/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110523.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, May 23, 2011, Vol. 15, No. 141 Headlines 1175 GERARD AVENUE: Voluntary Chapter 11 Case Summary 2131 CLINTON: Case Summary & 9 Largest Unsecured Creditors 4690 TOMPKINS: Case Summary & 3 Largest Unsecured Creditors 62-68 WEST: Voluntary Chapter 11 Case Summary 760 HUNTS: Voluntary Chapter 11 Case Summary 94TH AND SHEA: Amends Disclosure Statement ADVENT PHARMACEUTICALS: Case Summary & Creditors List AES THAMES: Has Access to CL&P Cash Collateral Until June 2 AJ MONTEREY: Case Summary & 20 Largest Unsecured Creditors ALABAMA AIRCRAFT: Files List of Government-Owned Properties ALLIED SECURITY: S&P Affirms 'B' CCR; Outlook Revised to Stable ALT HOTEL: Wants Schedules Filing Deadline Moved to June 19 ALT HOTEL: Taps Neil Wolf & Associates as Bankruptcy Counsel ALT HOTEL: Sec. 341 Creditors' Meeting on June 15 ALT HOTEL: Has OK to Use Hotel Revenues to Fund Operations AMERICA WEST: Incurs $6.5-Mil. First Quarter Net Loss AMERICAN UNDERWRITERS: A.M. Best Upgrades FSR to 'B' AMRAT HOTELS: Case Summary & 12 Largest Unsecured Creditors ARCHWOOD HOUSING: Case Summary & 20 Largest Unsecured Creditors ASARCO LLC: Barclays Insist Entitlement to $750,000 Add'l Fees ASARCO LLC: Trustee Provides Updates on El Paso Site Cleanup ASARCO LLC: El Paso Council Votes to Rezone Smelter Site ATLANTIC SOUTHERN BANK: Closed; CertusBank NA Assumes Deposits AVANTAIR, INC: Incurs $957,000 Net Loss in Fiscal Third Quarter BANNING LEWIS: Files Chapter 11 Liquidating Plan BERNARD L MADOFF: Trustee Settles $212-Mil. Claims With Feeders BELDEN INC: Moody's Affirms 'Ba1' Corporate Family Rating BESO LLC: Can File Chapter 11 Plan Until June 24 BEST WESTERN: Bank Forecloses; Sets Motel for Auction BIOJECT MEDICAL: Incurs $155,600 Net Loss in First Quarter BLOCKBUSTER INC: Closes Store in Woodinville, Wash. BORDERS GROUP: Proposes to File Under Seal Seattle's Best Deal BORDERS GROUP: Proposes to Assign 2 Store Leases to TJX BORDERS GROUP: Wins OK to Assign 2 Store Leases to Agree Ltd. BORDERS GROUP: Has Approval for OCW Lease Termination Pact BORDERS GROUP: Pershing Dumps 1.06 Million Shares BOUNDARY BAY: Files New Schedules of Assets & Liabilities BRENTWOOD VILLAGE: Case Summary & 20 Largest Unsecured Creditors BRISAM COVINA: Court OKs Deal Resolving Natixis Claim B.V. INVESTMENTS: Case Summary & 7 Largest Unsecured Creditors CAL PINNACLE: Case Summary & 20 Largest Unsecured Creditors CANO PETROLEUM: Incurs $4.32-Mil. Net Loss in Fiscal Q3 CAPMARK FINANCIAL: Sells Management Stake in $1B Fund for $12.7M CAREFREE WILLOWS: Schwartzer & McPherson Withdraws as Counsel CARGO TRANSPORTATION: Hires Jennis & Bowen as Substitute Counsel CARGO TRANSPORTATION: Has Until Aug. 12 to Accept or Reject Leases CCS INCOME: Bank Debt Trades at 5% Off in Secondary Market CHINA RUITAI: Bernstein & Pinchuk Resigns as Accountants CHUMEIA VINEYARDS: Case Summary & 22 Largest Unsecured Creditors CHRYSLER GROUP: Moody's Affirms 'B2' Corporate Family Rating CHRYSLER GROUP: S&P Gives 'BB-' Rating on Second-Lien Debt CLAIRE'S STORES: Bank Debt Trades at 7% Off in Secondary Market CLEAN BURN: Receives OK to Hire Northern Blue as Counsel CLEAN BURN: Committee Gets OK to Hire Ivey McClellan as Counsel CLEAR CHANNEL: Bank Debt Trades at 12% Off in Secondary Market COMMERCIAL VEHICLE: Issuable Common Shares Hiked to 4.6 Million CPJFK LLC: Ch. 11 Trustee Wins OK for Trivella as Labor Counsel CPJFK LLC: Ch. 11 Trustee Wants Case Converted to Chapter 7 CORUS BANKSHARES: Former Execs. Settle Class Action Suit for $10M CREDITRON FINANCIAL: IRS Postpones Auction for Seized Assets CROATAN SURF: Bank Lender Demands Adequate Protection Payments CROSS COUNTY: Asks for Approval of John Lewis as Counsel CROSS COUNTY: Court Okayed Use of Rents for 14-Day Period DENNEY FARMS: Gives Up to Lender, Asks for Case Dismissal DESERT OASIS: Wants to Use Rental Income to Fund Bankruptcy DESERT OASIS: Hires Schwartzer & McPherson as Bankruptcy Counsel DESERT OASIS: Sec. 341 Creditors' Meeting Set for June 9 DEVELOPERS DIVERSIFIED: Fitch Affirms 'BB' Issuer Default Rating DMW MARINE: Case Summary & 20 Largest Unsecured Creditors DREIER LLP: Trustee Seeks OK of $11.5MM Settlement With Perella EAGLE ROCK: Moody's Assigns 'B3' Rating to Senior Notes ELECTRIC CITY: Receivership, Chapter 11 to Address Woes Suggested ELK GROVE: Case Summary & 20 Largest Unsecured Creditors EMPIRE RESORTS: Incurs $558,000 Net Loss in First Quarter ENERGYCONNECT GROUP: Files Form S-8; Registers 1.2MM Shares ENERGYCONNECT GROUP: Incurs $1-Mil. Net Loss in April 2 Qtr. ENIVA USA: Receives OK to Hire Leslie Anderson as Tax Counsel EOS PREFERRED: Reports $1.45-Mil. First Quarter Net Profit EPANDCO HOLDINGS: Case Summary & 13 Largest Unsecured Creditors ESQUIRE PROPERTY: Case Summary & Largest Unsecured Creditor FAIRVUE CLUB: Court Approves Disbursements, Dismisses Ch.11 Case FIRST GEORGIA BANKING: Closed; CertusBank NA Assumes All Deposits GHOST TOWN: Park Could See Life Again in 2012 FORESTRY MUTUAL: A.M. Best Lifts Fin'l Strength Rating to 'B-' FRANKLIN PACIFIC: Response to Armed Forces Bank Suit Due May 25 FUNXION: Files for Bankruptcy After Investor Cuts Funding GOLDENPARK LLC: Wants to Use Urban Commons' Cash Collateral GOLDENPARK LLC: Sec. 341 Creditors' Meeting on June 15 GREEN VINEYARD: Voluntary Chapter 11 Case Summary GREENSHIFT CORP: Reports $10.1-Mil. First Quarter Net Income GROTH BROS: Case Summary & 20 Largest Unsecured Creditors GRUBB & ELLIS: Cohanzick Management Discloses 1.26% Equity Stake GULF OFFSHORE: S&P Gives 'CCC+' CCR; Outlook Developing HOCHHEIM PRAIRIE: S&P Affirms 'BB' ICR; Outlook Revised to Neg. HOST HOTELS: S&P Rates $50MM Add-on Sr. Secured Notes at 'BB+' INDIANAPOLIS DOWNS: Judge Freezes $600-Million Suit Against CEO IRADJI HOLDINGS: Case Summary & 4 Largest Unsecured Creditors JACKSON COUNTY EQUIPMENT: Tex. App. Ct. Rules on Guarantor's Suit JBS USA: Fitch Rates $1-Bil. Senior Unsecured Bonds at 'BB-' J.M. BRENNAN: Voluntary Chapter 11 Case Summary KE KAILANI: Agrees to Dismissal of Chapter 11 Case KENT'S MUFFLER: Voluntary Chapter 11 Case Summary KT SPEARS: Files Schedules of Assets and Liabilities KT SPEARS: Seeks to Hire Okin Adams as Counsel LA JOLLA: Outstanding CShares Hike to 11.26 Million LEHMAN BROTHERS: Creditors Transfer $2-Bil.+ in Claims in April LEHMAN BROTHERS: JPM Wants Lehman's $8.6-Bil. Request Denied LEHMAN BROTHERS: LBSF Sues Ford Trust for $27 Million LEHMAN BROTHERS: Seeks Dismissal of $450Mil. Pulsar Lawsuit LIFECARE HOLDINGS: Incurs $3.6-Mil. First Quarter Net Loss LOCATEPLUS HOLDINGS: James Ahearn Resigns from Board of Directors MARGAUX ORO: Court Approves $587T DIP Loan From Wells Fargo MICROBILT CORP: Court OKs Sealed Filing of Schedules, Statements MSR RESORT: Hearing on Plan Exclusivity Extensions Set for May 26 NEOMEDIA TECHNOLOGIES: Reports $8.8-Mil. 1st Quarter Net Income NEUROLOGIX, INC: Incurs $2.08-Mil. First Quarter Net Loss NEW STREAM: Committee Taps Houlihan Lokey as Financial Advisor NEW STREAM: Panel Taps Kurtzman Carson as Communications Agent NEW STREAM: Committee Taps NewOak Solutions as Consultant NEW STREAM: Committee Taps Zolfo Cooper as Forensic Accountants OK ETON: Court Reschedules Plan Confirmation Hearing to July 5 PETRA FUND: Examiner Taps McKenna Long as Bankruptcy Counsel PETRA FUND: Examiner Hires Mesirow as Financial Advisors PRICHARD, AL: High Court to Review Muni Bankruptcy Requirement REALOGY CORP: Bank Debt Trades at 4.5% Off in Secondary Market REMINGTON RANCH: Has Court OK to Borrow $4,000 to Pay Accountant RIVER EAST: Hearing on Motion to Dismiss Case Continued to July 11 SATELITES MEXICANOS: Can Hire Alfaro as Mexican Financial Advisor SATELITES MEXICANOS: Can Hire Greenberg Traurig as Bankr. Counsel SATELITES MEXICANOS: Can Hire Ernst & Young as Financial Advisor SATELITES MEXICANOS: Can Hire Lazard Freres as Investment Banker SOUTHEASTERN CONSULTING: Case Summary & Creditors List SOUTHWEST SEAFOOD: Case Summary & 7 Largest Unsecured Creditors SPEARS TRUCKING: Case Summary & 4 Largest Unsecured Creditors STATION CASINOS: Committee Wants to Compel GV Ranch Discovery STATION CASINOS: Commences Propco Rights Offering STATION CASINOS: April 12 Debtors Plan Get Creditor Approval STATION CASINOS: Files 1st Quarter Report With Bankr. Court STFG INC: Dist. Ct. Dismisses Appeal From Ch. 7 Trustee's Accord SUD PROPERTIES: Case Summary & 9 Largest Unsecured Creditors SUMMIT BANK: Closed; Columbia State Bank Assumes All Deposits SUNNYSLOPE HOUSING: Seeks Release of $372,224 in Funds SWEETHEART FARMS: Case Summary & 11 Largest Unsecured Creditors THERAGEN, INC.: Case Summary & 20 Largest Unsecured Creditors THINK3 INC.: Case Summary & 20 Largest Unsecured Creditors TMG CANTON: Case Summary & 20 Largest Unsecured Creditors TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market TUDOR OAKS: Case Summary & 14 Largest Unsecured Creditors TXU CORP: 2017 Debt Trades at 21% Off in Secondary Market TXU CORP: 2014 Debt Trades at 14% Off in Secondary Market UNITED GILSONITE: Creditors Panel Wants Montgomery as Counsel UNITED GILSONITE: Files Schedules of Assets & Liabilities UNITED GILSONITE: Asks for Court OK to Retain Steptoe & Johnson UNITED GILSONITE: Has Court's Permission to Hire Wilbraham Lawler U.S. CORP: Government Entities Can't Be "Involuntary Debtor" US FOODSERVICE: Bank Debt Trades at 5% Off in Secondary Market VILLAGE OF HANOVER: Case Summary & 20 Largest Unsecured Creditors WASHINGTON MUTUAL: Plan Talks Continue; Confirmation Hearing Moved WEST JACKSON: Voluntary Chapter 11 Case Summary W.R. GRACE: Decides to Move Foreign Holdco Away from Netherlands W.R. GRACE: Wins Approval for Dekalb County Consent Order W.R. GRACE: Canadian ZAI Counsel Has OK to Hire Collectiva * Regulators Shut 3 Banks, Raise Year's Total to 43 * S&P Global Corporate Default Tally Remains at 15 * BOND PRICING -- For Week From May 16 - 20, 2011 ********* 1175 GERARD AVENUE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: 1175 Gerard Avenue Housing Development Fund Corporation 1175 Gerard Avenue Bronx, NY 10452 Bankruptcy Case No.: 11-12356 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Arthur J. Gonzalez Debtor's Counsel: Daniel Padernacht, Esq. 3605 Sedgwick Avenue Bronx, NY 10463 Tel: (718) 543-2367 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by Luis Reyes, president board of director. 2131 CLINTON: Case Summary & 9 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: 2131 Clinton Avenue Housing Development Fund Corporation 2129-31 Clinton Avenue Bronx, NY 10457 Bankruptcy Case No.: 11-12384 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Scott Jaffe, Esq. BRYANT BURGHER JAFFE & ROBERTS LLP 757 Third Avenue, Suite 1501 New York, NY 10017 Tel: (212) 967-1773 Fax: (212) 967-1811 E-mail: scottjaffe@bryantllp.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nysb11-12384.pdf The petition was signed by Marcia Brown, president. 4690 TOMPKINS: Case Summary & 3 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: 4690 Tompkins Avenue Partnership aka Tompkins Avenue Partnership 4690 Tompkins Avenue Oakland, CA 94619 Bankruptcy Case No.: 11-45394 Chapter 11 Petition Date: May 18, 2011 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: Edward D. Jellen Debtor's Counsel: James Jingming Cai, Esq. SCHEIN AND CAI LLP 111 W St. John St. #1250 San Jose, CA 95113 Tel: (408) 436-0789 E-mail: jcailawyer@gmail.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/canb11-45394.pdf The petition was signed by Walter Loo, partner. 62-68 WEST: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: 62-68 West 176th Street Housing Development Fund Corporation 62-68 West 176th Street Bronx, NY 10453 Bankruptcy Case No.: 11-12353 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Martin Glenn Debtor's Counsel: Daniel Padernacht, Esq. 3605 Sedgwick Avenue Bronx, NY 10463 Tel: (718) 543-2367 Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 The list of unsecured creditors filed together with its petition does not contain any entry. The petition was signed by Uquana Davis, treasurer. 760 HUNTS: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: 760 Hunts Point Avenue Housing Development Fund Corp. 760 Hunts Point Avenue Bronx, NY 10474 Bankruptcy Case No.: 11-12383 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Scott Jaffe, Esq. BRYANT BURGHER JAFFE & ROBERTS LLP 757 Third Avenue, Suite 1501 New York, NY 10017 Tel: (212) 967-1773 Fax: (212) 967-1811 E-mail: scottjaffe@bryantllp.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $500,001 to $1,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Steven Gonzales, president. 94TH AND SHEA: Amends Disclosure Statement ------------------------------------------ 94th and Shea, L.L.C., amended the disclosure statement explaining its proposed plan of reorganization filed before the U.S. Bankruptcy Court for the District of Arizona. The Disclosure Statement, as amended, says the Plan will be funded by operations of the Debtor's real property and a capital infusion in the amount of the new value by the interest holders or the successful bidder, if an auction is held. As a showing of good faith and commitment to the Plan, the interest holders will place $100,000 in escrow in the trust account of the Debtor's bankruptcy counsel on or before the auction. These funds will become a part of the estate and will fund the new value contribution obligations, only in the event that the interest holders is the successful bidder for the equity interests in the Reorganized Debtor. Additionally, these funds will only be available to, and become a part of, the estate if a confirmation order confirming this Plan is entered and becomes a final order. The Debtor intends to pay in full all allowed secured claims, including JPMCC 2007-CIBC19 Shea Boulevard, LLC's $21,000,000 claim. Holders of unsecured claims totaling $1,855,116 will (i) share, pro rata, in a distribution 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, (ii) each receive its pro rata portion of a $500,000 subordinated debenture payable to holders of allowed unsecured claims. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/94thandShea_RedlinedDS.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 disclosed $123,588 plus unknown amount in assets and $22,870,408 in liabilities as of the Chapter 11 filing. ADVENT PHARMACEUTICALS: Case Summary & Creditors List ----------------------------------------------------- Debtor: Advent Pharmaceuticals, Inc. 55 Lake Drive East Windsor, NJ 08520 Bankruptcy Case No.: 11-25437 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court District of New Jersey (Trenton) Judge: Kathryn C. Ferguson Debtor's Counsel: Barry W. Frost, Esq. TEICH GROH 691 State Highway 33 Trenton, NJ 08619-4407 Tel: (609) 890-1500 E-mail: bfrost@teichgroh.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/njb11-25437.pdf The petition was signed by Bharat K. Patel, president. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Theragen, Inc. 11-25440 05/18/11 AES THAMES: Has Access to CL&P Cash Collateral Until June 2 ----------------------------------------------------------- The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware authorized, for the fourth time, AES Thames L.L.C., on an interim basis, to use cash according to a budget, including the cash collateral of Connecticut Light and Power Company, pending final hearing. As adequate protection for, and to secure payment of an amount equal to the diminution in value of the collateral, the Debtor will grant CL&P a replacement lien on the cash collateral, provided that the replacement lien will be granted solely and exclusively to the extent CL&P presently has a valid, perfected, enforceable security interest in, and lien upon the cash collateral. The replacement liens will be subject to the payment of (i) any unpaid fees payable to the United States Trustee, (ii) any unpaid fees payable to the Clerk of the Court, and (iii) the unpaid outstanding and allowed fees and expenses incurred by the Debtor's professionals. The final hearing on the Debtor's request to use cash collateral will be on June 2, 2011, at 10:00 a.m. About AES Thames Uncasville, Connecticut-based AES Thames, L.L.C., owns and operates a coal-fired power plant located in Montville, Connecticut. The facility generates and sells electricity to Connecticut Light and Power Company. It also supplies processed steam to a recycled paperboard mill owned by Smurfit-Stone Container Corp. AES Thames is a unit of AES Corp., the Arlington, Virginia-based power producer with operations in 29 countries. AES Thames filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-10334) on Feb. 1, 2011. The increased cost of energy production and the "uneconomic and onerous provisions" of a steam sale agreement with Smurfit-Stone's predecessor led AES Thames to seek bankruptcy protection. Adam G. Landis, Esq., Kerri K. Mumford, Esq., and Landon Ellis, Esq., at Landis Rath & Cobb LLP, serve as the Debtor's bankruptcy counsel. According to court filings, based on the balance sheet as of Dec. 1, 2010, total assets were $162 million, and the Debtor has $52 million in short term liabilities and $122.6 million in long term debt. AJ MONTEREY: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: AJ Monterey Street Partners, LLC P.O. Box 188 Gilroy, CA 95021 Bankruptcy Case No.: 11-54759 Chapter 11 Petition Date: May 18, 2011 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Stephen L. Johnson Debtor's Counsel: Charles B. Greene, Esq. LAW OFFICES OF CHARLES B. GREENE 84 W Santa Clara St. #770 San Jose, CA 95113 Tel: (408) 279-3518 E-mail: cbgattyecf@aol.com Scheduled Assets: $4,040,700 Scheduled Debts: $5,866,604 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/canb11-54759.pdf The petition was signed by Afonso Almeida, managing member. ALABAMA AIRCRAFT: Files List of Government-Owned Properties ----------------------------------------------------------- Katy Stech, writing for Dow Jones' Daily Bankruptcy Review, reports that Alabama Aircraft Industries Inc. on Thursday filed a list of government property it holds as it prepares to sell itself through bankruptcy proceedings. DBR says the lengthy roster includes bits of equipment like clamps, levers, radio controls and testing instruments. DBR says the measure was a protective one requested by creditors to make sure it doesn't sell that property at its upcoming auction in June. As reported by the Troubled Company Reporter on May 5, 2011, Alabama Aircraft won approval to conduct an auction for its business on June 6. Bill Rochelle, Bloomberg News' bankruptcy columnist, said that under the court-approved procedures, bids are due initially by June 2. AAI must disclose the winner of the auction by June 7, in advance of a June 13 hearing for approval of the sale. No buyer is yet under contract. A sale is necessary because AAI was unable to arrange financing. 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 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. ALLIED SECURITY: S&P Affirms 'B' CCR; Outlook Revised to Stable --------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Conshohocken, Pa.-based Allied Security Holdings LLC. "We also revised our outlook to stable from negative," S&P related. "At the same time, we affirmed our 'B+' issue-level ratings on the company's $80 million revolving credit facility due in February 2016 and $420 million first-lien term loan due in February 2017. The recovery ratings on both debt issues are '2', indicating our expectation of substantial (70% to 90%) recovery in the event of a payment default. We also affirmed our 'CCC+' issue-level rating on the company's $165 million second-lien term loan due in February 2018. The recovery rating is '6', indicating our expectation of negligible (0% to 10%) recovery in the event of a payment default," S&P continued. "The outlook revision to stable reflects our view that recent growth and lower interest expense due to the recent recapitalization should allow credit measures to stabilize in line with 'B' rating category medians," said Standard & Poor's credit analyst Brian Milligan. "The ratings reflect our opinion that privately held Allied has a highly leveraged financial risk profile, primarily because of the company's aggressive financial policy, heavy debt burden, and weak cash flow protection measures," said Mr. Milligan. "We assess the company's business risk profile as weak, reflecting its No. 3 position in the highly fragmented and competitive contract security officer industry and narrow business focus." The outlook for Allied Security is stable, reflecting Standard & Poor's opinion that the company's recent growth should allow credit measures to stabilize in line with 'B' rating category medians. "Specifically, we expect adjusted leverage to gradually improve to the low-5x area over the next two years and EBITDA interest coverage to improve to the mid-2x area during 2011," S&P added. ALT HOTEL: Wants Schedules Filing Deadline Moved to June 19 ----------------------------------------------------------- ALT Hotel, LLC, seeks an extension of the time to file its (a) schedules of assets and liabilities, (b) statements of financial affairs, (c) schedules of current income and expenditures, (d) statements of executory contracts and unexpired leases and (e) lists of equity security holders, for a period of 30 days in addition to the 15 days otherwise provided by section 521 of the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure 1007(c) -- or through June 19, 2011. The Debtor said it was forced to file for bankruptcy under non- ideal circumstances to protect its ownership interest in the Allerton Hotel in downtown Chicago from the predatory acts of lenders Wells Fargo Bank N.A. and DiamondRock Allerton Owner LLC, an affiliate of DiamondRock Hospitality Company, a publicly held real estate investment trust. The Debtor said it has thus far been unable to obtain certain information necessary to compile its Schedules and Statements. While it is diligently seeking to obtain, review and process all information, it will take longer than usual for the Debtor to obtain all necessary information for completion of its Schedules and Statements. About ALT Hotel LLC ALT Hotel LLC's sole asset is the Allerton Hotel located in the "Magnificent Mile" area of Chicago. The Hotel is managed by Kokua Hospitality, LLC pursuant to a Hotel Management Agreement, dated Nov. 9, 2006. Kokua is the exclusive manager and operator of the Hotel, and receives management fees for its services, with the amount of such fees directly linked to the annual performance of the Hotel. Hotel Allerton Mezz, LLC, is the sole member of ALT Hotel. ALT Hotel filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-19401) on May 5, 2011. Judge A. Benjamin Goldgar presides over the case. Lawyers at Paul, Hastings, Janofsky & Walker LLP, and Neal Wolf & Associates, LLC, both in Chicago, Illinois, serve as bankruptcy counsel to the Debtor. In its petition, the Debtor listed $100 million to $500 million in assets and $50 million to $100 million in debts. Affiliate PETRA Fund REIT Corp. sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-15500) on Oct. 20, 2010. ALT HOTEL: Taps Neil Wolf & Associates as Bankruptcy Counsel ------------------------------------------------------------ ALT Hotel, LLC, seeks Bankruptcy Court permission to hire as bankruptcy lawyers: Neal L. Wolf, Esq. Dean C. Gramlich, Esq. Jordan M. Litwin, Esq. NEAL WOLF & ASSOCIATES, LLC 155 N. Wacker Drive, Suite 1910 Chicago, IL 60606 Tel: (312) 228-4990 Fax: (312) 228-4988 E-mail: nwolf@nealwolflaw.com dgramlich@nealwolflaw.com jlitwin@nealwolflaw.com NW&A received from the Debtor a flat fee payment of $100,000 for legal services it performed in preparing the bankruptcy filing. NW&A's post-petition attorneys' fees are capped per agreement between the Debtor and NW&A. NW&A, Petra Capital Management, and the Debtor have agreed that if, for any reason, the Debtor is unable to pay allowed attorneys' fees and expenses, PCM will cause one of its affiliates to either (a) make a debtor-in-possession loan to the Debtor to enable the Debtor to pay NW&A's allowed and unpaid attorneys' fees and costs, or (b) pay the allowed fees and expenses directly to NW&A. The Debtor will seek approval of any DIP loan from the Court. The Debtor has not provided any post-petition retainer to NW&A in connection with its representation of the Debtor in this Case. NW&A reserves the right to request a postpetition retainer upon notice to creditors and other parties in interest and subject to approval by the Court. The current billing rates of the attorneys and the legal assistants to be primarily responsible for representing the Debtor, which NW&A may subsequently review and revise, are: Name Title Hourly Rate ---- ----- ----------- Neal L. Wolf, Esq. Manager and $595 Sole Member Gerald F. Munitz, Esq. Senior Counsel $595 Dean C. Gramlich, Esq. Counsel $475 Jordan M. Litwin, Esq. Associate $325 Jacob R. Lenzke, Esq. Associate $275 Diane M. Wolski Legal Assistant $150 Rosemary B. Janisch Legal Assistant $150 Mr. Wolf attests that NW&A does not represent any interest adverse to the Debtor's estate. NW&A holds no interest adverse to the Debtor's estate and is a "disinterested person" as that phrase is defined in section 101(14) of the Bankruptcy Code. About ALT Hotel LLC ALT Hotel LLC's sole asset is the Allerton Hotel located in the "Magnificent Mile" area of Chicago. The Hotel is managed by Kokua Hospitality, LLC pursuant to a Hotel Management Agreement, dated Nov. 9, 2006. Kokua is the exclusive manager and operator of the Hotel, and receives management fees for its services, with the amount of such fees directly linked to the annual performance of the Hotel. Hotel Allerton Mezz, LLC, is the sole member of ALT Hotel. ALT Hotel filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-19401) on May 5, 2011. Judge A. Benjamin Goldgar presides over the case. Lawyers at Paul, Hastings, Janofsky & Walker LLP, and Neal Wolf & Associates, LLC, both in Chicago, Illinois, serve as bankruptcy counsel to the Debtor. In its petition, the Debtor listed $100 million to $500 million in assets and $50 million to $100 million in debts. Affiliate PETRA Fund REIT Corp. sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-15500) on Oct. 20, 2010. ALT HOTEL: Sec. 341 Creditors' Meeting on June 15 ------------------------------------------------- The U.S. Trustee for Region 11 will convene a meeting of creditors in the bankruptcy case of ALT Hotel, LLC, on June 15, 2011, at 1:30 p.m. at 219 South Dearborn, Office of the U.S. Trustee, 8th Floor, Room 802, Chicago, Illinois. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases. Attendance by the Debtors' creditors at the meeting is welcome, but not required. The Section 341(a) meeting offers the creditors a one-time opportunity to examine the Debtor's representative under oath about the Debtor's financial affairs and operations that would be of interest to the general body of creditors. About ALT Hotel LLC ALT Hotel LLC's sole asset is the Allerton Hotel located in the "Magnificent Mile" area of Chicago. The Hotel is managed by Kokua Hospitality, LLC pursuant to a Hotel Management Agreement, dated Nov. 9, 2006. Kokua is the exclusive manager and operator of the Hotel, and receives management fees for its services, with the amount of such fees directly linked to the annual performance of the Hotel. Hotel Allerton Mezz, LLC, is the sole member of ALT Hotel. ALT Hotel filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-19401) on May 5, 2011. Judge A. Benjamin Goldgar presides over the case. Lawyers at Paul, Hastings, Janofsky & Walker LLP, and Neal Wolf & Associates, LLC, both in Chicago, Illinois, serve as bankruptcy counsel to the Debtor. In its petition, the Debtor listed $100 million to $500 million in assets and $50 million to $100 million in debts. Affiliate PETRA Fund REIT Corp. sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-15500) on Oct. 20, 2010. ALT HOTEL: Has OK to Use Hotel Revenues to Fund Operations ---------------------------------------------------------- ALT Hotel LLC won interim authority from the Bankruptcy Court to use the cash collateral securing its obligation to DiamondRock Allerton Owner LLC, an affiliate of DiamondRock Hospitality, a publicly held real estate investment trust. DiamondRock acquired beneficial interests under the loan from the Wells Fargo Securitization Trust. The current principal amount asserted to be due and owing under the Senior Loan Agreement is $69 million. Pursuant to a Mortgage and Security Agreement, dated Nov. 9, 2009, DiamondRock claims that the senior loan is secured by a lien on substantially all of the Debtor's property. The Debtor is in default under the loan, and the Hotel is subject to a pending foreclosure action before the Circuit Court of Cook County, Illinois, captioned Wells Fargo, et al. v. ALT Hotel LLC, Case No. 10-CH-18859, as well as related counterclaims and cross- claims. The proceedings were first initiated on April 30, 2010. Hotel Allerton Mezz, LLC, the Debtor's sole member, is the lender under a $10 million mezzanine loan. Hotel Allerton Mezz acquired interest in the mezzanine debt from Column Financial. In the forbearance suit, the Mezz Lender has asserted that Wells Fargo and DiamondRock have materially and adversely affected the value of the Mezz Lender's equity interest in the Debtor in connection with the assignment of the Senior Loan Agreement and a related note and mortgage to Senior Lender at a steep discount. The Mezz Lender alleges that Wells Fargo and DiamondRock violated both the terms and spirit of a 2007 Intercreditor Agreement by denying the Mezz Lender's right to require Wells Fargo to sell the debt underlying the Senior Loan Agreement to the Mezz Lender and by taking actions to impair its security interest in the equity in the Debtor. The Mezz Lender further asserts that Wells Fargo's declaration of a covenant default that led to Wells Fargo's refusal to extend the maturity of the Senior Loan Agreement was wrongful and invalid, and that the Senior Loan Agreement was not in default at the time Wells Fargo declared a default in late December 2009. Pursuant to the Interim Cash Collateral Order, the Debtor is authorized to use the Cash Collateral, including those relating to the hotel's room revenues, meeting space revenues, and food and beverage revenues, to pay: -- $48,954 in insurance obligations; and -- $45,540 in fees to Kokua Hospitality LLC, which manages the Hotel. The interim cash use expired May 19. A final hearing on the Debtor's Motion was set for May 18. In separate motions, the Debtor has asked the Court for permission to fund certain prepetition obligations related to staff assigned to the Hotel; and pay prepetition employee obligations for certain employees, union benefits, and continue employee benefit plans and programs postpetition for certain employees. The Debtor also won permission to honor hotel room and other customer deposits and pay travel agent commissions. About ALT Hotel LLC ALT Hotel LLC's sole asset is the Allerton Hotel located in the "Magnificent Mile" area of Chicago. The Hotel is managed by Kokua Hospitality, LLC pursuant to a Hotel Management Agreement, dated Nov. 9, 2006. Kokua is the exclusive manager and operator of the Hotel, and receives management fees for its services, with the amount of such fees directly linked to the annual performance of the Hotel. Hotel Allerton Mezz, LLC, is the sole member of ALT Hotel. ALT Hotel filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 11-19401) on May 5, 2011. Judge A. Benjamin Goldgar presides over the case. Lawyers at Paul, Hastings, Janofsky & Walker LLP, and Neal Wolf & Associates, LLC, both in Chicago, Illinois, serve as bankruptcy counsel to the Debtor. In its petition, the Debtor listed $100 million to $500 million in assets and $50 million to $100 million in debts. Affiliate PETRA Fund REIT Corp. sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-15500) on Oct. 20, 2010. AMERICA WEST: Incurs $6.5-Mil. First Quarter Net Loss ----------------------------------------------------- America West Resources, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $6.53 million on $3.48 million of total revenue for the three months ended March 31, 2011, compared with a net loss of $4.96 million on $1.10 million of total revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $28.14 million in total assets, $27.03 million in total liabilities, and $1.11 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Vybcxh About America West Based in Salt Lake City, Utah, America West Resources, Inc., is an established domestic coal producer engaged in the mining of clean and compliant (low-sulfur) coal. The majority of the Company's coal is sold to utility companies for use in the generation of electricity. The Company reported a net loss of $16.14 million on $10.07 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $8.70 million on $11.01 million of total revenue during the prior year. As reported by the TCR on April 21, 2011, MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about America West's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has a working capital deficit and has incurred significant losses. AMERICAN UNDERWRITERS: A.M. Best Upgrades FSR to 'B' ---------------------------------------------------- A.M. Best Co. has upgraded the financial strength rating to B (Fair) from B- (Fair) and issuer credit ratings to "bb" from "bb-" of American Underwriters Life Insurance Company (American Underwriters) (Phoenix, AZ) and its subsidiary, Century Life Assurance Company (Oklahoma City, OK). American Underwriters is the lead insurer within the American Underwriters Life Group. The outlook for all ratings is stable. The rating actions reflect American Underwriters' improved risk- adjusted capitalization, consistently positive gains from its operations and the improved quality of its investment portfolio. The group's risk-adjusted capitalization is more than sufficient to support its insurance and business risks and is the result of profitable operations and improvements in the quality of its investment portfolio. Through cost-cutting measures, lower mortality and decreased new business strain from fixed annuities, American Underwriters has reported statutory operating gains in each of the last five years. Partially offsetting these positive rating factors is American Underwriters' product concentration risk associated with interest sensitive fixed annuities, reduced but somewhat high exposure to below investment grade bonds and its volatility in statutory earnings trends. AMRAT HOTELS: Case Summary & 12 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Amrat Hotels, Inc. 381 US Route 3 Lincoln, NH 03251 Tel: (508) 737-0681 Bankruptcy Case No.: 11-11978 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court District of New Hampshire (Manchester) Debtor's Counsel: Daniel W. Sklar, Esq. NIXON PEABODY LLP 900 Elm Street Manchester, NH 03101 Tel: (603) 628-4000 Fax: (603) 628-4040 E-mail: dsklar@nixonpeabody.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/nhb11-11978.pdf The petition was signed by Nilesh Patel, president/general manager. ARCHWOOD HOUSING: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Archwood Housing Limited Partnership aka University Garden Apartments aka The Park on West Broad Apartments c/o Crenshaw Inverstors, Inc General Partner 1171 Hammond Creek Trail Bogart, GA 30622 Bankruptcy Case No.: 11-30817 Chapter 11 Petition Date: May 18, 2011 Court: United States Bankruptcy Court Middle District of Georgia (Athens) Debtor's Counsel: John J. McManus, Esq. MCMANUS & SMITH, LLP 3554 Habersham at Northlake Tucker, GA 30084 Tel: (770) 492-1000 E-mail: jmcmanus@mcmanus-law.com Scheduled Assets: $7,917,549 Scheduled Debts: $14,171,092 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/gamb11-30817.pdf The petition was signed by Celia C. Watson, CEO of Crenshaw Investors, Inc. ASARCO LLC: Barclays Insist Entitlement to $750,000 Add'l Fees -------------------------------------------------------------- Cross-Appellant Barclays Capital Inc. filed with the Bankruptcy Court a reply brief with respect to the dispute on Judge Richard Schmidt's order on Barclays' request for fees in Asarco's Chapter 11 cases. As reported in the May 4, 2011 edition of the Troubled Company Reporter, Reorganized ASARCO, et al., are seeking to challenge, on appeal, the decision of the U.S. Bankruptcy Court for the Southern District of Texas to award Barclays Capital Inc., as purchaser of rights to compensation of Lehman Brothers Inc., a fee enhancement totaling $975,000 for work Lehman performed. Barclays is the purchaser of rights to compensation of Lehman Brothers Inc., for services rendered and reimbursement of expenses as financial advisor and investment banker to the Reorganized Debtors from 2005 to 2009. Judge Schmidt allowed Barclays more than $7 million in fees and expenses, and in a separate order, approved the payment of a $975,000 discretionary fee to Barclays. The Court, however, denied Barclays' request for a $6 million fee enhancement in relation to the auction of the judgment obtained in the proceeding involving Southern Copper Corporation. "The creative, effective, and wide-ranging financial-advisory and investment-banking services rendered by Lehman and Barclays saved ASARCO LLC and its subsidiaries from administrative insolvency and resulted in one of the most successful bankruptcy proceedings in recent history," Edward C. Dawson, Esq., at Yetter Coleman LLP, in Austin, Texas, asserts, on behalf of Barclays. Both firms, Mr. Dawson avers, devoted tireless efforts for over five years to salvage the Debtors from managerial, operational, and governance crises far beyond what anyone could have imagined when they declared bankruptcy. All the while, Mr. Dawson contends, Asarco Inc. and Americas Mining Corporation resisted a confirmation plan that paid all creditors in full, until the Parent was faced with the possibility that a third party could own ASARCO LLC and control the Debtors' $8.8 billion Southern Copper Corporation judgment against the Parent for a fraudulent stock transfer. Even the Debtors repeatedly praised Lehman's and Barclays' extraordinary services and advocated higher compensation, Mr. Dawson reminds the U.S. District Court for the Southern District of Texas. However, ASARCO LLC, at the Parent's behest, now resists paying its investment bankers market rates for the outstanding work they performed, he points out. Barclays is concerned that the U.S. Bankruptcy Court for the Southern District of New York made all of the predicate findings necessary to award it the requested $2 million success fee, yet denied the fee upon erroneously finding that it had been compensated at market rates. Mr. Dawson cites that the Parent does not contest that the requested success fee satisfies all of the factors of Section 330 of the Bankruptcy Code, or that Barclays' fees are well below the average lodestar rate. Instead, he argues, the Parent misconstrued the proper standard, first incorrectly claiming that totality-of-the-circumstances test applies before Section 330, and then misapplying Section 330's reasonableness test by mischaracterizing the $2 million success fee as a "fee enhancement" -- despite clear direction from the Supreme Court and other courts that a fee enhancement occurs only when a party seeks to increase its rates above the prevailing lodestar rate, not, as in this case, when a party seeks to be compensated at below-lodestar rates. The Bankruptcy Court further erred when it determined that Barclays failed to receive any binding bids for auctioning the SCC Judgment and that the auction process was covered by the Barclays engagement letter, Mr. Dawson further contends. He asserts that the SCC Judgment was even entered until months after the Barclays engagement letter, and the Bankruptcy Court's opinion contradicts its previous finding that the Debtors received a binding bid. The success of the auction is clear -- the bankruptcy court went out of its way to find that the mere existence of a competing bid forced Parent to tender its full-payment plan, Mr. Dawson maintains. "If [Barclays] had not successfully obtained bids for the SCC Judgment, Parent would not have been pressured into proposing the accepted reorganization plan, which paid off Debtors' creditors in full," he asserts. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On Dec. 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. ASARCO LLC: Trustee Provides Updates on El Paso Site Cleanup ------------------------------------------------------------ Roberto Puga, a principal at Project Navigator and the custodial trustee for the Custodial Trust for the Owned Smelter Site in El Paso, Texas, and the Owned Zinc Smelter in Amarillo, Texas, posted updates as of May 3, 2011, of the cleanup of the old ASARCO LLC sites in the Web site dedicated for that project, http://www.RecastingTheSmelter.com The Web site notes that the Texas Custodial Trust is committed to the remediation of the Site and to working with the surrounding community and stakeholders. It further noted of these updates: * Facility demolition began in April 2011 and is expected to take up to 12 months. Over the next few months, asset recovery operations will be ongoing concurrent with demolition activities. The two largest concrete stacks are scheduled to be demolished at the end of site-wide demolition, likely in the first quarter 2012. * A live webcam has been made available for the public to view Site activities at the Web site. * The Trust has created visuals of the various phases of upcoming demolition. * The Site Trustee received agency approval on the Final Remedial Action Work Plan. * The Custodial Trust continues to market all Site assets. Recently, there have been sales for the Oxygen Plant and copper matte and scrap lead for nearly $11 million. Any money generated by the sale of scrap materials goes directly to fund cleanup and remedial action of the Site. * The El Paso Historical Commission was on Site to review any additional items that they would want preserved prior to demolition. The Trust is agreeable to this and is working with the Commission to preserve these various items. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On Dec. 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. ASARCO LLC: El Paso Council Votes to Rezone Smelter Site -------------------------------------------------------- The City Council of El Paso, in Texas, has voted 5-1 on May 10, 2011, favoring the rezoning of ASARCO LLC's old smelter site to "SmartCode," the El Paso Times reported. According to El Paso Times, City Reps. Beto O'Rourke, Susie Byrd, Ann Morgan Lilly, Steve Ortega and Mayor Pro-tem Emma Acosta voted for the rezoning, while Rep. Carl Robinson voted against it. Two representatives, Rachel Quintana and Eddie Holguin Jr., were not present. Diana Washington Valdez of the El Paso Times also reported that environmental advocates, including two former ASARCO workers, opposed the rezoning and urged the city representatives to postpone their decision. The ASARCO property, which is referred to as ASARCO West and ASARCO East, is now zoned for unrestricted manufacturing and probably will not be ready for sale for another three years, the report noted. The SmartCode allows for mixed-use development and will force regulators to impose a higher environmental cleanup standard than is now required, the report added. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection on Aug. 9, 2005 (Bankr. S.D. Tex. Case No. 05-21207). Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On Dec. 9, 2009, Grupo Mexico, S.A.B., consummated the Chapter 11 plan that it sponsored for Asarco LLC. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated Asarco LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. ATLANTIC SOUTHERN BANK: Closed; CertusBank NA Assumes Deposits -------------------------------------------------------------- CertusBank, National Association, of Easley, S.C., acquired the banking operations, including all the deposits, of Atlantic Southern Bank of Macon, Ga., and First Georgia Banking Company of Franklin, Ga. The two banks were closed on Friday, May 20, 2011, by the Georgia Department of Banking and Finance, which appointed the Federal Deposit Insurance Corporation as receiver for each institution. To protect depositors, the FDIC entered into purchase and assumption agreements with CertusBank, N.A. All 26 branches of the two closed banks will reopen during their normal business hours as branches of CertusBank, N.A. Depositors of the two failed banks will automatically become depositors of CertusBank, N.A. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Atlantic Southern Bank had 16 branches, and First Georgia Banking Company had 10 branches. Customers of the two failed banks should continue to use their former branches until they receive notice from CertusBank, N.A., that it has completed systems changes to allow other branches of CertusBank, N.A., to process their accounts as well. As of March 31, 2011, Atlantic Southern Bank had total assets of $741.9 million and total deposits of $707.6 million; and First Georgia Banking Company had total assets of $731.0 million and total deposits of $702.2 million. Besides assuming all the deposits from the two Georgia banks, CertusBank, N.A., will purchase essentially all of their assets. The FDIC and CertusBank, N.A. entered into loss-share transactions on the failed banks' assets. The loss-share transaction for Atlantic Southern Bank was $585.1 million, and the loss-share transaction for First Georgia Banking Company was $452.1 million. CertusBank, N.A., will share in the losses on the asset pools covered under the loss-share agreements. The loss-share transactions are projected to maximize returns on the assets covered by keeping them in the private sector. The transactions also are expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers with questions about the transactions should call the FDIC toll free: for Atlantic Southern Bank customers, 1-800-823- 4939 and for First Georgia Banking Company customers, 1-800-823- 5017. Interested parties also can visit the FDIC's Web sites: for Atlantic Southern Bank, http://www.fdic.gov/bank/individual/failed/atlanticsthrn.html and for First Georgia Banking Company, http://www.fdic.gov/bank/individual/failed/fgbc.html The FDIC estimates that the cost to the Deposit Insurance Fund for Atlantic Southern Bank will be $273.5 million and for First Georgia Banking Company, $156.5 million. Compared to other alternatives, CertusBank, N.A.'s acquisition of the two institutions was the least costly option for the DIF. The closings are the 41st and 42nd FDIC-insured institutions to fail in the nation so far this year and the eleventh and twelfth in Georgia. The last FDIC-insured institution closed in the state was The Park Avenue Bank, Valdosta, on April 29, 2011. AVANTAIR, INC: Incurs $957,000 Net Loss in Fiscal Third Quarter --------------------------------------------------------------- Avantair, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $956,567 on $36.48 million of total revenue for the three months ended March 31, 2011, compared with a net loss of $773,504 on $36.01 million of total revenue for the same period a year ago. The Company also reported a net loss of $9.83 million on $108.85 million of total revenue for the nine months ended March 31, 2011, compared with a net loss of $2.32 million on $106.97 million of total revenue for the same period during the prior year. The Company's balance sheet at March 31, 2011, showed $113.54 million in total assets, $141.72 million in total liabilities, $14.68 million in Series A convertible preferred stock, and a $42.86 million total stockholders' deficit. Steven Santo, chief executive officer of Avantair said, "During this quarter we realized record third quarter revenues and demonstrated our continued strong sales, renewed traction among the fractional market, and improvement to our bottom line. Despite the seasonally slower third quarter sales cycle, we achieved sequential quarter fractional sales growth, which we believe is indicative of an uptrend in the fractional market." About Avantair Inc. Headquartered in Clearwater, Fla., Avantair, Inc. (OTC BB: AAIR) -- http://www.avantair.com/-- sells fractional ownership interests in, and flight hour card usage of, professionally piloted aircraft for personal and business use, and the management of its aircraft fleet. According to AvData, Avantair is the fifth largest company in the North American fractional aircraft industry. Avantair also operates fixed flight based operations (FBO) in Camarillo, California and in Caldwell, New Jersey. Through these FBOs and its headquarters in Clearwater, Florida, Avantair provides aircraft maintenance, concierge and other services to its customers as well as to the Avantair fleet. Avantair reported a net loss of $4.0 million on $143.0 million of revenue for the fiscal year ended June 30, 2010, compared with a net loss of $4.5 million on $136.8 million of revenue for the fiscal year ended June 30, 2009. BANNING LEWIS: Files Chapter 11 Liquidating Plan ------------------------------------------------ Samuel Howard at Bankruptcy Law360 reports that Banning Lewis Ranch Co. LLC filed a Chapter 11 liquidation plan Monday in Delaware that would sell off its 20,000 acres of land to offset $341 million in liabilities. The plan at its heart anticipates selling 17,700 undeveloped acres to a stalking horse bidder consisting of real estate investment firm Greenfield BLR Partners LP and hedge fund Farallon BLR Investors LLC, the failed project's partners, but higher offers might yet emerge, according to Law360. About Banning Lewis Banning Lewis Ranch Co. is the owner of the undeveloped portion of a 21,000-acre ranch in Colorado Springs, Colo. Banning Lewis Ranch is a master-planned community in Colorado Springs, Colorado. The first section built, the 350-acre Northtree Village, opened in September 2007 and will have 1,000 homes priced from the high $100,000s to the mid-$300,000s. Banning Lewis Ranch filed for Chapter 11 bankruptcy protection from creditors (Bankr. D. Del. Case No. 10-13445) on Oct. 28, 2010. It estimated assets of $50 million to $100 million and debts of $100 million to $500 million in its Chapter 11 petition. An affiliate, Banning Lewis Ranch Development I & II, LLC, also filed for Chapter 11 (Bankr. D. Del. Case No. 10-13446). Kevin Scott Mann, Esq., at Cross & Simon, LLC, serves as counsel to the Debtors. Edward A. Phillips of Eisner Amper LLP has been retained as the Company's chief restructuring officer. BERNARD L MADOFF: Trustee Settles $212-Mil. Claims With Feeders --------------------------------------------------------------- Carolina Bolado at Bankruptcy Law360 reports that the trustee overseeing the liquidation of Bernard L. Madoff's investment advisory firm agreed Wednesday to drop $212 million in claims in New York bankruptcy court against two Madoff feeder funds in the Fairfield Greenwich Group. As part of the agreement with Greenwich Sentry LP and Greenwich Sentry Partners LP, the trustee, Irving Picard, will also take over the bankrupt funds' claims against their former investment managers, partners and directors, according to the settlement agreement obtained by Law360. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping $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 $6.85 billion in claims by investors has been allowed, with $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. About Fairfield Sentry Fairfield Sentry is being liquidated under the supervision of the Commercial Division of the High Court of Justice in the British Virgin Islands. It is one of the funds owned by the Fairfield Greenwich Group, an investment firm founded in 1983 in New York City. Fairfield Sentry and other Greenwich funds had among the largest exposures to the Bernard L. Madoff fraud. Fairfield Sentry Limited, filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-13164) in June 2010. Greenwich Sentry, L.P., and an affiliate filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 10-16229) on Nov. 19, 2010, hoping to settle lawsuits filed against it in connection with its investments with Bernard L. Madoff. On May 18, 2009, Irving H. Picard, the trustee liquidating the estate of Mr. Madoff and his firm, Bernard L. Madoff Investment Securities, LLC, filed a lawsuit against Fairfield Sentry and Greenwich, seeking the return of $3.55 billion that Fairfield withdrew from Madoff during the period from 2002 to Madoff's arrest in December 2008. Since 1995, the Fairfield funds invested about $4.5 billion with BLMIS. Mr. Picard claims that Fairfield knew or should have known about the fraud give that it received from BLMIS unrealistically high and consistent annual returns of between 10% and 21% in contrast to the vastly larger fluctuations in the S&P 100 Index. BELDEN INC: Moody's Affirms 'Ba1' Corporate Family Rating --------------------------------------------------------- Moody's Investors Service affirmed Belden's Ba1 corporate rating and assigned a Baa1 rating to its new $400 million 5 year senior secured revolver. The ratings outlook is stable. The Ba1 CFR reflects Belden's leading positions within segments of the enterprise and industrial cabling and connectivity product markets, which can produce solid upper single digit operating margins and good free cash flow during a strong market. Operating earnings for the 2010 fiscal year was $145 million with cash from operations less capital spending less dividends at $83 million (both calculations on a Moody's adjusted basis). However, the rating incorporates the cyclicality of the business (eg., the 29% revenue decline in fiscal year 2009 due to the macroeconomic environment), and the company's exposure to volatile raw material prices. Belden's ratings also recognize its acquisition appetite and potential for debt financed acquisitions. Belden has made approximately $900 million in acquisitions since 2007. Belden's leverage level, with debt to EBITDA at 3.0x is currently elevated in relation to pre-downturn levels, and is also somewhat higher than other Ba1-rated manufacturing peers but is expected to reach appropriate levels by year end 2011. Our expectation that Belden will sustain sizeable cash (last reported at $323 million) and free cash flow from operations is critical to maintaining the Ba1 rating. The revolver replaces the company's existing $230 million revolver. The new revolver is expected to be used primarily for acquisitions. While the ratings incorporate moderate acquisition activity, the ratings could face downward pressure if leverage levels are expected to remain above 3.5x for an extended period. Given the acquisitive appetite of the company, an upgrade is unlikely in the near term. These ratings were affirmed and LGD assessment revised: -- Corporate Family Rating -- Ba1 -- Probability of Default Rating -- Ba1 -- $350 million Senior Subordinated Notes due 2017 -- Ba2, (LGD4, 62%) -- $200 million Senior Subordinated Notes due 2019 -- Ba2, (LGD4, 62%) These ratings were assigned: -- $400 million Senior Secured Revolver due 2016 -- Baa1 (LGD1, 7%) These ratings were withdrawn: -- $230 million Senior Secured Revolver due 2013 -- Baa1 (LGD1, 5%) Ratings outlook: stable. The individual debt instruments were determined using Moody's Loss Given Default Methodology and reflect the instruments position in the capital structure. Moody's most recent rating announcement was on February 3, 2011 when Moody's revised Belden's outlook to stable from negative. The principal methodology used in this rating was Moody's Global Manufacturing Industry Methodology, published in December 2007. Belden Inc. is a leading designer and manufacturer of connectivity and signal transmission products for the global network communication and specialty electronic marketplaces with fiscal 2010 revenues of $1.6 billion. The company is headquartered in St. Louis, Missouri. BESO LLC: Can File Chapter 11 Plan Until June 24 ------------------------------------------------ Steve Green at Vegas INC reports that restaurant operator Beso LLC received a boost in its bankruptcy case when a judge gave it more time to exclusively file a financial reorganization plan from May 6 to June 24. Attorney Lenard Schwartzer said Beso has reached a tentative deal on new lease terms that with landlord Crystals mall, which is owed $2.23 million. He added that Beso has been making progress in the case, as it has successfully fought efforts by disgruntled investors and former managers Ronen and Mali Nachum to have the bankruptcy case dismissed. About Beso, LLC Beso, LLC, co-owned by "Desperate Housewives" star Eva Longoria, filed for Chapter 11 bankruptcy protection on January 6, 2011 (Bankr. D. Nev. Case No. 11-10202). Beso, LLC, runs a Las Vegas restaurant that opened two years ago. It disclosed assets of $2,512,007 and liabilities of $5,680,339 in the schedules attached to the Chapter 11 petition. Lenard E. Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, in Las Vegas, Nevada, serves as counsel to the Debtor. The petition was signed by William M. Braden, manager. BEST WESTERN: Bank Forecloses; Sets Motel for Auction ----------------------------------------------------- Robin Knepper at Fredericksburg.com reports that Virginia Community Bank foreclosed on yet-to-open Best Western motel in the town of Orange, and it was put up for auction on April 26. The bank was the only bidder at $2.5 million. The bank has listed the 58-room inn, which is 95 percent complete, for sale with Mumford Co. for at least $3.3 million. Mumford, which specializes in the sale of hotels and motels, said on its Web site that it will accept offers on the property until noon June 17. The report relates that the former owner, Prav Lodging LLC, owned by George Thakor and his wife, defaulted on its loan to VCB and an auction was set for Feb. 9. That auction was postponed after Mr. Thakor said he might file for Chapter 11 bankruptcy. BIOJECT MEDICAL: Incurs $155,600 Net Loss in First Quarter ---------------------------------------------------------- Bioject Medical Technologies Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $155,611 on $1.74 million of revenue for the three months ended March 31, 2011, compared with a net loss of $542,663 on $1.18 million of revenue for the same period during the prior year. The Company's balance sheet at March 31, 2011, showed $3.95 million in total assets, $3.68 million in total liabilities and $270,855 in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/3FxQpe About Bioject Medical Bioject Medical Technologies Inc. (OTCBB: BJCT) -- http://www.bioject.com/-- based in Portland, Oregon, is an innovative developer and manufacturer of needle-free injection therapy systems. The Company is focused on developing mutually beneficial agreements with leading pharmaceutical, biotechnology, and veterinary companies. The Company reported a net loss of $1.47 million on $5.57 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.08 million on $6.69 million of revenue during the prior year. As reported by the TCR on April 5, 2011, Moss Adams LLP, in Portland, Oregon, noted that the Company has suffered recurring losses, has had significant recurring negative cash flows from operations, and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. BLOCKBUSTER INC: Closes Store in Woodinville, Wash. --------------------------------------------------- Annie Archer, writing for the Woodinville, Washington edition of Patch.com, reports that Blockbuster Video said it will close its doors in Woodinville. Employees at the store at 14141 NE Woodinville-Duvall Road, were unable to discuss why the store was closing so suddenly and directed all news media to contact corporate owners, DishTV. 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 (Bankr. S.D.N.Y. Case No. 10-14997) on Sept. 23, 2010. It disclosed assets of $1 billion and debts of $1.4 billion at the time of the filing. 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. 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. The Bank of New York Trust Company, N.A., as trustee under that certain indenture, dated as of Aug. 20, 2004, with respect to the 9% Senior Subordinated Notes due 2012 issued by Blockbuster Inc., is represented by Edward P. Zujkowski, Esq., at Emmet, Marvin & Martin, LLP. The Ad Hoc Studio Committee of Blockbuster Inc. et al. is represented by Robert J. Feinstein, Esq., at Pachulski Stang Ziehl & Jones LLP. Blockbuster on Feb. 21, 2011, entered into an Asset Purchase and Sale Agreement providing for the sale of substantially all of their assets or the proceeds of those assets to a newly formed entity named Cobalt Video Holdco LLC. For purposes of entering into the Purchase Agreement, the Purchaser was established by Monarch Alternative Capital LP, Owl Creek Asset Management LP, Stonehill Capital Management, LLC, and Varde Partners, Inc. who collectively hold more than 50% of the Senior Secured Notes and each of which is a member of the Steering Committee. Cobalt Video Holdco LLC, the stalking horse purchaser, was represented by Mark Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP. The auction was held earlier in April and Dish Network Corp. won with an offer having a gross value of $320 million. BORDERS GROUP: Proposes to File Under Seal Seattle's Best Deal -------------------------------------------------------------- Borders Group Inc. and its affiliates seek the Bankruptcy Court's permission to file under seal a copy of a master licensing agreement with Seattle's Best Coffee, LLC, as an exhibit to a motion to reject they intend to file soon. The Licensing Agreement contains all of the terms and conditions governing the operation of SBC cafes in the Debtors' retail stores, including all financial components, Andrew K. Glenn, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York tells the Court. "Public dissemination of the information could negatively impact the Debtor's ability to enter into future favorable licensing agreements, thus giving the Debtors' competitors an unfair advantage." The Debtors further seek that in considering the Motion to Reject, the Court review the Licensing Agreement in camera and not disclose the terms and contents of it to any parties other than the Debtors and SBC. The Court will consider the Debtors' Motion to Seal on June 2, 2011. Objections are due no later than May 26. 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 to Assign 2 Store Leases to TJX ------------------------------------------------------- Borders Group Inc. and its units seek the Bankruptcy Court's permission to assume and assign two store lease agreements, referred to as "Camino Real" and "San Rafael" Leases, to subsidiaries of The TJX Companies, Inc. The Leases Borders, Inc. and Camino Real Limited Liability Company entered into an agreement for the Debtors' lease of about 25,145 square feet of retail premises located in the shopping center situated at the southwest corner of Hollister Avenue and Storke Road, in the City of Goleta, in County of Santa Barbara, California. The Camino Real Lease terminates on April 20, 2015, and the Debtors owe approximately $25,300 in prepetition rent and common area maintenance due under the Camino Real Lease. Borders and the predecessor-in-interest to Toys Center, LLC entered into a lease agreement, pursuant to which the Debtors lease certain premises consisting of about 32,300 square feet of retail premises situated in the shopping center located at 600 West Francisco Boulevard, in San Rafael, California. The San Rafael Lease terminates on January 31, 2013, and the Debtors owe approximately $77,570 in prepetition rent and common area maintenance due under the San Rafael Lease. The stores located at the Camino Real Premises and the San Rafael Premises are Closing Stores, and the Debtors' liquidating agent is conducting store closing sales that are expected to conclude by the end of May 2011. Assignment Agreements The Debtors have entered into agreements with TJX for the assignment of the Camino Real Lease and the San Rafael Lease. Specifically, Borders will assign and deliver to: (a) a subsidiary of TJX, T.J.Maxx of CA, LLC, all of Borders' rights, title and interest in the Camino Real Lease. In consideration for the Debtors' assignment of the Camino Real Lease, T.J.Maxx will pay to the Debtors $200,000; and (b) a subsidiary of TJX, HomeGoods, Inc., all of Borders' right, title, and interest in the San Rafael Lease. In turn, HomeGoods will pay to the Debtors $100,000. Full-text copies of the drafts of the Assignment Agreements are available for free at: http://bankrupt.com/misc/Borders_TJPropAssignmentPacts.pdf In addition to performing its obligations under the Assignment Agreements, the Debtors will cure any prepetition defaults that would or might otherwise have to be cured pursuant to Section 365(b)(1) of the Bankruptcy Code in connection with the assumption of the Camino Real Lease and the San Rafael Lease. Andrew K. Glenn, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, asserts that by assuming and assigning the Camino Real Lease, the Debtors will no longer be obligated to pay rent or other obligations due under the Camino Real Lease, which will total at least $1.59 million over the remaining term of the Lease. On the contrary, rejecting the Camino Real Lease would result to a claim for termination damages that could create a general unsecured claim of approximately $495,500, after application of the Section 502(b)(6) of the Bankruptcy Code cap, he points outs. The assumption and assignment of the San Rafael Lease will also result to the Debtors no longer being obligated to pay rent or other obligations due under the San Rafael Lease, which will total at least $1.32 million over the remaining term of the Lease, Mr. Glenn asserts. In contrast, rejecting the San Rafael Lease would create a claim for termination damages that could create a general unsecured claim of approximately $890,000 after application of the Section 502(b)(6) cap, he stresses. The Court will consider the Debtors' request on June 2, 2011. Objections are due no later than May 26. 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: Wins OK to Assign 2 Store Leases to Agree Ltd. ------------------------------------------------------------- Borders Group Inc. sought and obtained the Bankruptcy Court's authority to assume and assign two store lease agreements referred to as the "Castleton Corner" and the "Congress Avenue" Leases. The Debtors' assumption and assignment of the store lease agreements referred to as the Castleton Corner and the Congress Avenue Leases, are approved, effective as of May 11, 2011. The Leases and Subleases The Castleton Corner Lease Agreement was entered into by Borders, Inc. and Indianapolis Store No. 16, L.L.C., in November 2002 by which the Debtors leased the premises located at 5612 Castleton Corner Lane, in Indianapolis, Indiana 46205. The Lease will expire on Dec. 31, 2017. Apart from unbilled 2011 prepetition common area and maintenance charges and taxes, the Debtors are current on all obligations under the Castleton Corner Lease, including the payment of February rent. The Congress Avenue Lease Agreement was entered into by Borders and Agree Limited Partnership in July 2004 by which the Debtors leased the premises located at 525 N. Congress Ave., in Boynton Beach, Florida 33426. The Lease will expire on July 31, 2024. The Debtors owe $2,100 in prepetition rent, but are current on all postpetition rent obligations under the Lease. The Debtors also entered into related sublease agreements: -- Borders subleased to Amish Furniture Mart, Inc., d/b/a Simply Amish of Castleton, the Castleton Corner Premises. The Sublease is set to terminate on December 30, 2017. -- Borders subleased to Off Broadway Shoes, Inc. the Congress Avenue Premises. The Sublease is set to terminate on July 31, 2016. Negotiations with Agree Limited The Debtors engaged in negotiations with Agree Limited and its affiliates in order obtain rent concessions at eight of their locations. In an effort to reach a consensual global resolution, the Agree Entities have agreed that in exchange for certain rent concession for six of their locations, the Debtors will assign the Lease Agreements and the Sublease Agreements governing Store No. 16 and Store No. 150 to Agree Indianapolis LLC and Agree Boynton LLC. The parties specifically agree that: 1. Borders will assign and deliver to Agree Indianapolis all of its right, title, and interest in the Castleton Corner Lease Agreement and the Amish Sublease Agreement, and in and to the leasehold estates created by the Castleton Corner Lease Agreement and the Amish Sublease Agreement. 2. The Debtors will assign and deliver to Agree Boynton all of their right, title, and interest in the Congress Avenue Lease Agreement and the Off Broadway Sublease Agreement, and in and to the leasehold estates created by the Congress Avenue Lease Agreement and the Off Broadway Sublease Agreement. The Assignment Agreements will release the Debtors from any and all obligations arising under the Lease Agreements and Sublease Agreements, except as may be provided otherwise in the Indianapolis Assignment Agreement. The Assignees will also indemnify and hold the Debtors harmless from all costs, charges, liability, damages and expenses incurred by the Debtors as a result of any amounts due to the Sublease Agreements, which accrued after entry of orders approving the Assignment Agreements, or as a result of any breach by the Assignees of the Sublease Agreements after the effective dates of the Assignment Agreements. Full-text copies of the drafts of the Assignment Agreements are available for free at: http://bankrupt.com/misc/Borders_PropAssignmentAgrs.pdf Andrew K. Glenn, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, relates that by assuming and assigning the Leases and Subleases, the Debtors will no longer be obligated to pay the rent obligations or other obligations due under the Lease Agreements, which will total at least $3.27 million over the remaining terms of the Lease Agreements. The net savings to the Debtors' estates will be approximately $10.1 million, after accounting for the rent concessions and the assignment of the Lease Agreements and Sublease Agreements to Agree Limited's affiliates, he tells the Court. In contrast, rejecting the Lease Agreements instead of the proposed assumption and assignment would create a claim for termination damages that could create a general unsecured claim of approximately $399,210 collectively, after application of the cap under Section 502(b)(6) of the Bankruptcy Code, according to Mr. Glenn. 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: Has Approval for OCW Lease Termination Pact ---------------------------------------------------------- Borders Group Inc. and its units obtained the Bankruptcy Court's permission to enter into a lease termination agreement with OCW Retail-Hyannis, LLC. In May 2007, Borders, Inc. and Danish Fishbrook Nominee Trust entered into a ground lease, whereby the Debtors leased a parcel of land located at Route 132 in Hyannis, Massachusetts. The Debtors constructed a building on the premises, with the address of 990 Lyannough Road, Hyannis, Massachusetts. In connection with the Lease, Borders Group, Inc. entered into a lease guaranty whereby BGI guaranteed all of the monetary obligations of Borders, Inc. under the Lease. The Lease was later assigned by Danish Fishbook to The 1993 Flatley Trust, and further assigned by The 1993 Flatley to OCW Retail-Hyannis, LLC. The Borders store located at the Hyannis Premises is a closing store, and the liquidating agent of the Debtors conducted a store closing sale that concluded on April 17, 2011. Before the Petition Date, the Debtors owe OCW Retail $14,000 under the Lease. The Debtors are current on all postpetition rent obligations under the Lease, through and including April 20, 2011. The Debtors and OCW Retail have entered into an agreement for the termination of the Lease and the Debtors' surrender of the premises to OCW Retail. The key terms of the Termination Agreement are: (A) The Lease will be terminated effective on the surrender date, which is the date that the Debtors have vacated the Premises in accordance with the Termination Agreement. The Termination Agreement is subject to termination if an order approving the Termination Agreement is not entered on or before June 1, 2011, as that date may be extended pursuant to the Termination Agreement. (B) The Debtors will remain obligated for payments of all Rent in accordance with the provisions of the Lease accruing up to and including the Surrender Date. If the Debtors fail to pay any Rent accrued in respect of the period ending on the Surrender Date, then OCW Retail will be entitled to deduct the unpaid Rent from the Surrender Payment. If the Debtors have made payments of Rent in excess of Rent accrued with respect to the period ending on the Surrender Date, then the excess amount will be added to the Surrender Payment. (C) The Debtors will vacate the Premises, and surrender and deliver possession to OCW Retail, together with the keys to the Premises and a written acknowledgement of surrender of the Premises on April 19, 2011. The Debtors or their agents, as applicable, are permitted to abandon property of the Debtors' estates without incurring liability to any person or entity. In the event of any abandonment, OCW Retail will be authorized to dispose of the property without any liability to any individual or entity that may claim an interest in the abandoned property and OCW Retail will have no claims against the Debtors or Guarantor. (D) In consideration of the termination of the Lease and the surrender of the Premises, OCW Retail (i) will make a surrender payment to the Debtors for $55,000, and (ii) will waive any and all prepetition claims held by OCW Retail against the Debtors or its affiliates arising under or relating to the Lease or the Guaranty. OCW Retail will pay the Surrender Payment on the date that OCW Retail receives notice of entry of the order approving the Termination Agreement. (E) Effective as of the Surrender Date, neither the Debtors nor OCW Retail will have any further rights or obligations under the Lease, except that OCW Retail and the Debtors will remain obligated to perform their indemnification obligations set forth in the Lease in the event any claims arise under the Lease. BGI will have no further obligations under the Guaranty after the Surrender Date. Andrew K. Glenn, Esq., at Kasowitz, Benson, Torres & Friedman LLP, in New York, asserts that by consensually terminating the Lease, the Debtors will no longer be obligated to pay the Rent Obligations or other obligations due under the Lease, which will total at least $3.27 million over the remaining Lease Term. In contrast, he points out, rejecting the Lease instead of the proposed termination would create a claim for termination damages that could create a general unsecured claim of approximately $490,000 after application of a cap under Section 502(b)(6) of the Bankruptcy Code. 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: Pershing Dumps 1.06 Million Shares ------------------------------------------------- Joseph Checkler, writing for Dow Jones' Daily Bankruptcy Review, reports that William Ackman's Pershing Square Capital Management, which had economic exposure to more than 40% of Borders Group Inc.'s stock, said in regulatory filings that it has shed about 1.06 million of the 40.9 million Borders shares and warrants in which it has an interest. DBR says the shares represent barely more than 1% of Borders's outstanding shares and warrants, and are in the form of total- return swaps, arrangements whereby an investor gets all the economic benefit above a certain share price at a certain future date, or owes any shortfall below that price, plus interest, to the counterparty. According to DBR, filings show that for the 1.06 million shares, Pershing Square's counterparty was Citigroup Inc. DBR relates a person familiar with the structure of these transactions said Pershing Square settled its balance on the swaps on a daily basis. The two sides originally agreed in January 2008 for Pershing Square to pay any negative performance under $9.99, a price Borders shares haven't hit since February 2008. Citigroup declined to comment. According to DBR, Pershing's roughly $10 million loss is on top of swap agreements on more than 3 million other shares that Pershing still has outstanding with other parties, including UBS AG and BNP Paribas SA. Pershing is more than $170 million underwater on its 10.6 million common shares of Borders, on which it paid an average price of about $16.50. Borders shares, which are most likely to be wiped out if and when the company emerges from bankruptcy, recently traded at about 21 cents on the over-the-counter Pink Sheets. According to DBR, factoring in the other, still-unexpired swap agreements as well as warrants that will probably be worth nothing, Pershing Square's total loss in Borders will likely be around $200 million, although the firm has already realized most of those losses. DBR relates Pershing Square declined to comment on its counterparties or whether it was forced to cancel the transaction. 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) BOUNDARY BAY: Files New Schedules of Assets & Liabilities --------------------------------------------------------- Boundary Bay Capital LLC filed with the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, its amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $1,250,000 B. Personal Property $14,626,118 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $8,150,245 E. Creditors Holding Unsecured Priority Claims $198,094 F. Creditors Holding Unsecured Non-priority Claims $46,100,145 ----------- ----------- TOTAL $15,876,118 $54,448,485 About Boundary Bay Irvine, California-based Boundary Bay Capital, LLC, a California LLC, fka Covenant Bancorp, Inc., is in the business of making loans secured by real estate. The debtor owns real estate property obtained through foreclosures on real estate loans. Boundary Bay Capital filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 11-14298) on March 28, 2011. Hutchison B. Meltzer, Esq., at Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP, serves as the Debtor's bankruptcy counsel. Affiliate Cartwright Properties, LLC, filed a separate Chapter 11 petition on June 9, 2010 (Bankr. C.D. Calif. Case No. 10-17823). BRENTWOOD VILLAGE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Brentwood Village Apartments Limited Partnership a California Limited Partnership 3640 Grand Avenue, Suite 207 Oakland, CA 94610 Bankruptcy Case No.: 11-45351 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: William J. Lafferty Debtor's Counsel: Darvy Mack Cohan, Esq. LAW OFFICES OF DARVY MACK COHAN 7855 Ivanhoe Ave #400 La Jolla, CA 92037 Tel: (858) 459-4432 E-mail: dmc@cohanlaw.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/canb11-45351.pdf The petition was signed by Daniel Lieberman, president of managing member of Rolling Prairie, LLC., Debtor's general partner. Affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Kensington Apartment Properties LLC 10-73976 12/06/2010 Landmark West, LLC 11-44240 04/19/2011 Cypress Towers Apartments 11-45164 05-12-2011 BRISAM COVINA: Court OKs Deal Resolving Natixis Claim ----------------------------------------------------- The Hon. Robert E. Grossman of the U.S. Bankruptcy Court for the Eastern District approved a stipulation resolving the claims of Natixis Real Estate Capital, LLC, secured creditor of Brisam Covina LLC, through sale or refinancing of the Debtor's property to use the cash collateral, including proceeds from the Debtor's accounts receivable. Natixis loaned Brisam the original principal amount of $16,453,381 out of a total funding commitment of $17,300,000, for the purchase and renovation of a hotel and conference center in Covina, California, which operates as the Radisson Suites Hotel Covina, and the real property on which the hotel is situated. The loan was secured by a certain mortgage encumbering the property and guaranteed by Mr. Chang pursuant to that certain guaranty agreement. The settlement agreement was entered among the Debtor; Sam Chang, as guarantor; and Natixis Capital Real Estate LLC, which was intended to resolve any disputes and issues (i) with respect to any past, present and future claims that Natixis may have against the Debtor with respect to the loan and the guaranty; and (ii) that were raised or could have been raised in the Foreclosure Action or Chapter 11 Case. The Debtor and Mr. Chang also entered into an escrow agreement, whereby the Debtor and Mr. Chang agreed to place in escrow for the benefit of Natixis a Deed of Trust to the property, and any leases or agreements relating thereto. The terms of the agreement provide for: -- the Debtor (i) making certain payments to Natixis up to a total maximum amount of $16,500,000, and (ii) to the extent that the Debtor fails to make payments, to release the escrow documents to Natixis, resulting in the transfer of the property to Natixis and the creation of a fixed note obligation of Mr. Chang under the guaranty. -- the establishment of a $20,000 fund to be paid pro rata to the non-insider, prepetition general unsecured creditors, to be paid prior to dismissal of the Debtor's bankruptcy case; and -- the dismissal of the Debtor's bankruptcy case upon consummation of certain conditions. About Brisam Covina LLC Uniondale, New York-based Brisam Covina LLC, dba Radisson Sultes Hotel Covina, filed for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 10-76441) on Aug. 17, 2010. John Westerman, Esq., and Mickee M. Hennessy, Esq., at Westerman Ball Ederer Miller & Sharfstein, LLP, represent the Debtor. The Debtor disclosed $18.4 million in assets and $19.6 million in liabilities as of the Chapter 11 filing. B.V. INVESTMENTS: Case Summary & 7 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: B.V. Investments, LLC P.O. Box 491164 Key Biscayne, FL 33149 Bankruptcy Case No.: 11-31300 Chapter 11 Petition Date: May 17, 2011 Court: U.S. Bankruptcy Court Western District of North Carolina (Charlotte) Judge: George R. Hodges Debtor's Counsel: Travis W. Moon, Esq. MOON WRIGHT & HOUSTON, PLLC 227 West Trade Street, Suite 1800 Charlotte, NC 28202 Tel: (704) 944-6565 Fax: (704) 944-0380 E-mail: tmoon@mwhattorneys.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/ncwb11-31300.pdf The petition was signed by Barbara Valentini, manager. CAL PINNACLE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Cal Pinnacle Properties, LLC 10191 Brier Ln Santa Ana, CA 92705 Bankruptcy Case No.: 11-17014 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Erithe A. Smith Debtor's Counsel: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Blvd 6th Fl Beverly Hills, CA 90212-2929 Tel: (310) 271-6223 Fax: (310) 271-9805 E-mail: michael.berger@bankruptcypower.com Scheduled Assets: $1,805,000 Scheduled Debts: $2,657,715 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-17014.pdf The petition was signed by Steven Michael Mehr, managing member. CANO PETROLEUM: Incurs $4.32-Mil. Net Loss in Fiscal Q3 ------------------------------------------------------- Cano Petroleum, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting a net loss of $4.32 million on $6.70 million of total operating revenue for the three months ended March 31, 2011, compared with net income of $228,000 on $5.80 million of total operating revenue for the same period a year ago. The Company also reported a net loss of $12.53 million on $18.62 million of total operating revenue for the nine months ended March 31, 2011, compared with a net loss of $11.77 million on $16.36 million of total operating revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $257.88 million in total assets, $137.10 million in total liabilities, and $120.78 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/cY9ZF6 About Cano Petroleum Cano Petroleum, Inc., is an independent Texas-based energy producer with properties in the mid-continent region of the United States. Cano's primary focus is on increasing domestic production from proven fields using enhanced recovery methods. Cano trades on the NYSE Amex Stock Exchange under the ticker symbol CFW. As reported by the Troubled Company Reporter on Sept. 28, 2010, the Company said if it is unable to successfully execute one of its strategic alternatives, restructure its existing indebtedness, obtain further waivers or forbearance from its existing lenders or otherwise raise significant additional capital, it is unlikely that it will be able to meet its obligations as they become due and to continue as a going concern. As a result, the Company will likely file for bankruptcy or seek similar protection. Moreover, it is possible that the Company's creditors may seek to initiate involuntary bankruptcy proceedings against it or against one or more of its subsidiaries, which would force it to make a defensive voluntary filing of its own. CAPMARK FINANCIAL: Sells Management Stake in $1B Fund for $12.7M ---------------------------------------------------------------- Evan Weinberger at Bankruptcy Law360 reports that Judge Christopher S. Sontchi of the Delaware bankruptcy court on Wednesday approved the sale of Capmark Financial Group Inc.'s management stake in a $1 billion real estate debt investment fund to a unit of Normandy Real Estate Partners for $12.7 million. Normandy topped a Pacific Coast Capital Partners LLC unit's $7.55 million stalking horse bid for the management stake in Capmark Structured Real Estate Partners LP at an April 29 auction, according to an order signed by Judge Sontchi, Law360 relates. 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. CAREFREE WILLOWS: Schwartzer & McPherson Withdraws as Counsel ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada will convene a hearing on May 25, 2011, at 9:30 a.m. to consider Schwartzer & McPherson Law Firm's request to withdraw as counsel for Carefree Willows LLC effective immediately. The firm explains that the Debtor determined it would prefer to have the Law Offices of Alan Smith represent it in the case and there is no need for two bankruptcy firms to represent the Debtor. As reported in the Troubled Company Reporter on April 25, the Debtor sought permission from the Court to employ the Law Offices of Alan R. Smith as its counsel. The firm is represented by: Lenard E. Schwartzer, Esq. SCHWARTZER & MCPHERSON LAW FIRM 2850 South Jones Boulevard, Suite 1 Las Vegas, NV 89146-5308 Tel: (702) 228-7590 Fax: (702) 892-0122 E-Mail: bkfilings@s-mlaw.com About Carefree Willows LLC Carefree Willows LLC is the owner of 300-unit Carefree Senior Living in Las Vegas. Carefree Willows filed a Chapter 11 petition on Oct. 22 (Bankr. D. Nev. Case No. 10-29932). Lenard E. Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, in Las Vegas, Nevada, serves as counsel to the Debtor. In its Schedules of Assets and Liabilities, the Debtor scheduled $30,604,014 in assets and $36,531,244 in liabilities. CARGO TRANSPORTATION: Hires Jennis & Bowen as Substitute Counsel ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida authorized Cargo Transportation Services Inc., to employ Jennis & Bowen, P.L., as counsel and will assume all responsibilities as counsel effective as of April 18, 2011. J&B will be substituting Stichter, Riedel, Blain & Prosser, P.A. as counsel. Stichter Riedel will cooperate with J&B in the transition of the case. About Cargo Transportation Sunrise, Florida-based Cargo Transportation Services, Inc., provides transportation services to clients nationwide, including customized consolidation, distribution, logistics and warehousing services. It has 140 employees and averages $100,000,000 in gross revenue per year. Cargo Transportation filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, serves as the Debtor's bankruptcy counsel. The Debtor also tapped Ruden McClosky P.A. as its special counsel. The Court has also approved of the employment of David Seiden an appraiser. Donald F. Walton, U.S. Trustee for Region 21, appointed an Official Committee of the Official Committee of Unsecured Creditors in the Debtor's case. Hunton & Williams LLP represents the Committee in the Debtor's Chapter 11 proceedings. The Debtor disclosed $11,728,760 in assets, and $11,869,375 in liabilities as of the Chapter 11 filing. CARGO TRANSPORTATION: Has Until Aug. 12 to Accept or Reject Leases ------------------------------------------------------------------ The Hon. Michael G. Williamson of the U.S. Bankruptcy Court for the Middle District of Florida extended until Aug. 12, 2011, Cargo Transportation Services Inc.'s time to assume or reject leases of non-residential real property. The Debtor asked that the Court extend the lease decision period for an additional 90 days from May 12. The Debtor will use the additional time to complete the process of reviewing and analyzing its executory contracts and unexpired leases. The Debtor needs to determine the eventual disposition in light of the Debtor's anticipated reorganization. The Debtor is a party to four non-residential real property leases in connection with its business operations: a. Lease Agreement dated April 2, 2007, for property located at 11150 49th Street N., Clearwater, FL 33762. Lease term expires on or about March 31, 2012; b. Lease Agreement dated Sept. 22, 2009, for property located at 1300 Sawgrass Corporate Parkway, Suite 110, Sunrise, FL 33323. Lease term expires on or about April 1, 2015; c. Lease Agreement dated May 11, 2009, for property located at 601 N. Ashley Drive, Suite 600, Tampa, FL 33602; Lease term expires on or about May 1, 2014; and d. Lease Agreement dated Jan. 7, 2010, for property located at 5104 N. Orange Blossom Trail, Orlando, FL. Lease term expires on or about June 30, 2010. About Cargo Transportation Sunrise, Florida-based Cargo Transportation Services, Inc., provides transportation services to clients nationwide, including customized consolidation, distribution, logistics and warehousing services. It has 140 employees and averages $100,000,000 in gross revenue per year. Cargo Transportation filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 11-00432) on Jan. 12, 2011. Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, serves as the Debtor's bankruptcy counsel. The Debtor also tapped Ruden McClosky P.A. as its special counsel. Donald F. Walton, U.S. Trustee for Region 21, appointed an Official Committee of the Official Committee of Unsecured Creditors in the Debtor's case. Hunton & Williams LLP represents the Committee in the Debtor's Chapter 11 proceedings. The Debtor disclosed $11,728,760 in assets, and $11,869,375 in liabilities as of the Chapter 11 filing. CCS INCOME: Bank Debt Trades at 5% Off in Secondary Market ---------------------------------------------------------- Participations in a syndicated loan under which CCS Corporation, formerly known as CCS Income Trust, is a borrower traded in the secondary market at 95.39 cents-on-the-dollar during the week ended Friday, May 20, 2011, an increase of 0.36 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on Nov. 4, 2014, and carries Moody's B2 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About CCS Corporation CCS Corporation is an opportunity-rich growth organization that provides energy and environmental waste management services. Focused on disciplined growth, CCS maintains its long-term comprehensive commitment to environmental stewardship by continually setting -- and raising -- industry standards. CCS services the global energy and environment sectors through four major divisions; CCS Midstream Services, CCS Energy Marketing, HAZCO Environmental & Decommissioning Services and Concord Well Servicing. CCS was formerly known as CCS Income Trust and changed its name on November 14, 2007. The Company was founded in 1984 and is based in Calgary, Canada. * * * In August 2010, Standard & Poor's Ratings Services said it revised its outlook on CCS Corp. to stable from negative and affirmed its 'B' long-term corporate credit rating. "S&P believes the 2009 business environment represented a trough for CCS' revenues and cash flows," said Standard & Poor's credit analyst Michelle Dathorne. The company maintained stable margins in its midstream division, which accounts for the majority of its operating cash flows; and leveraged effective cost management to temper margin erosion in its oilfield services segment, which ensured the cash flow generation to meet its financing obligations and required capital spending. "S&P continue to believe the company's balance sheet is overleveraged, given its business mix and market position; however, forecast liquidity should meet all funding requirements," Ms. Dathorne added. CHINA RUITAI: Bernstein & Pinchuk Resigns as Accountants -------------------------------------------------------- The practice of Bernstein & Pinchuk LLP, the independent registered public accounting firm of China Ruitai International Holdings Co. Ltd., entered into a joint venture agreement with Marcum LLP and formed Marcum Bernstein & Pinchuk LLP in a transaction pursuant to which B&P merged its China operations into Marcum BP and certain of the professional staff of B&P joined MarcumBP as employees of MarcumBP. Accordingly, and solely as a result of the Merger, effective April 14, 2011, B&P effectively resigned as the Company's independent registered public accounting firm and MarcumBP became the Company's independent registered public accounting firm. This change in the Company's independent registered public accounting firm was approved by the Company's Board of Directors on April 20, 2011. The principal accountant's reports of B&P on the financial statements of the Company as of and for the year ended Dec. 31, 2010, did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that B&P's report for the fiscal year ended Dec. 31, 2010, contained a "going concern" qualification. During the Company's most recent fiscal year and through the Resignation Date, there were no disagreements with B&P on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which if not resolved to B&P's satisfaction would have caused it to make reference thereto in connection with its reports on the financial statements for such periods. During the Company's two most recent fiscal years and through and through the Resignation Date, there were no reportable events of the type described in Item 304(a)(1)(v) of Regulation S-K. During the Company's two most recent fiscal years and through the Resignation Date, the Company did not consult with MarcumBP with respect to any of (i) the application of accounting principles to a specified transaction, either completed or proposed; (ii) the type of audit opinion that might be rendered on the Company's financial statements; or (iii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or an event of the type described in Item 304(a)(1)(v) of Regulation S-K. About China Ruitai Shandong, China-based China Ruitai International Holdings Co., Ltd., was organized under the laws of the State of Delaware on Nov. 15, 1955, under the name "Inland Mineral Resources Corp." Currently, the Company, through its wholly-owned subsidiary, Pacific Capital Group Co., Ltd., a corporation incorporated under the laws of the Republic of Vanuatu, and its majority-owned subsidiary, TaiAn RuiTai Cellulose Co., Ltd., a Chinese limited liability company, is engaged in the production, sales, and exportation of deeply processed chemicals, with a primary focus on non-ionic cellulose ether products in the People's Republic of China as well as to the United States, Europe, Japan, India and South Korea. As reported by the TCR on April 8, 2011, Bernstein & Pinchuk LLP, in New York, after auditing the Company's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about China Ruitai's ability to continue as a going concern. The independent auditors noted that the Company has negative working capital. The Company's balance sheet at Dec. 31, 2010 showed $110.97 million in total assets, $81.07 million in total liabilities and $29.90 million in total equity. CHUMEIA VINEYARDS: Case Summary & 22 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Chumeia Vineyards Inc. dba Dry Creek Enterprises 8331 E Highway 46 Paso Robles, CA 93446 Bankruptcy Case No.: 11-12335 Chapter 11 Petition Date: May 18, 2011 Court: United States Bankruptcy Court Central District of California (Santa Barbara) Debtor's Counsel: Adam R. Fairbairn, Esq. ADAM R FAIRBAIRN LAW OFFICES 819 12th St., Ste. 211 Paso Robles, CA 93446 Tel: (805) 238-7688 Fax: (805) 238-7497 E-mail: adamfairbairnlaw@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 22 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-12335.pdf The petition was signed by Mark Nesbitt, president. CHRYSLER GROUP: Moody's Affirms 'B2' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service affirmed its ratings of Chrysler Group LLC on the final sizing of the company's refinancing program. The ratings affirmed are: Corporate Family and Probability of Default Ratings -- B2; $3 billion 1st lien term loan -- Ba2; $1.3 billion 1st lien revolving credit facility -- Ba2; and $3.2 billion 2nd lien notes -- B2. The rating outlook is positive. The last rating action on Chrysler was an assignment of a B2 Corporate Family Rating on May 3, 2011. The principal methodology used in rating Chrysler Group LLC was the Global Automotive Manufacturer Methodology, published December 2007. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. Chrysler Group LLC, headquartered in Auburn Hills, Michigan, is the third-largest US-based automotive manufacturer. CHRYSLER GROUP: S&P Gives 'BB-' Rating on Second-Lien Debt ---------------------------------------------------------- Standard & Poor's Ratings Services said that reported possible changes in mix between the first-lien and second-lien debt in Chrysler Group LLC's proposed financing could cause the rating agency to revise its recovery and issue-level ratings on Chrysler's debt. "Our ratings on Chrysler, including the corporate credit rating and all issue ratings, are preliminary until after closing, when final dollar amounts are known and documentation has been reviewed. Ratings are preliminary because terms, conditions, pricing, and dollar amounts often change as companies, particularly new issuers, seek to access the capital markets," S&P stated. "Our preliminary ratings on Chrysler's proposed first- and second- lien debt are currently as initially assigned: 'BB-' with a '2' recovery rating (70% to 90% expected recovery in the event of a payment default) and 'B-' with a '6' recovery rating (0 to 10%)," S&P related. It was reported that the first-lien term loan will likely be decreased to $3.0 billion (originally $3.5 billion), the revolving credit facility reduced to $1.3 billion (originally $1.5 billion), and that the second-lien bond offering will be increased to $3.2 billion (originally $2.5 billion). "We estimate that if these reported changes were to become final, the recovery ratings would change: the first-lien debt would be rated 'BB' with a '1' recovery rating (90% to 100%) and the second-lien debt would be rated 'B' with a '5' recovery rating (10% to 30%)," S&P continued. "The reduction in first-lien debt would result in very high recovery under our simulated default scenario and, as a result, leaves some residual value for the second-lien notes. Despite the increased size of the second-lien debt, we expect this available residual value would provide for modest (10% to 30%) recovery for second-lien noteholders, up from the previous assumption of negligible (0% to 10%) recovery. As we previously noted, all of our current ratings on Chrysler's debt are preliminary," S&P noted. For further details, please see the research update on Chrysler Group LLC and the accompanying recovery report, both published on RatingsDirect May 3, 2011. Ratings List Chrysler Group LLC Corporate credit rating B+(prelim)/Stable/-- Secured First Lien BB-(prelim) Recovery Rating 2(prelim) Secured Second Lien B-(prelim) Recovery Rating 6(prelim) CLAIRE'S STORES: Bank Debt Trades at 7% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 92.94 cents- on-the-dollar during the week ended Friday, May 20, 2011, a drop of 0.82 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on May 29, 2014, and carries Moody's B3 rating and Standard & Poor's B rating. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- is a specialty retailer offering accessories and jewelry for kids, teens, teens, and young women in the 3 to 27age range. The Company is organized based on its geographic markets, which include North American division and European division. As of Jan. 30, 2010, it operated a total of 2,948 stores, of which 1,993 were located in all 50 states of the United States, Puerto Rico, Canada, and the United States Virgin Islands (its North American division) and 955 stores were located in the United Kingdom, France, Switzerland, Spain, Ireland, Austria, Germany, Netherlands, Portugal, and Belgium (its European division). Its stores operate under the trade names Claire's and Icing. In addition, as of Jan. 30, 2010, it franchised 195 stores in the Middle East, Turkey, Russia, South Africa, Poland, Greece, Guatemala and Malta under franchising agreements. It also operates 211 stores in Japan through its Claire's Nippon 50:50 joint venture with AEON Co. Ltd. Claire's Stores reported net income of $4.32 million on $1.42 billion of net sales for the fiscal year ended Jan. 29, 2011, compared with a net loss of $10.40 million on $1.34 billion of net sales for the fiscal year ended Jan. 30, 2010. The Company also reported net income of $21.31 million on $421.91 million of net sales for the three months ended Jan. 29, 2011, compared with net income of $19.46 million on $410.69 million of net sales for the three months ended Jan. 30, 2010. The Company's balance sheet at Jan. 29, 2011, showed $2.86 billion in total assets, $2.89 billion in total liabilities, and a $26.51 million stockholders' deficit. As reported by the Troubled Company Reporter on March 15, 2011, Moody's upgraded Claire's Stores, Inc.'s senior secured bank credit facilities to B3 from Caa1 and its Speculative Grade Liquidity Rating to SGL-2 from SGL- 3. All other ratings were affirmed including Claire's Caa2 Corporate Family Rating. The rating outlook is positive. The upgrade of Claire's first lien bank facilities is in response to the repayment of $245 million of the term loan B, which reduced the amount of senior secured first lien bank debt in the capital structure. The upgrade also reflects Claire's recently issued $450 million second lien notes, which provide additional support to the first lien bank facilities. CLEAN BURN: Receives OK to Hire Northern Blue as Counsel -------------------------------------------------------- Clean Burn Fuels, LLC, has received authorization from the Middle District of North Carolina to employ John A. Northen and the firm of Northen Blue, L.L.P. as bankruptcy counsel for the Debtor. Northen Blue can be reached at: John A. Northen, Esq. NORTHEN BLUE, L.L.P. P.O. Box 2208 Chapel Hill, NC 27514-2208 Tel: (919) 968-4441 E-mail: jan@nbfirm.com Northen Blue received an initial retainer from the Debtor in the amount of $220,000, of which $38,460 has been expended in payment of prepetition services and expenses. The unexpended balance of the retainer is held by Northen Blue as security for postpetition fees and expenses as may be allowed by the Court. The retainer deposit is and will be fully refundable to the extent not used in payment of legal services provided to or for the benefit of the Debtor. John A. Northen, Esq., a partner at Northen Blue, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Clean Burn Clean Burn Fuels LLC, a North Carolina limited liability company founded in 2005, is the first company to produce ethanol in North Carolina. It completed the construction of its ethanol plant in August of 2010 and started producing and selling ethanol and dried distillers grains with solubles (DDGS) shortly thereafter. Clean Burn filed for Chapter 11 bankruptcy protection (Bankr. M.D. N.C. Case No. 11-80562) on April 3, 2011. In its schedules of assets and liabilities, the Company disclosed $79,516,062 in assets and $79,218,681 in liabilities. The schedules valued its ethanol plant at $72,000,000, securing at $66,225,571 claim by a lender. The official committee of unsecured creditors formed in the Chapter 11 case has retained Charles M. Ivey, III, and his law firm, Ivey, McClellan, Gatton & Talcott, LLP, as counsel. CLEAN BURN: Committee Gets OK to Hire Ivey McClellan as Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Clean Burn Fuels, LLC, has received authorization from the Middle District of North Carolina to employ and retain Charles M. Ivey, III, and his law firm, Ivey, McClellan, Gatton & Talcott, LLP, to represent the Committee in the Debtor's Chapter 11 case. Ivey McClellan can be reached at: Charles M. Ivey, III, Esq. IVEY MCCLELLAN, GATTON & TALCOTT, LLP Greensboro, NC 27402 Tel: (866) 622-8389 The firm's current normal hourly billing rates are: Charles M. Ivey, III $390 Other Partners $350 Associates $180 to $225 Paralegal $90 to $110 Charles M. Ivey, III, Esq., a partner at Ivey McClellan, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Clean Burn Clean Burn Fuels LLC, a North Carolina limited liability company founded in 2005, is the first company to produce ethanol in North Carolina. It completed the construction of its ethanol plant in August of 2010 and started producing and selling ethanol and dried distillers grains with solubles (DDGS) shortly thereafter. Clean Burn filed for Chapter 11 bankruptcy protection (Bankr. M.D. N.C. Case No. 11-80562) on April 3, 2011. In its schedules of assets and liabilities, the Company disclosed $79,516,062 in assets and $79,218,681 in liabilities. The schedules valued its ethanol plant at $72,000,000, securing at $66,225,571 claim by a lender. CLEAR CHANNEL: Bank Debt Trades at 12% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Clear Channel Communications, Inc., is a borrower traded in the secondary market at 88.03 cents-on-the-dollar during the week ended Friday, May 20, 2011, a drop of 0.67 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 365 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 30, 2016, and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About CC Media and Clear Channel Clear Channel Communications, Inc. -- http://www.clearchannel.com/--is a diversified media company with three primary business segments: radio broadcasting, outdoor advertising and live entertainment. Clear Channel (OTCBB:CCMO) is the operating subsidiary of San Antonio, Texas-based CC Media Holdings, Inc. CC Media's balance sheet at Dec. 31, 2010, showed $17.48 billion in total assets, $1.25 billion in current liabilities, $20.61 billion in long-term liabilities and a $7.20 billion shareholders' deficit. * * * CC Media Holdings carries 'CCC+' issuer credit ratings from Standard & Poor's. Clear Channel Carries a 'Caa2' corporate family rating from Moody's Investors Service and an issuer default rating of 'CCC' from Fitch Ratings. Fitch said in November 2010, that its ratings concerns center on the company's highly leveraged capital structure, with significant maturities in 2014 and 2016; the considerable interest burden that pressures free cash flow generation; technological threats and secular pressures in radio broadcasting; and the company's exposure to cyclical advertising revenue. The ratings are supported by the company's leading position in both the outdoor and radio industries, as well as the positive fundamentals and digital opportunities in the outdoor advertising space. In February 2011, Standard & Poor's affirmed its 'CCC+' corporate credit rating and positive outlook on CC Media Holdings and operating subsidiary Clear Channel, which S&P views on a consolidated basis. S&P said the 'CCC+' CCR on CC Media Holdings reflects the risks surrounding the longer-term viability of the company's capital structure -- in particular, refinancing risk relating to sizable secured debt maturities in 2014 ($3.2 billion pro forma for the transaction) and 2016 ($10.4 billion). In S&P's view, the Company has a satisfactory business risk profile, due to its position as the largest radio and global outdoor advertising operator, its good geographic and market diversity, and moderate long-term growth prospects at the outdoor business. S&P views the financial risk profile as highly leveraged, given the Company's significant refinancing risk, roughly break-even EBITDA coverage of interest expense, and slim discretionary cash flow. COMMERCIAL VEHICLE: Issuable Common Shares Hiked to 4.6 Million --------------------------------------------------------------- At the 2011 Annual Meeting of Stockholders held on May 12, 2011, the stockholders of Commercial Vehicle Group, Inc., approved the Company's Fourth Amended and Restated Equity Incentive Plan. The Plan was amended to increase the number of shares of common stock that may be issued under the Plan from 3,200,000 shares to 4,600,000 shares. Previously, an aggregate of 3,200,000 shares of the Company's common stock were reserved for issuance under the Third Amended and Restated Equity Incentive Plan. The Company's directors, officers, employees and other individuals performing services for, or to whom an offer of employment has been extended by the Company, are eligible to participate in the Plan. The Plan was approved, subject to stockholder approval, by the Company's Board of Directors, upon the recommendation of its Compensation Committee on March 8, 2011. A description of the terms of the Plan and each of the awards that may be granted under it is contained in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2011. To comply with the requirement in the Company's Amended and Restated Certificate of Incorporation that the three classes of the Company's Board of Directors be as nearly equal in size as is practicable, Mervin Dunn, who was previously a member of Class II, had volunteered to stand for re-election as a Class I director at the Annual Meeting. Upon his election as a Class I director at the Annual Meeting, Mr. Dunn resigned as a Class II director, and will continue his service on the Board of Directors as a Class I director. At the Annual Meeting, the Company's stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation to increase the number of shares of common stock authorized for issuance from 30,000,000 shares to 60,000,000 shares. The increase in the number of authorized shares of the Company's common stock was effected pursuant to a Certificate of Amendment of Amended and Restated Certificate of Incorporation filed with the Secretary of State of the State of Delaware on May 12, 2011, and was effective as of such date. About Commercial Vehicle Group New Albany, Ohio-based Commercial Vehicle Group, Inc., (Nasdaq: CVGI) supplies fully integrated system solutions for the global commercial vehicle market, including the heavy-duty truck market, the construction and agricultural markets, and the specialty and military transportation markets. The Company has facilities located in the United States in Arizona, Indiana, Illinois, Iowa, North Carolina, Ohio, Oregon, Tennessee, Virginia and Washington and outside of the United States in Australia, Belgium, China, Czech Republic, Mexico, Ukraine and the United Kingdom. The Company's balance sheet at March 31, 2011, showed $306.60 million in total assets, $300.81 million in total liabilities and $5.79 million in total stockholders' investment. * * * Commercial Vehicle carries a 'Caa2' Corporate Family Rating and 'Caa2/LD' Probability of Default Rating from Moody's. It has 'CCC+' issuer credit ratings from Standard & Poor's. In mid-October 2010, Moody's Investors Service upgraded Commercial Vehicle Group, Inc.'s Corporate Family Rating to Caa1 from Caa2, and revised the ratings outlook to positive from negative. These positive actions recognize the continuing improvement in the build rates for commercial vehicles and the realized benefits of the company's operating and capital restructurings. According to Moody's, the Caa1 CFR reflects modest size, high debt leverage, and exposure to highly cyclical commercial vehicle end markets. Demand for commercial vehicle components is sensitive to both economic cycles and regulatory implementation schedules. As reported by the TCR on April 12, 2011, Standard & Poor's Ratings Services said it raised its corporate credit rating on New Albany, Ohio-based Commercial Vehicle Group Inc. (CVG) to 'B-' from 'CCC+'. "The upgrade reflects our assumption that CVG can improve EBITDA and cash flow in the next two years, because we believe commercial truck production volumes will continue to rise year-over-year in 2011 and 2012," said Standard & Poor's credit analyst Nancy Messer. Heavy-duty truck production increased by a meaningful 30% in 2010, leading to a 30% year-over-year sales increase. CPJFK LLC: Ch. 11 Trustee Wins OK for Trivella as Labor Counsel --------------------------------------------------------------- Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern District of New York approved the retention of Trivella Forte & Smith, LLP, as special labor counsel to Alan Nisselson, the Chapter 11 trustee for CPJFK, LLC, effective as of Dec. 15, 2010. The Trustee has retained Trivella as special labor counsel to perform these services: a. advise and counsel on all issues arising under ERISA, the National Labor Relations Act, and WARN Acts, including but not limited to the negotiation, interpretation, and enforcement of collective bargaining agreements; b. advise and counsel on any other issues that may arise relating to the Debtor's relationship with unions, collective bargaining, or collective bargaining agreements; c. advise and counsel on any issues related to Section 1113 of the Bankruptcy Code; d. advise and counsel on such other labor or employment law issues as the Trustee determines to warrant the attention of special labor counsel; and e. represent the Trustee in any litigation related to the foregoing and perform all other necessary legal services in furtherance of the Firm's role as special labor counsel. Trivella will be compensated at agreed upon rates of $450 per hour. Applications for compensation to Trivella will be filed with this Court pursuant to applicable statutes and rules. Trivella holds or represents no interest adverse to the Chapter 11 Trustee or to the estate and is a disinterested party under Section 101(14) of the Bankruptcy Code with respect to the matters for which it is to be retained. About CPJFK LLC Atlanta, Georgia-based CPJFK, LLC, owns and operates a 183 room hotel under the name of the JFK Plaza Hotel located at 151-20 Baisley Blvd., in Jamaica, New York. The Hotel operations constitute the Debtor's sole source of income. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 10-89928) on Oct. 4, 2010. On Oct. 19, 2010, the U.S. Trustee for Region 21 filed a motion to transfer the Debtor's case to the U.S. Bankruptcy Court for the Eastern District of New York. On Nov. 9, 2010, the Debtor's case was transferred to E.D.N.Y. and assigned Case No. 10-50566. In November 2010, the Bankruptcy Court order the appointment of a Chapter 11 trustee at the behest of Neshgold, LP. The U.S. Trustee appointed Alan Nisselson as chapter 11 Trustee. Alan Nisselson selected Choice Consultants LLC as his managing agent. No official committee of unsecured creditors has been appointed in the case. CPJFK LLC: Ch. 11 Trustee Wants Case Converted to Chapter 7 ----------------------------------------------------------- Alan Nisselson, Chapter 11 Trustee of CPJFK, LLC, asks the U.S. Bankruptcy Court for the Eastern District of New York to convert the Debtor's Chapter 11 case to one under Chapter 7 of the Bankruptcy Code, citing that there is no possibility that the Debtor can rehabilitate or reorganize. As a result of the Court-approved sale of the hotel, the Debtor's estate has no identifiable source of revenue (other than the proceeds from the settlement with Neshgold, L.P., the Debtor's largest secured creditor) to fund a plan of reorganization, the Trustee avers. Those funds are insufficient to consummate a plan. Furthermore, the Debtor has substantial administrative expenses that continue to accumulate and has no concomitant revenue or monies to pay those expenses. Given these circumstances there is absolutely no possibility that the Debtor could confirm a plan. Moreover, even after the sale of the hotel, substantial arrears are still owed to Neshgold, to the City and State of New York for sales and hotel occupancy taxes and to the New York Hotel & Motel Trade Counsel, AFL/CIO and Benefit Funds for unpaid obligations under Debtor's collective bargaining agreements. Continuing this case under Chapter 11 will only result in increased administrative costs that could be avoided if the case were converted to a Chapter 7 liquidation, the Trustee notes. The Trustee is represented by: Alan Nisselson, Esq. Howard L. Simon, Esq. WINDELS MARX LANE & MITTENDORF, LLP 156 West 56th Street New York NY 10019 Tel: (212) 237-1000 E-mail: anisselson@windelsmarx.com hsimon@windelsmarx.com About CPJFK LLC Atlanta, Georgia-based CPJFK, LLC, owns and operates a 183 room hotel under the name of the JFK Plaza Hotel located at 151-20 Baisley Blvd., in Jamaica, New York. The Hotel operations constitute the Debtor's sole source of income. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 10-89928) on Oct. 4, 2010. On Oct. 19, 2010, the U.S. Trustee for Region 21 filed a motion to transfer the Debtor's case to the U.S. Bankruptcy Court for the Eastern District of New York. On Nov. 9, 2010, the Debtor's case was transferred to E.D.N.Y. and assigned Case No. 10-50566. In November 2010, the Bankruptcy Court order the appointment of a Chapter 11 trustee at the behest of Neshgold, LP. The U.S. Trustee appointed Alan Nisselson as chapter 11 Trustee. Alan Nisselson selected Choice Consultants LLC as his managing agent. No official committee of unsecured creditors has been appointed in the case. CORUS BANKSHARES: Former Execs. Settle Class Action Suit for $10M ----------------------------------------------------------------- Carolina Bolado at Bankruptcy Law360 reports that former directors of Corus Bankshares Inc. have agreed to pay $10 million to settle a putative shareholder class action in Illinois alleging the Company misrepresented its finances during the housing crisis, according to court papers filed Tuesday. Law360 relates that the plaintiffs asked the Illinois federal court to sign off on the agreement with the two remaining defendants, former Corus CEO Robert Glickman and ex-Chief Financial Officer Tim Taylor. The plaintiffs had voluntarily dismissed their claims against Corus after the company declared bankruptcy in June 2010. About Corus Bankshares, Inc. Chicago, Illinois-based Corus Bankshares, Inc., is a bank holding company. Its lone operating unit, Corus Bank, N.A., was closed on September 11, 2009, by regulators, and the Federal Deposit Insurance Corporation was named receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with MB Financial Bank, National Association, Chicago, Illinois, to assume all of the deposits of Corus Bank. The Company sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 10-26881) on June 15, 2010, disclosing $314,145,828 in assets and $532,938,418 in liabilities as of the Chapter 11 filing. Kirkland & Ellis LLP's James H.M. Sprayregen, Esq., David R. Seligman, Esq., and Jeffrey W. Gettleman, Esq., serve as the Debtor's bankruptcy counsel. Kinetic Advisors is the Company's restructuring advisor. Plante & Moran is the Company's auditor and accountant. Kilpatrick Stockton LLP's Todd Meyers, Esq., and Sameer Kapoor, Esq.; and Neal Gerber & Eisenberg LLP's Mark Berkoff, Esq., Deborah Gutfeld, Esq., and Nicholas M. Miller, Esq., represent the official committee of unsecured creditors. CREDITRON FINANCIAL: IRS Postpones Auction for Seized Assets ------------------------------------------------------------- Ed Palatella at Erie Times-News reports that the Internal Revenue Service postponed the auction of business properties owned by Erie couple Alfred D. Covatto and Joyce M. Covatto, who own telemarketer Creditron Financial Corp. The auction was scheduled for Wednesday last week. The IRS, which seized the properties to recoup money from unpaid taxes, did not schedule a new date. The buildings scheduled for sale house the offices of Creditron and Telatron. Based in Erie, Pennsylvania, Creditron Financial Corporation dba Teletron Marketing Group Inc. filed for Chapter 11 bankruptcy protection (Bankr. W.D. Penn. Case No.: 08-11289) on July 3, 2010. Stephen H. Hutzelman, Esq., Plate Shapira Hutzelman Berlin May, et al., represents the Debtor. Debtor's financial condition as of July 3, 2008, showed $3 million in total assets, and $4.8 million in total debts. CROATAN SURF: Bank Lender Demands Adequate Protection Payments -------------------------------------------------------------- Royal Bank America asks the Bankruptcy Court to condition Croatan Surf Club, LLC's use and lease of the Bank's cash collateral on the payment to the Bank of rents released or available to be released by Village Realty and Management Services Inc. relating to the rentals of the Debtor's condominium units in May 2011 and each subsequent month, less $30,000 per month to pay the Debtor's operational expenses and condominium association fees, as adequate protection. The Debtor has been unable to sell the condo units. As a result, it has made the Units available for rent on a week to week basis to the general public for vacation use. Village Realty markets and promotes the rental of the Units to the public, and collects rental deposits and rental income paid. Village Realty releases to the Debtor only 50% of the advanced rental deposit once the rental deposit becomes non-refundable and retains the balance in escrow until the tenants' occupancy has occurred or to pay expenses for the maintenance and repair of the rented unit to third parties. The Bank asserts that the rentals constitute cash collateral on account of its prepetition loan to the Debtor. According to the Bank, as of the Petition Date, the outstanding balance due to the Bank under the Debtor's promissory note was $19,059,327.40 of principal and including default interest, late charges and attorneys fees and costs provided under the terms of the Note and North Carolina law. The Bank says it does not consent to the Debtor's use of the Property or the Rents in May 2011 and thereafter. The Bank's loan matured on Jan. 1, 2010, and the Debtor is in default under the Promissory Note. The Debtor last paid the Bank interest on the Loan during December 2009. Prior to the Petition Date, the Bank commenced a proceeding to foreclose its Deed of Trust, and the Debtor unsuccessfully attempted to obtain a preliminary injunction to stay the foreclosure sale. The trustee had scheduled the foreclosure sale on the Property for Jan. 11, 2011. One day prior to the date scheduled for the foreclosure sale, the Debtor for bankruptcy. The Edwards Family Partnership, L.P., holds a second priority lien subordinate to the Bank's lien against the Debtor's condo units on account of $3,000,000 in mezzanine financing provided to the Debtor. On March 3, 2011, the Bankruptcy Court entered a first interim order allowing the Debtor to use cash collateral on limited basis. The First Interim Cash Collateral Order provided that any excess cash over budgeted expense items and the 2010 real estate taxes was to be paid to the Bank as adequate protection for the use of the Bank's cash collateral. Unfortunately, there was no excess cash. On May 4, 2011, the Court entered its Second Interim Cash Collateral Order, which only provided for the Debtor's use of cash collateral from April 1, 2011 through April 30, 2011. The Second Cash Collateral Order also provided that any excess cash over the budgeted expense items and the unpaid balance of the 2010 Real Estate taxes are to be paid to the Bank as adequate protection for the use of the Bank's cash collateral. Unfortunately again, there was no excess cash. On Feb. 18, 2011, the Debtor filed its Second Amended Plan and accompanying Disclosure Statement. Summary of the Plan has been reported in the Troubled Company Reporter. A hearing on confirmation of the Plan is scheduled for June 6 and 7, 2011. The Bank has sought relief from the automatic stay; and valuation of its secured claim as well as that of EFP, and determination of their voting rights. Hearings on those matters were scheduled to begin on May 16 and are now scheduled to begin on June 6. The Bank is represented in the case by: Julie B. Pape, Esq. WOMBLE CARLYLE SANDRIDGE & RICE, PLLC OneWest Fourth Street Winston-Salem, NC 27101 Tel: (336) 721-3715 Fax: (336) 726-8072 E-mail: jpape@wcsr.com - and - Walter Weir, Jr., Esq. Kenneth E. Aaron, Esq. Abbe A. Miller, Esq. WEIR & PARTNERS LLP The Widener Building, Suite 500 1339 Chestnut Street Philadelphia, PA 19107 Tel: (215) 665-8181 Fax: (215) 665-8464 E-mail: wweir@weirpartners.com kaaron@weirpartners.com abbe.miller@weirpartners.com Attorney for Edwards Family Partnership is represented by: Charles N. Anderson, Jr., Esq. ELLIS & WINTERS LLP 1100 Crescent Green, Suite 200 Cary, NC 27518 Tel: 919-865-7011 Fax: 919-865-7010 E-mail: chuck.anderson@elliswinters.com About Croatan Surf Kill Devil Hills, North Carolina-based Croatan Surf Club, LLC, owns a 36-unit ocean-front condominium building in Dare County, North Carolina. It filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 11-00194) on Jan. 10, 2011. Walter L. Hinson, Esq., and Maureen Radford, at Hinson & Rhyne, P.A., in Wilson, N.C., represent the Debtor as counsel. No creditors committee has been formed in the case. In its schedules, the Debtor disclosed $26,151,718 in assets and $19,350,000 in liabilities. CROSS COUNTY: Asks for Approval of John Lewis as Counsel -------------------------------------------------------- Cross County National Associates, LP, asks the U.S. Bankruptcy Court for the Eastern District of Texas (Sherman) for permission to employ John P. Lewis, Jr., as its Chapter 11 counsel. Subject to the control and further order of the Court, the Debtor's attorneys will be required to render these services: a. To assist in the preparation of schedules and statement of affairs and any amendments thereto; b. To attend and participate with the Debtor in its Section 341 meeting; c. To direct the Debtor concerning administrative and reorganization issues; and d. To perform all other necessary legal services in connection with this Chapter 11 case and in any adversary proceedings arising in this case. The Debtor desires to employ John P. Lewis, Jr., on an hourly basis for actual and necessary services rendered, based upon the time, the nature, the extent, and the value of said services, in accordance with the usual rates for the cost of comparable services other than in a case under Chapter 11, together with reimbursement of the Applicant's actual and necessary expenses. John P. Lewis, Jr.'s hourly rate for this engagement is $300. John P. Lewis, Jr., holds or represents no interest adverse to the Chapter 11 Trustee or to the estate and is a disinterested party under Section 101(14) of the Bankruptcy Code with respect to the matters for which it is to be retained. Plano, Texas-based Cross County National Associates, LP, dba Cross County Mall, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No. 11-40915) on March 28, 2011. The Debtor estimated its assets and debts at $10 million to $50 million. CROSS COUNTY: Court Okayed Use of Rents for 14-Day Period --------------------------------------------------------- On May 6, 2011, the U.S. Bankruptcy Court for the Eastern District of Texas granted Cross County National Associates, LP, permission to use lender Cathay Bank's cash collateral on an interim basis, to pay necessary expenses pursuant to a First Interim Budget for the period May 1, 2011, to May 15, 2011. Any positive variance in total monthly expenditures greater than 7% will require written permission of the Lender, which may be given by counsel for the Lender and transmitted by e-mail. The order was signed on May 13, 2011. Cathay Bank asserts first priority liens and security interests in the Debtor's 306,609 sq. ft. retail shopping center known as "Cross County Mall" located at 700 Broadway East, Matoon, Illinois, and all revenues, receipts and other cash proceeds generated thereby pursuant to its loan and security documents. Cathay Bank contends that the principal balance of the debt secured by the Property is $8,833,039. Debtor valued the Property on its bankruptcy schedules at $9,500,000. As adequate protection, Lender is granted replacement liens in all present and after-acquired property and assets of the Debtor, retroactive to March 28, 2011. For any diminution in the value of Lender's interests in its prepetition collateral from and after the petition date resulting from the use of cash collateral with such use not otherwise adequately protected through the grant of replacement liens, the Lender is granted an administrative expense claim pursuant to 11 U.S.C. Section 507(b). Plano, Texas-based Cross County National Associates, LP, dba Cross County Mall, owns a retail shopping center know as "Cross County Mall" located at 700 Broadway East, Mattoon, Illinois. It filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No. 11-40915) on March 28, 2011. John P. Lewis, Jr., Esq., who has an office in Dallas, Texas, serves as the Debtor's bankruptcy counsel. In its schedules, the Debtor disclosed $12,430,286 in assets and $13,096,273 in liabilities. DENNEY FARMS: Gives Up to Lender, Asks for Case Dismissal --------------------------------------------------------- Denney Farms has requested the U.S. Bankruptcy Court to dismiss its Chapter 11 case. Pursuant to the order of the Bankruptcy Court, secured creditor, Farm Credit West, PCA, and Farm Credit West, FLCA, obtained relief from the automatic stay regarding the Debtor's real property consisting of a residential home, vineyards and open farm lands located 72120 Jolon Road, Bradley, Monterey County, California. Paul W. Moncrief, Esq., counsel for the Debtor, tells the Court that Farm Credit West, PCA, and Farm Credit West, FLCA, and the Debtor have entered into agreement to settle the claims of the secured creditor in this Chapter 11 case. Mr. Moncrief adds that there is no equity value in the remaining assets of the Debtor's estate and that there is no reasonable likelihood of the Debtor obtaining an order confirming a Plan of Reorganization. About Denney Farms Bradley, California-based Denney Farms, a California Limited Partnership, produces wine grapes on over 1,000 acres of vineyards in south Monterey County. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif. Case No. 10-59704) on Sept. 17, 2010. Paul W. Moncrief, Esq., at Johnson & Moncrief, PLC, in Salinas, Calif., assists the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million. DESERT OASIS: Wants to Use Rental Income to Fund Bankruptcy ----------------------------------------------------------- Desert Oasis Apartments LLC seeks permission from the Bankruptcy Court to utilize revenue generated by its apartment complex to fund its operations through Dec. 31, 2011 or upon confirmation of a bankruptcy-exit plan. The revenue represents cash collateral securing obligations to Wells Fargo Bank, N.A., as trustee for JP Morgan Chase Bank; Midland Loan Services, Inc., as loan servicer; and CT Investment Management Co., LLC, as special servicer. The Debtor owed no more than $3,076,716 under a secured loan with JPMorgan. JPMorgan transferred its rights in the loan to Wells Fargo. The Debtor is in default on its obligations. The Debtor said Wells Fargo is oversecured. Moreover, the apartment is insured. The Court will convene a hearing on May 24, 2011 at 10:00 a.m. to consider the cash collateral motion. Separately, the Debtor has filed for motion for approval of procedures to honor prepetition tenant security deposits. The Court will hold a hearing on this matter on June 21. About Desert Oasis Apartments Desert Oasis Apartments LLC owns a garden-style apartment complex situated across the boulevard from the Mandalay Bay Resort. The apartment complex is valued at at least $6,500,000. Secured creditor Wells Fargo set a trustee's sale on the apartment complex for May 11, 2011, but Desert Oasis sought bankruptcy protection (Bankr. D. Nev. Case No. 11-17208) on May 10. Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, serves as the Debtor's bankruptcy counsel. The petition listed $10 million to $50 million in assets and $1 million to $10 million in debts. The petition was signed by David Gaffin, manager. DESERT OASIS: Hires Schwartzer & McPherson as Bankruptcy Counsel ---------------------------------------------------------------- Desert Oasis Apartments LLC seeks Bankruptcy Court authority to employ as its legal counsel: Lenard E. Schwartzer, Esq. Jeanette E. McPherson, Esq. SCHWARTZER & MCPHERSON LAW FIRM 2850 S. JONES BOULEVARD, SUITE 1 Las Vegas, NV 89146 Tel: (702) 228-7590 Fax: 702-892-0122 E-mail: bkfilings@s-mlaw.com The firm's rates are: Attorneys Lenard E. Schwartzer, Esq. $500 Jeanette E. McPherson, Esq. $400 Jason A. Imes, Esq. $300 Emelia L. Allen, Esq. $200 Paralegal/Legal Assistant Angela Hosey $125 Sheena Clow $125 Mr. Schwartzer disclosed that his firm received a $173,053 retainer from the Debtor. He said the firm does not represent any interest that is adverse to the Debtor or their estates. He, however, noted that his firm represents Desert Land LLC and Desert Oasis Investments, as well as the Debtor, in litigation brought by Tom Gonzales, which is pending in the U.S. District Court for the District of Nevada. Desert Land and Desert Oasis Investments are owned directly or indirectly by Howard Bulloch and David Gaffin who are managers of the Debtor. Desert Land is a creditor of the Debtor. The firm also represented Desert Land in its chapter 11 case (Bankr. D. Nev. Case No. 02-16202). Desert Oasis Apartments was a co-debtor in that case. A plan was confirmed in the Desert Land case in April 2003. The confirmation order was appealed and the last order regarding the appeal was entered by the Court of Appeals for the Ninth Circuit in November 2005. About Desert Oasis Apartments Desert Oasis Apartments LLC owns a garden-style apartment complex situated across the boulevard from the Mandalay Bay Resort. The apartment complex is valued at at least $6,500,000. Secured creditor Wells Fargo set a trustee's sale on the apartment complex for May 11, 2011, but Desert Oasis sought bankruptcy protection (Bankr. D. Nev. Case No. 11-17208) on May 10. Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, serves as the Debtor's bankruptcy counsel. The petition listed $10 million to $50 million in assets and $1 million to $10 million in debts. The petition was signed by David Gaffin, manager. DESERT OASIS: Sec. 341 Creditors' Meeting Set for June 9 -------------------------------------------------------- The United States Trustee for the District of Nevada will convene a meeting of creditors of Desert Oasis Apartments, LLC, on June 9, 2011, at 2:00 p.m. at 341s - Foley Bldg, Rm. 1500 in Las Vegas. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases. Attendance by the Debtors' creditors at the meeting is welcome, but not required. The Section 341(a) meeting offers the creditors a one-time opportunity to examine the Debtor's representative under oath about the Debtor's financial affairs and operations that would be of interest to the general body of creditors. The last day to file proofs of claim against the Debtor's estate is Sept. 7, 2011. About Desert Oasis Apartments Desert Oasis Apartments LLC owns a garden-style apartment complex situated across the boulevard from the Mandalay Bay Resort. The apartment complex is valued at at least $6,500,000. Secured creditor Wells Fargo set a trustee's sale on the apartment complex for May 11, 2011, but Desert Oasis sought bankruptcy protection (Bankr. D. Nev. Case No. 11-17208) on May 10. Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, serves as the Debtor's bankruptcy counsel. The petition listed $10 million to $50 million in assets and $1 million to $10 million in debts. The petition was signed by David Gaffin, manager. DEVELOPERS DIVERSIFIED: Fitch Affirms 'BB' Issuer Default Rating ---------------------------------------------------------------- Fitch Ratings has affirmed these credit ratings of Developers Diversified Realty Corporation (NYSE: DDR, Developers Diversified): -- Issuer Default Rating (IDR) at 'BB'; -- $1 billion unsecured revolving credit facilities at 'BB'; -- $1.7 billion unsecured medium term notes at 'BB'; -- $583.4 million unsecured convertible notes at 'BB'; -- $375 million preferred stock at 'B+'. The Rating Outlook has been revised to Positive from Stable. The revision in the Outlook to Positive reflects Fitch's expectation of improvement in the company's credit profile in the near term. Fitch anticipates a continued strengthening of fundamentals across the company's retail property portfolio in 2011 along with stronger fixed charge coverage ratios. The Positive Outlook also reflects management's plan to strengthen the company's credit profile by de-levering via higher retained cash flow, EBITDA growth and an increase in the percentage of net operating income (NOI) derived from the prime portfolio. While Fitch anticipates positive rating momentum, the company's debt maturity schedule exhibits sizeable refinance risk in 2012 and a base case liquidity coverage ratio of below 1.0 times (x) through 2012, which is mitigated by the company's demonstrated access to capital and pending refinancing activities. However, Fitch remains somewhat concerned with the company's unencumbered asset coverage of unsecured debt that represents less contingent liquidity than other REITs focused on the ownership of shopping centers. Credit concerns center on the company's debt maturity schedule, which includes $1.1 billion of 2012 consolidated debt maturities as of March 31, 2011. Pro rata consolidated and unconsolidated debt maturities in 2012 represented 28.1% of total maturities as of March 31, 2011. While the company has proven access to capital, debt maturities span the capital structure and include a $550 million secured term loan, $195.1 million in convertible notes with a put date in 2012, $223.2 million of senior unsecured notes, as well as mortgage maturities. DDR's sources of liquidity (unrestricted cash, availability under the company's revolving credit facilities, projected retained cash flows from operating activities after dividends pro forma for the redemption of series G preferred stock) divided by uses of liquidity (pro rata debt maturities and projected recurring capital expenditures) was 0.7x for April 1, 2011 through Dec. 31, 2012. As the company looks to refinance its $550 million term loan, liquidity coverage would increase to 1.0x. Additionally, in the event that the company refinances 90% of remaining 2011 and 2012 secured debt maturities, liquidity coverage would be solid at 1.8x. While DDR has demonstrated access to capital, its unencumbered asset coverage of unsecured debt ratio (calculated as unencumbered property NOI divided by an illustrative capitalization rate of 8% to unsecured debt) was 1.5x as of March 31, 2011, indicating limited contingent liquidity. In light of the economic recovery, DDR's pricing power continued to improve in 1Q'11 with total anchor base rents and shop space rents across the portfolio averaging $10.16 per square foot and $20.83 per square foot, respectively, up 11.4% and 4.4% respectively from 1Q'10. Leasing spreads increased 5.4% in 1Q'11 including 9% on new leases and 4.9% on renewals, marking the fourth consecutive quarter of positive spreads relative to expiring rates. Coupled with a rising lease rate to 92.4% as of March 31, 2011 (92.6% including Brazil) from 91.3% as of March 31, 2010, same-property NOI was up 3.9% in 1Q'11 following growth of 1.1% in 2010 and a decline of 3.6% in 2009. The company's fixed charge coverage ratio (defined as recurring operating EBITDA including Fitch's estimate of recurring cash distributions from joint ventures less recurring capital expenditures and straight-line rent adjustments, divided by total interest incurred and preferred dividends) was 1.6x for the trailing 12 months ended March 31, 2011, compared with 1.7x in 2009 and 1.8x in 2008. The reduction was principally due to weaker earnings power following tenant bankruptcies along with higher capital expenditures associated with leasing previously vacant space. Fitch anticipates that low-single digit same-property NOI growth over the next 12 to 24 months, reduced capital expenditures, and lower preferred dividends following the recent redemption of DDR's 8% class G preferred stock will result in fixed charge coverage approaching 2.0x indicative of positive rating momentum. Based on Fitch's unlikely double-dip downside scenario, fixed charge coverage would be approximately 1.5x, which would be appropriate for a 'BB' rating and a Stable Outlook. In a more adverse case than a double-dip scenario, fixed charge coverage could fall below 1.4x which would further pressure ratings as it would be appropriate for a 'BB-' rating. DDR's leverage, calculated as net debt to recurring operating EBITDA, continues to decline. Leverage was 8.6x as of March 31, 2011 compared with 8.6x and 10.0x as of Dec. 31, 2010 and Dec. 31, 2009, respectively. The company continues to pay a modest quarterly dividend of $0.04 per share, bolstering retained cash flow that may be utilized to repay maturing indebtedness. Along with EBITDA growth including cash flow from newly leased space, Fitch anticipates leverage in the mid-7x range over the next 12- to-24 months. In Fitch's downside scenario, leverage would remain approximately 8.5x and in a more adverse scenario not anticipated by Fitch, leverage could exceed 10x. DDR's management team remains focused on improving the company's credit profile and further elevating the prime portfolio via sales of non-prime assets outside of primary markets that are experiencing flat or negative income. Prime portfolio NOI was 86.7% of total NOI in 1Q'11, up from 81.6% in 1Q2010. The company plans to reduce non-prime assets to less than 10% of NOI by 2015. At present, the portfolio maintains a well-diversified tenant roster, with top tenants by base revenues being Wal-Mart (IDR of 'AA' by Fitch with a Stable Outlook) at 4.2%, TJX Companies at 2.2%, PetSmart at 2%, Bed, Bath and Beyond at 1.9%, and Kohl's (IDR of 'BBB+' by Fitch with a Stable Outlook) at 1.7%. The two-notch difference between DDR's IDR and preferred stock rating is consistent with Fitch's criteria for corporate entities with an IDR of 'BB'. Based on the criteria report, 'Equity Credit for Hybrids & Other Capital Securities,' DDR's preferred stock is 75% equity-like and 25% debt-like since it is perpetual and has no covenants but has a cumulative deferral option. These factors may result in an upgrade to 'BB+': -- Fixed charge coverage sustaining above 1.8x (fixed charge coverage ratio was 1.6x for the trailing 12 months ended March 31, 2011); -- Net debt to recurring operating EBITDA sustaining below 8.0x (leverage was 8.6x as of March 31, 2011); -- Improvements in liquidity coverage. These factors may result in an upgrade to investment-grade: -- Fixed charge coverage sustaining above 2.0x; -- Net debt to recurring operating EBITDA sustaining below 7.0x; -- A sustained base case liquidity coverage ratio of above 1.0x (as of March 31, 2011, base liquidity coverage for April 1, 2011 to Dec. 31, 2012 was 0.7x). These factors may have a negative impact on DDR's ratings and/or Outlook: -- Fixed charge coverage sustaining below 1.5x. -- Net debt to recurring operating EBITDA sustaining above 9.0x; -- Reductions in liquidity coverage. DDR is a real estate investment trust (REIT) based in Cleveland, Ohio in the business of acquiring, developing, redeveloping, leasing, and managing shopping centers and other retail properties. As of March 31, 2011, the company had $9.3 billion in undepreciated book assets, a common equity market capitalization of $3.7 billion, and a total market capitalization of $8.6 billion. As of March 31, 2011, DDR's portfolio included 521 shopping centers and interests in retail properties. DMW MARINE: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: DMW Marine, LLC 102 Pickering Way, Suite 503 Exton, PA 19341 Bankruptcy Case No.: 11-13953 Chapter 11 Petition Date: May 17, 2011 Court: U.S. Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Jean K. FitzSimon Debtor's Counsel: Charles M. Golden, Esq. OBERMAYER REBMANN MAXWELL & HIPPEL LLP 1900 One Penn Center 1617 J.F. K. Boulevard, 19th Floor Philadelphia, PA 19103 Tel: (215) 665-3170 E-mail: charles.golden@obermayer.com Estimated Assets: $100,001 to $500,000 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/paeb11-13953.pdf The petition was signed by Michael Antonoplos, receiver. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Douglas M. Weidner 10-31034 12/23/10 DREIER LLP: Trustee Seeks OK of $11.5MM Settlement With Perella --------------------------------------------------------------- Hilary Russ at Bankruptcy Law360 reports that the trustee overseeing the liquidation of imprisoned attorney Marc S. Dreier's former firm on Tuesday asked a New York bankruptcy court to approve an $11.5 million deal to end an adversary case against the financial firm Perella Weinberg Partners LP. Attorneys for trustee Sheila M. Gowan filed a motion asking the judge to sign off on the settlement, which would end the avoidance action against PWP and its Xerion hedge fund for allegedly taking in $24.1 million, according to Law360. About Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On Dec. 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Sheila M. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee. Wachovia Bank National Association, the Chapter 11 trustee, and Steven J. Reisman as post-confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier, 60, pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. EAGLE ROCK: Moody's Assigns 'B3' Rating to Senior Notes ------------------------------------------------------- Moody's Investors Service assigned Eagle Rock Energy Partners, L.P. (Eagle Rock) a B1 Corporate Family Rating (CFR) and rated the partnership's proposed offering of $300 million of senior notes B3. Moody's also assigned a SGL-3 Speculative Grade Liquidity rating and a stable outlook. The proceeds from the senior notes offering will be used to repay borrowings on Eagle Rock's senior secured revolving credit facility. RATINGS RATIONALE "Eagle Rock's B1 CFR reflects the partnership's reasonable financial leverage following the largely equity funded Crow Creek acquisition and management's commitment to further leverage reduction," said Pete Speer, Moody's Vice President. "The partnership has higher business risk than its similarly rated peers and therefore maintaining lower financial risk will be important for its ratings." Eagle Rock is a publicly traded master limited partnership (MLP) that owns natural gas gathering and processing (G&P) assets and oil and gas reserves. The partnership's midstream assets are located in Texas and Louisiana, with most of this segment's margin being generated by G&P systems in the Texas Panhandle and East Texas/Louisiana locations. As of Dec. 31, 2010, approximately 26% of natural gas throughput volumes were under fixed-fee contracts, with the remainder under percent-of-proceeds or other contracts that contain commodity price risk. Therefore, in addition to the inherent volume risk, Eagle Rock's midstream assets have higher commodity price risk than most B1 peers. On May 3, 2011, the partnership closed the acquisition of CC Energy II L.L.C. ("Crow Creek") for approximately $530 million. The acquisition more than doubled the size of Eagle Rock's E&P business and lengthened its reserve life. The acquired properties had a 2010 exit production rate of approximately 7,300 boe/day and approximately 44.7 million boe of proved reserves that were approximately 80% natural gas and 66% proved developed. The valuation appears full at around $73,000 per boe of daily production and $15.50 per boe of proved reserves (including future development costs), particularly given its high natural gas content. However, the transaction gives Eagle Rock's E&P business many more drilling locations to provide visible production growth and prospective acreage in the wet gas window of the Cana Shale play in Oklahoma. Pro forma for the Crow Creek acquisition and the senior notes offering, Eagle Rock will have consolidated debt/EBITDA of around 3.8x at March 31, 2011, which is significantly lower than most B1 rated peers and somewhat mitigates the partnership's higher business risk. Allocating debt to the midstream and E&P business yields somewhat higher leverage on the midstream business at around 4.1x, while the E&P business has debt/proved developed reserves of approximately $8/boe and debt/average daily production of $41,000/boe. These leverage metrics are expected to improve over the course of 2011 through modest volume growth in its midstream and E&P businesses that will be partially funded with equity from outstanding in-the-money warrants. Management has targeted consolidated Debt/EBITDA of less than 3.5x and it is important for the B1 rating and stable outlook that this leverage level be reached and maintained. Longer-term we expect the company to continue reducing its business risk by increasing the fixed fee proportion of its midstream business. If leverage levels don't decline as expected, then the outlook could be changed to negative or the ratings downgraded. A positive outlook or ratings upgrade is unlikely in the near to medium term. In order to consider a positive rating action, Eagle Rock will need to significantly decrease its business risk through growth of its midstream business with fee based contracts and/or significantly grow its proved reserve and production scale (average daily production approaching 20,000 boe) while reducing debt/production below $30,000/boe. The SGL-3 rating is based on our expectation that Eagle Rock will maintain adequate liquidity through the first half of 2012. The partnership is in the process of refinancing its existing credit facility with a new five-year senior secured credit facility that is expected to have an initial borrowing base and aggregate commitments of approximately $675 million. Following the notes offering pro forma availability is expected to be $231 million. This borrowing capacity should be adequate to fund the partnership's forecasted negative free cash flow while leaving sufficient room for unexpected working capital fluctuations and future borrowing base redeterminations. The new facility will have financial maintenance covenants including limitations on leverage and minimum interest coverage. The partnership has good headroom under the proposed covenants on a pro forma basis and we expect that to continue through the middle of next year. The B3 rating on the proposed $300 million senior notes reflects both the overall probability of default of Eagle Rock, to which Moody's assigns a PDR of B1, and a loss given default of LGD 5 (85%). The senior notes are unsecured and guaranteed by domestic subsidiaries on a senior unsecured basis. The notes will be subordinate to the $675 million senior secured credit facility. The size of this potential priority claim to the assets relative to the amount of the senior notes results in the notes being rated two notches beneath the B1 CFR under Moody's Loss Given Default (LGD) Methodology. The principal methodology used in rating Eagle Rock Energy Partners was the Global Midstream Energy Industry Methodology, published December 2010. Other methodologies used include Independent Exploration and Production (E&P) Industry, published in December 2008. ELECTRIC CITY: Receivership, Chapter 11 to Address Woes Suggested ----------------------------------------------------------------- Richard Ecke at Great Falls Tribune reports that bankruptcy protection and receivership are two new suggestions for what to do about Electric City Power, Great Falls' debt-ridden municipal power utility. ECP, which is more than $5 million in debt, should seek Chapter 11 bankruptcy protection, according to retired professor Aart Dolman, who spoke at a Great Falls City Commission meeting Tuesday night. Mr. Dolman's idea came on the heels of a request earlier this month by the city's wholesale power supplier that a state District Court judge name a receiver for Electric City Power. According to the report, ECP is a nonprofit entity created by the city at mid-decade to conduct its electrical power business. Large customers of ECP have conveyed plans to stop buying power. The Company's plans for a voluntary rate increase for the remaining customers have faced opposition. The City Commission set a public hearing for 7 p.m. June 7 at the Civic Center on whether the city itself, which is a customer of ECP, should voluntarily agree to pay more for its electricity for February through June. ELK GROVE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Elk Grove Fitness LLC dba Gold's Gym 2285 Longport Ct. Elk Grove, CA 95758 Bankruptcy Case No.: 11-32255 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Michael S. McManus Debtor's Counsel: Robert M. Yaspan, Esq. LAW OFFICES OF ROBERT M. YASPAN 21700 Oxnard St #1750 Woodland Hills, CA 91367 Tel: (818) 905-7711 Scheduled Assets: $312,242 Scheduled Debts: $4,673,262 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/caeb11-32255.pdf The petition was signed by Ron Ask, managing member. Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Capitol Fitness Network, LLC EMPIRE RESORTS: Incurs $558,000 Net Loss in First Quarter --------------------------------------------------------- Empire Resorts, Inc., filed with filed the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $558,000 on $14.91 million of net revenues for the three months ended March 31, 2011, compared with a net loss of $2.24 million on $15.46 million of net revenues for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $47.50 million in total assets, $41.41 million in total liabilities, all current, and $6.09 million in total stockholders' equity. About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Friedman LLP, after auditing the Company's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about the Company's ability to continue as a going concern. Friedman noted that the Company's ability to continue as a going concern depends on its ability to satisfy its indebtedness when due. In addition, the Company has continuing net losses and negative cash flows from operating activities. Empire Resorts reported a net loss of $17.57 million on $68.54 million of net revenues for the year ended Dec. 31, 2010, compared with a net loss of $10.57 million on $67.63 million of net revenues during the prior year. ENERGYCONNECT GROUP: Files Form S-8; Registers 1.2MM Shares ----------------------------------------------------------- EnergyConnect Group, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement 1,250,000 shares of the Company's common stock issuable pursuant to Restricted Stock Unit Agreements. A full-text copy of the prospectus is available for free at http://is.gd/rAA5Qx About EnergyConnect Group Campbell, Calif.-based EnergyConnect Group Inc. (OTC BB: ECNG) -- http://www.energyconnectinc.com/-- is a provider of demand response services to the electricity grid. Demand response programs provide grid operators with additional electricity generation capacity by encouraging consumers to curtail their electricity usage. RBSM LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the year ended Jan. 2, 2010. The independent auditors noted that the Company is experiencing difficulty in generating sufficient cash flow to meet its obligations and sustain its operations. The Company's balance sheet at April 2, 2011, showed $15.25 million in total assets, $11.53 million in total liabilities and $3.72 million in total shareholders' equity. ENERGYCONNECT GROUP: Incurs $1-Mil. Net Loss in April 2 Qtr. ------------------------------------------------------------ EnergyConnect Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $1.09 million on $5.77 million of revenue for the three months April 2, 2011, compared with net income of $2.08 million on $7.02 million of revenue for the three months ended April 3, 2010. The Company's balance sheet at April 2, 2011, showed $15.25 million in total assets, $11.53 million in total liabilities and $3.72 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/iMyZMn About EnergyConnect Group Campbell, Calif.-based EnergyConnect Group Inc. (OTC BB: ECNG) -- http://www.energyconnectinc.com/-- is a provider of demand response services to the electricity grid. Demand response programs provide grid operators with additional electricity generation capacity by encouraging consumers to curtail their electricity usage. RBSM LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the year ended Jan. 2, 2010. The independent auditors noted that the Company is experiencing difficulty in generating sufficient cash flow to meet its obligations and sustain its operations. ENIVA USA: Receives OK to Hire Leslie Anderson as Tax Counsel ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Minnesota authorized Eniva USA, Inc., to employ Leslie A. Anderson, Ltd., as special counsel in connection with the appeal or amendment of prior year sales tax returns is approved. Anderson is experienced in such work and is agreeable to performing such services on a contingency fee basis, with such compensation being subject to allowance by this Court. Anderson previously entered into a contingent fee arrangement dated September 24, 2010, with the Debtor as it relates to multiple sales tax refund requests. To the best of the Debtor's knowledge, Anderson is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Eniva Anoka, Minnesota-based Eniva USA, Inc., fka Eniva, Inc., has been engaged in the development, production and sale of nutritional supplements since 1998. It is a wholly owned subsidiary of Wellspring International, Inc. It sells its products throughout the U.S. through a network of approximately 25,000 active independent sales representatives, each under non-exclusive membership contract with the Debtor. It also sells its products in Mexico, Puerto Rico, Bermuda, Canada and the U.K. through non Debtor affiliates owned by Wellspring. Eniva USA filed for Chapter 11 bankruptcy protection on March 1, 2011 (Bankr. D. Minn. Case No. 11-41414). The Debtor estimated its assets and debts at $10 million to $50 million as of the filing. EOS PREFERRED: Reports $1.45-Mil. First Quarter Net Profit ---------------------------------------------------------- EOS Preferred Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting net income of $1.45 million on $1.72 million of revenue for the three months ended March 31, 2011, compared with net income of $2.16 million on $2.44 million of revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $87.21 million in total assets, $484,000 in total liabilities and $86.72 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/nk0R8y About EOS Preferred Based in New York, EOS Preferred Corporation (formerly Capital Crossing Preferred Corporation) is a Massachusetts corporation with the principal business objective to hold mortgage assets that will generate net income for distribution to stockholders. The Company was organized on March 20, 1998, to acquire and hold real estate assets and Aurora Bank FSB, an indirect wholly-owned subsidiary of Lehman Brothers Holdings Inc., owns all of the Company's common stock. Effective June 21, 2010, the Company changed its corporate name to EOS Preferred Corporation. The Company operates in a manner intended to allow its to be taxed as a real estate investment trust, or a "REIT," under the Internal Revenue Code of 1986, as amended. As a REIT, EOS will not be required to pay federal or state income tax if it distributes its earnings to its shareholders and continues to meet a number of other requirements. The Company reported net income of $7.65 million on $2.19 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $12.82 million on $3.56 million of total interest income during the prior year. As reported by the TCR on April 6, 2011, Ernst & Young LLP, in New York, expressed substantial doubt about the Company's ability to continue as a going concern. On Sept. 15, 2008, Lehman Brothers Holdings Inc., indirect parent company to Aurora Bank FSB, and ultimate parent company of EOS Preferred Corporation, filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code. Aurora Bank, the sole owner of the common stock of EOS Preferred Corporation, is subject to a Cease and Desist Order, dated Jan. 26, 2009, and a Prompt Corrective Action Directive, dated Feb. 4, 2009, issued by the Office of Thrift Supervision, requiring Aurora Bank, among other matters, to submit a capital restoration plan and a liquidity management plan, and imposing restrictions on certain activities of Aurora Bank and EOS Preferred Corporation. According to the independent auditors, the bankruptcy of Lehman Brothers and the ability of the OTS to regulate and restrict the business and operations of EOS Preferred Corporation, in light of the Cease and Desist Order and the Prompt Corrective Action Directive, raise substantial doubt about EOS Preferred Corporation's ability to continue as a going concern. EPANDCO HOLDINGS: Case Summary & 13 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Epandco Holdings, LLC 18653 Ventura Boulevard, #267 Tarzana, CA 91356 Bankruptcy Case No.: 11-16072 Chapter 11 Petition Date: May 17, 2011 Court: U.S. Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: Philip D. Dapeer, Esq. PHILIP DAOEER, A LAW CORPORATION 2625 Townsgate Road, Suite 330 Westlake Village, CA 91361 Tel: (323) 954-9144 Fax: (323) 954-0457 E-mail: PhilipDapeer@AOL.com Scheduled Assets: $3,563,000 Scheduled Debts: $5,689,445 A list of the Company's 13 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/cacb11-16072.pdf The petition was signed by Shlomo Eplboim, member and manager. ESQUIRE PROPERTY: Case Summary & Largest Unsecured Creditor ----------------------------------------------------------- Debtor: Esquire Property Management, LLC 1120 Roosevelt Irvine, CA 92620 Bankruptcy Case No.: 11-17020 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Mark S. Wallace Debtor's Counsel: Leslie A. Cohen, Esq. LESLIE COHEN LAW PC 506 Santa Monica Bl Ste 200 Santa Monica, CA 90401 Tel: (310) 394-5900 Fax: (310) 394-9280 E-mail: leslie@lesliecohenlaw.com 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 ------ --------------- ------------ Bank of America credit card $8,000 P.O. Box 15710 Wilmington, DE 19886-5710 The petition was signed by Thuong Luu, managing member of Esquire Property Management, LLC. FAIRVUE CLUB: Court Approves Disbursements, Dismisses Ch.11 Case ---------------------------------------------------------------- The Bankruptcy Court granted Fairvue Club Properties LLC's request to disburse funds and then dismiss the Chapter 11 case. Earlier, the Court signed off on an agreed order resolving The Internal Revenue Service's objection to Fairvue Club's request to disburse funds. The parties agree that the IRS has an administrative claim for the unpaid FICA and FUTA taxes for the post-petition period between Dec. 1 and 31, 2009, for $14,634.84. The parties agree that the IRS's administrative claim will be paid in the same manner as other administrative claims. As reported by the Troubled Company Reporter on May 19, 2011, Fairvue Club sought dismissal of its Chapter 11 case, saying it is administratively insolvent. The Debtor noted that the Court has granted its creditors -- American Security bank & Trust; First State Bank; and VGM Financial Services -- relief from stay on its real property assets. On Feb. 23, 2011, the Debtor sold the remaining assets to Gallatin Golf, LLC, for $90,000. After the sales, the Debtor's remaining assets consist of cash held is escrow amounting to $111,765. The Debtor asserts that the most efficient and cost effective means of distributing the remaining funds of the Chapter 11 estate is to distribute the funds pro rata to the remaining administrative expenses and then dismiss the case. The Debtor will pay the U.S. Trustee's $12,025 in administrative fees in full and also make these pro rate disbursement of the remaining funds: Tenn. Dept. of Labor, on behalf $79,242 of the unpaid employee claims Bradley Arant Boult Cummings LLP $180,644 VACO, LLC $41,939 About Fairvue Club Properties, LLC Based in Gallatin, Tennessee, Fairvue Club Properties, LLC, owns the Fairvue Plantation, a 504-acre development featuring 650 home sites, two 18-hole golf courses, and 5-miles of shoreline around Old Hickory Lake, a reservoir in north central Tennessee. The Company filed for Chapter 11 bankruptcy protection on Dec. 1, 2009 (Bankr. M.D. Tenn. Case No. 09-13807). William L. Norton, III, Esq., at Bradley Arant Boult Cummings LLP, in Nashville, Tenn., assists the Debtor in its restructuring effort. The Company disclosed $13,287,625 in assets and $17,215,175 in liabilities as of the Petition Date. The Court denied confirmation of the Debtor's Chapter 11 Plan on Nov. 12, 2010. Foxland Harbor Marina LLC filed for Chapter 11 bankruptcy protection on Dec. 31, 2009 (Bankr. M.D. Tenn. Case No. 09-14911), estimating both assets and debts between $1 million and $10 million. Foxland Club Properties, LLC, filed for Chapter 11 (Bankr. M.D. Tenn. Case No. 10-03566) on April 1, 2010, estimating both assets and debts to be between $1 million and $10 million. Mr. Norton also represents Foxland Harbor and Foxland Club. The three debtor entities are 100% owned by the Leon Moore 2009 Irrevocable Trust. Leon Leslie Moore is a Chapter 7 debtor. FIRST GEORGIA BANKING: Closed; CertusBank NA Assumes All Deposits ----------------------------------------------------------------- CertusBank, National Association, of Easley, S.C., acquired the banking operations, including all the deposits, of Atlantic Southern Bank of Macon, Ga., and First Georgia Banking Company of Franklin, Ga. The two banks were closed on Friday, May 20, 2011, by the Georgia Department of Banking and Finance, which appointed the Federal Deposit Insurance Corporation as receiver for each institution. To protect depositors, the FDIC entered into purchase and assumption agreements with CertusBank, N.A. All 26 branches of the two closed banks will reopen during their normal business hours as branches of CertusBank, N.A. Depositors of the two failed banks will automatically become depositors of CertusBank, N.A. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Atlantic Southern Bank had 16 branches, and First Georgia Banking Company had 10 branches. Customers of the two failed banks should continue to use their former branches until they receive notice from CertusBank, N.A., that it has completed systems changes to allow other branches of CertusBank, N.A., to process their accounts as well. As of March 31, 2011, Atlantic Southern Bank had total assets of $741.9 million and total deposits of $707.6 million; and First Georgia Banking Company had total assets of $731.0 million and total deposits of $702.2 million. Besides assuming all the deposits from the two Georgia banks, CertusBank, N.A., will purchase essentially all of their assets. The FDIC and CertusBank, N.A. entered into loss-share transactions on the failed banks' assets. The loss-share transaction for Atlantic Southern Bank was $585.1 million, and the loss-share transaction for First Georgia Banking Company was $452.1 million. CertusBank, N.A., will share in the losses on the asset pools covered under the loss-share agreements. The loss-share transactions are projected to maximize returns on the assets covered by keeping them in the private sector. The transactions also are expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers with questions about the transactions should call the FDIC toll free: for Atlantic Southern Bank customers, 1-800-823- 4939 and for First Georgia Banking Company customers, 1-800-823- 5017. Interested parties also can visit the FDIC's Web sites: for Atlantic Southern Bank, http://www.fdic.gov/bank/individual/failed/atlanticsthrn.html and for First Georgia Banking Company, http://www.fdic.gov/bank/individual/failed/fgbc.html The FDIC estimates that the cost to the Deposit Insurance Fund for Atlantic Southern Bank will be $273.5 million and for First Georgia Banking Company, $156.5 million. Compared to other alternatives, CertusBank, N.A.'s acquisition of the two institutions was the least costly option for the DIF. The closings are the 41st and 42nd FDIC-insured institutions to fail in the nation so far this year and the eleventh and twelfth in Georgia. The last FDIC-insured institution closed in the state was The Park Avenue Bank, Valdosta, on April 29, 2011. GHOST TOWN: Park Could See Life Again in 2012 --------------------------------------------- COASTER-net.com reports that a source close to the former owners of Ghost Town in the Sky has urged fans to "keep the faith," and is aiming to get the park back up and running in time for the 2012 season. Apparently, a package to sell the park to a new set of owners is now just waiting approval from a governmental agency, and could reopen by 2012. According to the report, while the park had originally planned to reopen in May 2010, a mudslide in February 2010 shot town the main access road to the area, which ended the Company's plans and forced them into Chapter 11 bankruptcy. This left the park's owners with little chance of emerging from bankruptcy, which would then be auctioned off to help pay off its debt. In December 2010, part-owner Al Harper sold 49% of his scenic railway company to Remodel Auction, forming the American Heritage Family Parks, which gave the park hope for emerging from bankruptcy. That company has now announced its intentions of saving the park, but no details have been announced since. Based in Waynesville, North Carolina, Ghost Town Partners, LLC, operatoro of the Ghost Town in the Sky amusement park, filed for Chapter 11 protection on March 11, 2009 (Bankr. W.D. N.C. Case No. 09-10271). David G. Gray, Esq., at Westall, Gray, Connolly & Davis, P.A., and William E. Cannon, Jr., at Brown, Ward & Haynes P.A., represent the Debtor in its restructuring effort. In its bankruptcy petition, the Debtor disclosed total assets of $13,035,300 and total debts of $12,305,672. FORESTRY MUTUAL: A.M. Best Lifts Fin'l Strength Rating to 'B-' -------------------------------------------------------------- A.M. Best Co. has upgraded the financial strength rating to B- (Fair) from C++ (Marginal) and issuer credit rating to "bb-" from "b+" of Forestry Mutual Insurance Company (FMIC) (Raleigh, NC). The outlook for both ratings has been revised to stable from positive. The rating actions reflect FMIC's increasing surplus and positive operating results as well as its expertise in loss control and safety procedures needed for the higher hazard risks the company insures. Additionally, FMIC has benefitted from management's initiatives taken in recent years to re-underwrite the business, improve FMIC's geographic diversification into neighboring states and to implement a zero tolerance policy for failure to comply with safety requirements. The stable outlook reflects A.M. Best's view that FMIC's operating performance and risk-adjusted capitalization will continue to improve in the near term. These positive rating factors are somewhat offset by FMIC's limited business profile as well as by market and economic conditions that create unique challenges for a single line niche writer of workers' compensation insurance for forestry and logging related risks. In addition, while FMIC's performance has been negatively affected by an increase in large claims, overall frequency levels have significantly improved in recent years. With a lowering of FMIC's retention levels on its reinsurance program, the company is better protected from large losses, and thus, reduced volatility in earnings is expected in the future. Also mitigating the increase in larger claims is the effectiveness of FMIC's safety program and strong reserving practices. FRANKLIN PACIFIC: Response to Armed Forces Bank Suit Due May 25 --------------------------------------------------------------- Armed Forces Bank, N.A., v. Stephen J. Collias, Gary L. Hall, and Gary L. Hall as Trustee of the Gary L. Hall Revocable Trust, No. 4:10-CV-00460-DGK (W.D. Mo.), was filed on May 4, 2010, for claims on debts Defendants guaranteed on behalf of Franklin Pacific Finance, LLP. Franklin defaulted on the debts, and then filed for Chapter 11 bankruptcy protection on May 24, 2010, in the United States Bankruptcy Court for the Central Division of California. The District Court has given Defendants five extensions of time, the first few with Plaintiff's consent, to answer or otherwise respond to the Complaint. The Court did so on the understanding that resolution of Franklin's Chapter 11 Plan would settle this dispute, thus obviating the need to litigate this case. The most recent extension was given because Defendants indicated that after May 2, 2011, the effective date of the Chapter 11 Plan, certain payments would be made to Plaintiff which would facilitate dismissal of this action. On April 7, 2011, the bankruptcy court confirmed the Chapter 11 Plan, and it took effect May 2, 2011. Plaintiff alleges that as of May 6, 2011, neither Franklin nor the Defendants have complied with the Plan, and Defendants remain significantly indebted to Plaintiff under the guarantees. Plaintiff contends that Defendants are essentially stalling, and has asked the Court to (1) reconsider its last order granting Defendants an extension of time to June 3, 2011 to answer or otherwise respond to the Complaint, and (2) set a Rule 16(b) deadline. According to District Judge Greg Kays, it is unclear to the Court whether Plaintiff's allegations are true or not, but what is clear is that this case has not been resolved, a year has passed without any answer being filed or scheduling order being issued, and that it is time for this litigation to move forward. Accordingly, Plaintiff's motions are granted. The Defendants is directed to answer or otherwise respond to the Complaint on or before May 25, 2011. No additional extensions of time will be given. Failure to answer or otherwise respond will result in default. A copy of the District Court's May 18, 2011 Order is available at http://is.gd/N5FKT8from Leagle.com. FUNXION: Files for Bankruptcy After Investor Cuts Funding --------------------------------------------------------- Katy Stech, writing for Dow Jones' Daily Bankruptcy Review, reports that FunXion, a restaurant and bar in Washington D.C., filed for Chapter 11 bankruptcy protection Wednesday. According to DBR, founder Sed S. Haddad said one of its backers faced financial troubles and cut off its flow of money to the spot, which opened last spring. The bankruptcy filing halted the restaurant's plans to expand to Dupont Circle and Arlington, Virginia. "We have a positive cash flow, but the debt is too much for us to carry," Mr. Haddad told The Wall Street Journal's Bankruptcy Beat on Friday. DBR notes papers filed with the U.S. Bankruptcy Court in Washington, D.C., show that the club owes between $500,000 and $1 million but has assets worth less than $500,000. DBR notes FunXion sells tame, organic health food by day. No salt, oil, sugar or butter is allowed in the kitchen. But, upon nightfall, turns into a club that sells sustainable booze. Accordingly, its name switches to DysFunXion afterhours. GOLDENPARK LLC: Wants to Use Urban Commons' Cash Collateral ----------------------------------------------------------- Goldenpark LLC seeks authority from the Bankruptcy Court to use revenues from its hotel operations to pay expenses of maintaining and operating the hotel. Those revenues represent cash collateral securing the Debtor's obligations to Urban Commons Sycamore LLC. Goldenpark said it owes Urban $17.5 million under a secured loan that Urban assumed from Wilshire State Bank. According to Goldenpark, it maintained a productive relationship and was operating under a temporary forbearance with Wilshire. The situation was different with Urban, which, according to the Debtor, maintains a "reputation for acquiring debt to foreclose and operate real properties." Urban declared the loan in default in January 2011. The Debtors requested that the foreclosure be stayed so it could close on a sale of the Hotel, which was under contract to a third party for $24 million. Urban refused and commenced foreclosure proceedings on March 30. Urban requested the appointment of a receiver for the Hotel. The Debtor filed for bankruptcy one day before the scheduled hearing on Urban's request for a receiver. The Debtor said it has prepared a budget reflecting its ordinary and necessary operating expenses that must be paid postpetition to preserve the business. The budget was prepared collectively through the efforts of the Debtor's ownership as well as a third party independent management company, Hotel Management Group LLC. According to the Debtor, Urban and other creditors who may assert an interest in the cash collateral are adequately protected by the use of cash collateral. Urban is protected by an equity cushion of roughly 22.9% and the remaining secured creditors are protected by equity cushions of roughly 17.1% and 17.04%. The secured creditors will be further protected by the continuing management and operation of the Hotel, thereby preserving the value of their collateral. If there are cash flow shortages, further adequate protection will be provided by the fact that Dae In Kim will fund the shortfalls from non-estate funds as capital contributions. The Debtor also is seeking authority to pay (1) pay prepetition priority wages and commissions; and (2) honor accrued vacation and leave benefits. About Goldenpark LLC Goldenpark LLC operates a 171-room hotel in Norwalk, California. Pursuant to a franchise agreement with Hilton Worldwide, the hotel is currently being operated as a Double Tree Hotel. Goldenpark LLC filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-30070) on May 8, 2011, to halt a secured lender's attempt to place the hotel in the hands of a receiver. Judge Peter Carroll presides over the case. Levene Neale Bender Rankin & Brill LLP serves as the Debtor's counsel. In its petition, the Debtor listed $10 million to $50 million in both assets and debts. The petition was signed by Dae In Kim, managing member. GOLDENPARK LLC: Sec. 341 Creditors' Meeting on June 15 ------------------------------------------------------ The U.S. Trustee for the Central District of California will convene a meeting of creditors in the bankruptcy case of Goldenpark LLC on June 15, 2011, at 2:00 p.m. at RM 2610, 725 S Figueroa St., Los Angeles, California. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases. Attendance by the Debtors' creditors at the meeting is welcome, but not required. The Section 341(a) meeting offers the creditors a one-time opportunity to examine the Debtor's representative under oath about the Debtor's financial affairs and operations that would be of interest to the general body of creditors. About Goldenpark LLC Goldenpark LLC operates a 171-room hotel in Norwalk, California. Pursuant to a franchise agreement with Hilton Worldwide, the hotel is currently being operated as a Double Tree Hotel. Goldenpark LLC filed for Chapter 11 bankruptcy (Bankr. C.D. Calif. Case No. 11-30070) on May 8, 2011, to halt a secured lender's attempt to place the hotel in the hands of a receiver. Judge Peter Carroll presides over the case. Levene Neale Bender Rankin & Brill LLP serves as the Debtor's counsel. In its petition, the Debtor listed $10 million to $50 million in both assets and debts. The petition was signed by Dae In Kim, managing member. GREEN VINEYARD: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Green Vineyard, LLC 53254 N. Sunset Rd. Benton City, WA 99320 Bankruptcy Case No.: 11-02483 Chapter 11 Petition Date: May 18, 2011 Court: United States Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Judge: Frank L. Kurtz Debtor's Counsel: William L Hames, Esq. HAMES ANDERSON & WHITLOWS PS P.O. Box 5498 Kennewick, WA 99336-0498 Tel: (509) 586-7797 Fax: (509) 586-3674 E-mail: billh@hawlaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Michael T. Moore, managing member. GREENSHIFT CORP: Reports $10.1-Mil. First Quarter Net Income ------------------------------------------------------------ Greenshift Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $10.13 million on $7.71 million total revenue for the three months ended March 31, 2011, compared with a net loss of $2.93 million on $1.27 million of revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $5.31 million in total assets, $49.66 million in total liabilities, and a $44.35 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/wB2b2O About Greenshift Corporation Headquartered in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. The Company reported a net loss of $12.14 million on $7.73 million of revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $19.73 million on $3.87 million of revenue during the prior year. As reported by the TCR on April 8, 2011, Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey, expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's 2010 financial results. The independent auditors noted that the Company has suffered recurring losses from operations and its total liabilities exceed its total assets. GROTH BROS: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Groth Bros Oldsmobile, Inc. dba Groth Brothers Chevrolet 59 South L Street Livermore, CA 94550 Bankruptcy Case No.: 11-45396 Chapter 11 Petition Date: May 18, 2011 Court: United States Bankruptcy Court Northern District of California (Oakland) Judge: Roger L. Efremsky Debtor's Counsel: William L. Needler, Esq. NEEDLER LAW P.C. 555 Skokie Blvd. Northbrook, IL 60062 Tel: (847) 559-8330 E-mail: williamlneedler@aol.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/canb11-45396.pdf The petition was signed by Robin Groth Hill, owner. GRUBB & ELLIS: Cohanzick Management Discloses 1.26% Equity Stake ---------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, Cohanzick Management, LLC, and David K. Sherman disclosed that they beneficially own 891,166 shares of common stock of Grubb and Ellis Company representing 1.26% of the shares outstanding. A full-text copy of the filing is available for free at http://is.gd/uQEm9Y About Grubb & Ellis Santa Ana, Calif.-based Grubb & Ellis Company (NYSE: GBE) -- http://www.grubb-ellis.com/-- is a commercial real estate services and investment management company with over 5,200 professionals in more than 100 company-owned and affiliate offices throughout the United States. The Company's range of services includes tenant representation, property and agency leasing, commercial property and corporate facilities management, property sales, appraisal and valuation and commercial mortgage brokerage and investment management. Through its investment management business, the Company is a leading sponsor of real estate investment programs. The Company reported a net loss of $69.7 million on $575.5 million of revenues for 2010, compared with a net loss of $80.5 million on $527.9 million of revenues for 2009. At Dec. 31, 2010, the Company's balance sheet showed $286.9 million in total assets, $255.8 million in total liabilities, $90.1 million in 12% cumulative participating perpetual convertible preferred stock, and a stockholders' deficit of $59.0 million. GULF OFFSHORE: S&P Gives 'CCC+' CCR; Outlook Developing ------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'CCC+' corporate credit rating to Louisiana-based Gulf Offshore Logistics Holdings LLC. The outlook is developing. "At the same time, we assigned a preliminary 'CCC+' (same as the corporate credit rating) issue rating to GOL's proposed $110 million senior secured notes due 2016. We also assigned a preliminary '3' recovery rating to the notes, indicating expectations of meaningful (50% to 70%) recovery in the event of a payment default. The company will use proceeds from the transaction to repay outstanding debt and to fund acquisitions and working capital," S&P said. "The outlook is developing because we could raise or lower the ratings depending on whether GOL procures a new undrawn $30 million revolving credit facility in the near term," said Standard & Poor's credit analyst Patrick Y. Lee. "If the company obtains such a facility, then we may raise the corporate credit rating and the issue rating on the notes to 'B-'. We, however, may revise the recovery rating on the notes to '4', indicating expectations of average (30% to 50%) recovery in the event of a payment default, because of the addition of higher priority first lien debt in the form of the revolving credit facility." The preliminary ratings on GOL reflect the company's position as a participant in the highly cyclical and competitive offshore marine services segment of the oilfield services sector, small size and scale, limited geographic diversity with a majority of vessels in the Gulf of Mexico, concentrated customer base, low barriers to entry in GOL's business space, and its less than adequate liquidity. The ratings also reflect GOL's younger-than-average fleet that permits the company to obtain higher day rates, long- term contracting of a majority of its fleet, and minimal non- acquisition capital expenditure requirements. Standard & Poor's classifies GOL's business risk profile as vulnerable. GOL has a small company-owned fleet of 10 offshore support vessels (OSVs) that are used to transport materials, supplies, and personnel to offshore drilling platforms and production facilities. In addition, GOL operates a vessel brokerage business, with access to more than 110 vessels, which markets mostly third-party vessels for a certain premium and which provides modest operating income. "The outlook is developing because we could raise or lower the ratings depending on whether GOL procures a new undrawn $30 million revolving credit facility in the near term to establish adequate liquidity. If the company obtains such a facility, then we may raise the corporate credit rating and the issue rating on the notes to 'B-' from 'CCC+'. We, however, may revise the recovery rating on the notes down to '4', indicating expectations of average (30% to 50%) recovery in the event of a payment default, from '3' because of the addition of higher priority first lien debt in the form of the revolving credit facility. We may take a negative rating action if the company is unable to procure a revolving credit facility and the company does not garner day rates and utilization sufficiently high enough to preclude fixed charges from outstripping cash flow," S&P stated. HOCHHEIM PRAIRIE: S&P Affirms 'BB' ICR; Outlook Revised to Neg. --------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Hochheim Prairie Farm Mutual Insurance Assoc. (HPFM) and its wholly owned subsidiary Hochheim Prairie Casualty Insurance Co. (collectively referred to as HPFM or the company) to negative from stable. Standard & Poor's also said that it affirmed its 'BB' issuer credit and insurer financial strength ratings on both companies. The ratings are based on HPFM's relatively small capital base regarding its large probable maximum loss exposure, limited market breadth in Texas, and earnings volatility due to severe weather catastrophe and occasional intense competition. However, the company's strong relationship with its independent agents and customers and the flexibility it has to change rates and forms due to its Texas mutual insurance company status mitigate these negative factors. "The outlook revision reflects our view that HPFM's exposure to catastrophic losses relative to its capital base is greater than the amount previously incorporated into the ratings. Although HPFM's exposures haven't changed materially in the past year, the company's preliminary reassessment of its modeled exposure relative to its capital base resulted in its capital being modestly deficient for the current rating level," S&P stated. "We believe that the company could have been more proactive in applying the lessons learned from Hurricane Ike in 2008, which sustained its force longer than anticipated after landfall and caused more damage than expected. This resulted in some changes in the catastrophe models underlying HPFM's revised catastrophic assessment. However, we acknowledge that the company has taken steps to better manage its net catastrophe exposure. Since 2003, HPFM stopped accepting new costal exposures, and its 2010 costal exposures decreased to 60% of its 2003 amounts. Further, it instituted a 2% mandatory deductable for coastal areas and increased rates statewide to address the potentially higher probable maximum loss reassessment," S&P explained. "The ratings incorporate our expectation that in addition to further validating HPFM's catastrophe model results, the company will restore its capitalization to a good level using mitigating actions such as enhanced enterprise risk management (ERM) practices (as applied through exposure) and reinsurance optimization initiatives," S&P continued. "If HPFM is unsuccessful in meeting the expectations we had previously mentioned, particularly the restoration of its capital through enhanced ERM initiatives, we would likely lower the ratings by one notch. Alternatively, we would likely revise the outlook to stable if HPFM is successful in meeting those expectations," S&P added. Ratings List Ratings Affirmed; Outlook Action To From Hochheim Prairie Farm Mutual Insurance Assoc. Hochheim Prairie Casualty Insurance Co. Counterparty Credit Rating Local Currency BB/Negative/-- BB/Stable/-- Financial Strength Rating Local Currency BB/Negative/-- BB/Stable/-- HOST HOTELS: S&P Rates $50MM Add-on Sr. Secured Notes at 'BB+' -------------------------------------------------------------- Standard & Poor's Ratings Services assigned Bethesda, Md.-based Host Hotels & Resorts L.P.'s proposed $50 million add-on senior notes due 2019 its 'BB+' issue-level rating (two notches higher than S&P's 'BB-' corporate credit rating on the company). "We also assigned this debt a recovery rating of '1', indicating our expectation of very high (90% to 100%) recovery for lenders in the event of a payment default. The notes are being offered as additional notes under an existing indenture under which Host issued $425 million in notes due 2019 on May 11, 2011. The company will use proceeds from the proposed notes issuance for general corporate purposes. All existing ratings on the company, including the 'BB-' corporate credit rating, are unchanged," S&P stated. Host Hotels & Resorts L.P. Corporate credit rating BB-/Stable/-- Rating Assigned Prpd. $50 mil. add-on sr notes due 2019 BB+ Recovery rating 1 INDIANAPOLIS DOWNS: Judge Freezes $600-Million Suit Against CEO --------------------------------------------------------------- Lance Duroni at Bankruptcy Law360 reports that a Delaware bankruptcy judge on Tuesday stayed a $600 million defamation suit lodged by Cordish Co. in federal court against the CEO of Indianapolis Downs LLC. As reported in the Troubled Company Reporter on May 16, 2011, Indianapolis Downs LLC commenced an adversary complaint in the U.S. Bankruptcy Court for the District of Delaware to block a $600 million contract suit filed by its management company, Power Plant Entertainment Casino Resorts LLC. Indianapolis Downs sought entry of an order staying or enjoining a prepetition litigation brought by Debtors' management company, Power Plant Entertainment Casino Resorts, Indiana against the Debtors' Chairman and chief executive officer Ross J. Mangano and the three Trusts, for which Mangano serves as Trustee, that together own the Debtors. The Debtors asserted, "Even though the Debtors are not formally named as defendants, the Maryland Litigation will deplete property of the Debtors' bankruptcy estates and will interfere with Debtors' reorganization for at least four reasons." About Indianapolis Downs Indianapolis Downs, LLC, operates a "racino," which is a combined race track and casino, at a state-of-the-art 283 acre Shelbyville, Indiana site. It also operates two satellite wagering facilities in Evansville and Clarksville, Indiana. Total revenue for 2010 was $270 million, representing an 8.7% increase in 2009. The casino captured 53% of the Indianapolis market share. In July 2001, Indianapolis Downs was granted a permit to conduct a horse track operation in Shelvyville, Indiana, and started operating the track in 2002. It was granted permission to operate the casino at the racetrack operation in May 2007. The casino began operations in July 2010. Indianapolis Downs and subsidiary, Indianapolis Downs Capital Corp., sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-11046) in Wilmington, Delaware, on April 7, 2011. Indianapolis Downs estimated $500 million to $1 billion in assets and up to $500 million in debt as of the Chapter 11 filing. According to a court filing, the Debtor owes $98,125,000 on a first lien debt. It also owes $375,000,000 on secured notes and $72,649,048 on subordinated notes. Matthew L. Hinker, Esq., Scott D. Cousins, Esq., and Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP in Wilmington, Delaware, have been tapped as counsel to the Debtors. Christopher A. Ward, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware, is the conflicts counsel. Lazard Freres & Co. LLC is the investment banker. Bose Mckinney & Evans LLP and Bose Public Affairs Group LLC serve as special counsel. Kobi Partners, LLC, is the restructuring services provider. Epiq Bankruptcy Solutions is the claims and notice agent. IRADJI HOLDINGS: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Iradji Holdings LLC 11373 Charnock Road Los Angeles, CA 90066 Bankruptcy Case No.: 11-31316 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Sheri Bluebond Debtor's Counsel: Philip Layfield, Esq. THE LAYFIELD LAW FIRM APC 100 Wilshire Blvd Ste 950 Santa Monica, CA 90401 Tel: (310) 917-1010 Fax: (800) 644-9861 E-mail: philip@pjllawfirm.com Scheduled Assets: $3,777,000 Scheduled Debts: $4,146,485 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-31316.pdf The petition was signed by Sam Maghazei, manager. JACKSON COUNTY EQUIPMENT: Tex. App. Ct. Rules on Guarantor's Suit ----------------------------------------------------------------- Gary Wayne Harton appeals from a trial court judgment notwithstanding the verdict -- JNOV -- entered in favor of First Victoria National Bank. The underlying lawsuit involved six separate commercial loan agreements on which Mr. Harton was either the maker of the note or the individual guarantor for Jackson County Equipment Company. By three issues, Mr. Harton contends that: (1) First Victoria released its claims against him when it settled its claims in bankruptcy; and, in the alternative, (2-3) First Victoria is not entitled to judgment for any amount in excess of the damages and attorney's fees awarded by the jury. In a May 19, 2011 Memorandum Opinion, the Court of Appeals of Texas, Thirteenth District, Corpus Christi, Edinburg, affirmed, in part, as to damages, and reversed and remanded, in part, for reinstatement of the jury's award of attorney's fees. "[W]e cannot affirm the trial court's granting of the JNOV on attorney's fees because the evidence does not, as a matter of law, establish that $25,000 is a reasonable fee for services rendered by counsel's law firm to First Victoria. We sustain Harton's third issue," said Justice Nelda V. Rodriguez, who wrote the opinion. Chief Justice Rogelio Valdez and Justice Gina M. Benavides are other members of the panel. The case is Gary Wayne Harton, Appellant, v. First Victoria National Bank, Appellee, No. 13-10-00371-CV (Tex. App. Ct.). A copy of the Court's ruling is available at http://is.gd/ihkkdz from Leagle.com. Jackson County Equipment Company filed for Chapter 7 bankruptcy protection. Lowell Cage serves as Chapter 7 Trustee for JCEC. JBS USA: Fitch Rates $1-Bil. Senior Unsecured Bonds at 'BB-' ------------------------------------------------------------ Fitch Ratings assigned a 'BB-' rating to JBS USA's proposed USD$1 billion unsecured note that will be issued in two tranches due in 2019 and 2021. The notes will be guaranteed by JBS, JBS Hungary Holdings, JBS USA Holdings, as well as JBS USA's operating subsidiaries JBS USA Beef and JBS USA Pork. Fitch also maintains these ratings on: JBS S.A. (JBS): -- Foreign currency Issuer Default Rating (IDR) at 'BB-'; -- Local currency IDR at 'BB-'; -- Notes due 2016 at 'BB-'; -- National scale rating at 'A- (bra)'. JBS USA, LLC (JBS USA): -- Foreign currency Issuer Default Rating (IDR) at 'BB-'; -- Local currency IDR at 'BB-'; -- Term Loan B facility due in 2018 at 'BB'; -- Notes due 2014 at 'BB-'; JBS Finance II Ltd: -- Foreign currency Issuer Default Rating (IDR) at 'BB-'; -- Local currency IDR at 'BB-'; -- Notes due 2016 at 'BB-'; The Rating Outlooks for JBS, JBS USA and JBS Finance II Ltd are Stable. Foreign currency IDRs of both JBS USA and JBS Finance II Ltd. have been linked to that of JBS in accordance with Fitch's Parent- subsidiary rating methodology. JBS' credit ratings reflect its strong business profile as the world's largest beef and lamb producer and second largest chicken producer. Further factored into JBS' ratings are the company's geographic and product diversity, which partially mitigates the risks of trade barriers and animal diseases. JBS' risk profile is above average due to cyclical risks associated with the meat business and the company's aggressive attitude toward growth through acquisitions. While the company's credit profile should benefit from the continued integrations and turnaround of recent acquisitions, its cash flows and margins will continue to be pressured by the high cattle prices and the elevated grain prices. Acquisitions Strengthen Business Profile: The company's business profile was strengthened by the acquisition of Pilgrim's Pride and the merger and full integration with Bertin S.A. (Bertin). The assets of Pilgrim's Pride and Bertin were complementary to those of JBS and increased its product diversification through the entrance into the poultry, dairy products and leather markets. In addition to enhancing the company's position in various proteins, they increased the geographic diversification both domestically, with plants in 12 Brazilian states, and internationally, with plants in the United States, Argentina and Australia. Geographic diversification is important in the industry to mitigate risks related to disease, the imposition of sanitary restrictions by governments, market concentrations, as well as tariffs or quota applied regionally by some importing blocs or countries. Leveraged Capital Structure; Potential to Improve: JBS' capital structure continues to be leveraged. The company's total debt/EBITDA ratio and its net debt/EBITDA ratio were 4.5 times (x) and 3.3x, respectively, at the end of 2010. During 2011, improving EBITDA should result in the net debt ratio declining to less than 3.0x. JBS' fast expansion has been financed by a combination of debt and equity; however, strong working capital needs have resulted in rising debt levels. The acquisition of Pilgrim's Pride was financed by BRL 3.5 billion of mandatory debentures that were purchased by BNDESPar. According to Fitch's methodology these convertible debentures met the criteria to receive 100% equity credit and are not considered as financial debt and do not impact JBS' leverage. Restructuring Leads to Negative Results but Improves Operational Margins: During 2010, the first year of the full consolidation of Pilgrim's Pride and the merger with Bertin, JBS' revenues were BRL55.1 billion and its EBITDA was BRL3.5 billion. On a pro forma basis, these figures represented a 1.4% increase in revenues and a 16.2% increase in EBITDA. The company's EBITDA margin of 6.4% during 2010 compares with a pro forma margin of 5.5% during 2009. The improvement in margins was in line with Fitch's expectations for merger synergies of about BRL950 million. Net Income in 2010 was negative due to the numerous one time charges related to the integration of Bertin and the restructuring of Pilgrim's Pride. In addition, the company paid a BRL521 million fee to BNDESPAR for exercising its option to postpone the IPO of JBS USA for another year. Negative Free Cash Flow; Liquidity and Debt Amortization Profile Manageable: JBS' strong expansion has led to higher working capital needs that, combined with capital investments, have resulted in negative free cash flow (FCF) in the previous years. In 2010, FCF was negative BRL2.7 billion largely due to about BRL1.9 billion of working capital requirements. Much of the working capital requirements were related to ramping up exports of Brazilian beef. Fitch expects FCF will turn positive in 2011 as the company puts behind restructuring and integration charges, reduces its costs and improves profitability. This should allow the company to strengthen liquidity and reduce some debt. The Term Loan B issuance will also enhance the company's financial flexibility, maturity profile and liquidity. Liquidity is further supported by BRL3.6 billion of cash and marketable securities as of March 31, 2011 and BRL.4.6 billion of short-term debt (or 30% of the total debt). Fitch expects that post the debt rebalancing process, which includes the Term Loan transaction, the short-term debt will represent only 15% of total debt. The availability of about USD600 million in revolving credit lines at JBS USA and Pilgrim's Pride also enhances JBS' liquidity and mitigates refinancing risk. Key Rating Drivers: Rating improvement could result from strong cash flow generation and debt reduction. A rating downgrade could be triggered by a deterioration of the company's operating performance, or a large dilutive debt financed acquisition. Continued negative free cash flow (defined as cash flow from operations less capex and dividends) could also result in a negative rating action. J.M. BRENNAN: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: J.M. Brennan & Sons, Inc. HC1 Box 1394 Blakeslee, PA 18610 Bankruptcy Case No.: 11-03607 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Middle District of Pennsylvania (Wilkes-Barre) Judge: John J. Thomas Debtor's Counsel: Philip W. Stock, Esq. LAW OFFICE OF PHILIP W. STOCK 706 Monroe Street Stroudsburg, PA 18360 Tel: (570) 420-0500 Fax: (570) 338-0920 E-mail: pwstock@ptd.net 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 Jeffrey M. Brennan, president. KE KAILANI: Agrees to Dismissal of Chapter 11 Case -------------------------------------------------- The Hon. Robert J. Faris the U.S. Bankruptcy Court for the District of Hawaii dismissed the Chapter 11 case of Ke Kailani Development, LLC. As reported in the Troubled Company Reporter on May 12, 2011, Ke Kailani Partners LLC, a secured creditor of the Debtor, asked the Court for the dismissal of the Debtor's case, pursuant to the stipulation. The stipulation was entered between the Debtor, secured creditors KKP and the Ke Kailani Community Association, The Association of Villa Owners of Ke Kailani and Mauna Lani Resort Association. KKP related that on March 31, the Court entered an order granting KKp's motion to determine that the Debtor is a single asset real estate Debtor. On May 2 hearing, KKP renewed its motion for relief of stay to proceed with the foreclosure action and appeal filed on Jan. 25. The Debtor informed the Court that it is unable to comply with the SARE order and orally withdrew its objection to MFR. At the hearing, the parties also agreed to will seek a consensual dismissal of the Chapter 11 case. KKP added that the stipulation will bar the Debtor to file subsequent voluntary petition until the closing of a sale of the property, subject to the foreclosure action. About Ke Kailani Development Honolulu, Hawaii-based Ke Kailani Development, LLC, is a company formed by ex-Home Box Office Chief Executive Michael Fuchs that planned to develop a $100 million luxury home subdivision on the Big Island. The Company sought Chapter 11 protection (Bankr. D. Hawaii Case No. 11-00019) on Jan. 5, 2011. The Debtor disclosed $43,573,092 in total assets, and $28,138,767 in total liabilities. The bankruptcy filing listed an affiliate of Texas-based Hunt Cos. as the largest creditor, with a $22 million claim. KENT'S MUFFLER: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Kent's Muffler & Brake, Inc. 12243 South Galena Park Boulevard Draper, UT 84020 Bankruptcy Case No.: 11-27269 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Judge: Joel T. Marker Debtor's Counsel: Eric C. Singleton, Esq. THE SINGLETON GROUP, PLLC 307 West 200 South, Suite 2002 Salt Lake City, UT 84101 Tel: (801) 214-9200 Fax: (801) 214-9201 E-mail: eric@thesingletongroup.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 Kent Winters, president. KT SPEARS: Files Schedules of Assets and Liabilities ---------------------------------------------------- KT Spears Creek, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Texas (Houston), its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $12,800,000 B. Personal Property $304,543 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $29,816,397 E. Creditors Holding Unsecured Priority Claims $25,000 F. Creditors Holding Unsecured Non-priority Claims $10,436 ----------- ----------- TOTAL $13,104,543 $29,851,834 About KT Spears KT Spears Creek, LLC, is a real estate holding company. One of these real estate holding includes an operating apartment complex and an additional area on which a second apartment complex may be constructed. The operating apartment complex, Greenhill Parish Crossing Apartments Homes, located in Elgin, S.C., is substantially occupied. The Debtor's remaining two real estate holdings are comprised of undeveloped commercial land. KT Spears Creek filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-33991) in Houston, Texas, on May 3, 2011, with Judge Letitia Z. Paul presiding. Magdalene Duchamp Conner, Esq., at Okin Adams & Kilmer LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated $10 million to $50 million in both assets and debts. KT SPEARS: Seeks to Hire Okin Adams as Counsel ---------------------------------------------- KT Spears Creek, LLC, has asked authorization from the U.S. Bankruptcy Court for the Southern District of Texas to employ and retain Matthew S. Okin and Okin Adams & Kilmer LLP as bankruptcy counsel. The Debtor submits that it will be necessary to employ Okin Adams to serve as the Debtor's general bankruptcy counsel to: a) advise the Debtor with respect to its rights, duties and powers in this case; b) assist and advise the Debtor in its consultations relative to the administration of this case; c) assist the Debtor in analyzing the claims of the creditors and in negotiating with such creditors; d) assist the Debtor in the analysis of and negotiations with any third party concerning matters relating to, among other things, the terms of a plan of reorganization; e) represent the Debtor at all hearings and other proceedings; f) review and analyze all applications, orders, statements of operations and schedules filed with the Court and advise the Debtor as to their propriety; g) assist the Debtor in preparing pleadings and applications as may be necessary in furtherance of the Debtor's interests and objectives; and h) perform other legal services as may be required and are deemed to be in the interests of the Debtor in accordance with the Debtor's powers and duties as set forth in the Bankruptcy Code. The primary attorneys at Okin Adams who will represent the Debtor and their rates are: Matthew S. Okin Partner $375 Greg Young Partner $350 Maggie D. Conner Associate $275 In addition, Okin Adams will charge $95-$130 per hour for the work of legal assistants on this matter. The Debtors assure the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About KT Spears KT Spears Creek, LLC, is a real estate holding company. One of these real estate holding includes an operating apartment complex and an additional area on which a second apartment complex may be constructed. The operating apartment complex, Greenhill Parish Crossing Apartments Homes, located in Elgin, S.C., is substantially occupied. The Debtor's remaining two real estate holdings are comprised of undeveloped commercial land. KT Spears Creek filed for Chapter 11 bankruptcy (Bankr. S.D. Tex. Case No. 11-33991) in Houston, Texas, on May 3, 2011, with Judge Letitia Z. Paul presiding. Magdalene Duchamp Conner, Esq., at Okin Adams & Kilmer LLP, serves as the Debtor's bankruptcy counsel. The Debtor estimated $10 million to $50 million in both assets and debts. LA JOLLA: Outstanding CShares Hike to 11.26 Million --------------------------------------------------- La Jolla Pharmaceutical Company reported that on May 12, 2011, it had converted approximately 15 shares of Series C-1 1 Convertible Preferred Stock into 2,490,833 shares of common stock. Following these conversions, the Company had a total of 8,855,160 shares of common stock issued and outstanding. In a subsequent filing, La Jolla Pharmaceutical reported that on on May 13, 2011, it had converted approximately 14 shares of Series C-1 1 Convertible Preferred Stock into 2,405,000 shares of common stock. Following these conversions, the Company had a total of 11,260,160 shares of common stock issued and outstanding. About La Jolla Pharmaceutical San Diego, Calif.-based La Jolla Pharmaceutical Company (OTC BB: LJPC) -- http://www.ljpc.com/-- is a biopharmaceutical company that has historically focused on the development and testing of Riquent as a treatment for Lupus nephritis. The Company reported a net loss of $3.76 million on $0 of revenue from collaboration agreement for the year ended Dec. 31, 2010, compared with a net loss of $8.63 million on $8.12 million of revenue from collaboration agreement during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $6.93 million in total current assets, $6.40 million in total current liabilities $47,000 in Series C-1 redeemable convertible preferred stock, and $482,000 in total stockholders' equity. As reported by the TCR on April 18, 2011, BDO USA, LLP, in San Diego, Calif., expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The independent auditors noted that the Company has suffered recurring losses from operations, an accumulated deficit of $428 million as of Dec. 31, 2010 and has no current source of revenues. LEHMAN BROTHERS: Creditors Transfer $2-Bil.+ in Claims in April --------------------------------------------------------------- More than 500 claims totaling more than US$2 billion, EUR30,000 and HK$8 million, changed hands in the Debtors' bankruptcy cases in April 2011. Among the largest claims traded were: Transferor Transferee Claim No. Claim Amount --------- ---------- --------- ------------ Galleon Buccaneer's Whatley Place LLC 27568 $146,702,592 Offshore Ltd. Drake Global Opportunities Master JPMorgan Chase 30669 $92,688,732 Bank N.A. Drake Global Opportunities Master JPMorgan Chase 32403 $92,688,732 Bank N.A. Deutsche Bank AG Altuned Holdings LLC 27640 $81,995,772 London Branch JPMorgan Chase Jade Tree I LLC 30669 $73,766,014 Bank N.A. JPMorgan Chase Jade Tree I LLC 32403 $73,766,014 Bank N.A. Telecom Italia Barclays Bank PLC 15364 $68,351,668 Capital Barclays Bank Plc CVF Lux Master Sarl 15364 $68,351,668 Amundi Investment Deutsche Bank AG 29356 $67,848,487 Solutions/Clikeo London Branch Hyposwiss Private Illiquidx Ltd. 44509 $66,000,000 Bank Geneve SA 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 Sept. 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: JPM Wants Lehman's $8.6-Bil. Request Denied ------------------------------------------------------------ JPMorgan Chase & Co. asked Judge James Peck at a May 10 hearing to dismiss Lehman Brothers Holdings Inc.'s claim demanding that it hand over $8.6 billion in cash taken as collateral in the weeks before Lehman filed for bankruptcy, Reuters reports. Lawyers for JPMorgan denied allegations that the bank had engaged in misconduct and portrayed the lawsuit brought by LBHI and its unsecured creditors as undeserved punishment for the bank's good deeds, Reuters notes. Paul Vizcarrondo, Esq., at Wachtell, Lipton, Rosen & Katz, in New York, reminded Judge Peck at the hearing that JPMorgan helped to mitigate the 2008 financial crisis by continuing to provide financial services to LBHI even after the company filed for bankruptcy protection, Reuters relates. LBHI sued JPMorgan early last year to recover billions of dollars that the bank allegedly seized as collateral. The bank allegedly threatened to discontinue its services unless LBHI posted excessive collateral. The lawsuit came after an examiner who was appointed to investigate LBHI's bankruptcy found colorable claims against JPMorgan in connection with its demands for collateral, which had direct impact on LBHI's liquidity pool. JPMorgan served as LBHI's main clearing bank in the 2008 financial crisis, lending the company's brokerage more than $100 billion a day to settle trades and repurchase agreements. Safe Harbor Laws Whereas Judge Peck was mostly silent when JPMorgan presented its arguments at the May 10 hearing, the judge questioned LBHI's lawyer on the Debtors' argument that the $8.6 billion at issue is not protected by so-called "safe harbor" laws, Reuters relates. Safe harbor laws can shield some financial transactions from being included in the pool of assets divided among creditors when a company files for Chapter 11, Reuters cites. Judge Peck pointed out that JPMorgan needed agreements ahead of clearing billions of dollars for LBHI and that arrangement seemed to be in "the sweet spot of safe harbors," Reuters states. John Quinn, Esq., at Quinn Emanuel Urquhart & Sullivan LLP, in Los Angeles, California, counsel to LBHI, argued at the hearing that JPMorgan used "its life and death power" over LBHI to unfairly extract the company's remaining cash piles after learning from meetings with government officials and other inside sources that the company was about to collapse, according to the Reuters report. For its part, JPMorgan told the bankruptcy judge that broad safe harbor laws for financial firms are vital to the national interest and showed slides from a report by the Federal Reserve aimed at supporting its position, Reuters relays. 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 Sept. 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: LBSF Sues Ford Trust for $27 Million ----------------------------------------------------- Lehman Brothers Special Financing, Inc., filed an adversary complaint against Ford Credit Auto Owner Trust 2007-B, seeking declaratory relief arising out of Ford Trust's failure to pay nearly $27 million that it owes to LBSF as a result of Ford Trust's early termination of three interest rate swap transactions between LBSF and Ford Trust, prior to the Petition Date. According to LBSF, Ford Trust elected to terminate the Ford Trust Swaps as of October 7, 2008, due to LBHI's voluntary bankruptcy proceeding, the commencement of which constituted an event of default under the Ford Trust Agreement. LBSF asserts that it is undisputed that under the express terms of the Ford Trust Agreement, Ford Trust became obligated to make a close-out payment to LBSF as a consequence of, and in respect of, the early termination of the Ford Trust Swaps. In derogation of its contractual obligations, however, Ford Trust failed to calculate the Early Termination Payment in the manner required by the Ford Trust Agreement, and substantially undervalued -- and dramatically underpaid -- the Early Termination Payment to which LBSF was contractually entitled, David R. Fertig, Esq., at Weil, Gotshal & Manges LLP, in New York, tells the Court. In addition, Ford Trust failed and refused to pay to LBSF a settlement amount equal to Ford Trust's "loss," which totaled negative $24,745,062, representing the gains that Ford Trust realized on account of the early termination of the heavily "out- of-money" Ford Trust Swaps, Mr. Fertig says. In an attempt to justify its ongoing refusal to pay the amounts, Ford Trust has argued, and continues to contend, that it did accept a "market quotation" in respect of the Ford Trust Swaps, and that the settlement amount therefore was not required to reflect Ford Trust's "loss" but instead was properly fixed at $2,104,399, because Ford Trust received, and actually consummated a transaction on the basis of, a $2,104,399 quotation from HSBC Bank, N.A., in respect of a transaction that Ford Trust used to "replace" the terminated Ford Trust Swaps, Mr. Fertig relates. Accordingly, under its adversary complaint, LBSF asks the Court to enter a judgment declaring that: (a) the HSBC Quote did not constitute, and does not qualify, as a "market quotation" for purposes of the transaction agreements with LBSF and that, in accordance with the transaction agreements, the settlement amount was required to be determined on the basis of, and is required to be equal to, Ford Trust's "loss" in connection with the early termination of the Ford Trust Swaps; and (b) Ford Trust's use of the HSBC Quote as the settlement amount for purposes of calculating the early termination payment due to LBSF effected a triangular, non-mutual setoff that is unlawful and not permitted under, and that constitutes a violation of, the Ford Trust Agreement, the Bankruptcy Code, and New York law. 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 Sept. 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: Seeks Dismissal of $450Mil. Pulsar Lawsuit ----------------------------------------------------------- Lehman Brothers Holdings Inc. will ask a New York bankruptcy court on May 18, 2011, to throw out a $450 million lawsuit brought by Pulsar Re Ltd., Dow Jones' Daily Bankruptcy Review reports. Lehman lawyers asserted that Pulsar Re is trying to "leapfrog" over other creditors in the Lehman bankruptcy case by trying to reclaim funds it had parked with Lehman's Bermuda reinsurance company from Lehman Brothers Holdings Inc. and its commercial paper unit, according to Daily Bankruptcy Review. Pulsar Re, an offshore insurance affiliate of Magnetar Capital LLC, filed the lawsuit, seeking the imposition of a constructive trust against LBHI and Lehman Commercial Paper Inc. The move came after the Lehman units allegedly misappropriated as much as $450 million, which they pledged to their Bermuda-based affiliate, Lehman Re Ltd. The action was achieved pursuant to repurchase agreements. The money served as collateral for Pulsar's reinsurance obligations to Lehman Re. The misappropriation of funds was part of a plan to provide financing to LBHI to improve its balance sheet by moving illiquid assets to subsidiaries and other affiliates, Pulsar Re alleged in court filings. It argued that the cash collateral is not part of the Lehman estate and should be placed in trust for the company. Meanwhile, Magnetar said the repurchase deal swapped its cash for "delinquent commercial loans secured by stalled, incomplete and underfunded real estate developments," worth only about $100 million, Daily Bankruptcy Review relates. Magnetar's reinsurance dealings with Lehman took place in 2008. The Magnetar insurance affiliate said it fears its cash is in danger of being handed out to Lehman creditors, according to the Daily Bankruptcy Review. 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 Sept. 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) LIFECARE HOLDINGS: Incurs $3.6-Mil. First Quarter Net Loss ---------------------------------------------------------- LifeCare Holdings, Inc., reported a net loss of $3.6 million on $94.92 million of net patient service revenue for the three months ended March 31, 2011, compared with net income of $5.53 million on $94.96 million of net patient service revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $454.17 million in total assets, $469.25 million in total liabilities, and a $15.08 million stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Uv55aC About LifeCare Holdings Plano, Tex.-based LifeCare Holdings, Inc. -- http://www.lifecare-hospitals.com/-- operates 19 hospitals located in nine states, consisting of eight "hospital within a hospital" facilities (27% of beds) and 11 freestanding facilities (73% of beds). Through these 19 long-term acute care hospitals, the Company operates a total of 1,057 licensed beds and employ approximately 3,200 people, the majority of whom are registered or licensed nurses and respiratory therapists. Additionally, the Company holds a 50% investment in a joint venture for a 51-bed LTAC hospital located in Muskegon, Michigan. * * * LifeCare Holdings carries "Caa1" corporate family and probability of default ratings, with negative outlook, from Moody's Investors Service and a 'CCC-' corporate credit rating, with negative outlook from Standard & Poor's Ratings Services. In November 2010, Standard & Poor's Ratings lowered its corporate credit rating on LifeCare Holdings to 'CCC-' from 'CCC+'. "The downgrade reflects the imminent difficulty the company may have in meeting its bank covenant requirements and the risk of it successfully refinancing significant debt maturing in 2011 and 2012," said Standard & Poor's credit analyst David Peknay. The likelihood of a debt covenant violation is heightened by the company's lack of appreciable operating improvement coupled with a large upcoming tightening of is debt covenant in the first quarter of 2011. Additional equity by the company's financial sponsor may be necessary to avoid a covenant violation. Accordingly, S&P believes the chances of bankruptcy have increased. LOCATEPLUS HOLDINGS: James Ahearn Resigns from Board of Directors ----------------------------------------------------------------- The Board of Directors of LocatePLUS Holdings Corporation accepted the voluntary resignation of James Ahearn from the position of Director due to his increased business interests that has prevented him from committing the time to serve on the Board. Mr. Ahearn has served on the Board for approximately two and one- half years during which the Board has valued his experience, insight and contributions. Anthony Spatorico, Interim Chairman of the Board of Directors thanked Mr. Ahearn for his efforts, dedication and outstanding service to the company while serving as a Director. 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 reported a net loss of $1.61 million on $7.89 million of revenue for the twelve months ended Dec. 31, 2010, compared with a net loss of $2.84 million on $7.26 million of revenue during the prior year. The Company's balance sheet at Dec. 31, 2010, showed $2.21 million in total assets, $12.07 million in total liabilities and a $9.94 million total stockholders' deficit. As reported by the TCR on April 21, 2011, Livingston & Haynes, P.C., in Wellesley, Massachusetts, noted that the Company has an accumulated deficit at Dec. 31, 2010 and has suffered substantial net losses in each of the last two years, which raise substantial doubt about the company's ability to continue as a going concern. MARGAUX ORO: Court Approves $587T DIP Loan From Wells Fargo ----------------------------------------------------------- Margaux Oro Partners, LLC, obtained a final order earlier this month authorizing it to obtain up to $587,647 in postpetition financing from Wells Fargo Bank N.A., and to use cash collateral securing obligations to its lenders. The Debtor also obtained permission to grant mortgages, security interests, liens and superpriority claims and other protections to provide adequate protection to Wells Fargo. As of the Petition Date, the Debtor owed Wells Fargo at least $10,387,352 under the parties' prepetition credit agreement. The Debtor has told the Court it does not have sufficient available sources of working capital or cash to continue the operation of its businesses without the postpetition financing and use of Cash Collateral. Wells Fargo is represented in the case by: Matthew Ferris, Esq. Lloyd A. Lim, Esq. WINSTEAD PC 1201 Elm Street, Suite 5400 Dallas, TX 75270 Tel: (214) 745-5400 Fax: (214) 745-5390 E-mail: mferris@winstead.com llim@winstead.com About Margaux Oro Dallas, Texas-based Margaux Oro Partners, LLC, owns 83,400 square foot Plaza Del Oro Shopping Center in Cockrell Hill, Dallas County, Texas. The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 11-30337) on Jan. 11, 2011. Vickie L. Driver, Esq., Alexandra P. Olenczuk, Esq., and Courtney J. Hull, Esq., at Coffin & Driver, PLLC, in Dallas, serves as the Debtor's bankruptcy counsel. No creditors' committee has been appointed in this case. In its schedules, the Debtor disclosed $13,171,602 in assets and $10,934,144 in liabilities as of the petition date. Donald Lewis Silverman, the sole manager of the Debtor, filed a voluntary petition for personal relief under Chapter 7 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 10-31785). Mr. Silverman received his discharge on Nov. 12, 2010. MICROBILT CORP: Court OKs Sealed Filing of Schedules, Statements ---------------------------------------------------------------- The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the District of New Jersey, in an order dated May 9, 2011, authorized MicroBilt Corporation, et al., to file under seal, portions of the revised matrix, the schedules, and related documents, including affidavits of service, that contain data provider information and the sales agent information. According to the Debtor's docket, it filed all schedules on May 4, two days after the Court's May 2 deadline for their schedules of assets and liabilities and statement of financial affairs filing. MicroBilt Corporation in Princeton, New Jersey, and CL Verify LLC in Tampa, Florida, offer small business owner solutions for fraud prevention, consumer financing, debt collection, skip tracing and background screening. MicroBilt provides access to over 3 billion debit account records, nearly 30 billion pieces of demographic and public record data and over 100 million unique consumer records to prevent identity fraud, evaluate credit risk and retain customer relationships. MicroBilt and CL Verify filed for Chapter 11 five days apart: MicroBilt (Bankr. D. N.J. Case No. 11-18143) on March 18, 2011, and CL Verify (Bankr. D. N.J. Case No. 11-18715) on March 23, 2011. The Debtors tapped Lowenstein Sandler PC as their counsel, and Maselli Warren, PC as their special litigation counsel. MicroBilt estimated $10 million to $50 million in both assets and debts. CL Verify estimated $100 million to $500 million in assets, but under $1 million in debts. Court papers say the Debtors have roughly $8.4 million in unsecured debt and no secured debt. The Debtors believe they have an enterprise value of $150 million to $180 million. MSR RESORT: Hearing on Plan Exclusivity Extensions Set for May 26 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York will convene a hearing on May 26, 2011, at 10:00 a.m. (prevailing Eastern Time), MSR Resort Golf Course LLC, et al.'s request for an exclusivity extension. The Debtors are asking that the bankruptcy court to extend their exclusive period to file and solicit acceptances for the proposed chapter 11 plan until Sept. 29, and Nov. 28, respectively. The Debtors relate that they need additional time to implement a number of initiatives that will materially affect their business plan, which stakeholders will use to evaluate the Debtors' financial performance and will form the basis for a successful exit from chapter 11. In addition, the Debtors will continue to analyze their operations for other methods of maximizing the value of their estates. 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 with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on 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. In its schedules, debtor MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. NEOMEDIA TECHNOLOGIES: Reports $8.8-Mil. 1st Quarter Net Income --------------------------------------------------------------- NeoMedia Technologies, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, reporting net income of $8.79 million on $369,000 of revenue for the three months ended March 31, 2011, compared with net income of $57.33 million on $355,000 of revenue for the same period during the prior year. The Company's balance sheet at March 31, 2011, showed $8.26 million in total assets, $79.42 million in total liabilities, all current, $7.52 million in Series C convertible preferred stock, $2.50 million in Series D convertible preferred stock, and a $81.18 million total shareholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/kMayBm About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies, Inc., provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. The Company reported a 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. 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. NEUROLOGIX, INC: Incurs $2.08-Mil. First Quarter Net Loss --------------------------------------------------------- Neurologix, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q reporting a net loss of $2.08 million on $0 of revenue for the three months ended March 31, 2011, compared with a net loss of $3.49 million on $0 of revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed $7.06 million in total assets, $13.20 million in total liabilities, and a $6.13 million total stockholders' deficit. Clark A. Johnson, President and Chief Executive Officer of Neurologix, noted that the first quarter financial results were consistent with the Company's expectations. "During the first quarter, our leadership in gene therapy was strongly confirmed by the publication in The Lancet Neurology of the positive results of our Phase 2 clinical trial of gene transfer for the treatment of advanced Parkinson's disease. These are the first successful Phase 2 gene therapy results in any therapeutic area that have been published in a peer-reviewed journal. As we have reported before, we are continuing on the path to develop NLX-P101, our Parkinson's disease gene transfer therapy, as a much needed therapy for patients with Parkinson's disease and plan to submit a Phase 3 protocol to the FDA later this year." The Company held its annual meeting of stockholders on May 10, 2011. At the Annual Meeting, the Company's stockholders (i) elected Mr. Cornelius E. Golding and Mr. Elliott H. Singer to serve as Class II directors for a term expiring at the Annual Meeting in 2014 and (ii) elected Dr. Martin J. Kaplitt, M.D. to serve as a Class III director for a term expiring at the Annual Meeting in 2012. A full-text copy of the Form 10-Q is available for free at: http://is.gd/AKCkNZ 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. The Company reported 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. 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. NEW STREAM: Committee Taps Houlihan Lokey as Financial Advisor -------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of New Stream Secured Capital, Inc., et al., asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker. Houlihan Lokey will assist the Committee in the performance of its duties. Houlihan Lokey's compensation includes, among other things: -- $150,000 fixed monthly fee; and -- a fee equal to 2% of the total consideration paid by the Debtors pursuant to a plan, if any, received by creditors in the cases, or investors in New Secured Stream Capital Fund (US), LLC. To the best of the Committee's knowledge, Houlihan Lokey is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire NewOak Solutions LLC as its consultant; Kurtzman Carson Consultants LLC as its communications agent; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. NEW STREAM: Panel Taps Kurtzman Carson as Communications Agent -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of New Stream Secured Capital, Inc., et al., to retain Kurtzman Carson Consultants LLC as its communications agent. The Court also authorized the implementation of a protocol regarding the dissemination of information. The Committee related that the relief requested will ensure that confidential, privileged, proprietary, and non-public information distributed to the Committee by the Debtors, will not be disseminated to the detriment of the Debtors' estates and will aid the Committee in performing its statutory function. At the same time, the protocol will satisfy Congress' legitimate concern that creditors represented by the Committee have fair access to information and input about the Debtors and their prospects of recovery. KCC is expected to establish and maintain a website and print and serve documents as directed by the Committee and its counsel. To the best of the Committee's knowledge, KCC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The Committee is represented by: Natalie D. Ramsey, Esq. 1105 North Market Street, Suite 1500 Wilmington, DE 19801 Tel: (302) 504-7800 Susheel Kirpalani, Esq. James C. Tecce, Esq. Benjamin I. Finestone, Esq. Scott C. Shelly, Esq. QUINN EMANUEL URQUHART & SULLIVAN LLP 51 Madison Avenue, 22nd Floor New York, NY 10010 Tel: (212) 849-7000 About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire NewOak Solutions LLC as its consultant; Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. NEW STREAM: Committee Taps NewOak Solutions as Consultant --------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of New Stream Secured Capital, Inc., et al., asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain NewOak Solutions LLC as its consultant. NewOak will give, among other things: i) advice, interpretations, opinions, and technical analyses based on experience in the market place during the applicable times; ii) comparisons to applicable benchmarks; and iii) descriptions of market conditions. The Committee says that as of the date of the filing, NewOak has already provided the majority of its services to be provided at a cost of $20,000. NewOak's compensation includes: a. For Phase I Services: The fee for the services will be equal to $50 per life insurance policy in connection with a portfolio of approximately 400 life insurance policies totaling $20,000. b. For Phase II Services: The billable hours for the services will be billed at these rates: Ron D'Vari $950 Managing Director $750 Director - Analyst $500 c. For Expert Witness Services: The senior NewOak professional providing Expert Witness Services will be billed at the rate of $950 per hour. Billable hours for Expert Witness Services include any interstate travel time from the expert's state of residence. Expenses reasonably incurred in completing Expert Witness Services requested by Quinn Emmanuel or the Creditors' Committee will be reimbursed, at cost and without any markup. To the best of the Committee's knowledge, NewOak is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The Committee has set a hearing for today, May 16, 2011, for its requested retention of NewOak. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire Kurtzman Carson Consultants LLC as its communications agent; Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker; and Zolfo Cooper, LLC, as its forensic accountants and litigation support consultants. NEW STREAM: Committee Taps Zolfo Cooper as Forensic Accountants --------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of New Stream Secured Capital, Inc., et al., asks the U.S. Bankruptcy Court for the District of Delaware to retain Zolfo Cooper, LLC as its forensic accountants and litigation support consultants. Zolfo Cooper will, among other things: a) provide litigation support and forensic accounting services to the Committee, including with respect to (i) avoidance actions concerning investor redemption payments, lien transfers, and intercompany transfers; (ii) substantive consolidation; (iii) other potential estate claims against third parties; b) review and challenge the disclosure statement and fairness of any plan or reorganization, including the best interest of creditors; and c) provide other services as requested by the Committee. The hourly rates of the Zolfo Cooper's personnel are: Managing Directors $775 - $825 Professional Staff $230 - $695 Support Personnel $55 - $295 To the best of the Committee's knowledge, Zolfo Cooper is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About New Stream New Stream is an inter-related group of companies that collectively comprise an investment fund, headquartered in Ridgefield, Connecticut. Founded in 2002, New Stream focuses on providing non-traded private debt to the insurance, real estate and commercial finance sectors. On March 7, 2011, when New Stream was still soliciting votes on the Chapter 11 plan, certain investors filed a petition (Bankr. D. Del. Lead Case No. 11-10690) seeking to force three New Stream funds -- New Stream Secured Capital Fund (U.S.) LLC, New Stream Secured Capital Fund P1 (Cayman), Ltd. and New Stream Secured Capital Fund K1 (Cayman), Ltd. -- to Chapter 11 bankruptcy. The petitioning investors in the New Stream investment enterprise say they are collectively owed over $90 million, representing roughly 28% of the approximately $320 million owed to all U.S. and Cayman investors. The Petitioners are represented by (i) Joseph H. Huston, Jr., Esq., Maria Aprile Sawczuk, Esq., Meghan A. Cashman, Esq., at Stevens & Lee, P.C., in Wilmington, Delaware, and Beth Stern Fleming, Esq., at Stevens & Lee, P.C., in Philadelphia, Pennsylvania, and Nicholas F. Kajon, Esq., David M. Green, Esq., and Constantine Pourakis, Esq., at Stevens & Lee, P.C., in New York, (ii) Edward Toptani, Esq., at Toptani Law Offices, in New York, and (iii) John M Bradham, Esq., and David Hartheimer, Esq., at Mazzeo Song & Bradham LLP, in New York. New Stream Secured Capital, Inc., and three affiliates (New Stream Insurance, LLC, New Stream Capital, LLC, and New Stream Secured Capital, L.P.) filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 11-10753) on March 13, 2011, with a proposed prepackaged Chapter 11 plan. Kurt F. Gwynne, Esq., J. Cory Falgowski, Esq., Michael J. Venditto, Esq., and Scott M Esterbrook, Esq., at Reed Smith LLP, serve as the Debtors' bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' claims and notice agent. NSSC, Inc., estimated its assets and debts at up to $50,000. NSC estimated its assets at $100,000 to $500,000 and debts at $50,000 to $100,000. NSI estimated its assets at $100 million to $500 million and debts at $50 million to $100 million. NSSC, LP, estimated its assets and debts at $500 million to $1 billion. NSI's insurance portfolio is being sold for $184.35 million as part of the Chapter 11 plan. The aggregate indebtedness secured by the investment portfolio of NSSC is $688,412,974. NSI owes $81,573,376 to certain account classes under a Bermuda fund. The Official Committee of Unsecured Creditors proposes to hire NewOak Solutions LLC as its consultant; Kurtzman Carson Consultants LLC as its communications agent; and Houlihan Lokey Howard & Zukin Capital, Inc., as its financial advisor and investment banker. OK ETON: Court Reschedules Plan Confirmation Hearing to July 5 -------------------------------------------------------------- The hearing on the confirmation of OK Eton Square, LP's plan of reorganization has been rescheduled and will be held on July 5, 2011, beginning at 9:15 a.m. As reported in the TCR on Jan. 18, 2011, the Debtor proposes to restructure the current indebtedness to pay all creditors. The Debtor will continue to lease the property to a number of different tenants. To the extent the cash on hand at anytime is insufficient to make the required payments under the Plan, equity will provide any needed cash infusion. Based upon the projected income the Debtor does not believe any additional cash infusions will be necessary. Under the Plan, the Debtor will pay Bank of the West in full with interest at the rate of Prime Rate adjusted annually of the anniversary of the Effective Date by 0.25%. Unsecured creditors will be paid in full in 60 equal monthly payments commencing on the Effective Date. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/OKEton_DS.pdf About OK Eton Square, LP OK Eton Square, LP, based in Dallas, Texas, filed for Chapter 11 bankruptcy on May 24, 2010 (Bankr. N.D. Tex. Case No. 10-33583). Judge Barbara J. Houser presides over the case. The Debtor is represented by Eric A. Liepins, Esq., at Eric A. Liepins, P.C., in Dallas, Texas. The Debtor estimated assets and debts at $10 million to $50 million in its Chapter 11 petition. PETRA FUND: Examiner Taps McKenna Long as Bankruptcy Counsel ------------------------------------------------------------ Jack F. Williams, the Court-appointed examiner of Petra Fund REIT Corp. and Petra Offshore Fund, L.P., has employed as bankruptcy counsel: Christopher F. Graham, Esq. MCKENNA LONG & ALDRIDGE LLP 230 Park Avenue New York, NY 10169 Telephone: (212) 905-8300 Facsimile: (212) 922-1819 E-mail: cgraham@mckennalong.com - and - Gary W. Marsh, Esq. Henry F. Sewell, Jr., Esq. David E. Gordon, Esq. MCKENNA LONG & ALDRIDGE LLP 303 Peachtree Street, Suite 5300 Atlanta, GA 30308 Telephone: (404) 527-4000 Facsimile: (404) 527-4198 E-mail: gmarsh@mckennalong.com hsewell@mckennalong.com dgordon@mckennalong.com At the behest of KBS Preferred Holding I, LLC, the Court in April 2011 approved the appointment of an examiner to investigate transfers from the Debtors to affiliate entities, insiders, and third parties, exclusive of warehouse lenders JP Morgan Chase and Royal Bank of Scotland, from Sept. 1, 2008 to Oct. 20, 2010; any and all transfers from the Debtors to the Warehouse Lenders in the 90 days prior to the Petition Date; the circumstances relating to the payoff of the loan to the Debtors by Millennium Partners, including the sources of funds to make the payoff; and the parties' conduct in connection with the discovery requests contained in a bid by KBS for examination of the Debtors pursuant to Federal Rule of Bankruptcy Procedure 2004. McKenna Long has served as counsel to the court-appointed examiner in the bankruptcy cases of: (1) Washington Mutual, Inc. and its affiliated debtors (Bankr. D. Del. Case No. 08-12229); (2) DBSI, Inc. and its affiliated debtors (Bankr. D. Del. Case No. 08- 12687); and (3) Refco, Inc. and its affiliated debtors (Bankr. S.D.N.Y. Case No. 05-60006). The principal attorneys in McKenna Long's Bankruptcy & Creditor's Rights Group who are expected to represent the Examiner in the Chapter 11 Cases and their hourly rates are: -- Christopher F. Graham ($785), -- Gary W. Marsh ($525), -- Henry F. Sewell, Jr. ($495), and -- David E. Gordon ($355) The Examiner anticipates that the vast majority of work performed in connection with MLA's representation of the Examiner will be performed by Messrs. Sewell and Gordon. Mr. Sewell, Esq., at McKenna Long, attests that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Petra Fund Petra Fund REIT Corp. and its affiliates are in the business of originating, investing in, structuring and trading loans secured by commercial real-estate. Petra Offshore Fund LP is the parent. Petra Fund and Petra Offshore sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 10-15500) on Oct. 20, 2010, and are represented by Shaya M. Berger, Esq., and Brian E. Goldberg, Esq., at Dickstein Shapiro, LLP. At the time of the filing, each of the Debtor estimated its assets at less than $10 million and its debts at more than $100 million. Petra Fund blamed its Chapter 11 filing on the extraordinary and unprecedented collapse of the credit and commercial real estate markets, which caused a mark-to-market value of its assets to plummet. Attorneys for KBS Preferred Holding I, LLC, are: Richard M. Kremen, Esq. DLA PIPER LLP 6225 Smith Avenue Baltimore, MD 21209 Tel: 410-580-4191 E-mail: richard.kremen@dlapiper.com - and - Timothy W. Walsh, Esq. Vincent J. Roldan, Esq. DLA PIPER LLP 1251 Avenue of the Americas New York, NY 10020 Tel: 212-335-4616 E-mail: timothy.walsh@dlapiper.com vincent.roldan@dlapiper.com Counsel for the Royal Bank of Scotland PLC is: Benjamin Mintz, Esq. KAYE SCHOLER LLP 425 Park Avenue New York, NY 10022 Tel: (212) 836-8505 E-mail: bmintz@kayescholer.com Attorneys for J.P. Morgan Securities, Inc., are: Mark C. Ellenberg, Esq. Peter Friedman, Esq. CADWALADER, WICKERSHAM & TAFT LLP 700 Sixth Street, N.W. Washington, DC 20001 Tel: 202-862-2238 E-mail: mark.ellenberg@cwt.com - and - Michael J. Cohen, Esq. CADWALADER, WICKERSHAM & TAFT LLP One World Financial Center New York, NY 10281 Tel: 212-504-6530 E-mail: Michael.J.Cohen@cwt.com PETRA FUND: Examiner Hires Mesirow as Financial Advisors -------------------------------------------------------- Jack F. Williams, the Court-appointed examiner of Petra Fund REIT Corp. and Petra Offshore Fund, L.P., needs assistance in collecting and analyzing financial and other information related to the Debtors' chapter 11 cases. In this regard, the Examiner has tapped Mesirow Financial Consulting LLC as his financial advisors. Matthew M. Shirah attests that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Mesirow's hourly rates are: Level Hourly Rates ----- ------------ Senior managing director, $775-$825 Managing director and Director Senior vice-president $665-$725 Vice president $565-$625 Senior associate $465-$525 Associate $285-$395 Paraprofessional $145-$240 About Petra Fund Petra Fund REIT Corp. and its affiliates are in the business of originating, investing in, structuring and trading loans secured by commercial real-estate. Petra Offshore Fund LP is the parent. Petra Fund and Petra Offshore sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 10-15500) on Oct. 20, 2010, and are represented by Shaya M. Berger, Esq., and Brian E. Goldberg, Esq., at Dickstein Shapiro, LLP. At the time of the filing, each of the Debtor estimated its assets at less than $10 million and its debts at more than $100 million. Petra Fund blamed its Chapter 11 filing on the extraordinary and unprecedented collapse of the credit and commercial real estate markets, which caused a mark-to-market value of its assets to plummet. At the behest of KBS Preferred Holding I, LLC, the Court in April 2011 approved the appointment of an examiner to investigate transfers from the Debtors to affiliate entities, insiders, and third parties, exclusive of warehouse lenders JP Morgan Chase and Royal Bank of Scotland, from Sept. 1, 2008 to Oct. 20, 2010; any and all transfers from the Debtors to the Warehouse Lenders in the 90 days prior to the Petition Date; the circumstances relating to the payoff of the loan to the Debtors by Millennium Partners, including the sources of funds to make the payoff; and the parties' conduct in connection with the discovery requests contained in a bid by KBS for examination of the Debtors pursuant to Federal Rule of Bankruptcy Procedure 2004. The Examiner has tapped McKenna Long & Aldridge LLP as his bankruptcy counsel. KBS Preferred Holding I, LLC, is represented by DLA Piper LLP. Kaye Scholer LLP argues for the Royal Bank of Scotland PLC. J.P. Morgan Securities, Inc., is represented by Cadwalader, Wickersham & Taft LLP. PRICHARD, AL: High Court to Review Muni Bankruptcy Requirement -------------------------------------------------------------- District Judge Kristi K. DuBose certified an appeal by the city of Prichard, Alabama, from the Bankruptcy Court's dismissal of its Chapter 9 bankruptcy petition. The District Court, however, will not hear the appeal. The Alabama Supreme Court will. According to Judge DuBose, resolution of the appeal involves questions or propositions of law of the State of Alabama that are determinative of the cause, and there appears to be no clear, controlling precedent in the decisions of the Alabama Supreme Court. The Alabama Supreme Court will review whether "Ala. Code Sec. 11-81-3 (1975) (as amended) requires that an Alabama municipality have refunding or funding bond indebtedness as a condition of eligibility to proceed under Chapter 9 of Title 11 of the United States Code." The appeal to the District Court is stayed pending resolution of this question by the Alabama Supreme Court. The city of Prichard, Alabama, filed a Chapter 9 bankruptcy petition on Oct. 9, 2009. The Bankruptcy Court dismissed Prichard's petition after finding that the city lacked the capacity, under Alabama law, to file the petition. A copy of the District Court's May 17, 2011 Order is available at http://is.gd/RlhHijfrom Leagle.com. REALOGY CORP: Bank Debt Trades at 4.5% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Realogy Corp. is a borrower traded in the secondary market at 95.50 cents-on-the- dollar during the week ended Friday, May 20, 2011, a drop of 0.33 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on Sept. 30, 2013, and carries Moody's B1 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Realogy Corp. Realogy Corp. -- http://www.realogy.com/-- a global provider of real estate and relocation services with a diversified business model that includes real estate franchising, brokerage, relocation and title services. Realogy's world-renowned brands and business units include Better Homes and Gardens Real Estate, CENTURY 21, Coldwell Banker, Coldwell Banker Commercial, The Corcoran Group, ERA, Sotheby's International Realty, NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise systems have around 15,000 offices and 270,000 sales associates doing business in 92 countries around the world. Headquartered in Parsippany, N.J., Realogy is owned by affiliates of Apollo Management, L.P., a leading private equity and capital markets investor. Realogy fully supports the principles of the Fair Housing Act. The Company's balance sheet at March 31, 2011 showed $7.91 billion in total assets, $9.21 billion in total liabilities, and a $1.30 billion total deficit. Realogy has 'Caa2' corporate family rating and 'Caa3' probability of default rating, with positive outlook, from Moody's. The rating outlook is positive. Moody's said in January 2011 that the 'Caa2' CFR and 'Caa3' PDR reflects very high leverage, negative free cash flow and uncertainty regarding the timing and strength of a recovery of the residential housing market in the US. Moody's expects Debt to EBITDA of about 14 times for the 2010 calendar year. Despite the recently completed and proposed improvements to the debt maturity profile, the Caa2 CFR continues to reflect Moody's view that current debt levels are unsustainable and that a substantial reduction in debt levels will be required to stabilize the capital structure. In February, Standard & Poor's Ratings Services raised its corporate credit rating on Realogy Corp. to 'CCC' from 'CC'. The rating outlook is positive. REMINGTON RANCH: Has Court OK to Borrow $4,000 to Pay Accountant ---------------------------------------------------------------- Remington Ranch LLC sought and obtained permission from the Bankruptcy Court to borrow up to $4,000 from James M. Pippin. The Debtor needs the money to pay its accounting firm, JP Accounting & Bookkeeping, which prepared its 2010 federal tax return. The Debtor will grant administrative expenses status to the lender. The loan will pay interest at 6% per annum until paid. Hooker Creek Companies LLC and Columbia State Bank have objected to the request. Hooker has sought dismissal of the Debtor's case. In September 2010, the Debtor filed a fourth amended version of its Plan of Reorganization providing for the completion of Phase I of the Debtor's property, which includes 192 single family lots and a number of overnight units to allow recordation of the plat, the Wicked Pony Golf Course, the sales center, and a system of lakes and streams, along with the supporting infrastructure located on approximately 770 acres in the southern portion of the property. Under the Plan, secured creditors will be paid, over time, the full amount of the Allowed Secured Claim of each from the proceeds from lot sales. Unsecured Creditors will also be paid the full amount of the Allowed Unsecured Claim of each from the proceeds of lot sales. Secured and Unsecured creditors will be paid after the Bridge Loan and Construction Loan debt are fully retired. If a Plan is confirmed, and construction would begin this year, the Debtor intends for the first closings of lot sales to begin in the second quarter of 2012. The timing of payment to creditors will depend upon the amount of claims allowed and the priority of claims. Allowed Claims would be satisfied by the first quarter of 2015. Therefore, unsecured creditors would expect to be paid in 2014-2015. A full-text copy of the Fourth Amended Plan is available for free at http://bankrupt.com/misc/RemingtonRanch4thAmendedPlan.pdf A hearing to confirm the Plan was set for March 2011. However, on March 2, the Debtor informed the Court it wishes to withdraw its Fourth Amended Plan, and to file a motion to auction its assets. Accordingly, the Court cancelled the Confirmation Hearing scheduled to begin March 7. Thereafter, the Debtor sought permission to sell roughly 2,080 acres of real property located in Powell Butte. The Purchase Price will be determined at auction, but the Initial Bid Amount -- and minimum purchase price for the property -- is $7.5 million. A hearing on the sale was set for this month. About Remington Ranch Powell Butte, Oregon-based Remington Ranch, LLC, is a property developer. It also goes by the name Coyote Basin Development, LLC, Seven Peaks, LLC, and Red Rock LLC. It filed for Chapter 11 bankruptcy protection on Jan. 21, 2010 (Bankr. D. Ore. Case No. 10-30406), Judge Elizabeth L. Perris presiding. The Debtor disclosed $29,298,544 in assets and $32,453,284 in liabilities as of the Petition Date. Attorneys at Cable Huston Benedict Haagensen & Lloyd LLP serve as bankruptcy counsel. RIVER EAST: Hearing on Motion to Dismiss Case Continued to July 11 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Illinois has continued until July 11, 2011, at 10:00 a.m. the hearing on secured first mortgage lien creditor LNV Corporation's motion to have River East Plaza, LLC's Chapter 11 bankruptcy dismissed. As reported by the Troubled Company Reporter on Feb. 21, 2011, LNV asked the Court to dismiss the Debtor's bankruptcy case or grant LNV relief from automatic stay to pursue the foreclosure sale that was scheduled to occur hours following the Debtor's commencement of the case. LNV claimed that the Debtor filed for bankruptcy to "delay a foreclosing secured lender. Other than avoiding foreclosure, the Debtor has no purpose for pursuing this case. Because the Debtor has no unencumbered assets and no ability to profitably operate its only asset -- a 74% vacant mixed use property -- the Debtor shows no prospect for reorganization. Accordingly, LNV Corp. should not be subjected to additional delay in seeking to foreclose on its collateral when reorganization is unrealistic." LNV is represented by Neal, Gerber & Eisenberg LLP. Chicago, Illinois-based River East Plaza, LLC, filed for Chapter 11 bankruptcy protection on Feb. 10, 2011 (Bankr. N.D. Ill. Case No. 11-05141). Michael E. Gosman, Esq., at Whyte Hirschboeck Dudek S.C., serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets and debts at $10 million to $50 million. SATELITES MEXICANOS: Can Hire Alfaro as Mexican Financial Advisor ----------------------------------------------------------------- Satelites Mexicanos, S.A. de C.V., et al., sought and obtained authorization from the Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware to employ Alfaro, Davila y Rios, S.C., as Mexican financial advisor, nunc pro tunc to the Petition Date. Due to the cross-border nature of the Debtors' business and operations, the Debtors have required and utilized financial advisory services in the U.S. as well as in Mexico and the rest of Latin America prior to the commencement of the proceedings and in connection with the proposed restructuring. The Debtors are seeking to employ ADR, a strategic alliance partner of Lazard Freres & Co. LLC based in Mexico, with respect to the Mexican and Latin American aspects of these proceedings and the restructuring of the Debtors. ADR will, among other things: a. advise with regard to possible affiliations with strategic operators; b. advise with regard to divestitures of non-strategic assets; and c. provide the Debtors with other financial restructuring advice. ADR will be paid, among other things: a. a monthly fee of $175,000 for the first two months of Lazard's engagement, and $150,000 for each additional month of engagement; b. a fee equal to $2 million; and c. a fee equal to $8 million. More information on ADR's fee structure is available for free at: http://is.gd/4VsvY4 About Satmex SAB Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based provider of fixed satellite services in the Americas, with coverage to more than 90% of the population to the Americas, including more than 45 nations and territories. Satmex also provides Latin American television programming in the United States. One of only two privately managed FSS providers based in Latin America, Satmex has a fleet comprised of three satellites. Satmex 5 and Satmex 6 generate the adjusted EBITDA for Satmex. A third satellite, Solidaridad 2, is inclined orbit but does not generate any adjusted EBITDA. Construction of Satmex 8 is expected to be completed by July 2012. Satmex also intends to pursue plans for a new satellite, to be named Satmex 7. Satmex first filed for bankruptcy in August 2006 in New York and exited four months later with a plan to repay creditors owed about US$743 million with new debt and equity. Satmex, with affiliates Alterna' TV International Corporation and Alterna' TV Corporation, again filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11035) on April 6, 2011. The Debtors disclosed US$441.6 million in total assets and US$531.6 million in total debts as of March 23, 2011. In its schedules, Satmex disclosed US$393,427,253 in total assets and US$457,699,978 in total debts on a stand-alone basis. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves as the Debtor's bankruptcy counsel in the present Chapter 11 case. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Jefferies & Company, Inc., is the financial advisor to supporting second lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting second lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B. Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. SATELITES MEXICANOS: Can Hire Greenberg Traurig as Bankr. Counsel ----------------------------------------------------------------- Satelites Mexicanos, S.A., de C.V., et al., obtained authorization from the Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware to employ the law firm of Greenberg Traurig, LLP, as bankruptcy counsel, nunc pro tunc to the Petition Date. Greenberg Traurig can be reached at: Attn: Victoria Watson Counihan, Esq. Greenberg Traurig, LLP The Nemours Building 1007 North Orange Street, Suite 1200 Wilmington, DE 19801 Tel: (302) 661-7000 Fax: (302) 661-7360 E-mail: bankruptcydel@gtlaw.com As reported by the Troubled Company Reporter on April 13, 2011, the Debtors sought court approval to employ Greenberg Traurig. The hourly rates applicable to the principal attorneys and paralegals proposed to represent the Debtors are: Professional Rate Per Hour ------------ ------------- Nancy A. Mitchell $945 Maria DiConza $730 Victoria W. Counihan $665 Paul J. Keenan Jr. $600 Alexandra Aquino-Fike $420 Aviram Fox $395 Matthew L. Hinker $315 Elizabeth Thomas $235 Other attorneys and paralegals will render services to the Debtors as needed. Greenberg Traurig's hourly rates are: Professional Rate Per Hour ------------ ------------- Shareholders $340-$1,090 Of counsel $360-$935 Associates $175-$610 Legal Assistants/Paralegals $60-$310 About Satmex SAB Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based provider of fixed satellite services in the Americas, with coverage to more than 90% of the population to the Americas, including more than 45 nations and territories. Satmex also provides Latin American television programming in the United States. One of only two privately managed FSS providers based in Latin America, Satmex has a fleet comprised of three satellites. Satmex 5 and Satmex 6 generate the adjusted EBITDA for Satmex. A third satellite, Solidaridad 2, is inclined orbit but does not generate any adjusted EBITDA. Construction of Satmex 8 is expected to be completed by July 2012. Satmex also intends to pursue plans for a new satellite, to be named Satmex 7. Satmex first filed for bankruptcy in August 2006 in New York and exited four months later with a plan to repay creditors owed about US$743 million with new debt and equity. Satmex, with affiliates Alterna' TV International Corporation and Alterna' TV Corporation, again filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11035) on April 6, 2011. The Debtors disclosed US$441.6 million in total assets and US$531.6 million in total debts as of March 23, 2011. In its schedules, Satmex disclosed US$393,427,253 in total assets and US$457,699,978 in total debts on a stand-alone basis. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Jefferies & Company, Inc., is the financial advisor to supporting second lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting second lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B. Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. SATELITES MEXICANOS: Can Hire Ernst & Young as Financial Advisor ---------------------------------------------------------------- Satelites Mexicanos, S.A., de C.V., et al., obtained authorization from the Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware to employ Ernst & Young LLP as financial advisor, nunc pro tunc to the Petition Date. As reported by the Troubled Company Reporter on April 14, 2011, the Debtors sought court approval to employ E&Y to, among other things: a. develop communication plans for various constituents; b. assist the management and the Debtors' counsel with respect to bankruptcy implementation, including but not limited to the preparation of the information required in the schedule of financial affairs and the statements of assets and liabilities and the development of process for production of monthly operating reports; c. design and prepare a 13-week liquidity management/cash flow template/tool that incorporates detailed sources and uses of cash; and d. assist with the preparation of a liquidation analysis to produce an illustrative summary of potential recoveries under various scenarios. E&Y will be paid based on these hourly rates of its professionals: Partner/Principal $650-$700 Senior Manager $500-$550 Manager $375-$400 Senior/Staff $200-$325 About Satmex SAB Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based provider of fixed satellite services in the Americas, with coverage to more than 90% of the population to the Americas, including more than 45 nations and territories. Satmex also provides Latin American television programming in the United States. One of only two privately managed FSS providers based in Latin America, Satmex has a fleet comprised of three satellites. Satmex 5 and Satmex 6 generate the adjusted EBITDA for Satmex. A third satellite, Solidaridad 2, is inclined orbit but does not generate any adjusted EBITDA. Construction of Satmex 8 is expected to be completed by July 2012. Satmex also intends to pursue plans for a new satellite, to be named Satmex 7. Satmex first filed for bankruptcy in August 2006 in New York and exited four months later with a plan to repay creditors owed about US$743 million with new debt and equity. Satmex, with affiliates Alterna' TV International Corporation and Alterna' TV Corporation, again filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11035) on April 6, 2011. The Debtors disclosed US$441.6 million in total assets and US$531.6 million in total debts as of March 23, 2011. In its schedules, Satmex disclosed US$393,427,253 in total assets and US$457,699,978 in total debts on a stand-alone basis. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves as the Debtor's bankruptcy counsel in the present Chapter 11 case. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Jefferies & Company, Inc., is the financial advisor to supporting second lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting second lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B. Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. SATELITES MEXICANOS: Can Hire Lazard Freres as Investment Banker ---------------------------------------------------------------- Satelites Mexicanos, S.A. de C.V., et al., obtained authorization from the Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware to employ Lazard Freres & Co. LLC as investment banker and financial advisor, nunc pro tunc to the Petition Date. As reported by the Troubled Company Reporter on April 14, 2011, the Debtors sought court approval to hire Lazard Freres to, among other things: a. review and analyze the Debtors' business, operations and financial projections; b. evaluating the Debtors' potential debt capacity and capital expenditure requirements in light of its projected cash flows; c. assist in the determination of a capital structure for the Debtors; and d. assist in the determination of a range of values for the Debtors on a going concern basis. Lazard Freres will be paid, among other things: a. a monthly fee of $175,000 for the first two months of its engagement, and $150,000 for each additional month of engagement; b. a fee equal to $2 million, payable upon the earlier (i) execution of a binding term sheet by, or similar binding agreement in principle among, a sufficient number of the Debtors' stakeholders to proceed with the implementation of a restructuring, (ii) execution of definitive agreements with respect to a pre-packaged or pre-arranged plan of reorganization by a number of the Debtors' stakeholders as is necessary to bind the Debtors' stakeholders to the plan, and (iii) delivery of binding consents to, or execution of, a prepackaged plan by a number of the Debtors' stakeholders as is necessary to file the plan; and c. a fee equal to $8 million, payable upon consummation of a restructuring. More information on compensation of Lazard Freres is available at the letter agreement, a copy of which is available for free at: http://bankrupt.com/misc/SATELITES_MEXICANOS_letteragreement.pdf About Satmex SAB Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based provider of fixed satellite services in the Americas, with coverage to more than 90% of the population to the Americas, including more than 45 nations and territories. Satmex also provides Latin American television programming in the United States. One of only two privately managed FSS providers based in Latin America, Satmex has a fleet comprised of three satellites. Satmex 5 and Satmex 6 generate the adjusted EBITDA for Satmex. A third satellite, Solidaridad 2, is inclined orbit but does not generate any adjusted EBITDA. Construction of Satmex 8 is expected to be completed by July 2012. Satmex also intends to pursue plans for a new satellite, to be named Satmex 7. Satmex first filed for bankruptcy in August 2006 in New York and exited four months later with a plan to repay creditors owed about US$743 million with new debt and equity. Satmex, with affiliates Alterna' TV International Corporation and Alterna' TV Corporation, again filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11035) on April 6, 2011. The Debtors disclosed US$441.6 million in total assets and US$531.6 million in total debts as of March 23, 2011. In its schedules, Satmex disclosed US$393,427,253 in total assets and US$457,699,978 in total debts on a stand-alone basis. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves as the Debtor's bankruptcy counsel in the present Chapter 11 case. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Jefferies & Company, Inc., is the financial advisor to supporting second lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting second lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B. Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. SOUTHEASTERN CONSULTING: Case Summary & Creditors List ------------------------------------------------------ Debtor: Southeastern Consulting & Development Company, Inc. dba Heritage Plantation East Bay Preserve Heritage Park Heritage Manor 502C Capital Circle, S.E. Tallahassee, FL 32301 Bankruptcy Case No.: 11-40398 Chapter 11 Petition Date: May 17, 2011 Court: U.S. Bankruptcy Court Northern District of Florida (Tallahassee) Debtor's Counsel: Brian G. Rich, Esq. BERGER SINGERMAN PA 125 S. Gadsden Street, Suite 300 Tallahassee, FL 32301 Tel: (850) 561-3010 Fax: (850) 561-3013 E-mail: brich@bergersingerman.com Estimated Assets: $50,000,001 to $100,000,000 Estimated Debts: 50,000,001 to $100,000,000 The petition was signed by Louis S. Weltman, president. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ First Florida Bank -- $200,000 P.O. Box 128 Destin, FL 32540 John Deere Credit -- $124,645 P.O. Box 650215 Dallas, TX75265-0215 Williams Scotsman -- $43,022 P.O. Box 91975 Chicago, IL 60693-1975 Hyatt & Stubblefield, P.C. -- $25,633 RPI Media, Inc. -- $24,616 Powerplan -- $22,634 Hill Ward Henderson P.A. -- $21,423 Heritage Plantation CDD -- $15,900 Yamaha -- $13,418 Kubota Credit Corporation -- $11,020 The Water Spigot, Inc. -- $10,364 Mobile Mini, Inc. -- $9,308 Shutts & Bowen LLP -- $8,675 Bill Salter Advertising, Inc. -- $8,052 Harrell's -- $6,504 LESCO, Inc. -- $5,507 Regal Chemical Company -- $5,472 South Coast Golf Guide -- $4,150 Mitchem, Jerry D. -- $3,050 Taylor Made Golf Company, Inc. -- $2,926 SOUTHWEST SEAFOOD: Case Summary & 7 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Southwest Seafood Shoppes, LLC 4321 N. Bear Claw Way Tucson, AZ 85749 Bankruptcy Case No.: 11-14185 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court District of Arizona (Tucson) Judge: James M. Marlar Debtor's Counsel: Eric Slocum Sparks, Esq. ERIC SLOCUM SPARKS PC 110 S Church Ave #2270 Tucson, AZ 85701 Tel: (520) 623-8330 Fax: (520) 623-9157 E-mail: eric@ericslocumsparkspc.com Scheduled Assets: $100,600 Scheduled Debts: $1,217,000 A list of the Company's seven largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/azb11-14185.pdf The petition was signed by John P. Willingham, managing member. SPEARS TRUCKING: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Spears Trucking, Inc. 26160 Route 52 Fort Gay, WV 25514 Bankruptcy Case No.: 11-30342 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court Southern District of West Virginia (Huntington) Judge: Ronald G. Pearson Debtor's Counsel: Joe M. Supple, Esq. SUPPLE LAW OFFICE, PLLC 801 Viand Street Point Pleasant, WV 25550 Tel: (304) 675-6249 Fax: (304) 675-4372 E-mail: supplelawoffice@yahoo.com Scheduled Assets: $600,980 Scheduled Debts: $1,168,047 A list of the Company's four largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/wvsb11-30342.pdf The petition was signed by Robert Y. Spears, president. STATION CASINOS: Committee Wants to Compel GV Ranch Discovery ------------------------------------------------------------- The Official Committee of Unsecured Creditors in Station Casinos Inc.'s cases asks the Bankruptcy Court to compel Green Valley Ranch Gaming LLC, certain non-debtor affiliates, and certain individuals to produce certain documents and witnesses for deposition testimony. The Creditors' Committee further asks the Court to order reformation of a certain confidentiality agreement by removing the provision prohibiting the Committee's professionals and members from discussing information designated by the producing parties as "confidential". Robert J. Stark, Esq., at Brown Rudnick LLP, in New York, says that the Court should put an end to the attempts of Green Valley and others to thwart the Creditors' Committee from carrying out its statutory duty to investigate the propriety of Green Valley's proposed Chapter 11 plan of reorganization. The Creditors' Committee asserts that it has diligently attempted to satisfy its fiduciary duties to its constituents by serving discovery concerning: (1) the valuation assumption that underlies the Plan's proposed sale of substantially all of Green Valley's assets to insiders; (2) potential causes of action belonging to Green Valley's estate, including those related to serious and disturbing allegations regarding insiders of Green Valley managing the company for their own benefit; and (3) other significant issues concerning the confirmability of Green Valley's Plan, including (i) discriminatory treatment of similarly situated unsecured creditors, (ii) inappropriate diversion of value to insider/equity in violation of the absolute priority rule; and (iii) questions of whether the Plan can satisfy the Bankruptcy Code's good faith requirement. The Court should not permit the Producing Parties, and Green Valley in particular, to shirk their obligations under the liberal discovery rules governing contested matters, Mr. Stark asserts. Instead, he says, the Producing Parties should be required to conduct independent searches for documents responsive to the requests served on them by the Creditors' Committee, to produce timely those documents in a usable format, and to produce the witnesses demanded for depositions in the case. The Court is set to consider the Committee's request at a May 18, 2011, hearing. Wilmington Trust Objects Wilmington Trust FSB, as successor administrative agent of a February 2007 First Lien Credit Agreement with Green Valley, urges Judge Zive to deny the Committee's request. On behalf of Wilmington Trust, Craig A. Barbarosh, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in New York, asserts that the request must not be granted because there is no justification for extensive, costly or unduly burdensome discovery in the Debtors' Chapter 11 cases. Wilmington Trust further opposes the Committee's request because it fails to accord the restrictions on discovery against Wilmington Trust agreed to by counsel at a meet-and-confer last May 11, 2011. About Station Casinos Station Casinos, Inc., is a gaming and entertainment company that currently owns and operates nine major hotel/casino properties (one of which is 50% owned) and eight smaller casino properties (three of which are 50% owned), in the Las Vegas metropolitan area, as well as manages a casino for a Native American tribe. Station Casinos Inc., together with its affiliates, filed for Chapter 11 protection on July 28, 2009 (Bankr. D. Nev. Case No. 09-52477). Milbank, Tweed, Hadley & McCloy LLP serves as legal counsel in the Chapter 11 case; Brownstein Hyatt Farber Schreck, LLP, as regulatory counsel; and Lewis and Roca LLP is local counsel. Lazard Freres & Co. LLC is investment banker and financial advisor. Kurtzman Carson Consultants LLC is the claims and noticing agent. 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. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. 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: Commences Propco Rights Offering ------------------------------------------------- Station Casinos, Inc., filed a notice with the Court stating that it has commenced on April 28 the Propco Rights Offering solicitation, and distributed documents to creditors who indicated in their plan ballots that they were interested in participating in the rights offering and were otherwise eligible to participate in the offering. Under the SCI Plan, the Red Rock Casino Resort Spa, the Palace Station Hotel & Casino, the Boulder Station Hotel & Casino and the Sunset Station Hotel & Casino resort properties and certain related assets are to be transferred by certain subsidiaries of SCI to Station Casinos LLC, a newly formed Nevada limited liability company. In addition, under the SCI Plan, the Opco Purchase Agreement, and the Proposed Subsidiary Plan, New Station, which is expected to be the assignee of FG Opco Acquisitions, LLC, is to purchase the Santa Fe Station, Texas Station, Fiesta Henderson and Fiesta Rancho casino resort properties as well as interests in certain Native American gaming projects from SCI and certain of its subsidiaries. The SCI Plan provides that certain general unsecured creditors of SCI holding Eligible Claims of $5 million or more will receive through the Blockercos warrants exercisable for up to 2.5% of the total equity in Station Holdco LLC, a Delaware limited liability company subject to reduction as a result of the Partial Cash-Out. Pursuant to the SCI Plan and the court-approved Rights Offering Procedures Order, Holdco will, through the Blockercos, offer to the Offerees and the Put Parties the opportunity to participate in the Rights Offering and certain additional Equity Raises in which the Offerees and the Put Parties will be entitled to subscribe for and purchase Offered Units issued by the Blockercos representing indirect ownership interests in the equity interests of Holdco. Under the Rights Offering, the Offerees will collectively be entitled to subscribe for and purchase an aggregate amount of 37,500,000 Offered Units in Principal Blockerco at a price of $1.00 per Offered Unit. For the avoidance of doubt, an Offeree holding $5,000,000 of senior notes will be entitled to subscribe for up to 395,462 Offered Units. Any remaining Offered Units not subscribed for by Offerees or allocated to CRMF in connection with its settlement and other similar set-asides will be purchased by the Put Parties. The Put Parties will collectively be obligated to subscribe for and purchase an aggregate amount of 37,500,000 Offered Units, enabling the Offerees and the Put Parties together to subscribe for and purchase equity interests in the Blockercos representing indirect ownership of up to 15% of the equity interests in Holdco. However, if the Offerees that are eligible to participate in the Rights Offering do not hold Eligible Claims sufficient to permit them to purchase, in the aggregate, Offered Units in an amount equal to the Principal Blockerco Initial Rights Offering Amount, then the Put Parties have agreed to purchase Offered Units to make up the difference between the aggregate commitment of Offerees that purchased Offered Units in the Rights Offering and the Principal Blockerco Initial Rights Offering Amount, and, in that event, Principal Blockerco's total potential investment in Offered Units and its percentage equity interest in Holdco would be lower than the maximum amount described in the preceding sentence and 7.%, respectively, and the Put Party Blockercos' total potential investment in Offered Units and their aggregate percentage equity interest in Holdco would be higher than the maximum amount described in the preceding sentence and 7.5%. New Station is expected to utilize the proceeds of the Rights Offering to fund a portion of the purchase price of the Opco Sale; to fund a portion of the purchase price for the Green Valley Ranch sale; and for general corporate purposes, including an expected payment of up to $50 million to reduce its indebtedness. 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. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. 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: April 12 Debtors Plan Get Creditor Approval ------------------------------------------------------------ P. Joseph Morrow IV, a senior consultant employed by Kurtzman Carson Consultants LLC, filed declarations summarizing the tabulation of ballots of the Prepackaged Joint Chapter 11 Plan of Reorganization for the April 12 Debtors. The voting results reflect that the Plan for the April 12 Debtors got overwhelming creditor support. Kurtzman prepared a voting results summary for Green Valley Ranch Gaming, LLC and the Subsidiary Debtors: Accept Reject ---------------------------------------------- Class Amount Number Amount Number ----- ---------------------------------------------- CVH.1 Land Loan $250,968,506.39 3 $0 0 Lenders' Claim 100% 100% 0% 0% GVRG.2 GVR First $550,872,359.49 95 $999,999.99 4 Lien Claims 99.82% 95.96% 0.18% 4.04% SCI Opco* $834,069,624.97 16 $0 0 Prepetition OpCo 100% 100% 0% 0% Secured Lenders' Allowed Secured Claims * The Prepetition OpCo Secured Lenders' Allowed Secured Claims consist of these classes in the Prepackaged Plan: ASL.1, ASL.3(a), BS.1, BS.3(a), CH.2(a), CS.1, CS.3(a), FS.3(a), FLA.1, FLA.3(a), GR.`, GR.3(a), GVRS.1, GVRS.3(a), GVS.1, GVS.3(a), LM.1, LM.3(a), LML.2(a), MS.1, MS.3(a), PSHC.1, PSHC.3(a), PE.1, PE.3(a), RS.1, RS.3(a), SF.1, SF.3(a), SL.1, SL.3(a), SH.1, SH.3(a), SS.1, SS.3(a), STN.2(a), TS.1, and TS.3(a). A full-text copy of the Kurtzman declaration on Green Valley and Subsidiary Debtors is available for free at: http://bankrupt.com/misc/sci2895.pdf The Subsidiary Debtors are Auburn Development, LLC, Boulder Station, Inc., Centerline Holdings, LLC, Charleston Station, LLC, CV HoldCo, LLC, Durango Station, Inc., Fiesta Station, Inc., Fresno Land Acquisitions, LLC, Gold Rush Station, LLC, Green Valley Station, Inc., GV Ranch Station, Inc., Inspirada Station, LLC, Lake Mead Station, Inc., LML Station, LLC, Magic Star Station, LLC, Palace Station Hotel & Casinos, Inc., Past Enterprises, Inc., Rancho Station, LLC, Santa Fe Station, Inc., SC Durango Development LLC, Sonoma Land Holdings, LLC, Station Holdings, Inc., STN Aviation, Inc., Sunset Station, Inc., Texas Station, LLC, Town Center Station, LLC, Tropicana Acquisitions, LLC, and Vista Holdings, LLC. Kurtzman also prepared a voting results summary for Aliante Gaming, LLC, Aliante Holding, LLC, and Aliante Station, LLC: Accept Reject ---------------------------------------------- Class Amount Number Amount Number ----- ---------------------------------------------- ASL.1* Prepetition $834,069,624.97 16 $0 0 Opco Secured 100% 100% 0% 0% Lenders' Allowed Secured Claims ASL.3(a)* $834,069,624.97 16 $0 0 Prepetition Opco 100% 100% 0% 0% Secured Lenders' Allowed Deficiency Claims AGL.1 Aliante $275,904,170.00 9 $8,738,740.06 1 Lenders Allowed 96.93% 90% 3.07% 10% Claims A full-text copy of the Kurtzman declaration on the Aliante Debtors is available for free at: http://bankrupt.com/misc/sci2949.pdf In addition to Classes ASL.1 and ASL.3(a), the Prepetition Opco Secured Lenders' Allowed Secured and Deficiency Claims consist of these classes: BS.1, BS.3(a), CH.2(a), CS.1, CS.3(a), FS.1, FS.3(a), FLA.1, FLA.3(a), GR.1, GR.3(a), GVRS.1, GVRS.3(a), GVS.1, GVS.3(a), LM.1, LM.3(a), LML.2(a), MS.1, MS.3(a), PSHC.1, PSHC.3(a), PE.1, PE.3(a), RS.1, RS.3(a), SF.1, SF.3(a), SL.1, SL.3(a), SH.1, SH.3(a), SS.1, SS.3(a), STN.2(a), TS.1 and TS.3(a). 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. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. 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: Files 1st Quarter Report With Bankr. Court ----------------------------------------------------------- Station Casinos Inc. filed with the Court on April 29, 2011, a summary of its financial status for the quarter ended March 31, 2011. Under the report, the Debtor disclosed its assets and liabilities, cash receipts and disbursements and net loss from its operations. The Debtor also disclosed that it paid a total of $4,364,296 to various bankruptcy professionals retained in its cases for the quarter ended March 31, 2011. Station Casinos, Inc. Balance Sheet As of March 31, 2010 (Unaudited) Cash and cash equivalents $7,231,000 Restricted cash 14,811,000 Accounts and notes receivable, net 7,706,000 Interco (payables) receivables (626,098,000) Prepaid expenses 2,166,000 Inventories 9,000 Deferred tax asset current 6,115,000 -------------- Total current assets (588,060,000) Property & equipment, net 81,893,000 Land held for development - Intangible assets 1,485,000 Debt issuance costs - Other assets 29,740,000 Investments in subsidiaries 4,032,670,000 Long-term deferred tax asset 65,447,000 -------------- Total assets $3,623,175,000 ============== Debtor-in-possession financing $560,433,000 I/C note & deferred rent payable - Current portion of LT debt - Accounts payable 828,000 Accrued expenses and other current liabilities 10,378,000 Accrued FIT payable (receivable) 170,000 Accrued interest payable 495,000 DIP interest payable 14,630,000 Payroll & related liabilities 8,354,000 Swap market value current - Deferred tax liability current - -------------- Total current liabilities 595,288,000 LT debt less current portion - Long term accrued benefits - Deferred tax liability noncurrent 173,976,000 Other long-term liabilities, net 5,265,000 -------------- Total liabilities not subject to compromise 774,529,000 -------------- Liabilities subject to compromise 3,544,836,000 -------------- Total liabilities 4,319,365,000 -------------- Common stock 417,000 Restricted stock 333,649,000 Additional paid-in capital 2,662,113,000 Beginning retained earnings(deficit) (3,669,935,000) Current year earnings(loss) (22,436,000) Other comprehensive income(loss) 2,000 -------------- Total stockholders' equity (696,190,000) -------------- Total liabilities and equity $3,623,175,000 ============== Station Casinos, Inc. Statement of Operations For the Quarter Ended March 31, 2011 (Unaudited) Operating revenue: Other $2,000 -------------- Net revenue 2,000 Operating costs and expenses 7,758,000 Impairment - -------------- EBITDAR (7,756,000) Land leases - Earnings(losses) from JV's - -------------- EBITDA (7,756,000) Depreciation 2,067,000 Amortization - Severance 36,000 Preopening expenses - -------------- EBIT (9,859,000) Cancelled debt offering costs - Other nonoperating loss - Early retirement of debt - Legal Settlement - I/C Interest income (expense) (3,163,000) Interest income 5,000 Interest expense (11,747,000) Less: capitalized interest 1,661,000 Interest expense-JV - Change in swap fair value 397,000 Gain(loss) on disposal - -------------- Income before fees, reorganization & income tax (22,706,000) Management fees 6,203,000 Reorganization costs (5,933,000) Federal tax expense - -------------- Net income (loss) ($22,436,000) ============== Station Casinos, Inc. Statement of Cash Flows For the Quarter Ended March 31, 2011 (Unaudited) Cash flows from operating activities: Net income ($22,436,000) Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 2,067,000 Shared-based compensation 3,375,000 Change in fair value of derivative instrument (397,000) Loss on disposal of assets - Loss on early retirement of debt - Write-downs and other charges, net - Amortization of debt discount - Reorganization items 5,933,000 Impairment - Changes in assets and liabilities: Decrease(increase) in restricted cash (2,297,000) Decrease(increase) in accounts and notes receivables, net 1,769,000) Decrease(increase)in inventories and prepaid expenses and other 504,000 Increase(decrease) in deferred income taxes - Increase(decrease) in accounts payable 288,000 Increase(decrease) in accrued interest (47,000) Increase(decrease) in accrued expenses and other current liabilities 26,921,000 Increase(decrease)in intercompany payables (63,565,000) Other, net 581,000 -------------- Total adjustments (25,498,000) Net cash provided by (used in) operating activities, before reorganization items (47,934,000) -------------- Cash used for reorganization items (5,003,000) -------------- Net cash provided by (used in) operating activities (52,937,000) Cash flows from investing activities: Capital expenditures 2,000 Intangible assets - Proceeds from intercompany sale of land - Distributions from subsidiaries, net of investments 1,058,000 Native American development costs - Other, net - -------------- Net cash provided by investing activities (942,000) Cash flows from financing activities: Borrowings under DIP Financing, net 59,900,000 Payments under term loan, maturity 3 mos. (625,000) Payments of debt issue costs - Capital contributions - Other, net - -------------- Net cash provided by(used in) financing activities 59,275,000 Cash and cash equivalents: Increase(decrease) in cash and cash equivalents 5,396,000 -------------- Balance, beginning of period 1,835,000 -------------- Balance, end of period $7,231,000 ============== 17 Debtor-Affiliates Seventeen Debtors submitted to the Court on April 29, 2011, separate operating reports for the quarter ended March 31, 2011, disclosing their total assets and total liabilities: Total Total Debtor Assets Liabilities ------ ------------- ------------- FCP Holding, Inc. $2,805,626,000 $0 FCP PropCo, LLC $1,953,848,000 $1,972,315,000 FCP MezzCo Borrower II, LLC $175,000,000 $179,133,000 FCP MezzCo Borrower IV, LLC $150,000,000 $153,083,000 Fertitta Partners LLC $902,434,000 $0 FCP MezzCo Borrower I, LLC $200,000,000 $204,477,000 FCP MezzCo Borrower III, LLC $125,000,000 $128,617,000 Reno Land Holdings, LLC $19,155,000 $0 Tropicana Station, LLC ($1,548,000) $0 Northern NV Acquisitions, LLC $1,359,000 $24,000 River Central, LLC $294,000 $0 FCP VoteCo LLC $0 $0 FCP Mezzco Parent LLC $0 $0 FCP Mezzco Parent Sub, LLC $0 $0 FCP MezzCo Borrower V, LLC $0 $0 FCP MezzCo Borrower VI, LLC $0 $0 FCP MezzCo Borrower VII, LLC $0 $0 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. Thirty-one affiliates of Station Casinos Inc. sought bankruptcy protection under Chapter 11 protection on April 12, 2011. First to file among the April 12 Debtors was Auburn Development, LLC (Bankr. D. Nev. Case No. 11-51188). The April 12 Debtors filed a prepackaged plan of reorganization together with their Chapter 11 petitions in order to reorganize debts and consummate the sale of the Green Valley Ranch Resort, Spa & Casino to a group of buyers led by the Fertitta family. 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) STFG INC: Dist. Ct. Dismisses Appeal From Ch. 7 Trustee's Accord ---------------------------------------------------------------- District Judge Micaela Alvarez dismissed an appeal from the approval of a settlement in the bankruptcy case of STFG, Inc. Judge Alvarez said the Appellants have not met their burden of showing that they have standing to appeal the Bankruptcy Court's decision, and have failed to meet their burden of creating a complete record. STFG, Inc., entered into four distinct partnership agreements to establish and develop four different real estate ventures. In each of the Ventures, STFG partnered with either Jamie Carrillo, N&I Garza Family, L.P., or both. In connection with the ventures, STFG executed five promissory notes -- one made payable to Jose Leonides Alvarado and Nestor Garza, one made payable to N&I Garza Family, L.P., and three made payable to Nestor Garza, with a notation that Nestor Garza would be the payee on behalf of N&I Garza Family, L.P. Carlos Diaz, as principal of STFG, signed four of the five Notes as an individual guarantor. Nestor Garza filed suit in state court against STFG and Mr. Diaz seeking to enforce payment on one or more of the Notes. STFG and Mr. Diaz responded by filing affirmative defenses, asserting that one or all of the Notes were usurious. Just prior to a trial on the state court claims, STFG filed for Chapter 11 bankruptcy, which stayed the state court claims involving STFG. The bankruptcy case was later converted to a Chapter 7 bankruptcy and George Stone was appointed as trustee. Ultimately, the Chapter 7 Trustee sought approval of a Compromise and Settlement Agreement. The terms of the Settlement Agreement conveyed three lots from one of the Ventures to the Chapter 7 Trustee, who would then sell the lots and use the proceeds to satisfy STFG's debts to its creditors. STFG and Mr. Garza also agreed to mutual releases. The agreement also provided that the Chapter 11 Trustee would "convey all of STFG's interest in the Ventures to Nestor Garza, Jr." The Settlement Agreement also stated that the terms of the agreement did not affect any debts that Mr. Diaz, as guarantor of the Notes, owed to Messrs. Garza or Carrillo. Mr. Diaz appealed the Order. The case is Carlos Diaz, et al., Appellants, v. George Stone, et al., Appellees, Civil Action No. 5-10-74 (S.D. Tex.), A copy of the District Court's May 17, 2011 Opinion and Order is available at http://is.gd/6v2jm6from Leagle.com. SUD PROPERTIES: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: SUD Properties, Inc. P.O. Box 3314 Wilmington, NC 28403 Bankruptcy Case No.: 11-03833 Chapter 11 Petition Date: May 17, 2011 Court: U.S. Bankruptcy Court Eastern District of North Carolina (Wilson) Judge: Randy D. Doub Debtor's Counsel: George M. Oliver, Esq. OLIVER & FRIESEN, PLLC P.O. Box 1548 New Bern, NC 28563 Tel: (252) 633-1930 Fax: (252) 633-1950 E-mail: efile@oliverandfriesen.com Scheduled Assets: $2,720,267 Scheduled Debts: $5,356,288 A list of the Company's nine largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nceb11-03833.pdf The petition was signed by Vernon D. Danford, president. SUMMIT BANK: Closed; Columbia State Bank Assumes All Deposits ------------------------------------------------------------- Summit Bank of Burlington, Wash., was closed on Friday, May 20, 2011, by the Washington State Department of Financial Institutions, which appointed the Federal Deposit Insurance Corporation as receiver. To protect the depositors, the FDIC entered into a purchase and assumption agreement with Columbia State Bank of Tacoma, Wash., to assume all of the deposits of Summit Bank. The three branches of Summit Bank will reopen during normal banking hours as branches of Columbia State Bank. Depositors of Summit Bank will automatically become depositors of Columbia State Bank. Deposits will continue to be insured by the FDIC, so there is no need for customers to change their banking relationship in order to retain their deposit insurance coverage up to applicable limits. Customers of Summit Bank should continue to use their existing branch until they receive notice from Columbia State Bank that it has completed systems changes to allow other Columbia State Bank branches to process their accounts as well. As of March 31, 2011, Summit Bank had around $142.7 million in total assets and $131.6 million in total deposits. Columbia State Bank will pay the FDIC a premium of 0.75% to assume all of the deposits of Summit Bank. In addition to assuming all of the deposits of the failed bank, Columbia State Bank agreed to purchase essentially all of the assets. The FDIC and Columbia State Bank entered into a loss-share transaction on $113.4 million of Summit Bank's assets. Columbia State Bank will share in the losses on the asset pools covered under the loss-share agreement. The loss-share transaction is projected to maximize returns on the assets covered by keeping them in the private sector. The transaction also is expected to minimize disruptions for loan customers. For more information on loss share, please visit: http://www.fdic.gov/bank/individual/failed/lossshare/index.html Customers with questions about the transaction should call the FDIC toll-free at 1-800-894-3219. Interested parties also can visit the FDIC's Web site at http://www.fdic.gov/bank/individual/failed/summit.html The FDIC estimates that the cost to the Deposit Insurance Fund will be $15.7 million. Compared to other alternatives, Columbia State Bank's acquisition was the least costly resolution for the FDIC's DIF. Summit Bank is the 43rd FDIC-insured institution to fail in the nation this year, and the first in Washington. The last FDIC-insured institution closed in the state was Pierce Commercial Bank, Tacoma, on November 5, 2010. SUNNYSLOPE HOUSING: Seeks Release of $372,224 in Funds ------------------------------------------------------ Sunnyslope Housing LP seeks bankruptcy court permission to dip its hands on these funds to pay for administrative costs in connection with preparing a reorganization plan, including legal fees and fees due to the Arizona Department of Housing: Wells Fargo Corporate Trust $243,621 Services Account City of Phoenix Reimbursement Account $108,000 Partnership Funds Paid to Squire, $20,603 Sanders & Dempsey --------- $372,224 The Wells Fargo accounts were established by the Debtor in April 2005 as reserve accounts for The Industrial Development Authority of the City of Phoenix Multi-family Housing Revenue Bonds (The Hacienda at Sunnyslope Apts Project) Series 2005-A-Bond Fund. The bonds were redeemed and paid in full by the U.S. State Department of Housing and Urban Development in late 2009 and early 2010. Accordingly, the bonds are no longer outstanding and the reserve funds to service the bonds are no longer required. The Debtor wants the reserve funds returned. In April 2005, the Debtor paid water and sewer impact fees to the city of Phoenix in order to obtain building permits for the construction of the affordable housing project. The source of money for the payment of the city impact fees was a portion of the $3 million loan from the city of Phoenix Housing Department. At the time of the payment, the city was experiencing difficulty in providing adequate water and sewer capacity to certain development projects, and certain projects were required to pay additional fees, which could be reimbursed at a later time. In October and November 2010, PEM Real Estate Group, the receiver hired to manage the affordable housing project by First Southern National Bank, paid $20,603 to Squire Sanders for legal fees for work done for the First Southern National Bank in connection with the appointment of the receiver. The payments were made from the apartment property accounts -- which technically were funds of the Debtor and not funds of the bank. In its motion, the Debtor asks the Court to order the release of the $372,224 in funds. The motion also noted the Debtor has arranged for representation by the law firm Engelman Berger PC. The representation is conditioned on the availability of funds. About Sunnyslope Housing Sunnyslope Housing Limited Partnership, dba Pointe Del Sol Apartments, was placed into involuntary Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-02441) by a creditor, Reid Butler, on Jan. 31, 2011. On April 11, 2011, the case was converted from an involuntary case to a voluntary case. SWEETHEART FARMS: Case Summary & 11 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Sweetheart Farms, LLC 1790 Platte Street Denver, CO 80202 Bankruptcy Case No.: 11-21654 Chapter 11 Petition Date: May 17, 2011 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: Elizabeth E. Brown Debtor's Counsel: David T. Brennan, Esq. OTTEN, JOHNSON, ROBINSON, NEFF & RAGONETTI, P.C. 950 17th St., Ste. 1600 Denver, CO 80202 Tel: (303) 825-8400 E-mail: dbrennan@ottenjohnson.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 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cob11-21654.pdf The petition was signed by Brad Rothman, manager. THERAGEN, INC.: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Theragen, Inc. 10 Lake Drive East East Windsor, NJ 08520 Bankruptcy Case No.: 11-25440 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court District of New Jersey (Trenton) Judge: Raymond T. Lyons, Jr. Debtor's Counsel: Barry W. Frost, Esq. TEICH GROH 691 State Highway 33 Trenton, NJ 08619-4407 Tel: (609) 890-1500 E-mail: bfrost@teichgroh.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/njb11-25440.pdf The petition was signed by Bharat K. Patel, president. Affiliate that filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Advent Pharmaceuticals, Inc. 11-25437 05/18/11 THINK3 INC.: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: think3 Inc. 6011 W. Courtyard Drive Austin, TX 78730 Bankruptcy Case No.: 11-11252 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Western District of Texas (Austin) Judge: H. Christopher Mott Debtor's Counsel: Charles A. Beckham, Jr., Esq. HAYNES AND BOONE, LLP 1 Houston Center 1221 Mckinney, #2100 Houston, TX 77010 Tel: (713) 547-2243 Fax: (713) 236 5629 E-mail: charles.beckham@haynesboone.com - and - E. Brooks Hamilton, Esq. HAYNES AND BOONE, LLP 1221 McKinney, Suite 2100 Houston, TX 77010 Tel: (713) 547-2034 Fax: (713) 236-5493 E-mail: brooks.hamilton@haynesboone.com Debtor's Crisis Managers: AP SERVICES, LLC 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/txwb11-11252.pdf The petition was signed by Rebecca A. Roof, chief restructuring officer. TMG CANTON: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: TMG Canton Crossings LLC 564 South Main Street, Suite 200 Ann Arbor, MI 48104 Bankruptcy Case No.: 11-54145 Chapter 11 Petition Date: May 17, 2011 Court: U.S. Bankruptcy Court Eastern District of Michigan (Detroit) Judge: Walter Shapero Debtor's Counsel: Debra Beth Pevos, Esq. SULLIVAN, WARD, ASHER & PATTON, P.C. 25800 Northwestern Highway, Suite 1000 Southfield, MI 48075 Tel: (248) 746-2842 Fax: (248)746-2760 E-mail: dpevos@swappc.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Jeffrey Starman, president of TMG Canton Manager, Inc., managing member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wells Fargo -- $29,280,000 D1100-090, 9th Floor 201 S. College Street Charlotte, NC 28244-1075 Canton Township Water Dept. -- $187,085 P.O. Box 33087 Detroit, MI 48232 Blue Water Carpentry -- $37,828 846 Five Mile Road Whitmore Lake, MI 48189 Home Depot Supply -- $30,044 Clean Cut, Inc. -- $30,000 CIC Industries -- $28,776 DTE Energy -- $19,788 Arbor Inspection Services -- $12,348 Sears Commercial One -- $12,062 Champion Property Maintenance -- $7,600 Auslander & Alteri -- $7,405 Lowe's Commercial Services -- $6,775 Carter Bros./Edwards Service -- $5,432 Huron Floor Covering -- $4,859 Servpro of Brighton/Howell -- $3,326 Liliard's Carpet Care, LLC -- $3,115 Downriver Refrigeration Supply -- $3,015 Orozco Maintenance -- $2,790 Home Depot Credit Services -- $2,624 Gannett Michigan Newspapers -- $2,200 TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market ----------------------------------------------------------- Participations in a syndicated loan under which Tribune Co. is a borrower traded in the secondary market at 68.00 cents-on-the- dollar during the week ended Friday, May 20, 2011, a drop of 1.35 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2014. Moody's has withdrawn its rating on the bank debt. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection on December 8, 2008 (Bankr. D. Del. Lead Case No. 08- 13141) TUDOR OAKS: Case Summary & 14 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Tudor Oaks Owners Corp. c/o Pirozzi Management 67-50 Thorton Place Forest Hills, NY 11375 Bankruptcy Case No.: 11-73530 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Eastern District of New York (Central Islip) Judge: Alan S. Trust Debtor's Counsel: Gary B. Sachs, Esq. SACHS & ASSOCIATES, PLLC East Tower, 15th Floor 1425 RXR Plaza Uniondale, NY 11556-1425 Tel: (516) 280-3666 Fax: (516) 663-6785 E-mail: gsachs43@gmail.com Scheduled Assets: $1,389,100 Scheduled Debts: $3,349,406 A list of the Company's 14 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nyeb11-73530.pdf The petition was signed by Jeffrey Pirozzi, secretary. TXU CORP: 2017 Debt Trades at 21% Off in Secondary Market --------------------------------------------------------- Participations in a syndicated loan under which Energy Future Holdings Corp., formerly known as TXU Corp., is a borrower traded in the secondary market at 79.04 cents-on-the-dollar during the week ended Friday, May 20, 2011, a drop of 0.60 percentage points from the previous week, according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2017, and carries Moody's B2 rating and Standard & Poor's CCC rating. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leveraged buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. The Company's balance sheet at March 31, 2011, showed $45.13 billion in total assets, $51.38 billion in total liabilities, and a $6.25 billion total deficit. * * * In April 2011, Moody's Investors Service affirmed the 'Caa2' Corporate Family Rating, 'Caa3' Probability of Default Rating and SGL-4 Speculative Grade Liquidity Ratings of EFH. Outlook is stable. EFH's Caa2 CFR and Caa3 PDR reflect a financially distressed company with limited financial flexibility; its capital structure appears to be untenable, calling into question the sustainability of the business model; and there is no expectation for any meaningful debt reduction over the next few years, beyond scheduled amortizations. At the end of February 2011, Fitch Ratings it does not expect to take any immediate rating action on EFH's Texas Competitive Electric Holdings Company LLC or their affiliates based on recent default allegations from lender Aurelius. EFH carries a 'CCC' corporate rating, with negative outlook, from Fitch. TXU CORP: 2014 Debt Trades at 14% Off in Secondary Market --------------------------------------------------------- Participations in a syndicated loan under which Energy Future Holdings Corp., formerly known as TXU Corp., is a borrower traded in the secondary market at 86.06 cents-on-the-dollar during the week ended Friday, May 20, 2011, a drop of 1.21 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2014. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80%-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leveraged buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. The Company's balance sheet at March 31, 2011, showed $45.13 billion in total assets, $51.38 billion in total liabilities, and a $6.25 billion total deficit. * * * In April 2011, Moody's Investors Service affirmed the 'Caa2' Corporate Family Rating, 'Caa3' Probability of Default Rating and SGL-4 Speculative Grade Liquidity Ratings of EFH. Outlook is stable. EFH's Caa2 CFR and Caa3 PDR reflect a financially distressed company with limited financial flexibility; its capital structure appears to be untenable, calling into question the sustainability of the business model; and there is no expectation for any meaningful debt reduction over the next few years, beyond scheduled amortizations. At the end of February 2011, Fitch Ratings it does not expect to take any immediate rating action on EFH's Texas Competitive Electric Holdings Company LLC or their affiliates based on recent default allegations from lender Aurelius. EFH carries a 'CCC' corporate rating, with negative outlook, from Fitch. UNITED GILSONITE: Creditors Panel Wants Montgomery as Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors in United Gilsonite Laboratories' bankruptcy case asks for authorization from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to employ Montgomery, McCracken, Walker & Rhoads, LLP, as counsel, nunc pro tunc to April 15, 2011. MMWR will, among other things: a. assist and advise the Committee in its consultations with the Debtor and other parties in interest relative to the overall administration of the estates; b. represent the Committee at hearings to be held before the Court and communicating with the Committee regarding the matters and issues raised as well as the decisions and considerations of the Court; and c. assist and advise the Committee in its examination and analysis of the Debtor's conduct and financial affairs. The hourly rates of the law firm's personnel are: Partners $360-$750 Of Counsel $360-$650 Associates $240-$450 Paralegals $150-$300 About United Gilsonite Scranton, Pennsylvania-based United Gilsonite Laboratories, a Pennsylvania Corporation, is a small family-owned corporation engaged in the manufacturing of wood and masonry finishing products and paint sundries. It filed for Chapter 11 bankruptcy protection on March 23, 2011 (Bankr. M.D. Pa. Case No. 11-02032). The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. Mark B. Conlan, Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel. Joseph M. Alu & Associates P.C. serves as accountants. Garden City Group is the claims and notice agent. Roberta A. DeAngelis, United States Trustee for Region 2, appointed five creditors to serve on an Official Committee of Unsecured Creditors of United Gilsonite Laboratories. UNITED GILSONITE: Files Schedules of Assets & Liabilities --------------------------------------------------------- United Gilsonite Laboratories has filed with the U.S. Bankruptcy Court for the Middle District of Pennsylvania its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $4,221,000 B. Personal Property $16,863,962 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $25,809 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $2,982,879 ----------- ---------- TOTAL $21,084,962 $3,008,688 About United Gilsonite Scranton, Pennsylvania-based United Gilsonite Laboratories, a Pennsylvania Corporation, is a small family-owned corporation engaged in the manufacturing of wood and masonry finishing products and paint sundries. It filed for Chapter 11 bankruptcy protection on March 23, 2011 (Bankr. M.D. Pa. Case No. 11-02032). Mark B. Conlan, Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel. Joseph M. Alu & Associates P.C. serves as accountants. Garden City Group is the claims and notice agent. Roberta A. DeAngelis, United States Trustee for Region 2, appointed five creditors to serve on an Official Committee of Unsecured Creditors of United Gilsonite Laboratories. UNITED GILSONITE: Asks for Court OK to Retain Steptoe & Johnson --------------------------------------------------------------- United Gilsonite Laboratories asks for authorization from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to retain Steptoe & Johnson LLP as a professional in the ordinary course of the Debtor's business, effective nunc pro tunc to the Petition Date. Steptoe & Johnson LLP provides intellectual property law services to the Debtor related to the registration of trademarks both nationally and internationally. The Debtor proposes that it be permitted to pay Steptoe & Johnson without court approval, 100% of its fees and expenses upon submission to, and approval of, the Debtor of an appropriate monthly invoice setting forth in reasonable detail the nature of the services provided, with time recorded in one-tenth of an hour increments, and describing the expenses incurred, provided that such fees do not exceed the monthly fee cap. The ordinary course professional will be capped at fees of $10,000 per month. About United Gilsonite Scranton, Pennsylvania-based United Gilsonite Laboratories, a Pennsylvania Corporation, is a small family-owned corporation engaged in the manufacturing of wood and masonry finishing products and paint sundries. It filed for Chapter 11 bankruptcy protection (Bankr. M.D. Pa. Case No. 11-02032) on March 23, 2011. Mark B. Conlan, Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. UNITED GILSONITE: Has Court's Permission to Hire Wilbraham Lawler ----------------------------------------------------------------- United Gilsonite Laboratories sought and obtained authorization from the Hon. Robert N. Opel, II, of the U.S. Bankruptcy Court for the Middle District of Pennsylvania to retain Wilbraham, Lawler & Buba as a professional in the ordinary course of the Debtor's business effective as of the Petition Date. Wilbraham, Lawler & Buba will be assisting the Debtor and its bankruptcy counsel in assembling all relevant information related to the asbestos litigation that the firm has access to as a result of its prepetition role as asbestos litigation counsel acting as a liaison between the Debtor and its insurance carriers. The Debtor proposes that it be permitted to pay Wilbraham Lawler without court approval, 100% of its fees and expenses upon submission to, and approval of, the Debtor of an appropriate monthly invoice setting forth in reasonable detail the nature of the services provided, with time recorded in one-tenth of an hour increments, and describing the expenses incurred, provided that the fees do not exceed the monthly fee cap. The Debtor believes that Wilbraham Lawler's monthly fees will be significantly higher for the months of April, May and June, 2011 and will decrease after the Debtor files its schedules and statements with the Court. The ordinary course professional will be capped at fees of $12,000 per month for April, May and June 2011 and $5,000 per month for subsequent months. U.S. CORP: Government Entities Can't Be "Involuntary Debtor" ------------------------------------------------------------ Bankruptcy Judge Eileen W. Hollowell dismissed the involuntary Chapter 11 bankruptcy petition filed against an entity called "U.S. Corp." and "its federal state of Arizona, employees, agents, instrumentalities." The Court held that governmental units may not be involuntary debtors under Sec. 303 of the Bankruptcy Code. The Court noted that the Petitioning Creditors have not satisfactorily explained the identity of "U.S. Corp." or its relationship to the other identified entities, but it is clear from the many pleadings on the docket that the Petitioning Creditors are asserting that the United States government is an involuntary debtor. The Involuntary Petition lists U.S. Corp's address as a building occupied by governmental offices in downtown Tucson, Arizona. U.S. Corp's principal place of business is listed as being in Washington D.C. Eric Holder, the United States Attorney General, is listed as a point of contact. The Petitioning Creditors, including Mary Home, did not offer any evidence at a Show Cause Hearing that U.S. Corp. is not a governmental entity. Even if the Involuntary Petition was filed against a proper debtor, it should be dismissed as having been filed in bad faith, Judge Hollowell said, pointing to In re Wavelength, Inc., 61 B.R. 614, 619-20 (9th Cir. BAP 1986), for a definition of "bad faith". According to Judge Hollowell, the record demonstrates that the Petitioning Creditors filed the case as a pretext to stop various collection actions including foreclosures, forcible entry and detainer actions, and tax garnishments. A review of the docket and claims register demonstrates that the Involuntary Petition was filed in an effort to manipulate the bankruptcy process and to harass and delay Petitioning Creditors' creditors. A copy of Judge Hollowell's May 18, 2011 Memorandum Decision is available at http://is.gd/tsSHKRfrom Leagle.com. Marshall E. Home, on his own behalf as well as on behalf of some 66 other petitioning creditors, including M & E Home, Jerald J. Gustafson and James P. Moreno, filed an involuntary Chapter 11 petition (Bankr. D. Ariz. Case No. 11-06731) on March 16, 2011, against Tucson, Arizona-based "U.S. Corp." and "its federal state of Arizona, employees, agents, instrumentalities." US FOODSERVICE: Bank Debt Trades at 5% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which U.S. Foodservice, Inc., is a borrower traded in the secondary market at 95.07 cents- on-the-dollar during the week ended Friday, May 20, 2011, a drop of 0.99 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 275 basis points above LIBOR to borrow under the facility. The bank loan matures on July 3, 2014, and carries Moody's B3 rating. The loan is one of the biggest gainers and losers among 206 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. U.S. Foodservice, Inc. -- http://www.usfoodservice.com/-- is a foodservice supplier serving some 250,000 customers from more than 70 distribution facilities. The Company supplies restaurants, hotels, school, and other foodservice operators with a wide variety of food products, including canned and dry foods, meats, frozen foods, and seafood. It also distributes kitchen equipment and cleaning supplies among other non-food supplies. U.S. Foodservice distributes both national brand products and its own private labels. Tracing its roots to 1853, the company is owned by private equity firms KKR & Co. and Clayton, Dubilier & Rice. VILLAGE OF HANOVER: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: The Village of Hanover Community Sewage Facility, LLC c/o James V. O'Brien JVO Corporation 720 Washington Street Hanover, MA 02339 Bankruptcy Case No.: 11-14742 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court District of Massachusetts (Boston) Judge: Frank J. Bailey Debtor's Counsel: John M. McAuliffe, Esq. MCAULIFFE & ASSOCIATES, P.C. 430 Lexington Street Newton, MA 02466 Tel: (617) 558-6889 E-mail: mcauliffeassociates@hotmail.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 James V. O'Brien, president of JVO Corp, manager of Witsop Dev. Group, LLC, manager of HCQ. Affiliates that filed separate Chapter 11 petitions: Entity Case No. Petition Date ------ -------- ------------- Hanover Country Club, LLC -- 05/18/11 The Village Park, LLC 10-17774 07/19/11 Witsop-1, LLC 10-10711 01/27/10 WASHINGTON MUTUAL: Plan Talks Continue; Confirmation Hearing Moved ------------------------------------------------------------------ Peg Brickley, writing for Dow Jones' Daily Bankruptcy Review reports that Washington Mutual Inc. set a new confirmation hearing date of June 29, "in light of ongoing discussions with respect to the modified plan." DBR says a spokesman for WaMu was not immediately available Friday to shed light on the ongoing Chapter 11 plan talks. According to DBR, Thursday's notice said WaMu also extended the deadline for the official shareholder committees to spell out its objections to the plan to June 10. DBR recounts that shareholders early this year lost a bid to derail the Chapter 11 plan on the grounds it put too cheap a price on the value of potential legal claims stemming from the loss of WaMu. They have since seized on suspicions major debt investors engaged in insider trading during the case to preserve hope of blocking a plan that gives shareholders nothing. WaMu's plan was rejected earlier this year and has since been revised. DBR notes the plan still has foes other than shareholders, including holders of trust preferred securities, and plaintiffs in securities litigation. Those opponents have already weighed in formally against the revised Chapter 11 plan, which was slated for hearing June 6. Only shareholders have yet to be heard from. According to DBR, lawyers for the official committee have been probing three hedge funds that own big stakes in WaMu's debt, looking for evidence they bought and sold based on information gained at the Chapter 11 plan bargaining table. Judge Mary Walrath noted the suspicions when rejecting the original Washington Mutual Chapter 11 plan. Though based on hearsay evidence, the judge said, the contentions the big bankruptcy case was tainted were of concern. Appaloosa Management L.P., Aurelius Capital Management LP and Owl Creek Asset Management all deny wrongdoing. All have been subjected to shareholder questioning in recent weeks, court documents say. If they prove out, DBR continues, the claims of insider trading could sway hundreds of millions of dollars in WaMu's case, which promises creditors payment in full at the contract rate of interest and ranks some of the hedge fund holdings as debt, rather than equity. Judge Walrath indicated proof of insider trading could sway her rulings on those key points. As reported by the Troubled Company Reporter on May 20, 2011, Eric Hornbeck at Bankruptcy Law360 said a slew of equity and debt holders, class action plaintiffs and a former executive objected to WaMu's reorganization plan in a Delaware court Friday, saying it could stymie their own lawsuits or decrease their payouts. About 20 objections were filed Thursday, Friday and Monday to the proposed Chapter 11 reorganization plan for WMI by two groups of securities class action plaintiffs, institutional investors who hold $600 million in WMI debt, former WMI Chief Operating Officer Stephen J. Rotella and others, according to Law360. About Washington Mutual Based in Seattle, Washington, Washington Mutual Inc. -- http://www.wamu.com/-- is a holding company for Washington Mutual Bank as well as numerous non-bank subsidiaries. Washington Mutual Bank was taken over on Sept. 25, 2008, by U.S. government regulators. The next day, WaMu and its affiliate, WMI Investment Corp., filed separate petitions for Chapter 11 relief (Bankr. D. Del. 08-12229 and 08-12228, respectively). WaMu owns 100% of the equity in WMI Investment. When WaMu filed for protection from its creditors, it disclosed assets of $32,896,605,516 and debts of $8,167,022,695. WMI Investment estimated assets of $500 million to $1 billion with zero debts. WaMu is represented by Brian Rosen, Esq., at Weil, Gotshal & Manges LLP in New York City; Mark D. Collins, Esq., at Richards, Layton & Finger P.A. in Wilmington, Del.; and Peter Calamari, Esq., and David Elsberg, Esq., at Quinn Emanuel Urquhart Oliver & Hedges, LLP. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York City and David B. Stratton, Esq., at Pepper Hamilton LLP in Wilmington, Del., represent the Official Committee of Unsecured Creditors. Stephen D. Susman, Esq., at Susman Godfrey LLP and William P. Bowden, Esq., at Ashby & Geddes, P.A., represent the Equity Committee. Stacey R. Friedman, Esq., at Sullivan & Cromwell LLP and Adam G. Landis, Esq., at Landis Rath & Cobb LLP in Wilmington, Del., represent JPMorgan Chase, which acquired the WaMu bank unit's assets prior to the Petition Date. On Jan. 7, 2011, the Bankruptcy Court entered a 107-page opinion determining that the global settlement agreement, among certain parties including WMI, the Federal Deposit Insurance Corporation and JPMorgan Chase Bank, N.A., upon which the Plan is premised, and the transactions contemplated therein, are fair, reasonable, and in the best interests of WMI. Additionally, the Opinion and related order denied confirmation, but suggested certain modifications to the Company's Sixth Amended Joint Plan of Affiliated Debtors that, if made, would facilitate confirmation. Washington Mutual has filed with the U.S. Bankruptcy Court for the District of Delaware a Modified Sixth Amended Joint Plan and a related Supplemental Disclosure Statement. The Company believes that the Modified Plan has addressed the Bankruptcy Court's concerns and looks forward to returning to the Bankruptcy Court to seek confirmation of the Modified Plan. WEST JACKSON: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: West Jackson Student Housing, LLC P.O. Box 23121 Jackson, MS 39225 Bankruptcy Case No.: 11-01785 Chapter 11 Petition Date: May 18, 2011 Court: U.S. Bankruptcy Court Southern District of Mississippi (Jackson Divisional Office) Debtor's Counsel: Eileen N. Shaffer, Esq. P.O. Box 1177 Jackson, MS 39215-1177 Tel: (601) 969-3006 Fax: (601) 949-4002 E-mail: enslaw@bellsouth.net 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 Hosea J. Hines, managing member. W.R. GRACE: Decides to Move Foreign Holdco Away from Netherlands ---------------------------------------------------------------- W.R. Grace & Co. and its debtor affiliates ask Judge Judith Fitzgerald of the U.S. Bankruptcy Court for the District of Delaware to amend her March 25, 2011 order authorizing the creation of a non-debtor foreign subsidiary holding company structure to permit the Debtors to establish the Netherlands HoldCo in a jurisdiction other than the Netherlands that the Debtors may choose in their business judgment, and which has substantially similar tax and other benefits that would arise from establishing the Netherlands HoldCo as a Netherlands entity. Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl, & Jones LLP, in Wilmington, Delaware, relates that the Debtors originally intended to domicile the Netherlands HoldCo in the Netherlands. However, she notes, recent developments have prompted the Debtors to consider establishing the domicile of the holding company in a jurisdiction other than the Netherlands. The Debtors will choose a jurisdiction that provides favorable business attributes similar to those found in the Netherlands, but which will at the same time allow the Debtors' foreign subsidiaries additional flexibility in future business transactions, Ms. Jones tells the Court. She asserts that the Foreign HoldCo Order will remain unchanged in all other aspects. The Debtors submit that this request does not present any novel issues of law requiring briefing. Therefore, pursuant to Rule 7.1.2 of the Local Rules of Civil Practice and Procedure of the United States District Court for the District of Delaware, the Debtors ask the Court to set aside the briefing schedule set forth in Rule 7.1.2(a) of the Local District Rules. The Court will convene a hearing on July 6, 2011, to consider the request. Objections are due on June 3, 2011. About W.R. Grace & Co. Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring effort. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on Jan. 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W.R. GRACE: Wins Approval for Dekalb County Consent Order --------------------------------------------------------- W.R. Grace & Co. and its units sought and obtained the Bankruptcy Court's authority to enter into an Administrative Settlement Agreement and Order on Consent for Removal Action with the United States of America resolving the Government's claims with respect to the Zonolite Road Site in Atlanta, DeKalb County, Georgia, and providing for environmental remediation of the Site. The Site is an Additional Site within the meaning of the Settlement Agreement Resolving the United States' Proof of Claim Regarding Certain Environmental Matters -- or the "Multi- Site Agreement -- entered by the Court on June 2, 2008. On March 1, 2011, the United States Environmental Protection Agency notified the Debtors, under the Additional Sites provision of the EPA Multi-Site Agreement, that they were making a claim against the Debtors with respect to environmental remediation response costs at the Site and other claims, liabilities or obligations of the Debtors to the Settling Federal Agencies under Sections 106 and 107 of the Comprehensive Environmental Response, Compensation, and Liability Act and other laws arising from acts, omissions or conduct of the Debtors, including liabilities arising from (a) prepetition generation, transportation, disposal or release of hazardous wastes or materials, or (b) prepetition ownership or operation of hazardous waste facilities. Since receiving the March 1, 2011 notice, the Debtors and the EPA have cooperated in preparing the Consent Order, says Laura Davis Jones, Esq., at Pachulski, Stang, Ziehl, & Jones LLP, in Wilmington, Delaware. The parties now desire, without any admission of fact, law or liability, to proceed with a remedy for the environmental remediation of the Site and resolve the EPA's claims and demands relating to the Site, she explains. Consent Order The Consent Order specifically resolves (a) the EPA's claims for the Site as an Additional Site under the Multi-Site Agreement, and (b) the demands for performance of or payment of costs associated with, the proposed Work as set forth in the Consent Order. In particular, the Consent Order requires the Debtors to perform and manage remediation at the Site based on parameters defined in the Consent Order and the EPA's Action Memorandum attached to the Consent Order. The Consent Order and Action Memorandum call for, among other things, excavation and removal of asbestos-containing soils to native soil in the vicinity of the "plateau area" with disposal offsite at an approved facility. EPA's cost estimate for its performance of the remedial actions at the Site is approximately $2.1 million. The Debtors' cost estimate for the same work is in the range of $1.0 to $1.5 million. Remediation and Site restoration will take approximately 8 to 10 weeks to complete. With respect to the EPA's Past Response Costs, the Debtors agree under the Consent Order to pay $184,627 to the EPA for costs- incurred through March 16, 2011. Consistent with the Multi-Site Agreement, the Debtors' obligation to pay the Past Response Costs is in the form of an allowed general unsecured claim against the Debtors' Chapter 11 estates. The Allowed Past Response Cost Claim will be paid within 30 days after the effective date of the Plan of Reorganization for the Debtors in the same manner as all other allowed general unsecured claims. Notwithstanding what the Plan of Reorganization may provide, however, interest on the Allowed Past Response Cost Claim will not accrue until 30 days after the Effective Date of the Consent Order, at which point, interest will accrue on the Allowed Past Response Cost Claim at the rate established by Section 9507 of the Internal Revenue Code. Under the Consent Order, the Debtors also agree that they will pay EPA's Future Response Costs, which will be payable within 30 days of the Debtors' receipt of each bill requiring payment or within 30 days of the Plan's Effective Date, whichever is later. In return for the obligations to be assumed by the Debtors under the Consent Order, the Government will provide the Debtors with a covenant not to sue for matters addressed under the Consent Order, which matters include implementation of the Action Memorandum. * * * Bankruptcy Judge Judith Fitzgerald ruled that the United States Environmental Protection Agency will have an allowed unsecured claim for Past Response Costs for $184,627. The Allowed Past Response Cost Claim will be paid within 30 days after the effective date of the Debtors' Joint Plan of Reorganization in the same manner as all other allowed general unsecured claims. Notwithstanding what the Plan may provide, however, interest will not accrue on the Allowed Past Response Cost Claim until 30 days after the Effective Date of the Consent Order, at which point, interest will accrue on the Claim at the rate established by Section 9507 of the Internal Revenue Code. Prior to the entry of the order approving the consent order, the Debtors certified that no party filed an objection to the approval of the consent order. About W.R. Grace & Co. Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring effort. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on Jan. 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) W.R. GRACE: Canadian ZAI Counsel Has OK to Hire Collectiva ---------------------------------------------------------- Lauzon Belanger Lesperance and Scarfone Hawkins LLP, as representative counsel to the Canadian Zonolite Attic Insulation Claimants, obtained approval from the the Bankruptcy Court to tap Collectiva Class Action Services Inc., as the claims administrator for the Canadian ZAI property damage claims fund. The Canadian ZAI property damage claims fund will be established pursuant to the terms of the Canadian ZAI Minutes of Settlement. According to the defined terms of the Amended Minutes of Settlement, the "Claims Administrator" is defined as "a person appointed by CCAA Representative Counsel and approved by the U.S. Court to administer the Fund in accordance with this Settlement and any subsequent Fund administration agreement or other related document." The Amended Minutes of Settlement further provides that the CDN ZAI PD Claims Fund will be authorized to pay a Claims Administrator up to CDN $850,000 for fees and disbursements incurred in administering the CDN ZAI PD Claims Procedure and the Fund. Daniel K. Hogan, Esq., at The Hogan Firm, Wilmington, Delaware -- dkhogan@dkhogan.com -- relates that at the time of confirmation of the Debtors' Joint Plan of Reorganization, the proposed Canadian ZAI Property Damage Claims Administrator had not yet been selected. He notes that on the Joint Plan's Effective Date, the CDN ZAI PD Claims Fund Trust will be created pursuant to the Joint Plan and in accordance with the Joint Plan documents. To prepare for the creation and funding of the CDN ZAI PD Claims Fund, the Representative Counsel considered various Canadian claims administration entities, and subsequently selected Collectiva, which has previously been utilized by Representative Counsel in this case in connection with the notice and claims process. Collectiva is capable of providing claims administration services in English and in French, Canada's two official languages, which is a vital consideration in selection of a claims administrator in a national case, Mr. Hogan contends. He adds that Collectiva's current promotional materials demonstrate the range of experience its team offers to ensure a smooth and cost effective administration process. For complete transparency, Representative Counsel discloses that certain shareholders of Collectiva are also members of the law firm Lauzon Belanger. No agreement or understanding exists between Collectiva and Lauzon Belanger, or any other person or entity, for the sharing of any compensation to be received for professional services rendered or to be provided in connection with these cases, Mr. Hogan says. The Representative Counsel also seeks authority to pay Collectiva customary fees at rates that are comparable to those charged by claims administrators of similar expertise in their relevant market, as indicated in the Amended Minutes of Settlement, which states that the CDN ZAI PD Claims Fund will be authorized to pay a claims administrator up to C$850,000. About W.R. Grace & Co. Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. The Company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). David M. Bernick, P.C., Esq., at Kirkland & Ellis, LLP, and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP, represent the Debtors in their restructuring effort. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. David T. Austern, the legal representative of future asbestos personal injury claimants, is represented by Orrick Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace and its debtor affiliates, with the support of the Official Committee of Asbestos Personal Injury Claimants, the Asbestos PI Future Claimants' Representative and the Official Committee of Equity Security Holders, have submitted a proposed Chapter 11 plan of reorganization. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. The Plan confirmation hearing wrapped up on Jan. 25. Bankruptcy Creditors' Service, Inc., publishes W.R. Grace Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by W.R. Grace, W.R. Grace Co. - Conn. and their affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) * Regulators Shut 3 Banks, Raise Year's Total to 43 --------------------------------------------------- Regulators shut two banks in Georgia and a bank in Washington state on May 20, lifting to 43 the number of U.S. bank failures this year. The pace of closures has slowed as the economy improves and banks work their way through the bad debt, The Associated Press notes. By this time last year, regulators had closed 73 banks. The Federal Deposit Insurance Corp. seized Atlantic Southern Bank, based in Macon, Ga., with $741.9 million in assets; First Georgia Banking Co., based in Franklin, Ga., with $731 million in assets; and Summit Bank in Burlington, Wash., with $142.7 million in assets. CertusBank, based in Easley, S.C., agreed to assume the assets and deposits of Atlantic Southern Bank and First Georgia Banking. Columbia State Bank, based in Tacoma, Wash., is assuming the assets and deposits of Summit Bank. The failures of Atlantic Southern Bank, First Georgia Banking and Summit Bank are expected to cost the deposit insurance fund $273.5 million, $156.5 million and $15.7 million, respectively. The AP notes that Georgia has been one of the hardest-hit states for bank failures. Sixteen banks were shuttered in the state last year. The two shutdowns Friday brought to 12 the number of bank failures in Georgia this year. 2011 Failed Banks List The FDIC was appointed as receiver for the closed banks. To protect the depositors, the FDIC entered into a purchase and assumption agreement with various banks that agreed to assume the deposits of most of the closed banks. The FDIC also entered into loss-share transactions on assets bought by the banks. For this year, the failed banks are: Loss-Share Transaction Party FDIC Cost Assets of Bank That Assumed to Insurance Closed Bank Deposits & Bought Fund Closed Bank (millions) Certain Assets (millions) ----------- ---------- -------------- ------------ Summit Bank $142.7 Columbia State Bank $15.7 First Georgia Banking $731.0 CertusBank $156.5 Atlantic Southern $741.9 CertusBank $273.5 Coastal Bank $129.4 Premier American Bank $13.4 Community Central $476.3 Talmer Bank & Trust $183.2 The Park Avenue Bank $953.3 Bank of the Ozarks $306.1 Cortez Community Bank $70.9 Florida Community Bank $18.6 First National Bank $352.0 Florida Community Bank $42.9 First Choice Community $308.5 Bank of the Ozarks $92.4 Heritage Banking $224.0 Trustmark National $49.1 Rosemount National $37.6 Central Bank $3.6 Nexity Bank $793.7 AloStar Bank of Commerce $175.4 New Horizons Bank $110.7 Citizens South Bank $30.9 Bartow County Bank $330.2 Hamilton State Bank $69.5 Superior Bank $3,000.0 Superior Bank, N.A. $259.6 Nevada Commerce Bank $144.9 City National Bank $31.9 Western Springs $186.8 Heartland Bank $31.0 Bank of Commerce $163.1 Advantage National $41.9 Legacy Bank $190.4 Seaway Bank and Trust $43.5 First Nat'l Bank of Davis $90.2 The Pauls Valley National $26.5 Valley Community Bank $123.8 First State Bank $22.8 Citizens Bank $214.3 Heritage Bank $59.4 San Luis Trust $332.6 First California $96.1 Habersham Bank $387.6 SCBT National $90.3 Charter Oak Bank $120.8 Bank of Marin $21.8 Sunshine State $125.5 Premier American $30.0 Badger State Bank $83.8 Royal Bank $17.5 Canyon National $210.9 Pacific Premier Bank $10.0 Peoples State Bank $390.5 First Michigan Bank $87.4 American Trust Bank $238.2 Renasant Bank $71.5 Community First $51.1 Northbrook Bank $11.7 North Georgia Bank $153.2 BankSouth $35.2 First Community Bank $2,310.0 U.S. Bank, N.A. $260.0 FirsTier Bank $781.5 No Acquirer $242.6 Evergreen State $246.5 McFarland State $22.8 The First State Bank $43.5 Bank 7 $20.1 The Bank of Asheville $195.1 First Bank $56.2 CommunitySouth Bank $440.6 Certus Bank $46.3 Enterprise Banking $100.9 [No Acquirer] $39.6 United Western Bank $2,050.0 First-Citizens Bank $312.8 Oglethorpe Bank $230.6 Bank of the Ozarks $80.4 Legacy Bank, Arizona $150.6 Enterprise Bank & Trust $27.9 First Commercial Bank $598.5 First Southern Bank $78.0 In 2010, there were 157 failed banks, compared with 140 in 2009 and just 25 for 2008. A complete list of banks that failed since 2000 is available at: http://www.fdic.gov/bank/individual/failed/banklist.html 884 Banks in Problem List The FDIC said for all of 2010, mergers absorbed 197 institutions, while 157 insured commercial banks and savings institutions failed. This is the largest annual number of bank failures since 1992, when 181 institutions failed. The number of institutions on the FDIC's "Problem List" increased from 860 in the third quarter to 884 in the fourth quarter. There were 775 banks on the list at the end of the first quarter and 829 at June 30. Total assets of "problem" institutions increased from $379 billion at Sept. 30, 2010, to $390 billion at the end of the fourth quarter. The assets though are below the $403 billion reported at year-end 2009. FDIC Chairman Sheila C. Bair notes the rate of increase in the number of "problem" banks has declined in each of the past four quarters. Thirty insured institutions failed during the fourth quarter, bringing the total number of failures for the full year to 157. "As we have repeatedly stated, we believe that the number of failures peaked in 2010, and we expect both the number and total assets of this year's failures to be lower than last year's," added Bair. Problem Institutions Failed Institutions -------------------- ------------------- Year Number Assets (Mil) Number Assets (Mil) ---- ------ ------------ ------ ------------ 2010 884 $390,017 157 $92,085 2009 702 $402,800 140 $169,700 2008 252 $159,405 25 $371,945 2007 76 $22,189 3 $2,615 2006 50 $8,265 0 $0 2005 52 $6,607 0 $0 2004 80 $28,250 4 $170 Federal regulators assign a composite rating to each financial institution, based upon an evaluation of financial and operational criteria. The rating is based on a scale of 1 to 5 in ascending order of supervisory concern. "Problem" institutions are those institutions with financial, operational, or managerial weaknesses that threaten their continued financial viability. Depending upon the degree of risk and supervisory concern, they are rated either a "4" or "5." The number and assets of "problem" institutions are based on FDIC composite ratings. Prior to March 31, 2008, for institutions whose primary federal regulator was the OTS, the OTS composite rating was used. * S&P Global Corporate Default Tally Remains at 15 -------------------------------------------------- The 2011 global corporate default tally remains at 15 after no issuers defaulted last week, said an article published by Standard & Poor's Global Fixed Income Research, titled "Global Corporate Default Update (May 13 - 19, 2011) (Premium)." Ten of this year's defaults were based in the U.S., two were based in New Zealand, and one each was based in Canada, the Czech Republic, and Russia. By comparison, 37 global corporate issuers had defaulted by this time in 2010. Of these defaulters, 25 were U.S.-based issuers, two were European issuers, three were from the emerging markets, and seven were from the other developed region (Australia, Canada, Japan, and New Zealand). Six of this year's defaults were due to distressed exchanges and five were due to missed interest or principal payments -- both among the top reasons for default in 2010. Of the remaining four, two issuers defaulted after they filed for bankruptcy, another had its banking license revoked by its country's central bank, and the fourth was forced into liquidation as a result of regulatory action. Of the defaults in 2010, 28 defaults resulted from missed interest or principal payments, 25 resulted from Chapter 11 and foreign bankruptcy filings, 23 from distressed exchanges, three from receiverships, one from regulatory directives, and one from administration. Following a year of record-setting highs in terms of global corporate default statistics, 2010 provided the markets with a noticeable reversal. In 2010, 81 global corporate issuers defaulted, down from the record high of 265 in 2009. None of the 81 defaulters began the year rated investment grade. The debt amount affected by these defaults fell to $95.7 billion, also considerably lower than in 2009. * BOND PRICING -- For Week From May 16 - 20, 2011 ------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- AMBAC INC 9.50 2/15/2021 13.53 AMBAC INC 7.50 5/1/2023 11.50 AMBAC INC 5.95 12/5/2035 10.50 AHERN RENTALS 9.25 8/15/2013 44.00 BANK NEW ENGLAND 8.75 4/1/1999 13.50 BANK NEW ENGLAND 9.88 9/15/1999 13.75 BANKUNITED FINL 6.37 5/17/2012 5.50 BANKUNITED FINL 3.13 3/1/2034 6.75 CAPMARK FINL GRP 5.88 5/10/2012 58.75 CENTENE COR-CALL 7.25 4/1/2014 103.75 CS FINANCING CO 10.00 3/15/2012 3.00 DUNE ENERGY INC 10.50 6/1/2012 72.55 EDDIE BAUER HLDG 5.25 4/1/2014 4.00 ENERGY CONVERS 3.00 6/15/2013 52.05 FRANKLIN BANK 4.00 5/1/2027 5.49 FAIRPOINT COMMUN 13.13 4/2/2018 1.25 GREAT ATLANTIC 9.13 12/15/2011 26.00 GREAT ATLA & PAC 6.75 12/15/2012 34.50 HCA-CALL06/11 9.13 11/15/2014 104.70 HARRY & DAVID OP 9.00 3/1/2013 17.50 IPMT-CALL06/11 9.75 5/15/2014 102.70 KEYSTONE AUTO OP 9.75 11/1/2013 40.00 LEHMAN BROS HLDG 12.12 9/11/2009#N/A N/A LEHMAN BROS HLDG 22.65 9/11/2009#N/A N/A LEHMAN BROS HLDG 6.00 4/1/2011 15.00 LEHMAN BROS HLDG 6.63 1/18/2012 25.05 LEHMAN BROS HLDG 5.25 2/6/2012 25.00 LEHMAN BROS HLDG 6.00 7/19/2012 24.38 LEHMAN BROS HLDG 3.00 11/17/2012 24.25 LEHMAN BROS HLDG 5.00 1/22/2013 24.63 LEHMAN BROS HLDG 5.63 1/24/2013 25.81 LEHMAN BROS HLDG 5.10 1/28/2013 24.63 LEHMAN BROS HLDG 5.00 2/11/2013 24.88 LEHMAN BROS HLDG 4.80 2/27/2013 24.63 LEHMAN BROS HLDG 4.70 3/6/2013 24.63 LEHMAN BROS HLDG 5.00 3/27/2013 25.00 LEHMAN BROS HLDG 5.75 5/17/2013 24.90 LEHMAN BROS HLDG 2.00 8/1/2013 24.38 LEHMAN BROS HLDG 4.80 3/13/2014 25.50 LEHMAN BROS HLDG 6.20 9/26/2014 25.20 LEHMAN BROS HLDG 5.15 2/4/2015 24.88 LEHMAN BROS HLDG 5.25 2/11/2015 24.75 LEHMAN BROS HLDG 8.80 3/1/2015 24.63 LEHMAN BROS HLDG 6.00 6/26/2015#N/A N/A LEHMAN BROS HLDG 8.50 8/1/2015 24.38 LEHMAN BROS HLDG 5.00 8/5/2015 24.75 LEHMAN BROS HLDG 6.00 12/18/2015 24.75 LEHMAN BROS HLDG 8.92 2/16/2017#N/A N/A LEHMAN BROS HLDG 8.05 1/15/2019 24.88 LEHMAN BROS HLDG 11.00 6/22/2022 24.50 LEHMAN BROS HLDG 11.00 7/18/2022 24.50 LEHMAN BROS HLDG 11.00 8/29/2022 24.38 LEHMAN BROS HLDG 9.50 12/28/2022 24.63 LEHMAN BROS HLDG 9.50 2/27/2023 21.00 LEHMAN BROS HLDG 9.00 3/7/2023 24.25 LEHMAN BROS HLDG 10.00 3/13/2023 23.85 LEHMAN BROS HLDG 18.00 7/14/2023 24.63 LEHMAN BROS HLDG 10.38 5/24/2024 24.63 LEHMAN BROS INC 7.50 8/1/2026 15.00 MAJESTIC STAR 9.75 1/15/2011 20.13 NEBRASKA BOOK CO 8.63 3/15/2012 79.00 NEWPAGE CORP 10.00 5/1/2012 48.00 NEWPAGE CORP 12.00 5/1/2013 15.08 RESTAURANT CO 10.00 10/1/2013 13.25 PNY-CALL06/11 6.25 6/1/2036 99.91 RADIAN GROUP 7.75 6/1/2011 99.38 RADIAN GROUP 7.75 6/1/2011 99.50 RIVER ROCK ENT 9.75 11/1/2011 91.40 RASER TECH INC 8.00 4/1/2013 29.76 SBARRO INC 10.38 2/1/2015 23.45 THORNBURG MTG 8.00 5/15/2013 9.75 TRANS-LUX CORP 8.25 3/1/2012 14.00 TRANS-LUX CORP 9.50 12/1/2012 15.25 TIMES MIRROR CO 7.25 3/1/2013 50.40 MOHEGAN TRIBAL 8.38 7/1/2011 91.00 TRICO MARINE 3.00 1/15/2027 1.00 TEXAS COMP/TCEH 7.00 3/15/2013 29.00 VIRGIN RIVER CAS 9.00 1/15/2012 48.50 WCI COMMUNITIES 7.88 10/1/2013 0.40 WILLIAM LYONS 7.63 12/15/2012 74.00 WILLIAM LYON INC 10.75 4/1/2013 58.00 WOLVERINE TUBE 15.00 3/31/2012 30.00 WASH MUT BANK FA 5.65 8/15/2014 0.27 WAL-MART PT TRST 8.88 6/29/2011 97.00 ********* 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 ***