated LBO through improper attempts to expand the Court's jurisdiction and the tenuous application of the legal precedent upon which their objections are allegedly based. Aurelius notes that the Creditors' Committee affirmatively supports the Motion and the Debtors have acknowledged that Creditor SLCFC Claims are not estate assets and that those claims may be pursued by individual creditors or their assignees. For the reasons stated, Aurelius asks the Court to overrule the objections. * * * Judge Carey granted Aurelius standing to file lawsuits against the LBO shareholders, Steven Church at Bloomberg News reported on March 22. Judge Carey, according to the report, agreed to allow individual creditors to file lawsuits in state courts that are similar to a case already on file in federal court. Once filed, any potential lawsuits can't go forward while Chicago-based Tribune is locked in a court fight with creditors over two competing reorganization plans, Judge Carey said, Bloomberg quoted. He asked creditors to work with shareholders opposed to the lawsuits to draft an order he can sign that reflects his intention, Bloomberg related. "We are not looking to create chaos here," said Daniel Golden, an attorney for Aurelius, during the March 22 hearing on the request, according to Bloomberg. "Most important is the filing of those complaints." The report said creditors have until June 4 to file their lawsuits in state courts. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on Dec. 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141). The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TRIPLE POINT: S&P Assigns Corporate Credit Rating at 'B' -------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned a preliminary 'B' corporate credit rating to Westport, Conn.-based Triple Point Technology Inc., a U.S. provider of enterprise software solutions for trading and risk management of commodities. The outlook is stable. At the same time, S&P assigned a preliminary 'B+' rating to the company's proposed $10 million senior secured revolving credit facility and $125 million term B loan both due 2016. The preliminary recovery rating on the debt is '2', indicating S&P's expectation for substantial recovery (70%-90%) in the event of a payment default. The company intends to use proceeds from the term loan to pay a dividend to shareholders, refinance existing debt, and pay for related transaction fees and expenses. "The rating reflects Triple Point's narrow market focus, limited track record operating at current levels, and leveraged financial profile," said Standard & Poor's credit analyst William Backus, "as well as its private-equity ownership structure, which is likely to preclude sustained deleveraging." Triple Point's relatively high recurring revenue base and solid margins partially offset those factors. TRIUS THERAPEUTICS: Incurs $23.86 Million Net Loss in 2010 ---------------------------------------------------------- Trius Therapeutics, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K reporting a net loss of $23.86 million on $8.03 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $22.68 million on $5.01 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $49.50 million in total assets, $3.81 million in total current liabilities, $238,000 in deferred revenue and $45.45 million in total stockholders' equity. "We have made substantial progress on the development program for our investigational drug, torezolid phosphate. In addition to meeting our enrollment projections for our Phase 3 trial in ABSSSI, the positive results of our recently announced Phase 1 torezolid lung study support the use of the same once daily 200mg dose in pneumonia indications in the future," said Jeffrey Stein, Ph.D., President and Chief Executive Officer of Trius. "We continue to evaluate potential strategic alliances for an ex-US territory that reflect the strong value that we have created with torezolid." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/seqLTv A full-text copy of the annual report on Form 10-K is available for free at http://is.gd/L9BT7v About Trius Therapeutics San Diego, Calif.-based Trius Therapeutics, Inc. (Nasdaq: TSRX) -- http://www.triusrx.com/-- is a biopharmaceutical company focused on the discovery, development and commercialization of innovative antibiotics for serious, life-threatening infections. The Company's first product candidate, torezolid phosphate, is an IV and orally administered second generation oxazolidinone being developed for the treatment of serious gram-positive infections, including those caused by MRSA. In addition to the company's torezolid phosphate clinical program, it is currently conducting two preclinical programs using its proprietary discovery platform to develop antibiotics to treat infections caused by gram-negative bacteria. The Company has incurred losses since its inception and it anticipates that it will continue to incur losses for at least the next several years. The Company does not anticipate that its existing working capital, including the funds received on Aug. 6, 2010, from its IPO, alone will be sufficient to fund its operations through the successful development and commercialization of torezolid phosphate or any other products it develops. As a result, the Company says it will need to raise additional capital to fund its operations and continue to conduct clinical trials to support potential regulatory approval of torezolid phosphate and any other product candidates. TRIUS THERAPEUTICS: To Offer 964,945 Common Shares to Employees --------------------------------------------------------------- Trius Therapeutics, Inc., registered with the U.S. Securities and Exchange Commission 964,945 shares of common stock to be offered to its employees composing of: (a) 709,459 shares under the 2010 Equity Incentive Plan; (b) 24,000 shares under the 2010 Non-Employee Directors' Stock Option Plan; and (c) 236,486 shares under the 2010 Employee Stock Purchase Plan. About Trius Therapeutics San Diego, Calif.-based Trius Therapeutics, Inc. (Nasdaq: TSRX) -- http://www.triusrx.com/-- is a biopharmaceutical company focused on the discovery, development and commercialization of innovative antibiotics for serious, life-threatening infections. The Company's first product candidate, torezolid phosphate, is an IV and orally administered second generation oxazolidinone being developed for the treatment of serious gram-positive infections, including those caused by MRSA. In addition to the company's torezolid phosphate clinical program, it is currently conducting two preclinical programs using its proprietary discovery platform to develop antibiotics to treat infections caused by gram-negative bacteria. The Company's balance sheet as of June 30, 2010, showed $15.6 million in total assets, $22.2 million in total liabilities, $729,000 in convertible preferred stock, $50.4 million in redeemable convertible preferred stock, and a stockholders' deficit of $57.7 million. The Company has incurred losses since its inception and it anticipates that it will continue to incur losses for at least the next several years. The Company does not anticipate that its existing working capital, including the funds received on August 6, 2010, from its IPO, alone will be sufficient to fund its operations through the successful development and commercialization of torezolid phosphate or any other products it develops. As a result, the Company says it will need to raise additional capital to fund its operations and continue to conduct clinical trials to support potential regulatory approval of torezolid phosphate and any other product candidates. TSG INCORPORATED: Court Extends Solicitation Date to March 30 ------------------------------------------------------------- The Hon. Jean K. FitzSimon of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania extended until March 30, 2011, the time within which TSG Incorporated has exclusive right to solicit acceptances of its plan of reorganization. A hearing to consider confirmation of the Plan will be held on April 6, 2011, at 11:30 a.m., prevailing Eastern time. Objections to the confirmation of the Plan must be filed with the Court by 5:00 p.m., Eastern time, on April 1, 2011. About TSG Incorporated TSG Incorporated was founded in 1901 under the name of Levy's International Water Shrinking and Drying Company. Locally headquartered in North Wales, Pennsylvania, the Company is in the business of fabric finishing, coating and embossing. TSG - - which is an acronym for "The Synthetics Group" -- is one of the largest commission finishers in the United States. While the Company does not manufacture or market any of its own fabrics, it supplies fabric finishing services that enhance the fabrics of others for uses in a variety of industries. Through its four operating divisions -- Synfin Industries, Synthetics Finishing, Combeau Industries, and Longview Machinery Company -- the Company enhances and manufactures equipment to enhance fabrics by applying unique chemicals, colors, coatings, laminations, and mechanical processes that make fabrics perform specific job functions. The Company filed for Chapter 11 bankruptcy protection on November 29, 2009 (Bankr. E.D. Pa. Case No. 09-19124). Michael J. Barrie, Esq., Raymond H. Lemisch, Esq., and Jennifer R. Hoover, Esq. at Benesch Friedlander Coplan & Aronoff LLP, in Philadelphia, Pa., assist the Debtor in its restructuring effort. In its schedules, the Debtor disclosed $19,046,129 in assets and $8,936,074 in liabilities as of the petition date. Attorneys at Duane Morris LLP serve as the Debtor's special intellectual property counsel. Prudential Hickory Metro Real Estate Brokers is the Debtor's realtor in connection with the sale of certain of its real estate holdings. No official committee of unsecured creditors has been appointed by the United States Trustee for the Eastern District of Pennsylvania in this Bankruptcy Case. TWO BROTHERS: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Two Brothers I, Inc. 16416 N. 92nd Street, B110 Scottsdale, AZ 85260 Tel: (480) 951-7700 Bankruptcy Case No.: 11-07952 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: Redfield T. Baum, Sr. Debtor's Counsel: D. Lamar Hawkins, Esq. AIKEN SCHENK HAWKINS & RICCIARDI PC 4742 North 24th Street, Suite 100 Phoenix, AZ 85016 Tel: (602) 248-8203 Fax: (602) 248-8840 E-mail: dlh@ashrlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Saad Saad, president/director. Debtor-affiliates filing separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Two Brothers XI, Inc. 10-23048 07/23/10 Two Brothers XII, Inc. 10-23056 07/23/10 Saad Nemer Saad, Inc. 10-23057 07/23/10 Two Brothers V, Inc. 10-28114 09/02/10 Two Brothers VI, Inc. 10-28116 09/02/10 Two Brothers IX, Inc. 10-28118 09/02/10 Two Brothers X, Inc. 10-28120 09/02/10 Two Brothers VII, Inc. 11-07954 03/25/11 One Brother I, Inc. 11-07955 03/25/11 UNIGENE LABORATORIES: Amends 80.76MM Common Stock Registration -------------------------------------------------------------- Unigene Laboratories, Inc., on July 6, 2010, filed a registration statement with the Securities and Exchange Commission on Form S-1, which was declared effective by the Commission on July 13, 2010, to register for resale by the selling stockholders named in the prospectus up to 80,760,650 shares of the Company's common stock, par value $.01 per share, of which 72,114,836 shares will be issuable upon the conversion of senior secured convertible notes held by the selling stockholders and the balance of which are currently held of record by the selling stockholders. The Company, on March 23, 2011, filed a Post-Effective Amendment No. 1 to Form S-1 on Form S-3 to convert the Form S-1 into a registration statement on Form S-3, and contains an updated prospectus relating to the offering and sale of the shares that were registered for resale on the Form S-1. The prices at which the selling stockholders may sell the shares will be determined by the prevailing market price for the shares or in negotiated transactions. The Company will not receive any proceeds from the sale of our shares by the selling stockholders. All costs, expenses and fees in connection with the registration of these shares will be borne by the Company. The Company's common stock is quoted in the OTC Bulletin Board under the symbol "UGNE." On March 22, 2011, the last reported closing price of the Company's common stock was $0.90 per share. These over-the-counter quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions. A full-text copy of the prospectus, as amended, is available for free at http://is.gd/zs9x4F About Unigene Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/ -- is a biopharmaceutical company focusing on the oral and nasal delivery of large-market peptide drugs. Grant Thornton LLP, in New York, expressed substantial doubt about Unigene Laboratories' ability to continue as a going concern following the Company's 2009 results. The firm noted that the Company has incurred a net loss of $13,400,000 during the year ended Dec. 31, 2009 and has an accumulated deficit of approximately $143,000,000 as of Dec. 31, 2009. As of that date, the Company's current liabilities exceeded its current assets by $1,251,000 and its total liabilities exceeded total assets by $30,442,000. The Company reported a net loss of $27.86 million on $11.34 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $13.37 million on $12.79 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $28.47 million in total assets, $68.89 million in total liabilities and $40.42 million in total stockholders' deficit. UNITED WESTERN: Named Defendant in Colorado Securities Suit ----------------------------------------------------------- United Western Bancorp, Inc., on March 22, 2011, was served through its registered agent with a class action complaint filed by MHC Mutual Conversion Fund, L.P., on behalf of itself and others similarly situated who acquired the common stock of the Company pursuant to an allegedly false and misleading registration statement and prospectus issued in connection with the Company's Sept. 17, 2009 public offering of common shares in the Company. The Complaint was filed in the United States District Court for the District of Colorado. Other named defendants in the Complaint include Sandler O'Neill + Partners, L.P.; FBR Capital Markets & Co.; the Company's current directors and one former director; McGladrey & Pullen, LLP; and Crowe Horwath LLP. The Complaint alleges that on Sept. 17, 2009, defendants consummated the Offering pursuant to a false and misleading registration statement, selling 20 million shares of United Western common stock at $4.00 per share, for gross proceeds of $80 million. The Complaint also alleges that United Western received additional gross proceeds of $7.8 million (1,961,325 shares issued at $4.00/share) as a result of the partial exercise of the over- allotment option to purchase additional shares granted to the underwriters. The Registration Statement incorporated, among other documents, United Western's reported financial results and Form 10-K/A for 2008 and the reported financial results and Form 10-Q for the second quarter of 2009. The Complaint further alleges that certain facts were omitted from the Registration Statement including: (1) United Western's mortgage backed securities and collateralized mortgage obligations were impaired to a far greater extent than the Company had disclosed; (2) defendants failed to properly record losses for other than temporary impairment in United Western's non-agency MBSs and CMOs; (3) the Company's internal controls were inadequate to prevent the Company from improperly reporting its impaired assets; and (4) the Company's capital base was not adequate in light of the impairment of its assets. The Complaint alleges that United Western ultimately announced multi-million dollar impairments in its investment securities portfolio, specifically in MBSs and CMOs, and alleges that this caused the price of its common stock to plummet. In turn, on Jan. 21, 2011, the Federal Deposit Insurance Corporation was appointed as receiver for United Western Bank, the Company's former federal savings bank subsidiary by the Office of Thrift Supervision under the Federal Deposit Insurance Act. The Company believes that it has substantial and meritorious legal and factual defenses to the allegations made in the Complaint which the Company and its officers and directors intend to vigorously pursue. About United Western Bancorp Denver, Colorado-based United Western Bancorp, Inc. (NASDAQ: UWBK) -- http://www.uwbancorp.com/-- is a holding company whose principal subsidiary, United Western Bank, is a community bank focused on Colorado's Front Range market and selected mountain communities. United Western Bank of Denver, Colo., was closed on January 21, 2011, by the Office of Thrift Supervision, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with First-Citizens Bank & Trust Company of Raleigh, N.C., to assume all of the deposits of United Western Bank. As of Sept. 30, 2010, United Western Bank had around $2.05 billion in total assets and $1.65 billion in total deposits. First-Citizens Bank & Trust Company did not pay the FDIC a premium for the deposits of United Western Bank. In addition to assuming all of the deposits of the failed bank, First-Citizens Bank & Trust Company agreed to purchase essentially all of the assets. VERDUGO MENTAL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Verdugo Mental Health aka VMH Care Verdugo Mental Health Center Positive Directions Glen Roberts Child Study Center 1540 East Colorado Street Glendale, CA 91205 Tel: (818) 244-7257 Bankruptcy Case No.: 11-22739 Chapter 11 Petition Date: March 24, 2011 Court: U.S. Bankruptcy Court Central District of California (Los Angeles) Judge: Peter Carroll Debtor's Counsel: Andrew M. Parlen, Esq. Jennifer Taylor, Esq. O'MELVENY & MYERS LLP 400 S. Hope Street Los Angeles, CA 90071 Tel: (213) 430-6000 (415) 984-8922 Fax: (213) 430-6407 (415) 984-8701 E-mail: aparlen@omm.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-22739.pdf The petition was signed by William J. Smith, chief executive officer. VILLAGE AT CAMP BOWIE: Court OKs Holts Lunsford as Leasing Broker ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized Village at Camp Bowie I LP to employ Holt Lunsford Commercial Inc. as its leasing broker for the Debtor's office space. The Debtor will pay the firm 50% commission fee upon th execution of the lease and another 50% upon a tenants' occupancy and rent commencement. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Village at Camp Bowie Dallas, Texas-based Village at Camp Bowie I, L.P., is the owner of a mixed use real estate development located in Forth Worth, Texas, on Camp Bowie Boulevard between Bryant Irvin Road an Ridglea Avenue, about 1/2 mile south of I-30 an known as the Village at Camp Bowie. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-45097) on Aug. 2, 2010. J. Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C., in Dallas, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. VILLAGE AT CAMP BOWIE: Wants Plan Exclusivity Until June 15 ----------------------------------------------------------- Village at Camp Bowie I LP asks the U.S. Bankruptcy Court for the Northern District of Texas to extend the exclusive period to obtain acceptances of its Chapter 11 plan of reorganization until June 15, 2011. The Debtor says it is making changes consistent with the Court's documents and intends to move forward promptly with confirmation of its plan, which provides for the payment in full to all creditors. However, the Debtor's creditor Western Real Estate Equities LLC objects to the extension of time, citing that the Debtor did not file any amended plan before the previous plan filing deadline, which is Jan. 31, 2011. According to the creditor, the extension of time will not motivate the Debtor's investors to put money into its property. The Debtor has not amortized one penny of principle on notes. The current plan's only chance of feasibility relies upon the Debtor's cramdown proposal of paying noteholder interest only for an additional five years. About Village at Camp Bowie Dallas, Texas-based Village at Camp Bowie I, L.P., is the owner of a mixed use real estate development located in Forth Worth, Texas, on Camp Bowie Boulevard between Bryant Irvin Road an Ridglea Avenue, about 1/2 mile south of I-30 an known as the Village at Camp Bowie. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-45097) on Aug. 2, 2010. J. Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C., in Dallas, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. VILLAGE AT CAMP BOWIE: Taps Houseman for Filing Tax Returns ----------------------------------------------------------- Village at Camp Bowie I LP asks the U.S. Bankruptcy Court for the Northern District of Texas for permission to employ Houseman Seeligson LLP to assist the Debtor with the preparation and filing of 2010 tax returns. The Debtor agrees to pay $6,420 to the firm for this engagement, The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Village at Camp Bowie Dallas, Texas-based Village at Camp Bowie I, L.P., is the owner of a mixed use real estate development located in Forth Worth, Texas, on Camp Bowie Boulevard between Bryant Irvin Road an Ridglea Avenue, about 1/2 mile south of I-30 an known as the Village at Camp Bowie. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 10-45097) on Aug. 2, 2010. J. Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C., in Dallas, serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. VITRO SAB: Investors Object to U.S. Units Financing from Parent --------------------------------------------------------------- YTWHW.com reports that four investment funds -- Knighthead Master Fund LP, Brookville Horizons Fund LP, Davidson Kempner Distressed Opportunities Fund LP and Lord Abbett Bond-Debenture Fund Inc. -- that are seeking to push the U.S. unit of Vitro SAB into Chapter 11 bankruptcy are objecting to the company's request to borrow more money from its parent on a secured basis. According to the report, the funds said there's "no evidence" that Vitro SAB can't provide the $3.5 million per month its U.S. unit, Vitro Asset Corp., needs on an unsecured basis. The funds, which filed an involuntary bankruptcy petition against the U.S. unit in November, said the request is "perplexing," given the company's intention to fight their bid to put it in Chapter 11. Vitro Asset, they said, is seeking protections reserved for debtors operating under bankruptcy protection. The report notes the Fort Worth bankruptcy court is slated to consider the involuntary petition at a March 31 hearing. The report relates Vitro Asset earlier this month asked for permission to borrow up to $3.5 million at a time from parent Vitro SAB and another nondebtor affiliate, FIC Regiomontano S.A.P.I. de C.V., on a secured basis. The court earlier denied the company's request to grant the lenders liens with respect to the financing. About Vitro SAB Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV: VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global glass producer, serving the construction and automotive glass markets and glass containers needs of the food, beverage, wine, liquor, cosmetics and pharmaceutical industries. Vitro is the largest manufacturer of glass containers and flat glass in Mexico, with consolidated net sales in 2009 of MXN23,991 million (US$1.837 billion). Vitro defaulted on its debt in 2009, and is now seeking to restructure around US$1.5 billion in debt, including US$1.2 billion in notes. Vitro launched an offer to buy back or swap US$1.2 billion in debt from bondholders. The tender offer would be consummated with a bankruptcy filing in Mexico and Chapter 15 filing in the United States. Vitro said noteholders would recover as much as 73% by exchanging existing debt for cash, new debt or convertible bonds. The offer was to expire December 7, 2010. Noteholders who oppose the exchange, namely Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson Kempner Distressed Opportunities Fund LP, and Brookville Horizons Fund, L.P. -- which hold US$75 million, or approximately 6% of the outstanding bond debt -- commenced involuntary bankruptcy cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case No. 10-47470) and nine other affiliates on November 17, 2010. Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation Counsel to analyze the potential rights that Vitro may exercise in the United States against the ad hoc group of dissident bondholders and its advisors. A larger group of noteholders, known as the Ad Hoc Group of Vitro Noteholders -- comprised of holders, or investment advisors to holders, which represent approximately US$650 million of the Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not among the Chapter 11 petitioners, although the group has expressed concerns over the exchange offer. The group says the exchange offer exposes Noteholders who consent to potential adverse consequences that have not been disclosed by Vitro. The group is represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at White & Case LLP. The U.S. affiliates subject to the involuntary petitions are Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10 47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485). Vitro SAB on December 13, 2010, filed its voluntary petition for a pre-packaged Concurso Plan in the Federal District Court for Civil and Labor Matters for the State of Nuevo Leon, thereby commencing its voluntary concurso mercantil proceedings. Vitro SAB believes that, as a result of the implementation of the Concurso Plan through the Mexican Proceeding, the holders of the Restructured Debt will recover 68% to 75% of the face value of their respective claims. Vitro SAB also commenced parallel proceedings under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan on December 13, 2010, to seek U.S. recognition and deference to its bankruptcy proceedings in Mexico. Alejandro Francisco Sanchez-Mujica, as foreign representative of Vitro, has asked the U.S. Bankruptcy Court to enter an order recognizing the Mexican Proceeding as "foreign main proceeding" pursuant to 11 U.S.C. Sections 1515 and 1517. Early in January 2011, the Mexican Court dismissed the Concurso Mercantil proceedings. VUZIX CORP: Has $2-Mil. Revolver From Bridge Bank ------------------------------------------------- Vuzix Corporation has entered into a $2 million revolving credit agreement with Bridge Bank, National Association to support its ongoing working capital needs. The credit facility is an accounts receivable formula-based line of credit, which matures on the second anniversary of the signing of the agreement. Under the agreement, Vuzix may borrow up to 80% of eligible North American accounts receivable and, in addition, approved international accounts on a case-by-case basis. Vuzix must satisfy certain loan covenants on an ongoing basis. Bridge Bank has been granted a first position security interest in all of Vuzix' current and future assets, with the exception of Intellectual Property in which a second lien has been granted. All secured debt is subordinated to the Bridge Bank facility. The closing of this transaction satisfies certain obligations of the Company under its loan agreement with LC Capital Master Fund Ltd. (LC), which was consummated on Dec. 23, 2010, and eliminates the penalties, including the issuance of additional securities to LC, if it failed to do so. About Vuzix Corp. Rochester, New York-based Vuzix Corporation (TSX-V: VZX) OTC BB: VUZI) -- http://www.vuzix.com/-- is a supplier of Video Eyewear products in the defense, consumer and media & entertainment markets. EFP Rotenberg, LLP, in Rochester, 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 incurred substantial losses from operations in recent years. "In addition, the Company is dependent on its various debt and compensation agreements to fund its working capital needs. And while there are no financial covenants with which the Company must comply with, these debts are past due in some cases." The Company has an accumulated deficit of $22.1 million as of Sept. 30, 2010. The Company's balance sheet at Sept. 30, 2010, showed $5.4 million in total assets, $9.6 million in total liabilities, and a stockholders' deficit of $4.2 million. WALTHAM WAY: Case Summary & Largest Unsecured Creditor ------------------------------------------------------ Debtor: Waltham Way Development, LLC 9190 Double Diamond Parkway Reno, NV 89521 Bankruptcy Case No.: 11-50948 Chapter 11 Petition Date: March 25, 2011 Court: United States Bankruptcy Court District of Nevada (Reno) Judge: Bruce T. Beesley Debtor's Counsel: Stephen R. Harris, Esq. BELDING, HARRIS & PETRONI, LTD 417 W Plumb Ln Reno, NV 89509 Tel: (775) 786-7600 Fax: (775) 786-7764 E-mail: steve@renolaw.biz Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 In its list of 20 largest unsecured creditors, the Company placed only one entry: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wells & Co. Realty, LLC Asset Mgt. Services $110,448 Michael J. Wells 4141 Black Hills Drive Sparks, NV 89436 The petition was signed by Jaffra A. Masad, manager. Debtor-affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Creekside Development, LLC 03/25/11 WOLVERINE TUBE: Disclosure Statement Hearing Adjourned to March 30 ------------------------------------------------------------------ The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware adjourned the hearing of the approval of the disclosure statement filed by Wolverine Tube Inc. and its debtor affiliates to March 30, 2011, at 11:00 a.m. As reported in the Nov. 22, 2010 edition of the Troubled Company Reporter, Wolverine Tube, Inc., et al., submitted to the U.S. Bankruptcy Court for the District of Delaware a prearranged Plan of Reorganization and an explanatory Disclosure Statement. The Debtors relate that a significant majority (approximately 71%) of their prepetition noteholders entered into a Plan Support Aagreement to vote in favor of the Plan. Treatment of Claims and Interests According to the Disclosure Statement, on the effective date of the Plan, allowed other secured claims will be, at the Debtors' option, (i) reinstated; (ii) satisfied by the Debtors' surrender of the collateral securing the claim; (iii) offset against, and to the extent of, the Debtors' claims against the holder of the claim; or (iv) otherwise rendered unimpaired, except to the extent the Reorganized Debtors and the holder agree to a different treatment. Holders of note claims will receive their pro rata share of (i) 100% of the new common stock, subject to dilution for additional shares of new common stock to be issued pursuant to the new management stock incentive plan and any future issuance of new common stock; (ii) the new first lien notes; and (iii) a distribution of cash in an aggregate amount equal to the net distributable cash. General unsecured creditors, except to the extent a holder of an allowed general unsecured claim agrees to less favorable treatment, will be paid in full, in cash in the ordinary course of business or will receive other treatment as will render it unimpaired. Holders of PBGC Claim will receive (i) the treatment set forth in the PBGC settlement agreement; or (ii) other treatment as may be agreed upon by the Debtors and the requisite supporting noteholders. Old preferred stock will be canceled, and holders of the old preferred stock interests will not receive or retain any property under the Plan on account of the old preferred stock interests. Old common stock will be canceled, and holders of the old common stock interests will not receive or retain any property under the Plan on account of the old common stock interests. Copies of the Disclosure Statement is available for free at http://bankrupt.com/misc/WolverineTube_DS1.pdf http://bankrupt.com/misc/WolverineTube_DS2.pdf http://bankrupt.com/misc/WolverineTube_DS3.pdf About Wolverine Tube Huntsville, Alabama-based Wolverine Tube, Inc., is a global manufacturer and distributor of copper and copper alloy tube, fabricated products, and metal joining products. The Company currently operates seven facilities in the United States, Mexico, China, and Portugal. It also has distribution operations in the Netherlands and the United States. Wolverine Tube sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-13522) on Nov. 1, 2010. Mark E. Felger, Esq., and Simon E. Fraser, Esq., at Cozen O'Connor represent the Debtor. Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose LLP, serve as the Debtor's special corporate and tax counsel. Deloitte Financial Advisory Services LLP is the Debtor's financial advisor. Donlin Recano & Company, Inc., is the Debtor's claim agent. The Debtor disclosed $115 million in total assets and $237 million in total debts at the time of the filing. Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523), Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10-13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed separate Chapter 11 petitions. No official committee of unsecured creditors has been appointed in the case. The Debtors filed a prearranged chapter 11 plan proposing to pay unsecured creditors in full and turning ownership of the reorganized company over to their noteholders. XTREME OIL: LBB & Associates Raises Going Concern Doubt ------------------------------------------------------- Xtreme Oil & Gas, Inc., filed on March 25, 2011, its annual report on Form 10-K for the fiscal year ended Dec. 31, 2010. LBB & Associates Ltd., LLP, in Houston, Tex., expressed substantial doubt about Xtreme Oil's ability to continue as a going concern. The independent auditors noted that of the Company's absence of significant revenues, recurring losses from operations, and its need for additional financing in order to fund its projected loss in 2011. The Company reported a net loss of $7.08 million on $89,835 of revenues for 2010, compared with a net loss of $3.87 million on $2.05 million of revenues for 2009. The Company's balance sheet at Dec. 31, 2010, showed $8.34 million in total assets, $6.37 million in total liabilities, and stockholders' equity of $1.97 million. A complete text of the Form 10-K is available for free at: http://is.gd/vqgi1k Plano, Tex.-based Xtreme Oil & Gas, Inc. OTCBB: XTOG) (OTCQB: XTOG) - http://www.xtremeoilandgas.com/-- is ndependent energy company engaged in the exploration, development, acquisition, and production of crude oil and natural gas with operations producing oil and gas from properties it owns and operates in Texas and Oklahoma. XODTEC LED: Restates Form 10-K for Fiscal 2010 to Correct Errors ---------------------------------------------------------------- Xodtec LED, Inc., filed on March 21, 2011, an amendment to its annual report on Form 10-K for the year ended Feb. 28, 2010, which was filed with the Securities and Exchange Commission on Nov. 24, 2010, and amended by filings on a Form 10-K/A on Dec. 10, 2010, and Jan. 31, 2011. The Company's financial statements for the year ended February 28, 2010 have been restated to reflect corrections in the statements previously provided. In connection with the Company's financial statements for the fiscal year ended Feb. 28, 2010, the Company determined that securities issued to an investor were derivative instruments that required the Company to record the fair value of such instruments as derivative liabilities in accordance with ASC 815 "Derivatives and Hedging". In addition, since the Company may no longer have a sufficient number of authorized and unissued shares to settle its other outstanding warrants, which were issued prior to Sept. 29, 2009, in common stock, it reclassified the fair value of such warrants from equity to accrued derivative liabilities as of Sept. 29, 2009. The Company reported a net loss of $2.2 million on $991,645 of revenue for fiscal 2010, compared with a net loss of $394,777 on $1.21 million of revenue for fiscal 2009. The Company's balance sheet at Dec. 31, 2010, showed $1.84 million in total assets, $4.57 million in total liabilities, and a stockholders' deficit of $2.73 million. As reported in the Troubled Company Reporter on July 23, 2010, Simon & Edward, LLP, in City of Industry, Calif., expressed substantial doubt about Xodtec LED's ability to continue as a going concern, following its results for the fiscal year ended Feb. 28, 2010. The independent auditors noted that the Company has incurred significant operating losses, has serious liquidity concerns and may require additional financing in the foreseeable future. A complete text of the Form 10-K/A is available for free at: http://is.gd/sMuePe About Xodtec LED Based in Jhonghe City, in Taiwan, Xodtec LED, Inc., is a Nevada corporation incorporated on Nov. 29, 2006, under the name Sparking Events, Inc. On June 28, 2009, the Company's corporate name was changed to "Xodtec Group USA, Inc." and on May 17, 2010, the Company's corporate name was changed to "Xodtec LED, Inc." The Company through its subsidiaries is engaged in the design, marketing and selling of advanced lighting solutions, including light emitting diode (LED) lighting and other energy-saving lighting which are designed to use less energy and have a longer life than traditional incandescent, halogen, fluorescent light sources. ZEUS INVESTMENTS: Crowne Plaza Hotel in Chapter 11 -------------------------------------------------- Zeus Investments LLC, the owner of the Crowne Plaza hotel in Lafayette, Louisiana, filed for Chapter 11 protection (Bankr. W.D. La. Case No. 11-50406) on March 24 in its hometown. Bill Rochelle, Bloomberg News' bankruptcy columnist, reports that the 290-room hotel was purchased in 2006 and renovated three years later. There are $4 million in disputed claims from contractors resulting from the renovation. The property owes $12.8 million on a mortgage held by St. Martin Bank & Trust Co. Unsecured trade suppliers are owed $3.4 million. Insiders are owed $3 million on loans. The petition says assets and debt both exceed $10 million. * Lower Middle Borrowers Unable to Tap High Yield Debt Markets -------------------------------------------------------------- Although the current syndicated loan and high yield debt markets are booming, they remain largely unavailable for "turnaround" situations and lower middle market borrowers seeking to raise funds, according to the current Financial Restructuring Quarterly issued by the investment banking firm of Morgan Joseph TriArtisan. "No question that some borrowers are feeling left behind in the current market," says James D. Decker, Managing Director and Head of Morgan Joseph's Financial Restructuring Group. "Focused more on enterprise value, call protection and reporting requirements, the syndicated and high yield markets may under appreciate a more mature business with strong asset value and cash flow for deleveraging. The result can be purgatory for these borrowers: saved from peril by effective management during an unprecedented recession, but now are not a proper fit to access headline leverage in the wider capital markets." He adds that this situation makes it "more imperative than ever for borrowers without a straight forward refinancing option in the syndicated markets to be proactive in exploring all their options, including a potential refinancing in the private non-rated club loan market." The Report also notes the appearance of "new" credit funds focused on direct lending. "Some have been re-birthed from the primordial soup of lending talent that spilled out of the post-Lehman shake up, while others are brain children of private equity principals that got a taste of the leverage market by buying into their own distressed debt during the debt crisis." Regardless of their genesis, many of these funds were originally raised with all equity, but were still able to generate handsome returns by picking off dislocated secondary paper in 2009. As the secondary market quickly recovered, however, most funds have since transferred their strategies to direct lending, building books with debt returns they hope to leverage and create equity returns for investors, the Report points out. As the senior markets have become more competitive, there has been an increased willingness on the part of banks and senior lenders to lend against these loan books. "While not at the sub-100 spreads once available to funds during the CLO boom, the leverage has allowed direct lending funds to further reduce pricing and yield requirements," observes Mr. Decker. "The result has been an opening of the 'club' market for smaller middle market, turnaround and/or storied credits. Although pricier on average than syndicated loans, a viable debt market is now available to those companies finding themselves not properly suited for a syndicated loan or high yield bond." Among other topics, the Report notes: * Concerns over replacing legacy CLO's -- with approximately $234 billion expected to roll out of their investment windows over the next 24 months -- has started to abate. While in 2010 banks and hedge funds stepped up to begin filling the hole left by legacy CLO funds, this year retail, or "prime funds," appear poised to take a material share. The Report says that most experts expect between $10 and $15 billion of new CLO formation in 2011, with most continuing to be repackaging of existing CLOs. Numerous factors are inhibiting new CLO formation volume, including reduced leverage levels and a high cost of funds limiting equity tranche returns and risk retention concerns stemming from the Dodd-Frank Act. * An increase in the number of DIP financing investors as more "new money" participants outside the pre-petition bank group are displaying a willingness to provide the loans. Increased collateral values and equity cushions and the recovery in the capital and M&A markets, which provide lenders with greater surety of debtors emerging from Chapter 11, are resulting in a broadened investor base for DIP financings. * A new record high for private equity dividend recaps, with over $30 billion in volume during 2010 after two years of little to no activity. This trend speaks to the relative strength of the financing markets versus equity capital markets opportunities. * Continued competitiveness in the Asset Based Loan market, resulting in an ongoing downward trend in average pricing as well as loosening structures in the fourth quarter. Average rates on ABL facilities have dropped "an astounding" 125 bps during 2010. "As impressive as that is, the actual impact has been even greater as at least one-quarter of all late 2009 facilities included LIBOR floors, a concept that has been completely eradicated in today's market." * The syndicated loan market is "currently every investors' darling." Both yields and structure have eased, with clearing yields back to the 6% range seen in the spring of 2010, but with the average leverage now approaching 4.5x versus the sub-4.0x levels of last year. Covenants are lightening up and higher volumes of second liens and PIK toggles could be right around the corner. About Morgan Joseph TriArtisan LLC Morgan Joseph TriArtisan LLC -- http://www.mjta.com/-- is a merchant bank engaged in providing financial advice, capital raising and private equity investing. Its services include mergers, acquisitions and restructuring advice and private placements and public offerings of equity and debt. In addition, Morgan Joseph TriArtisan LLC provides research and trading services for institutional clients. The five Principals managing the Morgan Joseph TriArtisan Financial Restructuring Group collectively have over 70 years of financing and restructuring experience. Since 2001, they have completed more than 80 company and creditor transactions, and restructured approximately $25 billion of debt in in-court and out-of-court transactions. * LPS' Mortgage Report Shows Enormous Backlog of Foreclosures ------------------------------------------------------------- The February Mortgage Monitor report released by Lender Processing Services, Inc., shows that while delinquencies continue to decline, an enormous backlog of foreclosures still exists with overhang at every level. As of the end of February, foreclosure inventory levels stand at more than 30 times monthly foreclosure sales volume, indicating this backlog will continue for quite some time. Ultimately, these foreclosures will most likely reenter the market as REO properties, putting even more downward pressure on U.S. home values. February's data also showed a 23 percent increase in Option ARM foreclosures over the last six months, far more than any other product type. In terms of absolute numbers, Option ARM foreclosures stand at 18.8 percent, a higher level than Subprime foreclosures ever reached. In addition, deterioration continues in the Non-Agency Prime segment. Both Jumbo and Conforming Non- Agency Prime loans showed increases in foreclosures and were the only product areas with increases in delinquencies. The data also showed that banks' modification efforts have begun to pay off, as 22 percent of loans that were 90+ days delinquent 12 months ago are now current. Timelines continue to extend, with the average U.S. loan in foreclosure now having been delinquent for a record 537 days, and a full 30 percent of loans in foreclosure have not made a payment in over two years. As reported in LPS' First Look release, other key results from LPS' latest Mortgage Monitor report include: Total U.S. loan delinquency rate: 8.8 percent Total U.S. foreclosure inventory rate: 4.15 percent Total U.S. noncurrent inventory: 6,856,000 States with most non-current* loans: Florida, Nevada, Mississippi, New Jersey, Georgia States with fewest non-current* loans: Montana, Wyoming, Alaska, South Dakota, North Dakota *Non-current totals combine foreclosures and delinquencies as a percent of active loans in that state. Note: Totals based on LPS Applied Analytics' loan-level database of mortgage assets and are extrapolated to represent the industry. About the Mortgage Monitor LPS manages the nation's leading repository of loan-level residential mortgage data and performance information on nearly 40 million loans across the spectrum of credit products. The company's research experts carefully analyze this data to produce a summary supplemented by dozens of charts and graphs that reflect trend and point-in-time observations for LPS' monthly Mortgage Monitor Report. To review the full report, visit http://www.lpsvcs.com/NEWSROOM/INDUSTRYDATA/Pages/default.aspx. About Lender Processing Services Lender Processing Services, Inc. -- http://www.lpsvcs.com/-- provides integrated technology, services and mortgage performance data and analytics to the mortgage and real estate industries. LPS offers solutions that span the mortgage continuum, including lead generation, origination, servicing, workflow automation (Desktop(R)), portfolio retention and default, augmented by the company's award-winning customer support and professional services. Approximately 50 percent of all U.S. mortgages by dollar volume are serviced using LPS' Mortgage Servicing Package (MSP). LPS also offers proprietary mortgage and real estate data and analytics for the mortgage and capital markets industries. * District Judge Fullam Mulls Retirement ---------------------------------------- The Philadelphia Inquirer staff writer Sam Wood reports that U.S. District Judge John Fullam, who presided over such notable cases as the Abscam political-corruption probe and the landmark bankruptcy of Penn Central, said Wednesday that he planned to step down as of April 15. "I will no longer be taking cases," he told The Inquirer, "but I will finish up what I have on my plate." Asked about his retirement plans, Judge Fullam quipped: "I hope to continue to breathe. After all, I'll be 90 in September." Judge Fullam was appointed to the federal bench by President Lyndon B. Johnson in 1966. * Large Companies With Insolvent Balance Sheets ----------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABRAXAS PETRO AXAS US 182.9 (15.0) (8.9) ABSOLUTE SOFTWRE ABT CN 117.9 (11.9) (12.8) ACCO BRANDS CORP ABD US 1,149.6 (79.8) 292.8 ALASKA COMM SYS ALSK US 620.6 (20.5) 1.4 AMER AXLE & MFG AXL US 2,114.7 (468.1) 33.0 AMR CORP AMR US 25,088.0 (3,945.0) (1,942.0) ANACOR PHARMACEU ANAC US 20.4 (8.2) (1.6) ANOORAQ RESOURCE ARQ SJ 1,092.1 (41.5) (62.8) ARQULE INC ARQL US 88.9 (14.6) 34.9 ARRAY BIOPHARMA ARRY US 127.5 (130.6) 26.2 ARVINMERITOR INC ARM US 2,814.0 (990.0) 357.0 AUTOZONE INC AZO US 5,765.6 (1,038.4) (487.0) BLUEKNIGHT ENERG BKEP US 323.8 (37.7) (85.1) BOARDWALK REAL E BOWFF US 2,326.8 (109.0) - BOARDWALK REAL E BEI-U CN 2,326.8 (109.0) - BOSTON PIZZA R-U BPF-U CN 112.0 (115.5) 2.0 CABLEVISION SY-A CVC US 8,840.7 (6,280.7) (522.2) CANADIAN SATEL-A XSR CN 188.3 (6.1) (44.0) CC MEDIA-A CCMO US 17,479.9 (7,204.7) 1,504.6 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CENVEO INC CVO US 1,397.7 (341.3) 222.7 CHENIERE ENERGY CQP US 1,743.5 (536.0) 26.5 CHENIERE ENERGY LNG US 2,553.5 (472.6) 99.3 CHOICE HOTELS CHH US 411.7 (58.1) (1.7) CLEVELAND BIOLAB CBLI US 19.9 (12.5) (12.7) COLUMBIA LABORAT CBRX US 29.9 (19.9) 2.0 COMMERCIAL VEHIC CVGI US 286.2 (0.1) 116.1 CORNERSTONE ONDE CSOD US 42.9 (55.1) (13.9) CUMULUS MEDIA-A CMLS US 319.6 (341.3) 16.9 DENNY'S CORP DENN US 311.2 (103.7) (27.8) DISH NETWORK-A DISH US 9,632.2 (1,133.4) 74.1 DISH NETWORK-A EOT GR 9,632.2 (1,133.4) 74.1 DOMINO'S PIZZA DPZ US 460.8 (1,210.7) 118.9 DUN & BRADSTREET DNB US 1,905.5 (645.6) (259.4) EASTMAN KODAK EK US 6,239.0 (1,075.0) 966.0 ENDOCYTE INC ECYT US 21.2 (7.1) 12.4 EXELIXIS INC EXEL US 360.8 (228.3) (16.5) FLOTEK INDS FTK US 184.8 (3.5) 45.5 FLUIDIGM CORP FLDM US 24.8 (4.6) 2.4 FORD MOTOR CO F US 165,793.0 (642.0) (25,852.0) FORD MOTOR CO F BB 165,793.0 (642.0) (25,852.0) GENCORP INC GY US 991.5 (195.1) 71.4 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GRAHAM PACKAGING GRM US 2,806.8 (530.7) 268.0 HCA HOLDINGS INC HCA US 23,852.0 (10,794.0) 2,650.0 HOVNANIAN ENT-A HOV US 1,670.1 (401.3) 1,042.4 HUGHES TELEMATIC HUTC US 108.8 (62.4) (16.0) IDENIX PHARM IDIX US 69.9 (31.1) 29.5 INCYTE CORP INCY US 489.6 (88.6) 341.9 IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 134.2 (79.1) 15.8 JUST ENERGY GROU JE CN 1,760.9 (328.6) (339.4) KNOLOGY INC KNOL US 787.7 (15.9) 20.4 KV PHARM-A KV/A US 294.2 (206.5) (119.2) KV PHARM-B KV/B US 294.2 (206.5) (119.2) LIGHTING SCIENCE LSCG US 60.0 (122.4) 28.3 LIN TV CORP-CL A TVL US 790.5 (131.4) 30.6 LIZ CLAIBORNE LIZ US 1,257.7 (21.7) 39.0 LORILLARD INC LO US 3,296.0 (225.0) 1,509.0 MAINSTREET EQUIT MEQ CN 448.9 (9.0) - MANNKIND CORP MNKD US 277.3 (185.5) 55.8 MEAD JOHNSON MJN US 2,293.1 (358.3) 472.9 MEDQUIST INC MEDQ US 323.9 (30.6) 45.2 MOODY'S CORP MCO US 2,540.3 (298.4) 409.2 MORGANS HOTEL GR MHGC US 714.8 (1.8) 13.7 MPG OFFICE TRUST MPG US 2,771.0 (1,045.5) - NATIONAL CINEMED NCMI US 854.5 (318.4) 77.3 NAVISTAR INTL NAV US 9,279.0 (832.0) 2,002.0 NEWCASTLE INVT C NCT US 3,687.1 (247.6) - NEXSTAR BROADC-A NXST US 602.5 (175.2) 53.6 NPS PHARM INC NPSP US 228.9 (155.3) 133.8 NYMOX PHARMACEUT NYMX US 13.5 (2.9) 8.3 OTELCO INC-IDS OTT US 322.1 (5.2) 22.0 OTELCO INC-IDS OTT-U CN 322.1 (5.2) 22.0 PALM INC PALM US 1,007.2 (6.2) 141.7 PDL BIOPHARMA IN PDLI US 316.7 (324.2) 90.7 PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PRIMEDIA INC PRM US 212.7 (93.8) (1.0) PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QLTY US 271.3 (144.5) 35.0 QWEST COMMUNICAT Q US 17,220.0 (1,655.0) (1,649.0) REGAL ENTERTAI-A RGC US 2,492.6 (491.7) (122.5) RENAISSANCE LEA RLRN US 53.8 (35.1) (40.9) REVLON INC-A REV US 1,086.7 (696.4) 157.6 RIGNET INC RNET US 93.2 (11.6) 9.5 RSC HOLDINGS INC RRR US 2,718.0 (37.3) (60.8) RURAL/METRO CORP RURL US 285.3 (98.6) 60.1 SALLY BEAUTY HOL SBH US 1,670.4 (406.1) 371.1 SINCLAIR BROAD-A SBGI US 1,485.9 (157.1) 36.4 SINCLAIR BROAD-A SBTA GR 1,485.9 (157.1) 36.4 SMART TECHNOL-A SMT US 559.1 (63.2) 201.9 SMART TECHNOL-A SMA CN 559.1 (63.2) 201.9 SUN COMMUNITIES SUI US 1,162.7 (132.4) - SWIFT TRANSPORTA SWFT US 2,577.9 (83.2) 237.4 TAUBMAN CENTERS TCO US 2,546.9 (527.9) - TEAM HEALTH HOLD TMH US 807.7 (51.4) 17.9 THERAVANCE THRX US 331.2 (22.4) 276.3 UNISYS CORP UIS US 3,020.9 (933.8) 538.7 UNITED RENTALS URI US 3,693.0 (20.0) 156.0 VECTOR GROUP LTD VGR US 949.6 (46.2) 299.9 VENOCO INC VQ US 750.9 (84.2) (11.6) VERISK ANALYTI-A VRSK US 1,217.1 (114.4) (480.4) VERSO PAPER CORP VRS US 1,516.1 (6.8) 162.4 VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) VONAGE HOLDINGS VG US 260.4 (129.6) (67.7) WARNER MUSIC GRO WMG US 3,604.0 (228.0) (602.0) WEIGHT WATCHERS WTW US 1,092.0 (686.7) (348.7) WESTMORELAND COA WLB US 750.3 (162.4) (35.8) WORLD COLOR PRES WC CN 2,641.5 (1,735.9) 479.2 WORLD COLOR PRES WCPSF US 2,641.5 (1,735.9) 479.2 WORLD COLOR PRES WC/U CN 2,641.5 (1,735.9) 479.2 WR GRACE & CO GRA US 4,271.7 (68.8) 1,371.3 ********* 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. Jhonas Dampog, 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 2011. 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 ***