/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/110704.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, July 4, 2011, Vol. 15, No. 183 Headlines 15352 VANOWEN: Case Summary & 20 Largest Unsecured Creditors ALL LAND: Court OKs Retention of Remax as Real Estate Broker ALL LAND: Maschmeyer Karalis Okayed as Escrow Agent ALLEN FAMILY: Court Okays $22 Million DIP Financing on Final Basis ALLEN FAMILY: Seeks Court Okay for Young Conaway as Counsel ALLEN FAMILY: Seeks Court Okay to Hire BMO as Investment Banker AMERICAL APPAREL: Two New Members Elected to Board of Directors AMERICAN MEDIA: S&P Withdraws 'BB+' Corporate on Endo Merger ANCHOR BANCORP: Chris Bauer to Continue as President and CEO ARNOW AVENUE: Case Summary & 2 Largest Unsecured Creditors ATI ACQUISITION: S&P Cuts CCR to 'CCC', Sees Covenant Violation BALL FOUR: Amends Plan Outline to Address Court's Comments BARQUET GROUP: Voluntary Chapter 11 Case Summary BERKS COUNTY: Moody's Affirms 'Ba1' Rating on $17.2-Mil. Bonds BERRY PLASTICS: Moody's Confirms 'B3' Corporate Amid Rexam Deal BIOLASE TECHNOLOGY: Deerfield, et. al., to Buy $9MM Securities BOWLES SUB: Case Summary & 9 Largest Unsecured Creditors BRH PROPERTIES: Voluntary Chapter 11 Case Summary BROADVIEW NETWORKS: Faces Debt-Refinancing Hurdle BROCADE COMMUNICATIONS: S&P Revises 'BB' Outlook to Positive BRUGNARA PROPERTIES: Files 2nd Amended Plan and Disc. Statement BUCYRUS COMMUNITY: July 28 Hearing on Plan Disclosures Set CARBON ENERGY HOLDINGS: Voluntary Chapter 11 Case Summary CATHOLIC CHURCH: Milw. Cemetery Trust Aims Lawsuit at Creditors CAVICO CORP: NASDAQ Denies More Time to File Delinquent Filings CHEYENNE HOTEL: Case Summary & 20 Largest Unsecured Creditors CHINA NETWORKS: Delays Filing of 2010 Annual Report CHIQUITA BRANDS: Moody's Affirms 'B2' Corporate Family Rating CLAIRE'S STORES: Bank Debt Trades at 9% Off in Secondary Market CLEAR CHANNEL: Bank Debt Trades at 16% Off in Secondary Market CLUB VENTURES: Files Debt-Repayment Plan With Court CMP SUSQUEHANNA: Bank Debt Trades at 1% Off in Secondary Market COMMUNITY HEALTH: Bank Debt Trades at 3% Off in Secondary Market COMSTOCK MINING: Adopts 2011 Equity Incentive Plan CONTECH CONSTRUCTION: Debt Trades at 18% Off in Secondary Market CROSS BORDER: Red Mountain Discloses 13.3% Equity Stake CROWN MEDIA: $300-Mil. 10.5% Notes Priced at 100% of Face Value CRYSTALLEX INT'L: Closes First Tranche of Milling Equipment Sale DESERT CAPITAL: Investors, Facing Wipe-Out, Mulling Legal Options DEX MEDIA EAST: Bank Debt Trades at 27% Off in Secondary Market DEX MEDIA WEST: Bank Debt Trades at 17% Off in Secondary Market DOMINGUE'S SAND: Case Summary & 14 Largest Unsecured Creditors DUNCOR, LLC: Case Summary & 18 Largest Unsecured Creditors DUNE ENERGY: Six Directors Elected at Annual Meeting ELEPHANT & CASTLE: Case Summary & Creditors List EMISPHERE TECHNOLOGIES: To Sell 4.3-Mil. Shares for $3.75-Mil. ENCLAVE AT GLEN EYRE: Township Pushes Suit vs. Bonding Company EVERGREEN PLAZA: Case Summary & 20 Largest Unsecured Creditors FENTON SUB: Case Summary & 9 Largest Unsecured Creditors FIRST BANK: Moody's Review 'B3' Deposit Rating for Upgrade FORTRESS ENERGY: Alberta Court Extends CCAA Order Until Sept. 30 FREE AND CLEAR III: Attorneys Quit, Seek Ch. 11 Case Dismissal GALP CNA: U.S. Trustee Says Plan Violates Absolute Priority Rule GARY REINERT: Files For Bankruptcy Protection in Pennsylvania GENCORP INC: Breaks Even in Three Months Ended May 31 GENTIVA HEALTH: Bank Debt Trades at 1% Off in Secondary Market GEORGE SOWERS: Files for Bankruptcy Due to Roseland Guarantee GLC LIMITED: Unsecured Creditors "Impaired" Under Plan GOLDEN NUGGET: S&P Assigns 'B' Corporate Credit Rating GRAND LAKE: Case Summary & 20 Largest Unsecured Creditors GRANDE HOLDINGS: Seeks Court Protection from U.S. Creditors GRANDE HOLDINGS: Chapter 15 Case Summary HAMPTON ROADS: To Sell Harbour Point Branch to Sonabank HANMI FINANCIAL: Cancels "Fully Subscribed" Offering as Price Low HAWAII PACIFIC: Data Transfer Services to Continue While in Ch. 11 HAWKER BEECHCRAFT: Bank Debt Trades at 16% Off in Secondary Market HILLTOP DAIRY: Case Summary & 14 Largest Unsecured Creditors HLS KITCHEN: Creditors' Meeting Scheduled for July 11 HQ SUSTAINABLE: Delisted; Compliance Plan Rejected by NYSE Amex IDO SECURITY: Irit Reiner Resigns from Board of Directors INSIGHT GLOBAL: S&P Raises Corporate Credit Rating to 'B+' INTRALINKS INC: S&P Raises Corporate to 'BB-' on Reduced Debt IPREO HOLDINGS: S&P Assigns Preliminary 'B' Corp. Credit Rating JACKSON GREEN: Case Summary & 20 Largest Unsecured Creditors JACKSON HEWITT: Pushes Chapter 11 Fight With Creditors to August JOSEPH-BETH BOOKSELLER: Closes The Village at Towne Centre Branch KANSAS CITY: Moody's Upgrades Corporate Family Rating to 'Ba2' KIK CUSTOM: S&P Affirms 'B-' Long-Term Corporate Credit Rating LANKY'S INC: Case Summary & 11 Largest Unsecured Creditors LEHMAN BROTHERS: Has Plan Support from Holders of $100BB in Claims LEHMAN BROTHERS: Sells 1107 Broadway Building for $190.8-Mil. LEHMAN BROTHERS: Europe Unit, Citi Settle Over $2.5-Bil. Assets LEHMAN BROTHERS: BofA Says $500-Mil. Order Was "Error" LEUCADIA NATIONAL: Moody's Upgrades CFR to Ba3; Outlook Stable LISA DEE'S: Case Summary & 20 Largest Unsecured Creditors LV KAPOLEI: Hopes for Disclosure Statement Approval MAXON CORP: Two Jaxon Restaurants Remain Open While in Ch. 11 MICRON TECHNOLOGY: S&P Raises CCR to 'BB-' on Reduced Debt MILLENNIUM HOLDINGS: Settles $8.7 Million Lead Paint Suit MXENERGY HOLDINGS: Deregisters $32.83 Million of Senior Notes NEBRASKA BOOK: Authorized on Interim Basis to Pay Critical Vendors NEBRASKA BOOK: Has Deal With 2nd Lien Noteholders on Loans NEEK NILOU: Voluntary Chapter 11 Case Summary NEMRAH REALTY: Voluntary Chapter 11 Case Summary NETWORK SOLUTIONS: S&P Affirms 'B' Corporate Credit Rating NORIT HOLDINGS: Moody's Affirms 'B1' Corporate Family Rating NORIT HOLDINGS: S&P Keeps Preliminary 'B+' Corp. Credit Rating NORMANDIE COURT: Case Summary & 20 Largest Unsecured Creditors NORTEL NETWORKS: Apple Consortium Offer $4.5BB to Win Patents NU HORIZON: Voluntary Chapter 11 Case Summary NURY ESTELAS: Voluntary Chapter 11 Case Summary ODYSSEY PETROLEUM: Ch. 11 Case to End in 3 Months, Says Parent OPEN SOLUTIONS: Bank Debt Trades at 14% Off in Secondary Market ORAGENICS INC: Hikes Koski Credit Facility to $7 Million OPUS WEST: Mainspring Buys Buildings from BofA for $60-Mil. OXIGENE INC: Files Supplement to $4 Million Common Stock Offering PASTIMES LLC: Case Summary & 6 Largest Unsecured Creditors PATIENT SAFETY: Amends Form S-1 for 31.24-Mil. Shares Sale PBMS INC: Case Summary & 20 Largest Unsecured Creditors PENSON WORLDWIDE: Moody's Reviews 'B1' CFR for Downgrade PERKINS & MARIE: Former Stuart Restaurant for Sale of Lease PHILADELPHIA ORCHESTRA: Claims $16 Million in Assets PLATINUM STUDIOS: Accepts Resignations of Two Directors PRISZM INCOME: Obtains Sept. 30 Extension of CCAA Stay Period PROAM ENTERPRISE: Case Summary & 15 Largest Unsecured Creditors QUANTUM CORP: Paul Orlin Discloses 5.2% Equity Stake QUANTUM FUEL: Closes Common Stock Units Offering QUANTUM FUEL: Incurs $11.03 Million Net Loss in Fiscal 2011 RADIENT PHARMACEUTICALS: Common Stock Removed from NYSE Amex REID PARK: U.S. Trustee Unable to Form Committee RITE AID: Bank Debt Trades at 5% Off in Secondary Market ROTECH HEALTHCARE: Submits Re-Listing Application to NASDAQ ROYAL MEADOWS: Voluntary Chapter 11 Case Summary RVTC LIMITED: Case Summary & 7 Largest Unsecured Creditors SALON MEDIA: Incurs $2.58 Million Net Loss in Fiscal 2011 SANTA ROSA: Moody's Lowers Revenue Bond Rating to 'Ca' SB PARTNERS: Incurs $192,214 Net Loss in March 31 Quarter SHEARER'S FOODS: S&P Affirms CCR at 'B-'; Outlook Negative SMART DATA: Appeals Court Upholds TN's Seizure of Insurer SOTERA DEFENSE: S&P Assigns 'B' Corporate Credit Rating SPHERIS INC: $37.5 Million Distributed to Creditors SPANN & ASSOCIATES: Case Summary & 6 Largest Unsecured Creditors SPRINGWOOD APARTMENTS: Devault Construction Bids for Apartments SULPHCO INC: Common Stock Removed from NYSE Amex T3 MOTION: Warrants to Begin Trading on NYSE Amex TA CHUAN: Case Summary & 5 Largest Unsecured Creditors TAO-SAHI: Hiring Bolton Real Estate Consultants as Appraiser TAO-SAHI: Sec. 341 Creditors' Meeting Set for July 11 TAO-SAHI: Files List of 20 Largest Unsecured Creditors TOWER OAKS: CWCAM Obtains Lift Stay to Proceed With Foreclosure TR SHADOW: Case Summary & 2 Largest Unsecured Creditors TREY RESOURCES: Now Known as SilverSun Technologies TRANSDEL PHARMACEUTICALS: To Sell to Cardium Via 11 USC Sec. 363 TRIBUNE CO: Bank Debt Trades at 32% Off in Secondary Market TURNER HERITAGE: Case Summary & 20 Largest Unsecured Creditors TXU CORP: Bank Debt Trades at 22% Off in Secondary Market TXU CORP: Bank Debt Trades at 16% Off in Secondary Market UAL CORP: Bank Debt Trades at 5% Off in Secondary Market UNITED ENERGY: Delays Filing of Annual Report on Form 10-K US AIRWAYS: S&P Rates Class C Pass-through Certificates at 'B' USEC INC: Signs Standstill Agreement with Toshiba, et al. VANGENT INC: S&P Raises CCR to 'B+' on Improved Profitability VUANCE LTD: Incurs US$173,000 Net Loss in March 31 Quarter WACCAMAW BANKSHARES: To Appeal NASDAQ De-Listing Decision WESTLAKE EVERGREEN-DE: Case Summary & 20 Largest Unsec Creditors WASHINGTON MUTUAL: Former Execs Seek Dismissal of FDIC Suit WASHINGTON MUTUAL: Shareholder Class Suit Settled for $208.5MM WESTMORELAND COAL: Files Form S-1; To Issue 250,000 Common Shares WESTWOOD BOULEVARD: Case Summary & 8 Largest Unsecured Creditors WOODMILL PRODUCTS: Sent to Receivership Last Month WP EVENFLO: Moody's Lowers CFR to 'Caa2'; Outlook Negative * NBC Bookseller's Filing Raises S&P's 2011 Default Tally to 18 * Dow Jones Indicator Suggests Slow Growth Ahead for U.S. Economy * Mass. Attorney General Joins City's Blight Fight * Centerview's Restructuring Practice Taps S. Greene and M. Puntus * American Lawyer Finds Pro Bono Hours Plunged 8% * BOND PRICING -- For Week From June 27 to July 1, 2011 ********* 15352 VANOWEN: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: 15352 Vanowen Street Apartments-DE, LLC 3659 East Thousand Oaks Blvd. Thousand Oaks, CA 91362 Bankruptcy Case No.: 11-17870 Chapter 11 Petition Date: June 28, 2011 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: M Jonathan Hayes, Esq. LAW OFFICE OF M JONATHAN HAYES 9700 Reseda Bl Ste201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@hayesbklaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Mark Kaufman, managing member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ LNR Partners Comm. Property $17,623,808 1601 Washington Ave., #700 Miami Beach, FL 33139-3164 Melting Pot Security Deposit $25,000 6205 Cavalleri Road Malibu, CA 90265 Remedy Skin and Body Security Deposit $15,000 4874 Via Andrea Newbury Park, CA 91320 Hyun Kook Kim Security Deposit $13,000 Dawn Barnes Karate Security Deposit $12,500 Flyberny Holdings Security Deposit $12,500 Canyon Salon Security Deposit $10,000 Luigi Security Deposit $9,500 Studio TYLA Security Deposit $7,500 Nadar Afshani DDS Security Deposit $7,000 Frenzy Security Deposit $6,000 M & M Beautyland Security Deposit $5,500 Quinn Simon Holistic Security Deposit $5,500 Merle Norman Security Deposit $5,000 Royal Oske Property $4,604 Chinese Massage Security Deposit $4,500 Monte Halpern Security Deposit $4,500 Phillipson Security Deposit $3,500 GI Services $3,266 Le's Nails Security Deposit $2,500 Affiliate that filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Evergreen Plaza Investment-DE, LLC 11-17858 06/28/11 ALL LAND: Court OKs Retention of Remax as Real Estate Broker ------------------------------------------------------------ All Land Investments, LLC, has received approval of its request to employ Remax Associates as real estate broker. ReMax and Harrington ERA shall be entitled to be paid their brokerage commission, at closing, each in the amount of $5,600 (2.5% of the base price of $224,000) in connection to the sale of the home on the real property known as Building Lot No. 76. Newark, Delaware-based All Land Investments, LLC, operates a real estate business. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-13790) on Oct. 29, 2009. Gary F. Seitz, Esq., at Rawle & Henderson LLP assists the Company in its restructuring efforts. The Company disclosed $20,160,303 in assets and $22,796,539 in liabilities as of the Chapter 11 filing. ALL LAND: Maschmeyer Karalis Okayed as Escrow Agent --------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has approved All Land Investment, LLC's application to employ Maschmeyer Karalis, P.C. as escrow agent, to distribute the net sale proceeds from the sale of Building Lot No. 76. Maschmeyer Karapali, as escrow agent, is authorized to distribute the net sales proceeds from the sale of Building Lot No. 76 in the amount of $203,224 for payment to: a) the Kent County Department of Public Works in the amount of $21,400. b) KSJS Investment Associates, LLC in the amount of $168,145; and c) ReMax Associates in the amount of $55,600. Newark, Delaware-based All Land Investments, LLC, operates a real estate business. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-13790) on Oct. 29, 2009. Gary F. Seitz, Esq., at Rawle & Henderson LLP, serves counsel to the Debtor in the Chapter 11 case. The Company disclosed $20,160,303 in assets and $22,796,539 in liabilities as of the Chapter 11 filing. ALLEN FAMILY: Court Okays $22 Million DIP Financing on Final Basis ------------------------------------------------------------------ On July 1, 2011, the U.S. Bankruptcy Court for the District of Delaware entered its final order authorizing Allen Family Foods Inc., et al., to obtain secured postpetition financing of up to $22 million on a superpriority basis from MidAtlantic Farm Credit, ACA, as DIP Lender, and to use cash collateral, in accordance with the terms of the DIP Financing Agreement and the Debtors' cash budget. The Official Committee of Unsecured Creditors objected to the Debtors' request to obtain postpetition financing. In its objection, the Committee said, among other things: a. The Debtors must demonstrate that the Chapter 11 cases are not administratively insolvent. b. The cost of the proposed DIP Financing is excessive. c. The proposed DIP Financing impermissibly grants liens on previously unencumbered assets and superpriority claims that would improperly cover previously unencumbered assets. The Court's order, however, provides that all objections to the motion made at the final hearing are overruled. As security for the DIP Facility, the DIP Lender is granted security interests in all of the Debtors' property now owned or hereafter acquired. As partial adequate protection to the extent of any diminution in value of its interests in the pre-petition collateral, MidAtlantic will be granted replacement liens in all of its pre-petition collateral. These liens will be senior to all other security interests in any of the pre-petition collateral, including the claim of Wilmington rust. As adequate protection to secure indebtedness owed to it pre- petition, Wilmington Trust is granted replacement liens in all of the pre-petition collateral. These replacement liens will be junior to all of the DIP Liens, Pre-Petition Lender Replacement Liens, and Pre-Petition Lender Liens. A copy of the DIP Financing Final Order is available at: http://bankrupt.com/misc/allenfamily.dipfacilityfinalorder.pdf A copy of the cash budget is available at: http://bankrupt.com/misc/allenfamily.DIPbudget.pdf On June 24, 2011, Bankruptcy Judge Kevin J. Carey entered its second interim order authorizing and approving Debtors to obtain secured postpetition financing of up to $11.5 million on a superpriority basis from MidAtlantic and to use cash collateral. Prior to that, Judge Carey entered an order clearing Allen Family Foods to borrow $3 million to sustain operations as it prepares to sell the bulk of its assets to a competitor in Chapter 11. According to the June 24 order, proceeds of the DIP Facility will only be used for expenditures specified in a budget, make adequate protection payments to the prepetition lender. As of the Petition Date, the Debtor owes to prepetition lender MidAtlantic $59,122,308 on account of revolving loans and $23,200,000 on account of a term loan, secured by all or substantially all of the Debtor's personal property and certain parcels of real property of certain Debtors. The significant terms of the DIP Loan Agreement are: Amount: Up to $22,000,000 Interest Rate: Prevailing 30-day LIBOR, to the nearest whole multiple of one-eight of one percentage point (0.125%), with a floor of 2.50%, plus 7.50%. Commitment Fee: 2.00% Maturity Date: Sept. 8, 2011 A copy of the DIP Loan Agreement is available at: http://bankrupt.com/misc/allenfamily.DIPloanagreement.pdf About Allen Family Foods Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. Allen Family Foods, along with two affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. It estimated assets and liabilities between $50 million and $100 million in its petition. Affiliates that filed separate Chapter 11 petitions are Allen's Hatchery Inc. and JCR Enterprises Inc. Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. BMO Capital Markets is the Debtors' investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the official committee of unsecured creditors. J.H. Cohn LLP serves as the Committee's financial advisor. ALLEN FAMILY: Seeks Court Okay for Young Conaway as Counsel ----------------------------------------------------------- Allen Family Foods, Inc., and its affiliated debtors seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Young Conaway Stargatt & Taylor, LLP as their bankruptcy counsel, nunc pro tunc to the Petition Date. The Debtors have tapped Young Conaway as their attorneys because of the firm's extensive knowledge, expertise and experience in the field of debtors and creditors' rights and business reorganizations under Chapter 11 of the Bankruptcy Code, explains Brian G. Hildreth, vice president and secretary-treasurer of Allen Family Foods, Inc. The professional services that Young Conaway will render to the Debtors include, but will not be limited to: (a) providing legal advice with respect to the Debtors' powers and duties as debtors-in-possession in the continued operation of their business and management of their properties; (b) guiding the disposition of the Debtors' assets through an orchestrated sale process; (c) preparing on behalf of the Debtors necessary applications, motions, answers, orders, reports and other legal papers; (d) appearing in Court and otherwise protecting the interests of the Debtors before the Court; and (e) performing all other legal services for the Debtors which may be necessary and proper in these proceedings. Young Conaway will be paid on an hourly basis, and will be reimbursed for actual, necessary expenses and other charges. The principal attorneys and paralegal presently designated to represent the Debtors and their current standard hourly rates are: Robert S. Brady $675 Sean T. Greecher $370 Andrew L. Magaziner $290 Brenda Walters $240 Mr. Hildreth relates that Young Conaway was retained on March 10, 2011, pursuant to the terms of the parties' engagement agreement. Young Conaway received an initial retainer of $25,000 on March 17, 2011, and additional retainer supplements of $25,000 and $53,117 on April 6, 2011, and June 8, 2011. These amounts were received in connection with the planning and preparation for a potential Chapter 11 proceeding and the Firm's proposed postpetition representation of the Debtors, he explains. The entire Retainer has been applied to the prepetition balance existing as of the Petition Date to satisfy the legal fees and expenses incurred in connection with the filing of these Chapter 11 cases, Mr. Hildreth adds. Mr. Brady assures the Court that Young Conaway is a "disinterested person" as that phrase is defined in Section 101 (14) as modified by Section 1107 (b) of the Bankruptcy Code. The court will convene a hearing on July 15, 2011, to consider the application. Parties have until July 8 to file objections. About Allen Family Foods Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. Allen Family Foods, along with two affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. It estimated assets and liabilities between $50 million and $100 million in its petition. Affiliates that filed separate Chapter 11 petitions are Allen's Hatchery Inc. and JCR Enterprises Inc. BMO Capital Markets is the Debtors' investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the official committee of unsecured creditors. J.H. Cohn LLP serves as the Committee's financial advisor. ALLEN FAMILY: Seeks Court Okay to Hire BMO as Investment Banker --------------------------------------------------------------- Allen Family Foods, Inc., and its affiliated debtors seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ BMO Capital Markets Corp. as their investment banker, nunc pro tunc to the Petition Date. According to the Debtors, they will rely on the expertise of BMO Capital in conducting a bidding process, and in seeking to consummate a sale of substantially all of their assets pursuant to Section 363 of the Bankruptcy Code, subject to higher or better bids. The Debtors said they have selected BMO Capital as their investment bankers based on, among other things, the depth of BMO Capital's knowledge of the Debtors' management, business operations, financial history and financial outlook and the potential interested parties, all of which were developed through extensive due diligence, an ongoing prepetition sale process, and an eight-month prepetition engagement period. Brian G. Hildreth, vice president and secretary-treasurer of Allen Family Foods, Inc., relates that in providing prepetition services to the Debtors in connection with these matters, BMO Capital's professionals worked closely with the Debtors' management and other professionals and became well-acquainted with the Debtors' operations, debt structure, creditors, businesses, operations and related matters. Accordingly, BMO Capital has developed extensive knowledge regarding the Debtors that will be valuable to the Debtors in their efforts to reorganize. The investment banking services that BMO Capital will provide to the Debtors include, without limitation: (a) assisting the Debtors in evaluating alternative transactions, including analyzing the financial impact of the alternatives; (b) advising and assisting the Debtors in considering the desirability of effecting a Transaction, and, if the Debtors believe a Transaction to be desirable, in developing and implementing a strategy for accomplishing the Transaction; (c) assisting the Debtors in developing a list of possible participants in a Transaction and contacting and eliciting interest from those possible participants; (d) assisting the Debtors in the preparation of a descriptive memorandum, offering memorandum or, if applicable, a disclosure statement relating to a Chapter 11 plan, in each case that describes the Debtors' operations and financial information and other appropriate information in detail as may be appropriate under the circumstances; (e) assisting the management of the Debtors in making presentations to the boards of directors of the Debtors concerning any Transaction; (f) advising and assisting the Debtors in the course of the Debtors' negotiation of a Transaction and participating in the negotiations as requested by the Debtors; and (g) providing other investment banking and financial advisory Services as the Debtors and BMO Capital may agree are appropriate in the circumstances. In exchange for its services, the Debtors will pay BMO Capital pursuant to this fee structure: * A monthly fee of $75,000 payable June 30, 2011, and on the last business day of each month thereafter, until the earlier of the completion of the Transaction or the termination of the Engagement Agreement. * A fee, payable in respect of any Sale Transaction that is consummated and payable promptly on the closing of the Transaction, equal to the greater of (i) $1,500,000 or (ii) 1.5% of the Aggregate Value as defined in the parties' engagement agreement, payable by the "purchaser" in any Sale Transaction up to $110 million, plus 3.0% of the Aggregate Value in excess of $110 million. The Transaction Fee will be reduced by the amount of any previously paid Monthly Fees. For the avoidance of doubt, BMO Capital will be entitled to payment of only one Transaction Fee under the terms of the Engagement Agreement. * Regardless of whether any Transaction is proposed or consummated, the Debtors will also reimburse BMO Capital, upon request from time to time, for all of its reasonable out-of-pocket expenses, incurred in connection with the Engagement Agreement, including but not limited to travel and communication expenses, courier charges and the reasonable fees and disbursements of BMO Capital's counsel, and also the reasonable fees and disbursements of any other consultants engaged by BMO Capital with the prior consent of the Debtors, not to exceed $50,000 without prior approval by the Debtors. The Debtors have also agreed to indemnify, defend and hold harmless BMO Capital and its affiliates from and against any losses, claims, damages, and liabilities (A) related to or arising out of (i) the Debtors' actions or failures to act or (ii) actions or failures to act by an Indemnified Party with the Debtors' consent or in reliance on the Debtors' actions or failures to act, or (B) otherwise related to or arising out of BMO Capital's engagement or its performance, except to the extent any losses, claims, damages or liabilities (B) are finally judicially determined to have resulted from BMOCM's bad faith or gross negligence. BMO Capital received $100,242 from the Debtors for prepetition services rendered and expenses incurred. Charles Adair, a managing director at BMO Capital, assures the Court that BMO Capital is a "disinterested person," as defined in Section 101(14) of the Bankruptcy Code and as required by Section 327(a). The Court will convene a hearing on July 15, 2011, to consider the application. Parties have until July 8 to file objections. Allen Family Foods Inc. is a 92-year-old Seaford, Del., poultry company. About Allen Family Allen Family Foods, along with two affiliates, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 11-11764) on June 9, 2011. It estimated assets and liabilities between $50 million and $100 million in its petition. Affiliates that filed separate Chapter 11 petitions are Allen's Hatchery Inc. and JCR Enterprises Inc. Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware, serve as counsel to the Debtors. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Lowenstein Sandler PC and Womble Carlyle Sandridge & Rice, PLLC, serve as counsel for the official committee of unsecured creditors. J.H. Cohn LLP serves as the Committee's financial advisor. AMERICAL APPAREL: Two New Members Elected to Board of Directors --------------------------------------------------------------- The board of directors of American Apparel, Inc., elected David Danziger as a Class A director and as a member of the Audit Committee and the Enterprise Risk Management Committee of the Board effective immediately. Also on June 24, 2011, the Board elected Marvin Igelman as director and as a member of the Audit Committee of the Board, effective automatically upon the occurrence or creation of a future vacancy on the Board or such committee, respectively, with Mr. Igleman to serve in the same director class as such vacancy. The Board has determined that Messrs. Danziger and Igelman meet the requirements to serve on the Audit Committee, as set forth in Section 803B(2) of the NYSE Amex Company Guide, and that Mr. Danziger qualifies to serve as a "financial expert" according to the requirements of SEC Regulation S-K Items 407(d)(5)(ii) and 407(d)(5)(iii). As directors, Messrs. Danziger and Igelman will be eligible to receive compensation in the same manner as the Company's other directors. Mr. Danziger is a chartered accountant and a senior partner at MSCM LLP, Chartered Accountants, a full service audit and accounting firm located in Toronto. His practice involves the audit of public companies listed on all stock exchanges in North America. Mr. Danziger has over 25 years experience in audit, accounting and management consulting. He is currently a Director for Cadillac Ventures Inc., Eurotin Inc., Carpathian Gold Inc. and Renforth Resources Inc. He is also the President and CEO of Renforth Resources Inc. Mr. Danziger graduated with a BComm. from the University of Toronto. Mr. Igelman served as a director and the Chief Strategy Officer of Poynt Corporation, a Canadian company that offers mobile location- based search services, from February 2010 to June 2011. From May 2006 to February 2010, Mr. Igelman served as the Chief Executive Officer of Unomobi Incorporated, a mobile advertising and messaging platform he founded, which was acquired by Poynt Corporation in February 2010. From 2002 to 2006, Mr. Igelman served as a business development consultant for numerous technology companies, and established a number of other ventures, including founding Unomobi Incorporated. Mr. Igelman is a graduate of Toronto's Osgoode Hall Law School. About American Apparel Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP) -- http://www.americanapparel.com/-- is a vertically integrated manufacturer, distributor, and retailer of branded fashion basic apparel. As of Sept. 30, 2010, American Apparel employed over 10,000 people and operated 278 retail stores in 20 countries, including the United States, Canada, Mexico, Brazil, United Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan, South Korea and China. American Apparel reported a net loss of $86.31 million on $532.99 million of net sales for the year ended Dec. 31, 2010, compared with net income of $1.11 million on $558.77 million of net sales during the prior year. The Company's balance sheet at March 31, 2011, showed $333.95 million in total assets, $283.12 million in total liabilities, and $50.83 million in total stockholders' equity. The Wall Street Journal reports that Skadden, Arps, Slate, Meagher & Flom has been advising the company on its recent restructuring efforts alongside investment bank Rothschild Inc. In April 2011, American Apparel said it raised $14.9 million in rescue financing from a group of investors led by Canadian financier Michael Serruya and private equity firm Delavaco Capital Corp., allowing the casual clothing retailer to meet obligations to its lenders for the time being. Going Concern Doubt Marcum LLP, in New York, in its audit report on American Apparel's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about the Company's ability to continue as a going concern. As of April 30, 2011, the Company had approximately $8,000,000 of cash, approximately $8,900,000 of availability for additional borrowings and $46,100,000 outstanding on the credit facility under the BofA Credit Agreement and $1,400,000 of availability for additional borrowings and $4,000,000 outstanding on the credit facility under the Bank of Montreal Credit Agreement. As May 10, 2011, the Company had approximately $5,941,000 available for borrowing under the BofA Credit Agreement and $1,481,000 available under the Bank of Montreal Credit Agreement. As more fully discussed in Note 13, on April 26, 2011 the Company sold 15,777,000 shares of Common Stock to a group of investors, at a price of $0.90 per share, for the aggregate cash purchase price of approximately $14,200,000 of which $5,000,000 went to satisfy and meet the availability requirement of the amendment to the BofA Credit Agreement. The investors also received the right to purchase up to an additional 27,443,000 shares at the same price within 180 days, subject to shareholder approval and subject to certain anti-dilution and other adjustments. This transaction improved the liquidity position of the Company by approximately $8,000,000. The Company incurred a loss from operations of $13,091,000 for the three months ended March 31, 2011, compared to a loss from operations of $21,556,000 for the three months ended March 31, 2010. The current operating plan indicates that losses from operations may be incurred for all of fiscal 2011. "Consequently, the Company may not have sufficient liquidity necessary to sustain operations for the next twelve months and this raises substantial doubt that the Company will be able to continue as a going concern," the Company said in the Form 10-Q. "If we are not able to timely, successfully or efficiently implement the strategies that we are pursuing to improve our operating performance and financial position, obtain alternative sources of capital or otherwise meet our liquidity needs, we may need to voluntarily seek protection under Chapter 11 of the U.S. Bankruptcy Code." AMERICAN MEDIA: S&P Withdraws 'BB+' Corporate on Endo Merger ------------------------------------------------------------ Standard & Poor's withdrew its 'BB+' corporate credit rating on Minnetonka, Minn.-based American Medical Systems Inc. and its parent, American Medical Systems Holdings, Inc. as a result of its consummated merger with Endo Pharmaceuticals Holdings Inc. "We also withdrew the 'BBB' issue-level and '1' recovery rating on AMS' revolving credit facility and also withdrew the 'BB-' issue- level and '6' recovery rating on parent American Medical Systems Holdings Inc. senior convertible subordinated notes, given the economic incentive for bondholders to convert into equity," S&P stated. ANCHOR BANCORP: Chris Bauer to Continue as President and CEO ------------------------------------------------------------ Anchor BanCorp Wisconsin, Inc., and Chris M. Bauer entered into an employment agreement, which has been approved by Office of Thrift Supervision, to continue as the President and Chief Executive Officer of the Company and the Bank. Mr. Bauer's agreement is effective June 23, 2011, for a period of two years (expiring June 22, 2013). He will receive a salary of $700,000 per year, payable at a rate of $58,333 per month. Mr. Bauer will be entitled to the employee benefits as provided in the employee handbook and other benefits that are or become available to employees with similar job titles or job classifications including, but not limited to, stock options, restricted stock and participation in excess benefit plans, as is authorized and approved by the Board. Mr. Bauer will be reimbursed for all reasonable and necessary expenses and will be entitled to use of an automobile. Upon termination for cause or upon retirement or voluntary termination by Mr. Bauer, he will not be entitled to additional compensation or benefits for any period after such termination, beyond any compensation or benefits accrued. If the OTS or Federal Deposit Insurance Corporation require Mr. Bauer's agreement to be terminated, all obligations of the Bank and the Company will be terminated, except any vested rights will not be affected. If the OTS or the FDIC require Mr. Bauer's agreement to be suspended, then the Company's and Bank's obligations will be suspended, but if the suspension is lifted or charges dismissed, then Mr. Bauer will receive all compensation withheld during the suspension. Mr. Bauer's agreement is subject to the restrictions pertaining to executive compensation under the Emergency Economic Stabilization Act of 2008, as amended by the American Recovery and Reinvestment Act of 2009 and any amendments thereto or regulations promulgated thereunder, as well as customary non-disclosure, non- disparagement and similar provisions. Mr. Bauer's agreement also contains other customary provisions for agreements of such type. A full-text copy of the Employment Agreement is available for free at http://is.gd/sTaSwd About Anchor Bancorp Headquartered in Madison, Wisconsin, Anchor Bancorp Wisconsin Inc. (NASDAQ: ABCW) is a registered savings and loan holding company incorporated under the laws of the State of Wisconsin. The Company is engaged in the savings and loan business through its wholly owned banking subsidiary, AnchorBank, fsb. AnchorBank, fsb was organized in 1919 as a Wisconsin chartered savings institution and converted to a federally chartered savings institution in July 2000. AnchorBank, fsb is the third largest depository institution headquartered in the state of Wisconsin and its largest thrift in terms of assets. The Company's balance sheet at Dec. 31, 2010, showed $3.58 billion in total assets, $3.59 billion in total liabilities, and a $9.52 million stockholders' deficit. "Management has proactively continued to address both problem credits and the effect of the protracted recessionary impact in its key markets and on its customers," said Chris Bauer, president and chief executive officer Anchor Bancorp. and its banking unit. As reported in the Troubled Company Reporter on July 5, 2010, McGladrey & Pullen, LLP, in Madison, Wisconsin, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that at March 31, 2010, all of the subsidiary bank's regulatory capital amounts and ratios are below the required levels and the bank is considered "undercapitalized" under the regulatory framework for prompt corrective action. The subsidiary bank has also suffered recurring losses from operations. Failure to meet the capital requirements exposes the Company's to regulatory sanctions that may include restrictions on operations and growth, mandatory asset dispositions, and seizure of the subsidiary bank. ARNOW AVENUE: Case Summary & 2 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Arnow Avenue Development, LLC 1906 Arnow Avenue Bronx, NY 10469 Bankruptcy Case No.: 11-13114 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Judge: Allan L. Gropper Debtor's Counsel: Richard A. Guttman, Esq. LAW OFFICES OF RICHARD A. GUTTMAN, ESQ. 84 Lakebridge Drive South Kings Park, NY 11754 Tel: (631) 544-6914 Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's two largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/nysb11-13114.pdf The petition was signed by Eddie Sachar, vice president. ATI ACQUISITION: S&P Cuts CCR to 'CCC', Sees Covenant Violation --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on ATI Acquisition Co. to 'CCC' from 'B' and removed the ratings from CreditWatch, where they were placed on Sept. 24, 2010, with negative implications. "At the same time, we lowered our issue-level ratings on the company's term loan and revolving credit facility to 'CCC' (at the same level as the corporate credit rating). The recovery rating on this debt remains unchanged at '3', indicating our expectation of meaningful (50%-70%) recovery for debtholders in the event of a payment default. We also lowered our issue-level ratings on the company's subordinated debt to 'CC' from 'CCC+'. The recovery rating on this debt remains unchanged at '6' indicating our expectation of negligible (0% to 10%) recovery for noteholders in the event of a payment default," S&P stated. The rating outlook is negative. North Richmond Hills, Texas-based ATI had total debt of $249 million as of March 31, 2011. "The downgrade reflects the effect of increased regulation and revised business practices on the company's operating performance, its thinning margin of compliance with its debt leverage covenant, and limited liquidity," said Standard & Poor's credit analyst Hal Diamond. "Under our base case scenario, we expect the company's operating performance to deteriorate in 2011 because of enrollment declines, notwithstanding tuition increases (which may exacerbate the decline in enrollments). We expect revenues to decline at a mid-single-digit percent rate in 2011 and EBITDA to fall at a mid- teen-percent rate, likely resulting in a covenant violation, unless the company obtains an amendment. In our opinion, it could be difficult for the company to absorb the potential increase in its borrowing rate that could accompany an amendment, unless it can secure additional equity funding." The negative outlook reflects Standard & Poor's expectation of a potential covenant violation in the near term, unless the company obtains an amendment. BALL FOUR: Amends Plan Outline to Address Court's Comments ---------------------------------------------------------- Ball Four Inc. delivered to U.S. Bankruptcy Court for the District of Colorado last month amendments to its proposed Chapter 11 plan of reorganization and explanatory disclosure statement. The Debtor filed the amendment after informal objection of the U.S. Trustee and comments from the Court. The Court pointed out, among other things, that Classes 1 and 2 does not comply with the requirements of 11 U.S.C. Sec. 1129(a)(9)(D) thus Plan needs agreement from tax creditors to the proposed treatment. Pursuant to the Amended Plan, holders of allowed unsecured claims will be paid the allowed amount of their claims in full plus interest at the current Federal Judgment Interest Rate calculated from the Effective Date until the date that the allowed unsecured claims are paid in full. To pay allowed unsecured claims, the Debtor will make sufficient semi-annual payments of $50,000 each which will be distributed to the holders of allowed unsecured claims on a Pro Rata basis with the first semi-annual payment of $50,000 due on the Effective Date and continuing thereafter with additional semi-annual payments of $50,000 each until Class 4 claims are paid in full. Additionally, the unsecured priority claim of the Internal Revenue Service will be paid in full with interest at 5% per annum amortized over 48 months with the first payment of principal and interest due on the Effective Date and continuing monthly thereafter until the claim is paid in full. A full-text copy of the Amended Disclosure Statement is available for free at http://bankrupt.com/misc/BALLFOUR_amended_DS.pdf A full-text copy of the Amended Plan is available for free at http://bankrupt.com/misc/BALLFOUR_amended_plan.pdf A minute order filed last month said that the Court will set a confirmation hearing and attendant deadlines after the Debtor submits the amended disclosure statement. As of July 1, a scheduling order has not been entered. About Ball Four Ball Four, Inc., has a 16.93-acre property located at 2101 W. 64th Ave. in Adams County, Arvada, Colorado. The site has a slow pitch softball facility and an indoor-soccer facility. Simulcast wagering on dog and horse racing from tracks in the United States is also operated at the site pursuant to a license obtained from Mile High Racing in Commerce City. Ball Four first sought Chapter 11 protection after it was discovered in 1989 that a small portion of Ball Four's property was contaminated. Ball Four later sought confirmation of a Chapter 11 plan, and an investigation found Ball Four's property to be free of contaminants. Ball Four completed its indoor soccer facility and another building at its property in 2007 following a $1.9 million loan from FirsTier Bank. In November 2009, Ball Four was unable to make the interest payment due on the note to FirsTier. FirsTier commenced a foreclosure proceeding which led to the Debtor filing for Chapter 11 protection in 2010. Ball Four, Inc., filed a Chapter 11 petition (Bankr. D. Colo. Case No. 10-33952) on Sept. 21, 2010. William A. Richey, Esq., at Weinman & Associates, P.C., serves as the Debtor's bankruptcy counsel. The Debtor disclosed $16,220,990 in assets and $3,483,420 in liabilities as of the Chapter 11 filing. BARQUET GROUP: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Barquet Group, Inc. fka Galeria Ramis Barquet, N.Y. Ltd. Barquet Holdings, Inc. 532 West 24th Street New York, NY 10011 Bankruptcy Case No.: 11-13116 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Janice Beth Grubin, Esq. TODTMAN NACHAMIE SPIZZ & JOHNS, P.C. 425 Park Avenue New York, NY 10022 Tel: (212) 754-9400 Fax: (212) 754-6262 E-mail: jgrubin@tnsj-law.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 Ramis Barquet, president. BERKS COUNTY: Moody's Affirms 'Ba1' Rating on $17.2-Mil. Bonds -------------------------------------------------------------- Moody's Investors Service has affirmed the Ba1 long-term rating on Albright College's Series 2004 Revenue Bonds issued through the Berks County Municipal Authority. The rating outlook remains stable. SUMMARY RATING RATIONALE The Ba1 rating reflects the College's thin level of financial resources, leveraged balance sheet, variable rate debt exposure as well as a generally stable market position, although challenging matriculation rates, and healthy operating performance. STRENGTHS * Stable market position and healthy student demand as a private, co-educational liberal arts institution serving 2,363 full-time equivalent students in Reading, PA. * Healthy operating performance with three-year average operating margin of 7.1% from fiscal years 2010-2008, as calculated by Moody's, covering debt service by 2.6 times over the same period. The College generated $7.7 million of cash flow to cover $2.4 million in annual debt service, resulting in operating cash flow margins of 15% in 2009 and 14% in 2008, up from 9% and 7% in 2005 and 2004, respectively. * Strengthened fundraising focus and improved three-year average gift flow rising to $4.3 million through fiscal year 2010, in line with the median of $4.6 million of Moody's Ba-rated institutions. CHALLENGES * Continued stiff competition driving need to maintain favorable student demand. The College's dependency on student charges (86% of FY 2010) as the primary source of operating revenue stresses the continued importance of successful recruitment and retention of students as future demand and market position could be pressured given the competitive higher education environment. The high level of competition is reflected in the yield rate of 16% in fall 2010, below the median of 22% for all Moody's Ba- rated institutions. * Thin balance sheet with unrestricted financial resources of negative $9.8 million in FY 2009 covering -0.2 times. Monthly liquidity of $11.7 million covers 92 days operations and 44.6% of demand debt. DETAILED CREDIT DISCUSSION LEGAL SECURITY: Bonds are secured by a pledge of gross revenues and a debt service reserve fund. INTEREST RATE DERIVATIVES: In 2009, the College entered into a 10- year fixed interest rate swap contract with a current outstanding notional amount of $25.5 million with Wachovia Bank, N.A. (rated Aa2/P-1). Under this agreement the College pays a fixed rate of 2.8275% in exchange for 74% of LIBOR. The School is not required to post collateral and there are no rating triggers tied the College in the agreements. As of April 29, 2011 the mark-to-market value of the swap was a liability of $1.3 million to the College. Moody's has incorporated the risks associated with the swaps in the Ba1 long-term rating. DEBT STRUCTURE: On December 15, 2010, the College exited the variable rate bonds supported by a single letter of credit ($25.5 million) from Wachovia Bank, NA (rated Aa2/P-1) and issued $25.5 million of variable rate debt through a Continuing Covenants Agreement with Wells Fargo Bank. The agreement includes a Mandatory Purchase Date in December 2013. The loan includes various covenants which, if breached, could allow the bank to require immediate repayment. These events include, but are not limited to the failure to maintain at least 1.15 times coverage of the Debt Service Coverage Ratio and least 0.40 times coverage of the Liquidity Ratio. As of May 31, 2011, the College's pro-forma calculations note coverage levels met the requirements (Debt Service Coverage Ratio - 1.8 times, Liquidity Ratio - 0.75 times). If a covenant is violated and not remedied, deterioration of the rating could occur at a faster pace. Moody's believes that the variable rate debt structure and terms of the Continuing Covenants Agreement add additional risks especially given the limited unrestricted cash levels. MARKET POSITION: STABLE MARKET POSITION WITH PRESSURED MATRICULATION RATES Located in Reading, Pennsylvania, Albright College is a small, liberal arts institution focused on inter-disciplinary education for undergraduate students. The College attracts a high number of first-generation college students and has expanded its focus to include a professional division that operates at satellite locations outside of Reading. Full-time equivalent (FTE) students rose from 1,495 in fall 1999 to 2,363 in fall 2010, a 58% increase. At the same time, the College has improved its selectivity by substantially growing applications and selectivity declined from 80% in 1999 to 45% 2010. Moody's believes that while Albright has experienced consistent enrollment growth and has improved selectivity, both signals of a stabilizing student market position, its market position remains challenged given a pressured matriculation rate of 16% in fall 2010.Low matriculation rates leave the College vulnerable to shifts in demand. Despite regional competition from both public and private institutions and projected area high school graduation declines, the College continues to draws students as evidenced by increase in fall 2011 applications to over 7,000. The College is on track to exceed the budgeted number of students. The College does not have enrollment growth plans and will continue to focus its attention on increasing retention, which has improved to approximately 80% for freshman to sophomore in the current year. OPERATING PERFORMANCE: OPERATING PERFORMANCE PROVIDES ADEQUATE DEBT SERVICE COVERAGE Moody's expects positive operating performance to continue based upon the Albright's conservative budgeting practices. In 2010, Albright generated favorable operating performance as calculated by Moody's, with a one year surplus of 8.7% and a three-year average operating margin of 7.1%. Average debt service coverage over the past three years was 3.0 times. In FY 2010 Albright generated approximately $8.6 million in operating cash flow resulting in healthy operating cash flow margin of 16% and 14% in 2010 and 2009, respectively. Albright remains a highly tuition dependent institution with student derived fees accounting for over 85% of operating revenues. The College has substantially grown net tuition revenue as overall enrollment has grown and revenue per student has increased. Net tuition per student has increased from just $8,610 in 2000 to over $14,388 in 2010. Over this same time frame, total net tuition has increased from less than $13 million to $33 million. Given the College's improved selectivity and enrollment profile, as well as strategic efforts by management to improve operating performance, Moody's believes the College's operations should benefit from the recent momentum. BALANCE SHEET: BALANCE SHEET PROVIDES LIMITED CUSHION TO DEBT AND OPERATIONS Albright maintains a leveraged balance sheet and financial resource levels provide a weak cushion for debt and operations. In FY 2010, financial resources totaled $31.2 million with expendable financial resources of $1.4 million providing a cushion for $43.4 million of debt by 0.03 times and operations by 0.03 times. Based on FY 2010 financial statements, Moody's estimates the College had approximately $50.9 million in cash and investments, of which $35.4 million was not encumbered by collateral requirements or held in debt service reserve funds. Moody's expects the cash position of the College to remain constrained with monthly liquidity of $11.7 million or limited 92 monthly days cash on hand and monthly liquidity to demand debt of 44.6%. Moody's believes feels that the College has extremely limited capacity to incur additional debt at the current rating level as draw downs on resources or additional debt plans will likely pressure the rating. Through efforts of the College and its Board members, philanthropic giving has increased and gift revenue has averaged $3.0 million over the past three years, a pace consistent with similarly rated institutions. In addition, the School is currently in the midst of the silent phase of a capital campaign targeted to fund endowment growth, capital and the annual fund program. The College has no plans to assume additional debt and Moody's believes that at the current rating level, there is little or no additional debt capacity unless the financial resources grow significantly to keep pace with potential future debt increases. Outlook The stable outlook reflects Moody's expectation that the institution will continue to maintain a steady market position, donor support, positive operating margins and debt service coverage. WHAT COULD MAKE THE RATING GO UP Substantial growth of the financial resource base; continued improvement in operating performance; fundraising success WHAT COULD MAKE THE RATING GO DOWN Deterioration of student market position; weakening of operating performance; increases in debt not accompanied with growth in financial resources levels KEY INDICATORS (Fiscal year 2010 financial data, fall 2010 enrollment): Total Enrollment: 2,363 full-time equivalent students Total Direct Debt: $43.4 million, $18.5 million rated by Moody's Total Comprehensive Debt: $49.7 million Expendable Resources to Debt: 0.03 times Expendable Resources to Operations: 0.03 times Three-Year Average Operating Margin: 7.1% Average Debt Service Coverage: 3.0 times Monthly Liquidity: $11.7 million Monthly Days Cash on Hand: 92 days Monthly Liquidity to Demand Debt: 44.6% RATED DEBT Series 2004: Ba1 CONTACTS University: William W. Wood, Vice President for Administration and Financial Services, 610-921-7749 METHODOLOGY The principal methodology used in this rating was Moody's Rating Approach for Private Colleges and Universities published in September 2002. BERRY PLASTICS: Moody's Confirms 'B3' Corporate Amid Rexam Deal --------------------------------------------------------------- Moody's Investors Service confirmed the B3 corporate family rating of Berry Plastics Corporation concluding a review for possible downgrade initiated on June 20, 2011. The rating outlook is stable and the speculative grade liquidity rating is SGL-3. The review was prompted by Berry's announcement that it had entered into a definitive agreement to acquire the Rexam specialty and beverage closures business for approximately $360 million. The transaction is expected to close in the third quarter of 2011. Moody's took these actions for Berry Plastics Corp. -- Confirmed B3 Corporate Family Rating -- Confirmed B3 Probability of Default Rating -- Confirmed Speculative Grade Liquidity Rating, SGL -3 -- Confirmed $1.2 billion senior secured term loan 4/3/2015 ($1.152 billion outstanding), B1 (LGD 3-32% from LGD 3-30%) -- Confirmed $680 million 1st-lien senior secured floating notes due 2/15/2015, B1 (LGD 3-32% from LGD 3-30%) -- Confirmed $370 million 8.25% 1st lien senior secured notes 11/15/2015, B1 (LGD 3-32% from LGD 3-30%) -- Confirmed $225 million floating 2nd lien notes due 9/15/2014, Caa 1 (LGD 5-74% from LGD 5-72%) -- Confirmed $500 million 9.5% 2nd lien notes due 5/15/2018, Caa 1 (LGD 5-74% from LGD 5-72%) -- Confirmed $800 million 9.75% 2nd lien notes due 1/15/2021, Caa 1 (LGD 5-74% from LGD 5-72%) -- Confirmed $265 million 10.25% senior subordinate global notes due 3/1/2016 ($168 million outstanding), Caa2 (LGD 6 -- 93%) Moody's took the following actions for Berry Plastics Group Inc. -- Confirmed $500 million term loan due 6/5/2014 ($54 million outstanding), Caa2 (LGD 6 -- 96%) The ratings outlook is stable The ratings are subject to the receipt and review of the final documentation for the revolver amendment (not rated by Moody's). The confirmation of the rating reflects the increased pro-forma liquidity offered by Berry's new credit facility (not rated by Moody's), an expectation that acquisition synergies will replace any potential shortfall in acquisition EBITDA over the long-term and an expectation that the acquisition will have a minimal impact on credit metrics. Berry has entered into an amendment to its existing $500 million asset based credit facility to increase the maximum committed borrowing capacity of the facility from $500 million to $650 million and extend the maturity date to June 2016 from April 2013. Berry is expected to use a combination of cash on hand and revolver borrowing to finance the acquisition. Pro-forma for the acquisition, the company expects to have liquidity in excess of $350 million. Berry is also expected to realize acquisition synergies which should help offset any potential shortfall in acquisition EBITDA. Rexam SBC suffered a significant volume decline in 2010 and has a high exposure to specialty closures which may be more volatile and subject to product mix changes. Berry's B3 Corporate Family Rating reflects the company's weak credit metrics, financial aggressiveness and acquisitiveness, and difficult operating and competitive environment. The rating also reflects the company's exposure to more cyclical end markets, relatively weak contract position with customers and a high percentage of commodity products. Strengths in Berry's competitive profile include its scale, concentration of sales in food and beverage packaging, and moderate liquidity. The company's strengths also include a strong competitive position in rigid plastic containers and a history of producing innovative products despite the large percentage of commodity products. The rating could be downgraded if there is deterioration in the credit metrics, liquidity or the operating and competitive environment. Additional debt financed acquisitions or excessive acquisitions, regardless of financing, could also prompt a downgrade. Specifically, the rating could be downgraded if total adjusted debt to EBITDA remains above 7.0 times, EBITA to gross interest coverage remains below 1.0 time, and free cash flow to debt remains negative. An upgrade is not anticipated in the near term given the company's high leverage. However, the ratings could be upgraded if adjusted total debt to EBITDA moves below 6.0 times, free cash flow to debt moves up to the mid to high single digit range, the EBITA margin improves to the high single digit range, and EBITA to gross interest coverage moves above 1.2 times on a sustained basis within the context of a stable operating and competitive environment. An upgrade would also be dependent upon maintenance of good liquidity and less aggressive financial and acquisition policies. The principal methodologies used in this rating were Global Packaging Manufacturers: Metal, Glass, and Plastic Containers published in June 2009. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. BIOLASE TECHNOLOGY: Deerfield, et. al., to Buy $9MM Securities -------------------------------------------------------------- BIOLASE Technology, Inc., entered into an agreement with Deerfield Management, a leading institutional life science investor, as well as other institutional investors to purchase approximately $9 million of BIOLASE's unregistered securities in a private placement transaction. Under the terms of the private placement, BIOLASE has agreed to sell an aggregate of approximately 1.6 million shares of its common stock at price of $5.55 per share. In addition, the institutional investors will receive an aggregate number of warrants to purchase up to approximately 800,000 shares of common stock, at an exercise price of $6.50 per share, which warrants will be non-exercisable for six months and will have a term of five years from the date of issuance. In connection with the transaction, within 25 days of the closing, BIOLASE agreed to file a registration statement with the Securities and Exchange Commission to register the resale of the shares issued at closing, as well as the shares of common stock issuable upon exercise of the warrants. The private placement is expected to close on or about June 29, 2011, subject to customary closing conditions. The proceeds will be used for working capital and general corporate purposes. Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital Group, Inc., acted as the exclusive placement agent for the transaction. About BIOLASE Technology Irvine, Calif.-based BIOLASE Technology, Inc. (NASDAQ: BLTI) -- http://www.biolase.com/-- is a dental laser company. The Company develops, manufactures and markets Waterlase technology and lasers and related products that advance the practice of dentistry and medicine. The Company reported a net loss of $12.02 million on $24.58 million of products and services revenues for the year ended Dec. 31, 2010, compared with a net loss of $2.95 million on $42.14 million of products and services revenues during the prior year. The Company's balance sheet at March 31, 2011, showed $20.30 million in total assets, $15.97 million in total liabilities, and $4.33 million in total stockholders' equity. BDO USA, LLP, raised substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. The accounting firm noted that the Company has suffered recurring losses from operations, has had declining revenues and has a working capital deficit at Dec. 31, 2010. BOWLES SUB: Case Summary & 9 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Bowles Sub Parcel D, LLC 275 Market St, Suite 439 Minneapolis, MN 55405 Bankruptcy Case No.: 11-44434 Chapter 11 Petition Date: June 29, 2011 Court: United States Bankruptcy Court District of Minnesota (Minneapolis) Judge: Dennis D O'Brien Debtor's Counsel: Cynthia A. Moyer, Esq. James L. Baillie, Esq. FREDRIKSON & BYRON, PA 200 South Sixth Street, Suite 4000 Minneapolis, MN 55402 Tel: (612) 492-7167 Fax: (612) 492-7077 E-mail: cmoyer@fredlaw.com jbaillie@fredlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Steven B. Hoyt, chief manager. List of Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Messerli & Kramer P.A. Legal services $199,322 100 S Fifth St, Suite 1400 Minneapolis, MN 55402 Anthony Ostlund Baer & Legal services $23,234 Louwagi 90 S Seventh St, Suite 3600 Minneapolis, MN 55402 Curbside Lawn Care Services $17,916 9084 Windsor Ct Savage, MN 55378 Cameron Law Office Legal services $8,718 United Operations, Inc. Services $7,713 Integra Telecom Tel services $558 CenterPoint Energy Utilities $276 City of Bloomington- Utilities $262 Water Xcel Energy Utilities $148 BRH PROPERTIES: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: BRH Properties, Inc. 706 Fairway Drive Champaign, IL 61820 Bankruptcy Case No.: 11-91236 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Central District of Illinois (Danville) Judge: Gerald D. Fines Debtor's Counsel: Steve Miller, Esq. ACTON & SNYDER, LLP 11 E. North Street Danville, IL 61832 Tel: (217) 442-0350 E-mail: trusteemiller3@yahoo.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 G. T. Hardwick, president. BROADVIEW NETWORKS: Faces Debt-Refinancing Hurdle ------------------------------------------------- Dow Jones DBR Small Cap reports that after pulling a tender offer for its bonds, Broadview Networks Holdings Inc. is back to the drawing board to lighten its debt load before maturities in 2012 and to keep expanding in the intensely competitive environment of network-based business communications. * * * Rye Brook, New York-based Broadview Networks provides local and long-distance computer telephony, broadband Internet access, and Web hosting. It caters primarily to small and midsized businesses, serving 10 states in the northeastern and mid-Atlantic U.S. Its majority shareholder is MCG Capital. In June 2011, Moody's Investors Service downgraded Broadview Networks 's Corporate Family Rating and Probability of Default Rating to Caa1 from B3. The outlook has been changed to stable from negative. The downgrade of Broadview's CFR reflects the recent announcement that its recent tender offer for the senior secured bonds due Sep 2012 has been canceled and Moody's expectation that the company will continue to face challenges driven by a highly levered balance sheet, strong market competition from other carriers and cable companies, and in Moody's opinion, the equity value in the capital structure could deteriorate if results should fall short of expectations. BROCADE COMMUNICATIONS: S&P Revises 'BB' Outlook to Positive ------------------------------------------------------------ Standard & Poor's Ratings Services revised its rating outlook on San Jose, Calif.-based Brocade Communications Systems Inc. to positive from stable. "At the same time, we affirmed our existing ratings on the company, including the 'BB' corporate credit rating," S&P said. "The revision of the outlook to positive reflects Brocade's improved credit profile through continued debt reductions during the past year, as well as our expectation that the company can sustain its financial risk at a level we assess as intermediate," said Standard & Poor's credit analyst Andrew Chang. "We assume continued improvements in fiscal 2011, with modest revenue growth and good cash flow generation resulting in adjusted leverage near the 2x range. We view Brocade's business risk profile as weak, characterized by limited growth opportunities in its core storage area network (SAN) segment and a small market share in the competitive Ethernet switching segment," S&P related. Brocade is a provider of networking solutions, with a strong position in the SAN business, where it has a market share in excess of 60%. The installed SAN base provides a reliable maintenance revenue stream. Nevertheless, growth in SAN revenue will likely be modest, and SAN remains vulnerable to technology changes that could affect the economics of this segment. Brocade entered the Ethernet switching business via its acquisition of Foundry Networks Inc. in 2008, and that segment accounts for roughly 23% of revenues. Customer concentration remains high, with four original equipment manufacturers (OEMs) -- International Business Machines Corp., Hewlett-Packard Co., EMC Corp., and Hitachi Ltd. -- accounting for more than half of Brocade's overall sales. "In our view, the company has intermediate financial risk. Brocade has continued to reduce its debt level, including $159 million in debt repayments during the past four quarters. As a result, adjusted leverage now stands at 1.9x and funds from operations (FFO) to debt is about 48%. While we expect competitive industry conditions to slow revenue growth and compress the EBITDA margin in fiscal 2011, we anticipate that leverage will remain near or below 2.0x and that the recent change of the company's chief financial officer will not alter its financial strategy," S&P stated. BRUGNARA PROPERTIES: Files 2nd Amended Plan and Disc. Statement --------------------------------------------------------------- Brugnara Properties VI has again amended its proposed Chapter 11 plan of reorganization and explanatory disclosure statement. Pursuant to the Second Amended Plan filed with the U.S. Bankruptcy Northern District of California, funding of the payments to Wachovia/Wells Fargo's secured claim of $7.2 million (Class 1) will come from funds Debtor will need to raise from its principal. The Debtor anticipates that the payment to the secured claim of Jorei Enterprises LLC (Class 2), which is not due for four years, will come via a refinance or sale of the Real Property. Payments to all general unsecured claims (Class 4) will come from an infusion of capital from Debtor's principal. Wachovia's claim will be reinstated and will have two treatment options from which to select: (a) the claim will be deemed a $5,000,000 claim, with interest accruing at 4% per annum; payments will be interest only, and the debt will be due in full 10 years from confirmation; or (b) the claim will be allowed in its full amount owed, $6,140,000 and will accrue interest at 3% interest only, due in 10 years. Pursuant to a settlement agreement, Jorei's claim will be reduced from $11.5 million to $5 million, will be due in four years and will not accrue interest, except as provided in the settlement agreement. The general unsecured creditors other than priority tax creditors will receive a pro rata share of $1,000 to be distributed three months from the effective date. Interest holders (Class 5) will not receive any distributions under the Plan. A full-text copy of the Second Amended Disclosure Statement is available for free at http://bankrupt.com/misc/BRUGNARA_2nd_DS.pdf A full-text copy of the Second Amended 11 Plan is available for free at http://bankrupt.com/misc/BRUGNARA_2nd_Plan.pdf About Brugnara Properties VI San Francisco, California-based Brugnara Properties VI owns a real property located at 224 Sea Cliff Avenue, San Francisco, California. Brugnara estimates that the property is worth $14 million to $15 million. The Company filed for Chapter 11 protection (Bankr. N.D. Calif. Case No. 10-33637) on Sept. 17, 2010. The Company disclosed $17,800,000 in assets and $11,667,750 in liabilities as of the Chapter 11 filing. BUCYRUS COMMUNITY: July 28 Hearing on Plan Disclosures Set ---------------------------------------------------------- Bucyrus Community Hospital, Inc., and Bucyrus Community Physicians, Inc., will seek approval from the U.S. Bankruptcy Court for the Northern District of Ohio on July 28, 2011, at 2:00 p.m. of the disclosure statement explaining its proposed Chapter 11 plan of liquidation. The Plan and the Disclosure Statement was filed on June 27, 2011. The Debtors completed the sale of a substantial portion of their assets to GCH Acquisition Sub, an affiliate of Galion Community Hospital on Dec. 31, 2010. Certain assets were excluded from the Sale, including but not limited to cash, [insurance proceeds, and amounts due to a Debtor from intercompany transactions.] The Debtors have ceased operations as a healthcare provider (such services now being provided by GCH Acquisition Sub) and the Debtors continue to wind down their affairs. Pursuant to the Plan, the U.S. Department of Housing and Urban Development, holder of a $21.7 million secured claim, will receive a cash payment of $5.56 million from the net sale proceeds, for a 25.57% recovery and the deficiency claim to be treated as an unsecured claim (Class 6). HUD is not expected to receive any projected recovery on account of its $20.3 million unsecured claim. The allowed claims of general unsecured creditors (Class 5) will not be paid in full under the Plan due to insufficient fund from the liquidation of the Debtors' assets. Estimated recovery is for unsecured creditors 0% to 3.28%, assuming no available D&O proceeds or proceeds from causes of action. Holders of equity interests won't receive any distributions. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/bucyruscommunity.DS.pdf Bucyrus, Ohio-based Bucyrus Community Hospital, Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 10- 61078) on March 19, 2010. Shawn M. Riley, Esq., Paul W. Linehan, Es., and Melissa S. Gibberson, Esq., at McDonald Hopkins LLC, in Cleveland, Ohio, assist the Debtor in its restructuring effort. The Debtor estimated its assets and debts at $10 million to $50 million as of the Chapter 11 filing. The Company's affiliate, Bucyrus Community Physicians, Inc., filed a separate Chapter 11 petition (Case No. 10-61081) on March 19, 2010, estimating its assets and debts at up to $1 million. Attorneys at Frost Brown Todd LLC represent the Official Committee of Unsecured Creditors as counsel. CARBON ENERGY HOLDINGS: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Carbon Energy Holdings, LLC P.O. Box 20238 Wickenburg, AZ 85358 Bankruptcy Case No.: 11-52099 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court District of Nevada (Reno) Judge: Bruce T. Beesley Debtor's Counsel: Bart K. Larsen, Esq. KOLESAR & LEATHAM, CHTD. 400 South Rampart Boulevard, Suite 400 Las Vegas, NV 89145 Tel: (702) 362-7800 Fax: (702) 362-9472 E-mail: blarsen@klnevada.com Estimated Assets: $10,000,001 to $50,000,000 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 Gordon F. Lee, president. Debtor-affiliate filing separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Carbon Energy Reserve, Inc. 11-52101 06/28/11 Assets: $10,000,001 to $50,000,000 Debts: $1,000,001 to $10,000,000 CATHOLIC CHURCH: Milw. Cemetery Trust Aims Lawsuit at Creditors --------------------------------------------------------------- Dow Jones DBR Small Cap reports that a trust created to pump money into cemeteries owned by the Archdiocese of Milwaukee is seeking to shield itself from attempts by unsecured creditors to grab the trust's assets. About the Diocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wisc. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) CAVICO CORP: NASDAQ Denies More Time to File Delinquent Filings --------------------------------------------------------------- Cavico Corp. received a letter from The NASDAQ Stock Market's staff on June 24, 2011. The letter stated that the staff has determined not to grant the Company additional time to file its delinquent filings. Accordingly, the Company's securities will be delisted from The NASDAQ Stock Market and trading of the Company's common stock will be suspended at the opening of business on July 6, 2011, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which will remove the Company's securities from listing and registration on NASDAQ. The Company had received a letter from The NASDAQ Stock Market stating that because the Company failed to file its Form 10-Q for the period ended March 31, 2011, on or before its due date, and because the Company remains delinquent in filing its Form 10-K for the period ended December 31, 2010, on or before its due date, it is not in compliance with NASDAQ Marketplace Rule 5250(c)(1), which requires that a listed company timely file periodic financial reports with the U.S. Securities and Exchange Commission as a condition to continued listing of its securities. The Company had planned to appeal to NASDAQ to remain listed on the NASDAQ Capital Market. However, the Company's management, after consulting with its board of directors, has decided it is in the best interest of the Company not to request an appeal. Upon delisting, the Company's common stock will be eligible to trade in the "Grey Market." Grey Market securities do not have bid or ask quotations in the OTC Link system or the OTCBB. Broker-dealers must report Grey Market trades to FINRA, so trade data is available on http://www.otcmarkets.comand other public sources. T he Company's stock is not immediately eligible for trading on the over-the-counter market due to the fact that trading in the Company's stock was halted on NASDAQ. T he Company plans to have its stock quoted on the OTC Link system or the OTCBB once it is eligible. The Company plans on filing all delinquent reports with the SEC and becoming eligible for quotation. Mr. Hung Manh Tran, executive vice president of Cavico, stated, "We are diligently working on the filings and will report them as soon as possible. We are confident the delays in completing our financial statements and financial audit will soon be resolved." About Cavico Corp. Cavico Corp. -- http://www.cavicocorp.com/-- is focused on large infrastructure projects, which include the construction of hydropower facilities, dams, bridges, tunnels, roads, mines and urban buildings. Cavico is also making investments in hydropower facilities, cement production plants, mineral exploration and urban developments in Vietnam. The company employs more than 3,000 employees on projects worldwide, with offices throughout Vietnam and a satellite office in Australia. The Company now has three subsidiaries, Cavico Mining (hsx:MCV), Cavico Industry & Mineral (hnx:CMI), and Cavico Construction Manpower & Services (hnx:CMS), which are listed in Vietnam on the Ho Chi Minh and Hanoi Stock Exchanges. CHEYENNE HOTEL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Cheyenne Hotel Investments, LLC fdba Homewood Suites fdba Homewood Suites of Colorado Springs 225 East Cheyenne Mountain Blvd. Suite 210 Colorado Springs, CO 80906 Bankruptcy Case No.: 10-41789 Chapter 11 Petition Date: June 28, 2011 Court: United States Bankruptcy Court District of Colorado (Denver) Judge: A. Bruce Campbell Debtor's Counsel: Thomas F. Quinn, Esq. THOMAS F. QUINN PC 1600 Broadway, Suite 2350 Denver, CO 80202 Tel: (303) 832-4355 Fax: (720) 554-8033 E-mail: tquinn@tfqlaw.com Scheduled Assets: $12,912,702 Scheduled Debts: $8,074,325 The petition was signed by Tanveer Khan, manager. List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hilton Hotels Corp Payments due $133,523 4649 Paysphere Circle Chicago, IL 60674 Qwest Business Services $13,824 P.O. Box 52187 Phoenix, AZ 85072-2187 Colorado Springs Utilities $8,680 P.O. Box 1103 Colorado Springs, CO 80947-0010 Wright Total Indoor $2,249 Comfort LodgeNet Interactive $2,053 Corporation Colorado Springs CVB $1,707 Otis Elevator $1,342 Commtrack $1,084 Exeqtime Systems $730 Rockhill Electrical $619 Systems, Inc. Chamber of Commerce $543 Standard Sales Co. $426 Brody Chemical $290 Sinton Dairy Food Co. $275 United Resturant $264 Supply, Inc. Dex Media East $226 All Copy Products $225 FSH Communications $220 L&G/Colorado Computer $175 Services, Inc. HD Supply $166 CHINA NETWORKS: Delays Filing of 2010 Annual Report --------------------------------------------------- China Networks International Holdings, Ltd., notified the U.S. Securities and Exchange Commission that it is unable to file its Form 20-F -- the annual report due within six months of the end of the fiscal year -- for the period ended Dec. 31, 2010, within the prescribed time period without unreasonable effort or expense due to the fact that the audit of the Company's financial statements has not been completed. The Company anticipates that it will file its Form 20-F within the fifteen-day grace period provided by Exchange Act Rule 12b-25. About China Networks Headquartered in Beijing, China Networks International Holdings, Limited, through China Networks Media Ltd., a British Virgin Islands company, provides broadcast television advertising services in the PRC, operating joint-venture partnerships with PRC TV Stations in regional areas of the country. The Company manages these regional businesses through a series of joint ventures and contractual arrangements to sell broadcast television advertising time slots and so-called "soft" advertising opportunities to local advertisers directly and through advertising agencies and brokers. As reported by the TCR on July 6, 2010, UHY Vocation CPA Limited, in Hong Kong, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a significant working capital deficit and is dependent on obtaining additional financing to execute its business plan. The Company reported net income of US$2.4 million on US$19.0 million of revenue for 2009, compared with a net loss of US$3.4 million on US$4.3 million of revenue for 2008. The Company's balance sheet at Dec. 31, 2009, showed US$52.0 million in assets, US$54.0 million of liabilities, and US$236,400 of common stock subject to repurchase, for a shareholders' deficit of US$2.3 million. CHIQUITA BRANDS: Moody's Affirms 'B2' Corporate Family Rating ------------------------------------------------------------- Moody's Investors Service has assigned a Ba2 rating to the proposed $400 million senior secured bank credit facility of Chiquita Brands LLC, a wholly owned operating subsidiary of Chiquita Brands International, Inc. Concurrently, Moody's affirmed all existing ratings, including the B2 corporate family rating. The ratings outlook is stable. Proceeds from the proposed borrowings are expected to refinance the existing bank credit facility, fund the tender offer for an aggregate of $100 million of the existing 8.875% senior unsecured notes due 2015 and pay related transaction fees. These ratings were assigned at Chiquita Brands, LLC subject to review of final documentation: -- Ba2 (LGD2, 16%) to the $150 million senior secured revolving credit facility due 2016 and -- Ba2 (LGD2, 16%) to the $250 million senior secured term loan due 2016. The ratings on the existing bank credit facilities will be withdrawn upon completion of the refinancing. These ratings were affirmed at Chiquita Brands Int'l, Inc.: -- Corporate family rating at B2; Probability of default rating at B2; -- Caa1 (LGD5, 86% from 82%) on the $156 million 7.5% senior unsecured notes due 2014; and -- Caa1 (LGD5, 86% from 82%) on the $179 million 8.875% senior unsecured notes due 2105. RATINGS RATIONALE The B2 CFR reflects Chiquita's high financial leverage, ongoing business volatility and litigation risks, mitigated in part by its good liquidity profile and leading market positions within its key product categories. Chiquita is exposed to sharp performance fluctuations due to the commodity-like nature of its banana and packaged salad products and the complexity of its global supply chain as well as external factors such as fuel prices, weather, crop infestation and local government policies. In 2010, the company's EBITDA fell roughly 40% which caused leverage to rise to over 5.5x, Moody's adjusted, before declining to 5.0x in the first quarter of 2011. Chiquita's modest product and geographic diversification and well-established brands, namely Chiquita and Fresh Express, support its solid cash flow generation despite challenging market conditions in its European banana operations as well as ongoing share losses to private label in the Fresh Express value-added salad business. The stable outlook is supported by Chiquita's good liquidity profile as well as Moody's expectation that credit metrics, while volatile, will remain in a range appropriate for the B2 rating category. The company's high cash balances and meaningful revolver availability will be critical to maintaining the stable rating outlook. Further, the stable outlook incorporates Moody's expectation that market share losses to private label competition in Chiquita's value-added salad business will subside in 2011. The Ba2 rating assigned to the proposed $150 million revolving credit facility and $250 million term loan reflect their first lien priority interest in substantially all of the assets of Chiquita Brands LLC and its domestic subsidiaries, including trademarks. Additionally, the credit facility benefits from guarantees by Chiquita Brands International, Inc. and its material wholly-owned domestic and non-U.S. subsidiaries. Chiquita will be subject to financial covenants consisting of a maximum borrower leverage ratio, a minimum fixed charge coverage ratio and maximum capital expenditures. The facilities are expected to contain springing maturities if the remaining notes are not refinanced six months prior to their maturities. The earliest notes maturity is November 2014. Given the company's volatility and litigation exposure, a ratings upgrade is unlikely prior to Chiquita demonstrating the ability to operate with leverage below 4.0x for an extended period while maintaining a good liquidity profile. A deterioration in liquidity as a result of weakening operational performance or a material unfavorable outcome in pending litigation could result in negative ratings pressure. In addition, leverage maintained above 6.0x could result in a ratings downgrade. Further, Chiquita's inability to stem market share losses to private label in its value-added salads business could increase ratings pressure over the intermediate term. The last rating action for Chiquita was an upgrade of the CFR to B2 from B3 on March 18, 2010. The principal methodology used in rating Chiquita Brands International, Inc. was the Global Food - Protein and Agriculture Industry Methodology, published September 2009. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA, published June 2009. Chiquita, based in Cincinnati, Ohio, is a leading international marketer and distributor of bananas and other fresh produce in over 70 countries and a producer of packaged salads under the fresh direct brand name primarily in the United States. Total sales for the last twelve months ending March 31, 2011 were $3.2 billion. CLAIRE'S STORES: Bank Debt Trades at 9% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Claire's Stores, Inc., is a borrower traded in the secondary market at 90.96 cents- on-the-dollar during the week ended Friday, July 1, 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 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 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores, Inc., also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. The Company's balance sheet at April 30, 2011, showed $2.86 billion in total assets, $249.40 million in total current liabilities, $2.64 billion in long-term debt, and a stockholders' deficit of $26.70 million. Claire's Stores carries 'Caa2' corporate family and probability of default ratings, with 'positive' outlook, from Moody's Investors Service, and 'B-' issuer credit ratings, with 'stable' outlook, from Standard & Poor's. * * * Moody's Investors Service in December 2010 upgraded Claire's Stores' ratings, including its Corporate Family Rating and Probability of Default Rating, to 'Caa2' from 'Caa3'. The upgrade reflects a decrease in Claire's probability of default given that the company can now fully cover its interest expense. This is due to earnings improvement from solid comparable store sales growth, improved merchandise margins, and continued expense discipline. Claire's Caa2 Probability of Default Rating reflects Moody's view that although Claire's credit metrics have improved, they remain very weak as a result of its heavy debt load. For the twelve months ending Oct. 30, 2010, Claire's debt to EBITDA was very high at 9.3 times. CLEAR CHANNEL: Bank Debt Trades at 16% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Clear Channel Communications, Inc., is a borrower traded in the secondary market at 84.25 cents-on-the-dollar during the week ended Friday, July 1, 2011, an increase of 0.86 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 202 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 March 31, 2011, showed $16.94 billion in total assets, $1.50 billion in current liabilities, $22.72 billion in long-term liabilities and a $7.28 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. 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+' corporate credit rating on CC Media Holdings Inc. 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. On June 13, 2011, Fitch Ratings assigned a 'CCC/RR4' rating to Clear Channel Communications' $750 million senior secured notes offering, which is an add-on to the $1 billion 9.0% senior secured notes maturing March 2021 that were issued in February 2011. Fitch currently has a 'CCC' Issuer Default Rating on Clear Channel. The Rating Outlook is Stable. Fitch expects $250 million of the proceeds will be used to repay Clear Channel's 5.0% senior unsecured legacy note maturity in March 2012. The remainder will be used for general corporate purposes, including replenishing approximately $333 million of cash on hand that the company deployed to repay senior unsecured legacy notes in March and May 2011 (combined with $500 million of the original February issuance), which is allowed under the recently amended credit agreement (amended February 2011). Clear Channel also disclosed that it would voluntarily repay the $321 million outstanding under its asset-backed loan (ABL) facility prior to the completion of the offering. CLUB VENTURES: Files Debt-Repayment Plan With Court --------------------------------------------------- Dow Jones' DBR Small Cap reports that Club Ventures Investments LLC, which operates the upscale and funky David Barton Gym chain, introduced a reorganization plan intended to deleverage the company's balance sheet by restructuring the pieces of secured debt weighing it down. About Club Ventures New York-based Club Ventures Investments LLC, aka DavidBartonGym, is a boutique gym company. Club Ventures owns DavidBartonGym, an operator of upscale health clubs in four cities. Founded in 1992 by David Barton, DavidBartonGym has grown to operate health clubs in New York, Miami, Chicago, and Seattle (Bellevue). Club Ventures and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-10891) on March 2, 2011. Club Ventures disclosed $327,921 and $71,037,100 in liabilities as of the Chapter 11 filing. David B. Shemano, Esq., at Peitzman, Weg & Kempinsky LLP, in Los Angeles, serves as the Debtors' bankruptcy counsel. The Official Committee of Unsecured Creditors retained Klestadt & Winters LLP as its counsel. It also tapped FTI Consulting, Inc., as its financial advisor. CMP SUSQUEHANNA: Bank Debt Trades at 1% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which CMP Susquehanna Corp. is a borrower traded in the secondary market at 98.95 cents- on-the-dollar during the week ended Friday, July 1, 2011, an increase 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 200 basis points above LIBOR to borrow under the facility. The bank loan matures on May 6, 2013, and carries Moody's 'Caa1' rating and Standard & Poor's 'B' rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About CMP Susquehanna Corp CMP Susquehanna Corp., headquartered in Atlanta, Georgia, is a wholly owned subsidiary of Cumulus Media Partners LLC, the private partnership formed by Cumulus Media, Inc., and a consortium of private equity sponsors. CMP Susquehanna Corp. owns and operates 27 radio stations in nine markets in the U.S. The company's reported revenues of $169 million for the year ended Dec. 31, 2009. CMP Susquehanna has 'Caa1' corporate family and probability of default ratings from Moody's Investors Service. As reported by the Troubled Company Reporter on Feb. 24, 2011, Moody's placed the ratings of CMP Susquehanna Corp. on review for a possible upgrade following the announced terms of the proposed acquisition of Citadel Broadcasting Corporation (Ba2, Stable) by Cumulus Media Inc. Note that on January 31, 2011, Cumulus Media Inc. announced that it will acquire the remaining 75% equity stake of CMP that it does not currently own. As a result, Moody's currently treats CMP as an unrestricted subsidiary of Cumulus, and CMP's debt will be placed on review for upgrade based on the benefits of the Citadel transaction to Cumulus/CMP's financial profile and expected refinancing of CMP's existing credit facilities and notes. Moody's believes that the potential for lower leverage, synergies and favorable diversification from the proposed acquisition improves the financial profile of Cumulus/CMP. The acquisition terms include a $500 million equity infusion, and Moody's expect Cumulus/CMP's Moody's adjusted debt/EBITDA leverage will decrease by more than 2 turns, from leverage of 9.5x for the LTM ending Sept. 30, 2010, for CMP (including Moody's standard adjustments). As reported by the TCR on May 12, 2011, Moody's clarified the press release issued on April 25, 2011, relating to CMP Susquehanna Corp. All ratings for CMP Susquehanna continue to be on review for possible upgrade. COMMUNITY HEALTH: Bank Debt Trades at 3% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Community Health Systems, Inc., is a borrower traded in the secondary market at 97.48 cents-on-the-dollar during the week ended Friday, July 1, 2011, an increase of 0.25 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 July 25, 2017, and carries Moody's 'Ba3' rating and Standard & Poor's 'BB' rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Community Health Based in Franklin, Tennessee, Community Health Systems, Inc. -- http://www.chs.net/-- is the largest publicly traded operator of hospitals in the United States in terms of number of facilities and net operating revenues. The company provides healthcare services through these hospitals that it owns and operates in non- urban and selected urban markets throughout the United States. The company also owns and operates home health agencies, including four home health agencies located in markets where it does not operate a hospital. Through its wholly owned subsidiary, Quorum Health Resources, LLC, the company provides management and consulting services to non-affiliated general acute care hospitals located throughout the United States. As reported by the Troubled Company Reporter on Dec. 14, 2010, Fitch Ratings has placed Community Health Systems, Inc.'s ratings on Rating Watch Negative. Community's existing ratings are Issuer Default Rating, at 'B'; Secured Bank Credit Facility, at 'BB/RR1'; and Senior Unsecured Notes, at 'B/RR4'. The ratings apply to approximately $8.9 billion in debt outstanding as of Sept. 30, 2010. Community's ratings have been placed on Negative Watch following the company's bid to acquire Tenet Healthcare Corp. Fitch believes that should Community be successful in its bid to acquire Tenet, it will add pressure to Community's credit profile. Based on what is known about the terms of Community's bid for Tenet, the transaction as currently contemplated could add roughly $2.7 billion in debt to the consolidated capital structure. At September 30, 2010, Community's total debt-to-EBITDA equaled 5.1x, and pro forma for the transaction Fitch believes debt of the consolidated company could approach 5.8x EBITDA -- prior to the realization of any potential operating synergies. On June 15, 2011, Moody's confirmed the existing ratings of Community Health Systems, Inc., including the B1 Corporate Family and Probability of Default Ratings. The confirmation of the ratings concludes the review for possible downgrade that was initiated on December 10, 2010. The outlook for the ratings is negative. Moody's affirmed the company's Speculative Grade Liquidity Rating at SGL-1 reflecting the expectation that the company will continue to have very good liquidity. The conclusion of the review follows the termination of the pursuit of the acquisition of Tenet Healthcare Corporation that began with an unsolicited offer in December 2010, which Moody's believes would have resulted in a considerable increase in debt. "The negative rating outlook reflects our concern around potential adverse developments associated with the confluence of issues that surfaced during the company's pursuit of Tenet," said Dean Diaz, a Senior Credit Officer at Moody's. Moody's believes that these issues, including a subpoena for documents from the SEC, an ongoing investigation by the OIG and potential shareholder litigation, increase the risk of an event that could lead to a negative rating action. COMSTOCK MINING: Adopts 2011 Equity Incentive Plan -------------------------------------------------- At the annual meeting of stockholders, Comstock Mining Inc.'s stockholders approved, and the company adopted, the Comstock Mining Inc. 2011 Equity Incentive Plan. The Plan will be administered by the Compensation Committee of the Board of Directors. Any employee of the Company or a subsidiary of the Company providing services to the Company or any of its subsidiaries who is specifically identified by the Committee, and any non-employee director of the Company or any of its subsidiaries is eligible to receive awards under the Plan. The maximum number of shares of the Company's common stock, par value $0.000666 per share, that may be delivered pursuant to awards granted under the Plan is 6,000,000 shares of common stock. Awards may be made under the Plan in the form of options, stock grants (whether or not subject to restrictions and other stock based awards (which would include stock appreciation rights, stock units and dividend equivalents, among others), or any combination of the foregoing. The term of the Plan ends on June 22, 2021. A copy of the Plan available for free at: http://is.gd/INCdP8 The stockholders of the Company also (1) elected Corrado De Gasperis, Scott H. Jolcover, William J. Nance, Robert A. Reseigh and John V. Winfield to the Board of Directors; and (2) ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm. As of the record date for the Annual Meeting, there were 23,882,470 shares of common stock and 63,088 shares of preferred stock outstanding and entitled to vote, of which the holders of 171,684,285 shares of common stock or common stock equivalents were represented in person or by proxy at the Annual Meeting. About Comstock Mining Virginia City, Nev.-based Comstock Mining Inc. is a Nevada-based, gold and silver mining company with extensive, contiguous property in the historic Comstock district. The Company began acquiring properties in the Comstock in 2003. Since then, the Company has consolidated a substantial portion of the Comstock district, secured permits, built an infrastructure and brought the exploration project into test mining production. The Company continues acquiring additional properties in the Comstock district, expanding its footprint and creating opportunities for exploration and mining. The goal of the Company's strategic plan is to deliver stockholder value by validating qualified resources (measured and indicated) and reserves (probable and proven) of 3,250,000 gold equivalent ounces by 2013, and commencing commercial mining and processing operations by 2011, with annual production rates of 20,000 gold equivalent ounces. The Company reported a net loss of $60.32 million for the year ended Dec. 31, 2010, compared with a net loss of $6.06 million during the prior year. The Company had no revenues from operations for the years ended Dec. 31, 2010 and 2009. The Company's balance sheet at March 31, 2011, showed $33.17 million in total assets, $10.89 million in total liabilities, and $22.28 million in total stockholders' equity. CONTECH CONSTRUCTION: Debt Trades at 18% Off in Secondary Market ---------------------------------------------------------------- Participations in a syndicated loan under which Contech Construction Products, Inc., is a borrower traded in the secondary market at 81.94 cents-on-the-dollar during the week ended Friday, July 1, 2011, a drop of 0.46 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 31, 2013, and carries Moody's 'Caa1' rating and Standard & Poor's 'B 'rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Contech Construction Headquartered in West Chester, Ohio, Contech Construction Products, Inc. -- http://www.contech-cpi.com/-- makes, distributes, and installs civil engineering products related to environmental storm water, drainage, bridges, walls, and earth stabilization. Contech has dealers, distributors, or manufacturing plants in all 50 U.S. states and a national sales organization of more than 350 people. Investment firm Apax Partners owns Contech. As reported by the Troubled Company Reporter on June 6, 2011, Standard & Poor's revised its outlook on West Chester, Ohio-based Contech Construction Products, Inc., to negative from stable. "At the same time, we affirmed our ratings on Contech, including the 'B-' corporate credit rating," S&P stated. "The outlook revision reflects our assessment of Contech's limited near-term liquidity due to higher-than-expected borrowings on its revolving credit facility to support higher steel costs," said Standard & Poor's credit analyst Thomas Nadramia. "The outlook revision also reflects that Contech's operating environment is likely to remain difficult in the near term, resulting in reduced cushion in the company's minimum EBITDA covenant which governs its revolving credit facility and term loan. The minimum EBITDA requirement continues to step up over the next several quarters. However, our current expectation is that liquidity will likely remain at, or near, current reduced levels in the next two quarters until seasonal cash collections begin in the last quarter of 2011." CROSS BORDER: Red Mountain Discloses 13.3% Equity Stake ------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Red Mountain Resources, Inc., disclosed that it beneficially owns 2,136,164 shares of common stock of Cross Border Resources, Inc., representing 13.3% of the shares outstanding. A full-text copy of the filing is available for free at: http://is.gd/CyqaZf About Cross Border Resources Cross Border Resources, Inc. f/k/a Doral Energy Corp. (OTC BB: DRLY) -- http://www.DoralEnergy.com/-- is a licensed oil and gas operator in the state of New Mexico. The Company is headquartered in Midland, Texas. The Company's balance sheet at March 31, 2011, showed $24.91 million in total assets, $11.98 million in total liabilities, and $12.93 million in total stockholders' equity. As reported in the Troubled Company Reporter on Nov. 23, 2010, MaloneBailey, LLP, in Houston, Texas, expressed substantial doubt about Doral Energy's ability to continue as a going concern following the Company's results for the fiscal year ended July 31, 2010. The independent auditors noted that the Company has negative working capital and recurring losses from operations. CROWN MEDIA: $300-Mil. 10.5% Notes Priced at 100% of Face Value --------------------------------------------------------------- Crown Media Holdings, Inc., announced the pricing of its offering in a private placement of $300 million in aggregate principal amount of 10.5% senior notes due 2019. The Notes will have an interest rate of 10.5% per annum and will be issued at a price equal to 100% of their face value. The Notes will be senior unsecured obligations of Crown Media and will be guaranteed by each of Crown Media's subsidiaries. The sale of the Notes is expected to close on July 14, 2011, subject to customary closing conditions and subject to the entry by Crown Media into new senior secured credit facilities. Crown Media expects that the net proceeds from the offering and the new senior secured credit facilities will be used to extinguish obligations under its existing term credit facilities, redeem its preferred stock and for general corporate purposes (including working capital). The Notes will be offered in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act. About Crown Media Studio City, Calif.-based Crown Media Holdings, Inc. (NASDAQ: CRWN) -- http://www.hallmarkchannel.com/-- owns and operates cable television channels dedicated to high quality, broad appeal, entertainment programming. The Company currently operates and distributes Hallmark Channel in both high definition (HD) and standard definition (SD) to 90 million subscribers in the U.S. Crown Media also operates a second 24-hour linear channel, Hallmark Movie Channel, available in both HD and SD, which focuses on family-friendly movies with a mix of classic theatrical films, presentations from the acclaimed Hallmark Hall of Fame library, original Hallmark Channel movies and special events. The Company's balance sheet at March 31, 2011, showed $736.97 million in total assets, $636.17 million in total liabilities, $199.73 million in redeemable preferred stock, and a $98.93 million total stockholders' deficit. Going Concern KPMG LLP, in Denver, the Company's independent registered public accounting firm, rendered a going concern opinion in connection with the financial statements included in the Company's annual report on form 10-k for the year ended Dec. 31, 2009. The independent auditors noted of the Company's significant short-term debt obligations. KPMG LLP, however, did not issue a going concern opinion in its report on the Company's 2010 financial statements. CRYSTALLEX INT'L: Closes First Tranche of Milling Equipment Sale ---------------------------------------------------------------- Crystallex International Corporation closed the first tranche of its sale of redundant milling equipment for gross proceeds of US$16.9 million. As a part of this transaction, the Company has signed an agreement with the same purchaser, granting the purchaser, subject to final engineering review and compatibility of components, an option until Dec. 31, 2011, to purchase the remaining equipment from Crystallex. The purchaser has paid Crystallex a non-refundable deposit of US$1.0 million, a portion of which is to be used to pay for one half of the storage cost of the equipment under option with the remaining amount not used for storage to be applied to the purchase price of equipment purchased under the option. This transaction provides the Company with the opportunity to monetize equipment that it cannot use at the present time, increases the Corporation's working capital and improves its cash position without causing dilution to the shareholders. The sale will also reduce the Company's expenditures on equipment storage and maintenance. About Crystallex International Based in Toronto, Canada, Crystallex International Corporation (TSX: KRY) (NYSE Amex: KRY) -- http://www.crystallex.com/-- is a Canadian-based company, which has been granted the Mine Operating Contract to develop and operate the Las Cristinas gold properties located in Bolivar State, Venezuela. "As at Sept. 30, 2010, the Company had working capital of US$12.50 million, including cash of $21.47 million. Management estimates that these funds will be sufficient to meet the Company's obligations and budgeted expenditures for the foreseeable future, but will not be sufficient to repay the US$100.00 million notes payable due on December 23, 2011." The Company's balance sheet at March 31, 2011, showed US$38.41 million in total assets, US$114.80 million in total liabilities and a US$76.39 million total deficit. DESERT CAPITAL: Investors, Facing Wipe-Out, Mulling Legal Options ----------------------------------------------------------------- D. Daxton White at iStockAnalyst reports that many investors are receiving notification that Desert Capital REIT has been forced into an involuntary Chapter 11 bankruptcy. Realizing that their investments in Desert Capital REIT may be a total loss, investors are beginning to review their legal options. According to the report, the White Law Group has been investigating potential securities fraud claims on behalf of investors in Desert Capital REIT dating back to November 2010. Specifically, the firm has been looking at the broker-dealers that recommended the REIT to investors. Brokerage firms have a fiduciary duty to research investments prior to recommending them for sale. Given what is now known about Desert Capital, it appears that brokerage firms will be unable to demonstrate that they performed the necessary due diligence on Desert Capital REIT prior to recommending it for sale to the investing public. The report says the firm is currently representing Desert Capital REIT investors that purchased the investment at the recommendation of CM Securities, Centaurus Financial, and Workman Securities. FINRA recently announced that it is paying close attention to the sale of REITs and, in particular, the ways in which broker/dealers marketed and sold the products to investors. In many cases, broker-dealers marketed these investments as safe and secure. About Desert Capital Henderson, Nev.-based Desert Capital REIT, Inc., a Maryland corporation, was formed in December 2003 as a real estate investment trust. When the Company first began conducting business, it specialized in the financing of real estate projects by providing short-term mortgage loans to homebuilders and commercial developers in markets where it believed it possessed requisite skills and market knowledge, which were primarily in the western United States and Las Vegas in particular. In late 2007, the Company began experiencing a significant level of borrower defaults, and in 2008 and 2009 virtually all its borrowers defaulted on their loans with it. As of March 31, 2011, the Company had foreclosed on the property underlying its original mortgage loans on all but three loans. Taberna Preferred Funding VI, Ltd., Sage Trust, and Taberna Preferred Funding VIII filed an involuntary Chapter 11 bankruptcy protection against Desert Capital Reit, Inc., on April 29, 2011 (Bankr. D. Nev. Case No. 11-16624). Judge Linda B. Riegle presides over the case. Jeffrey S. Rugg, Esq., Brownstein Hyatt Farber Schreck LLP represents the petitioners. DEX MEDIA EAST: Bank Debt Trades at 27% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media East LLC is a borrower traded in the secondary market at 73.48 cents-on- the-dollar during the week ended Friday, July 1, 2011, a drop of 0.35 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 250 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 24, 2014. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media East Based in Cary, North Carolina, R.H. Donnelley Corp., fka The Dun & Bradstreet Corp. (NYSE: RHD) -- http://www.rhdonnelley.com/-- publishes and distributes print and online directories in the U.S. It offers print directory advertising products, such as yellow pages and white pages directories. R.H. Donnelley Inc., Dex Media, Inc., and Local Launch, Inc., are the company's only direct wholly owned subsidiaries. Dex Media East LLC is a publisher of the official yellow pages and white pages directories for Qwest Communications International Inc. (Qwest) in the states, where Qwest is the primary incumbent local exchange carrier, such as Colorado, Iowa, Minnesota, Nebraska, New Mexico, North Dakota and South Dakota. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852), after missing a $55 million interest payment on its senior unsecured notes due April 15. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois represent the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the Debtors' local counsel. The Debtors' financial advisor is Deloitte Financial Advisory Services LLP while its investment banker is Lazard Freres & Co. LLC. The Garden City Group, Inc., is claims and noticing agent. The Official Committee of Unsecured Creditors tapped Ropes & Gray LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co-counsel, J.H. Cohn LLP as its financial advisor and forensic accountant, and The Blackstone Group, LP, as its financial and restructuring advisor. The Debtors emerged from Chapter 11 bankruptcy proceedings at the end of January 2010. DEX MEDIA WEST: Bank Debt Trades at 17% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Dex Media West LLC is a borrower traded in the secondary market at 83.00 cents-on- the-dollar during the week ended Friday, July 1, 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 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 24, 2014. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Dex Media West Dex Media West LLC is a subsidiary of Dex Media West, Inc., and an indirect wholly owned subsidiary of Dex Media, Inc. Dex Media is a direct wholly owned subsidiary of R.H. Donnelley Corporation. Dex Media West is the exclusive publisher of the official yellow pages and white pages directories for Qwest Corporation, the local exchange carrier of Qwest Communications International, Inc., in Arizona, Idaho, Montana, Oregon, Utah, Washington, and Wyoming. R.H. Donnelley Corp. and 19 of its affiliates, including Dex Media East LLC, Dex Media West LLC and Dex Media, Inc., filed for Chapter 11 protection on May 28, 2009 (Bank. D. Del. Case No. 09- 11833 through 09-11852), after missing a $55 million interest payment on its senior unsecured notes due April 15. James F. Conlan, Esq., Larry J. Nyhan, Esq., Jeffrey C. Steen, Esq., Jeffrey E. Bjork, Esq., and Peter K. Booth, Esq., at Sidley Austin LLP, in Chicago, Illinois represented the Debtors in their restructuring efforts. Edmon L. Morton, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, served as the Debtors' local counsel. The Debtors' financial advisor was Deloitte Financial Advisory Services LLP while its investment banker was Lazard Freres & Co. LLC. The Garden City Group, Inc., was claims and noticing agent. The Official Committee of Unsecured Creditors tapped Ropes & Gray LLP as its counsel, Cozen O'Connor as Delaware bankruptcy co- counsel, J.H. Cohn LLP as its financial advisor and forensic accountant, and The Blackstone Group, LP, as its financial and restructuring advisor. The Debtors emerged from Chapter 11 bankruptcy proceedings at the end of January 2010. DOMINGUE'S SAND: Case Summary & 14 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Domingue's Sand & Gravel, Inc. 3198 Moss St. Lafayette, LA 70507 Bankruptcy Case No.: 11-50923 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Western District of Louisiana (Lafayette) Judge: Robert Summerhays Debtor's Counsel: William C. Vidrine, Esq. VIDRINE & VIDRINE 711 West Pinhook Road Lafayette, LA 70503 Tel: (337) 233-5195 E-mail: williamv@vidrinelaw.com Scheduled Assets: $534,947 Scheduled Debts: $1,319,705 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/lawb11-50923.pdf The petition was signed by Brian Domingue, president. DUNCOR, LLC: Case Summary & 18 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: DunCor, LLC dba Summit West Signs 335 E. Baseline Road Gilbert, AZ 85233-1110 Bankruptcy Case No.: 11-18633 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court District of Arizona (Phoenix) Judge: James M. Marlar Debtor's Counsel: William R. Richardson, Esq. RICHARDSON & RICHARDSON, P.C. 1745 S. Alma School Road, #100 Mesa, AZ 85210-3010 Tel: (480) 464-0600 Fax: (480) 464-0602 E-mail: wrichlaw@aol.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 18 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/azb11-18633.pdf The petition was signed by Dana L. Duncan, manager. Affiliates that previously filed separate Chapter 11 petition: Entity Case No. Petition Date ------ -------- ------------- Dana Lee Duncan and Denise Margaret Duncan 11-16577 06/08/11 DUNE ENERGY: Six Directors Elected at Annual Meeting ---------------------------------------------------- Dune Energy, Inc., held its 2011 annual meeting of stockholders on June 28, 2011. At the Annual Meeting, stockholders elected Steven Barrenchea, Alan D. Bell, Richard M. Cohen, William E. Greenwood, Steven M. Sisselman and James A. Watt to Board of Directors. The stockholders also ratified the appointment of MaloneBailey LLP as independent registered public accounting firm for the Company for the fiscal year ending Dec. 31, 2011. About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/ -- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. The Company reported a net loss of $75.53 million on $64.18 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $59.13 million on $52.24 million of revenue during the prior year. The Company's balance sheet at March 31, 2011, showed $304.31 million in total assets, $386.18 million in total liabilities, $151.64 million in redeemable convertible preferred stock, and a $233.51 million total stockholders' deficit. * * * Dune Energy carries a 'CCC-' corporate credit rating, with negative outlook, from Standard & Poor's, and 'Ca' corporate family and probability of default ratings, with negative outlook, from Moody's Investors Service. S&P said in April 2010, "[T]he company's heavy debt burden makes the prospects of a distressed exchange or bankruptcy a distinct possibility." ELEPHANT & CASTLE: Case Summary & Creditors List ------------------------------------------------ Lead Debtor: Massachusetts Elephant & Castle Group, Inc. c/o 50 Congress Street, Suite 900 Boston, MA 02109 Bankruptcy Case No.: 11-16155 Affiliates that simultaneously sought Chapter 11 protection: Debtor Case No. ------ -------- E & C Capital, LLC 11-16157 E & C Pub, Inc. 11-16158 Elephant & Castle (Chicago) Corporation 11-16160 Elephant & Castle East Huron, LLC 11-16161 Elephant & Castle Illinois Corporation 11-16162 Elephant & Castle Inc. 11-16164 Elephant & Castle International, Inc 11-16166 Elephant and Castle of Pennsylvania, Inc 11-16167 Elephant & Castle Pratt Street, LLC 11-16168 Elephant & Castle, Inc 11-16169 E & C Eye Street, LLC 11-16170 Elephant & Castle Group, Inc 11-16171 Repechage Investments Limited 11-16173 The Elephant and Castle Canada Inc 11-16174 Chapter 11 Petition Date: June 28, 2011 About the Debtors. Elephant & Castle operates 21 Elephant & Castle restaurants modeled on English pubs in the U.S. and Canada. Court: U.S. Bankruptcy Court District of Massachusetts (Boston) Judge: Henry J. Boroff Debtor's Counsel: John G. Loughnane, Esq. ECKERT SEAMANS CHEIN& MELLOTT, LLC Two International Place, 16th Floor Boston, MA 02110-2602 Tel: (617) 342-6885 Fax: (617) 342-6899 E-mail: jloughnane@eckertseamans.com Repechage Investments' Estimated Assets: $10,000,000 to $50,000,000 Repechage Investments' Estimated Debts: $10,000,000 to $50,000,000 Assets Range of Other Debtors: $0 to $10,000,000 Assets Range of Other Debtors: $0 to $50,000,000 A list of the Company's 30 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/mab11-16155.pdf The petition was signed by Keith A. Radford, chief financial officer. EMISPHERE TECHNOLOGIES: To Sell 4.3-Mil. Shares for $3.75-Mil. -------------------------------------------------------------- Emisphere Technologies, Inc., entered into a securities purchase agreement with certain institutional investors pursuant to which the Company has agreed to sell an aggregate of approximately 4.3 million shares of its common stock and warrants to purchase a total of approximately 3.0 million shares of its common stock for total gross proceeds of approximately $3.75 million. Each unit, consisting of one share of common stock and a warrant to purchase 0.7 shares of common stock, will be sold at a purchase price of $0.872. The warrants to purchase additional shares will be exercisable at an exercise price of $1.09 per share beginning immediately after issuance and will expire five years from the date they are first exercisable. The Company has agreed to provide certain registration rights under the Securities Act of 1933, as amended, to the investors identified above in connection with their purchased securities. The Company will be required to file a registration statement within 20 days of the closing date and will use its reasonable best efforts to have such registration statement declared effective as soon as practicable, but in no event later than 60 days of the closing date (90 days in the event the SEC reviews the registration statement). The Company also announced that, in connection with the private placement, it has entered into a separate securities purchase agreement with MHR Fund Management LLC pursuant to which the Company has agreed to sell an aggregate of approximately 4.3 million shares of its common stock and warrants to purchase a total of approximately 3.0 million shares of its common stock for total gross proceeds of approximately $3.75 million. Each unit, consisting of one share of common stock and a warrant to purchase 0.7 shares of common stock, will be sold at a purchase price of $0.872. The warrants to purchase additional shares will be exercisable at an exercise price of $1.09 per share beginning immediately after issuance and will expire five years from the date they are first exercisable. The Company expects to receive total net proceeds from both transactions of approximately $7.25 million after deducting fees and expenses and excluding the proceeds, if any, from the exercise of the warrants that will be issued in the transactions. Proceeds from these transactions will be used to fund the Company's operations and to meet the Company's obligations as they may arise. In connection with the transactions, the Company entered into a Waiver Agreement with MHR, pursuant to which MHR waived certain anti-dilution adjustment rights under its 11% senior secured notes and certain warrants issued by the Company to MHR that would otherwise have been triggered by the private placement described above. As consideration for such waiver, the Company will issue to MHR a warrant to purchase 795,000 shares of common stock and agreed to reimburse MHR for its legal fees up to a maximum reimbursement of $25,000. The terms of such warrant are identical to the warrants issued to MHR in the transaction. The Company was advised and represented in these transactions by an independent committee of the Board of Directors. Roth Capital Partners served as the exclusive placement agent for the offering. About Emisphere Technologies Based in Cedar Knolls, New Jersey, Emisphere Technologies, Inc. (OTC BB: EMIS) -- http://www.emisphere.com/-- is a biopharmaceutical company that focuses on a unique and improved delivery of pharmaceutical compounds and nutritional supplements using its Eligen(R) Technology. The Eligen(R) Technology can be applied to the oral route of administration as well other delivery pathways, such as buccal, rectal, inhalation, intra-vaginal or transdermal. Since its inception in 1986, Emisphere has generated significant losses from operations. Emisphere anticipates it will continue to generate significant losses from operations for the foreseeable future, and that its business will require substantial additional investment that it has not yet secured. The Company reported a net loss of $56.91 million on $100,000 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $16.82 million on $92,000 of revenue during the prior year. ENCLAVE AT GLEN EYRE: Township Pushes Suit vs. Bonding Company -------------------------------------------------------------- Claire Lowe at Shores News Today reports that the Hamilton Township Committee has agreed to move forward with a cost-free lawsuit against the company that issued bonds for the Enclave at Glen Eyre development along Cates Road. According to solicitor Robert Sandman, the development of 37 lots for single family homes has many public improvements not yet in place, including the top coat of paving on the street. Kara Homes, the original developer of the property, filed for bankruptcy in October 2006. In 2007, Fox Chase Bank provided a loan to Gerald Davis, who was a homebuyer in the development, to complete the project. He formed Enclave at Glen Eyre, LLC. Mr. Davis filed for Chapter 11 bankruptcy, but it was changed to Chapter 7 bankruptcy, which is liquidation. Fox Chase Bank finally foreclosed on Mr. Davis and is looking to sell to a new developer, but first would like to see the public improvements completed in the development. "The bond is issued only in favor of the township, so the bank does not have standing to sue the bonding company," Mr. Sandman said. The report says the bank has subsequently reached out to the township to propose a lawsuit against the bonding company, American Southern Insurance Co., with respect to the performance bond they issued where Fox Chase Bank will hire an attorney from the law firm of Spector, Gadon and Rosen, P.C. to represent the township and obtain the money for the public improvements at the property. The terms of the agreement call for Township Committee to declare the developer in default of its obligations and authorize and direct Spector, Gadon and Rosen, P.C. law firm to file suit on its behalf against American Southern Insurance Company, the bonding company, according to the report. Mr. Sandman said the bank would provide a letter of credit to the township for $330,912.93, the amount equal to the bond that is in issue. He said there would also be a hold-harmless agreement, which will keep the township safe from claims from American Southern Insurance Company or any of the former developers of the properties. In addition, the agreement states that the township will not be responsible for any costs incurred by Fox Chase Bank in its action against the bonding company. EVERGREEN PLAZA: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Evergreen Plaza Investment-DE, LLC 3659 East Thousand Oaks Blvd. Thousand Oaks, CA 91362 Bankruptcy Case No.: 11-17858 Chapter 11 Petition Date: June 28, 2011 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Victoria S. Kaufman Debtor's Counsel: M Jonathan Hayes, Esq. LAW OFFICE OF M JONATHAN HAYES 9700 Reseda Bl Ste 201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@hayesbklaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Mark Kaufman, managing member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ LNR Partners Comm. Property $17,623,808 1601 Washington Ave., #700 Miami Beach, FL 33139-3164 Melting Pot Security Deposit $25,000 6205 Cavalleri Road Malibu, CA 90265 Remedy Skin and Body Security Deposit $15,000 4874 Via Andrea Newbury Park, CA 91320 Hyun Kook Kim Security Deposit $13,000 Dawn Barnes Karate Security Deposit $12,500 Flyberny Holdings Security Deposit $12,500 Canyon Salon Security Deposit $10,000 Luigi Security Deposit $9,500 Studio TYLA Security Deposit $7,500 Nadar Afshani DDS Security Deposit $7,000 Frenzy Security Deposit $6,000 M & M Beautyland Security Deposit $5,500 Quinn Simon Holistic Security Deposit $5,500 Merle Norman Security Deposit $5,000 Royal Oske Property $4,604 Chinese Massage Security Deposit $4,500 Monte Halpern Security Deposit $4,500 Phillipson Security Deposit $3,500 GI Services $3,266 Le's Nails Security Deposit $2,500 FENTON SUB: Case Summary & 9 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Fenton Sub Parcel D, LLC 275 Market St, Suite 439 Minneapolis, MN 55405 Bankruptcy Case No.: 11-44430 Chapter 11 Petition Date: June 29, 2011 Court: United States Bankruptcy Court District of Minnesota (Minneapolis) Judge: Dennis D. O'Brien Debtor's Counsel: Cynthia A. Moyer, Esq. James L. Baillie, Esq. Sarah M. Gibbs, Esq. FREDRIKSON & BYRON, PA 200 South Sixth Street, Suite 4000 Minneapolis, MN 55402 Tel: (612) 492-7167 Fax: (612) 492-7077 E-mail: cmoyer@fredlaw.com jbaillie@fredlaw.com sgibbs@fredlaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Steven B. Hoyt, chief manager. Debtor's List of nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Messerli & Kramer P.A. Legal services $199,322 100 S Fifth St, Suite 1400 Minneapolis, MN 55402 Anthony Ostlund Baer & Legal services $23,234 Louwagi 90 S Seventh St, Suite 3600 Minneapolis, MN 55402 Curbside Lawn Care Services $17,916 9084 Windsor Ct Savage, MN 55378 Cameron Law Office Legal services $8,718 United Operations, Inc. Services $7,713 Integra Telecom Tel services $558 Central Point Energy Utilities $276 City of Bloomington- Utilities $262 Water Xcel Energy Utilities $148 FIRST BANK: Moody's Review 'B3' Deposit Rating for Upgrade ---------------------------------------------------------- Moody's Investors Service placed the long-term ratings of FirstBank Puerto Rico (FirstBank; long-term deposits at B3) under review for possible upgrade. The bank's unsupported bank financial strength rating (BFSR) of E+ mapping to a B3 on the long-term scale, and short-term rating of Not-Prime were affirmed. FirstBank is the primary operating subsidiary of First BanCorp, which is unrated. RATINGS RATIONALE The review follows First BanCorp's announcement on June 28, 2011 that it has entered into a definitive agreement with Oaktree Capital Management, L.P., whereby Oaktree would purchase $175.5 million of common stock. This would be done on essentially the same terms as the definitive agreement that First BanCorp had entered into on May 31, 2011 with Thomas H. Lee Partners, L.P. where THL had similarly agreed to purchase $175.5 million of common stock as part of a proposed aggregate $500 to $550 million capital raise. First BanCorp also announced on June 28, 2011, that it had entered into additional investment agreements with institutional investors and other private equity firms for the issuance of approximately $164 million of the company's common stock, which together with the Oaktree and THL investments totals $515 million in commitments. Oaktree's and THL's investments will represent 24.9% of the outstanding shares of the Company's common stock upon completion of the capital raise and the conversion into common stock of the $424.2 million of Series G Mandatorily Convertible Preferred Stock held by the United States Department of the Treasury. Both the Oaktree and THL investments are contingent upon several conditions, including, (a) the Corporation raises a total of at least $500 million but no more than $550 million of new capital, (b) conversion of the Series G Preferred Stock, (c) approval by the Corporation's stockholders of the issuance of shares of common stock, and (d) required regulatory approvals. If the contingencies are met and the capital infusion is completed, FirstBank would have capital ratios in excess of the guidelines set by its regulator and the well-capitalized minimums, and this is likely to lead to Moody's upgrading the bank's long- term ratings. During its review Moody's will focus on First BanCorp's ability to complete this transaction. During the review period, Moody's will also evaluate how this investment will influence the strategic direction and franchise of the company. Moody's last rating action on FirstBank was on April 25, 2011, when Moody's downgraded the long-term ratings (deposits to B3 from B2, senior unsecured to Caa2 from B3). FirstBank's unsupported BFSR was confirmed at E+. The principal methodologies used in this rating were "Bank Financial Strength Ratings: Global Methodology published in February 2007 and Incorporation of Joint-Default Analysis into Moody's Bank Ratings: A Refined Methodology published in March 2007. First BanCorp headquartered in San Juan, Puerto Rico, reported total assets of $15.1 billion at March 31, 2011. On Review for Possible Upgrade: Issuer: FirstBank Puerto Rico -- Issuer Rating, Placed on Review for Possible Upgrade, currently Caa2 -- OSO Senior Unsecured OSO Rating, Placed on Review for Possible Upgrade, currently Caa2 -- Senior Unsecured Regular Bond/Debenture, Placed on Review for Possible Upgrade, currently Caa2 -- Senior Unsecured Deposit Rating, Placed on Review for Possible Upgrade, currently B3 Outlook Actions: Issuer: FirstBank Puerto Rico --Outlook, Changed To Rating Under Review From Negative FORTRESS ENERGY: Alberta Court Extends CCAA Order Until Sept. 30 ---------------------------------------------------------------- Fortress Energy Inc.'s application to the Court of Queen's Bench of Alberta for an Order under the Companies' Creditors Arrangement Act (Canada) to extend its CCAA protection has been granted, allowing the Company to continue to prepare a plan of arrangement for its creditors if necessary, and staying all claims and actions against the Company and its assets. The extension under the Order granted will be in effect until September 30, 2011, at which time the matter will be reviewed by the Court. The order permits the Company to remain in possession and control of its property, carry on its business, and retain employees and other service providers. While the Order is in effect the Company will continue to work with its Court appointed Monitor, Hardie & Kelly Inc. Fortress has taken this step to enable Fortress to challenge a reassessment issued by the Canada Revenue Agency (the "CRA"), which reassessment is in the amount of approximately $18 million. As a result of the reassessment, if the Company took no action, it would be compelled to immediately remit $9 million to the CRA and the Company does not have the necessary funds to remit. Other than the claim by CRA, Fortress has sufficient liquid assets to pay all other liabilities and trade payables. Fortress believes that the CRA's position is not sustainable and intends to vigorously dispute the CRA's claim. On March 28, 2011, Fortress filed a Notice of Objection to the reassement with Appeals Division of the CRA and is awaiting a response from an Appeals Officer. FREE AND CLEAR III: Attorneys Quit, Seek Ch. 11 Case Dismissal -------------------------------------------------------------- Christina DiEdoardo, Esq., and Amberlea Davis, Esq., both counsel to Free and Clear Holding Company III LLC, ask the U.S. Bankruptcy Court for the District of Nevada, to dismiss the Debtor's Chapter 11 case and to permit both counsel to withdraw from this case. Both Ms. DiEdoardo and Ms. Davis had experienced significant difficulties in obtaining necessary information from the principals involved with Free and Clear Holding Company II LLC and Secured Assets Group (see In Re Free and Clear Holding Company II LLC, Case No. 11-15145), they had requested -- and they believed at the time, received -- adequate assurances that the same issues would not reoccur in this case. However, this did not occur and Ms. DiEdoardo and Ms. Davis have been unable, despite their best efforts, to obtain necessary information from their client to complete their schedules, let alone to comply with the requests of the United States Trustee. On June 13, 2011, and June 14, 2011, Ms. DiEdoardo and Ms. Davis held a series of conferences with their client. On June 14, 2011, Garth Johnson, the president of Free and Clear Holding Company III, finally authorized Ms. DiEdoardo and Ms. Davis to not oppose a pending motion to dismiss, In Re Free and Clear Holding Company II LLC, Case No. 11-15145, filed by the United States Trustee and to file a motion to dismiss this Chapter 11 case. About Free and Clear Holding Company III Free and Clear Holding Company III LLC, based in Las Vegas, Nevada, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No. 11-18289) on May 27, 2011. Judge Bruce A. Markell presides over the case. The Law Offices of Christina Ann-Marie DiEdoardo serves as the Debtor's bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and debts. The petition was signed by Garth Johnson, managing member. GALP CNA: U.S. Trustee Says Plan Violates Absolute Priority Rule ---------------------------------------------------------------- Judy A. Robbins, the United States Trustee for Region 7, objects to the third modified Chapter 11 plan of reorganization filed by GALP CNA Limited Partnership and its debtor-affiliates in the U.S. Bankruptcy Court for the Southern District of Texas. According to the trustee, the Third Modified Plan provides no basis or evidence that Debtors can fund the plan or reorganize. Thus far, the Debtors have not indicated if cash calls have been met or alternative financing has been obtained. The record does not demonstrate feasibility. The U.S. Trustee notes that the Plan provides that the junior interest holders will retain their interests in the respective entities. In the event the Debtors proceed to confirmation via cram down, the Plan does not indicate that the senior interest holders will be paid 100% of the value of their claims or that new value will be paid by the junior interest holders. The Plan is not fair and equitable and violates the absolute priority rule, according to the U.S. Trustee. Other creditors, like Harris County, have filed objections to confirmation of the Plan. The Plan The Debtors said they are in the process of arranging to fund the plan of reorganization out of (i) new equity in the form of mandatory and non-mandatory cash calls on various limited partners; and (ii) collection of related party receivables. The funds necessary for the satisfaction of the creditors' claims are to be generated in this manner: Source of Funds: ---------------- New Equity (from cash calls): $1,122,541 Related Party Receivables: 541,000 Ch. 11 Prepetition Retainer ($9,000): 4,017 ---------- $1,667,558 Use of Funds: ------------- Class 1 Creditors (Professionals): $ 4,000 Class 2 (Taxing Authorities): 1,086,730 Class 4 (Centrum): 538,000 Class 7 (General Unsecured): 33,423 (20% of face) Class 8 ($1,000 or less Unsecured): 5,403 (70% of face) ----------- $1,667,558 On the effective date, the reorganized Debtor will pay $538,000 to Centrum, pursuant to payment instructions provided by Centrum, reducing the arrearage of back interest, leaving an unpaid balance yet to be determined by the Debtor and Centrum on Centrum's allowed secured claim. Claims not secured by a lien, security interest, encumbrance or right of set-off, as the same are allowed, approved and ordered paid by the Bankruptcy Court. There are 13 known creditors in this class, exclusive of those class 8 creditors holding unsecured claims of $1,000 or less. Each creditor holding a class 7 Claim will be paid 20% of its allowed claim, in cash, on the effective date or when such claim is allowed or ordered paid by final order of the Court, whichever date is later. Each equity interest holders will be allowed to retain its interest. About GALP CNA Houston, Texas-based GALP CNA Limited Partnership filed for Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No. 10-38975). The Debtor estimated its assets and debts at $1 million to $10 million at the Petition Date. GALP CNA's case is jointly administered with that of Wentwood Woodside I, L.P., Wentwood Roundhill I, L.P., Wentwood Rollingbrook, L.P., and GALP Cypress Limited Partnership. GALP CNA is the lead case. Houston, Texas-based GALP CNA Limited Partnership filed for Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No. 10-38975). The Debtor estimated its assets and debts at $1 million to $10 million at the Petition Date. Houston, Texas-based Wentwood Woodside filed for Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No. 10-38981). It estimated its assets at $10 million to $50 million and debts at $1 million to $10 million at the Petition Date. Houston, Texas-based Wentwood Roundhill filed for Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No. 10-38984. It estimated its assets and debts at $1 million to $10 million at the Petition Date. Houston, Texas-based Wentwood Rollingbrook filed for Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No. 10-38988. It estimated its assets and debts at $1 million to $10 million at the Petition Date. Houston, Texas-based GALP Cypress filed for Chapter 11 bankruptcy protection on Oct. 4, 2010 (Bankr. S.D. Tex. Case No. 10-38991). It estimated its assets at $10 million to $50 million and debts at $1 million to $10 million at the Petition Date. Matthew Hoffman, Esq., at the Law Offices of Matthew Hoffman, P.C., assists the Debtors in their restructuring efforts. As reported in the Troubled Company Reporter on June 27, 2011, the U.S. Trustee has filed a motion asking the Court to dismiss, or convert to Chapter 7, the Chapter 11 reorganization case of the Debtors. The U.S. Trustee avers that the Debtors do not have the ability to reorganize, has not filed a disclosure statement or plan, and is deficient in filing monthly operating reports. GARY REINERT: Files For Bankruptcy Protection in Pennsylvania ------------------------------------------------------------- Dan Eaton at Business First Pittsburgh businessman Gary Reinert Sr., the owner of bankruptcy-hindered Damon's International Inc., is in bankruptcy reorganization. Gary Reinert filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 11-22840) on May 2, 2011, estimating debts and assets between $10 million and $50 million. His unsecured creditors include Ed Dunlap, a Pittsburgh businessman and Damon's franchisee who is owed nearly $1.2 million, according to court filings. According to Business First, Mr. Reinert acquired both Columbus- based Damon's and Max & Erma's Restaurants Inc. in 2008. Six businesses he owns, primarily in construction and contracting, also sought bankruptcy protection last month. Wildwood, Pennsylvania-based Power Contracting, Inc., aka Max & Erma's Restaurant, Inc., and five affiliated companies filed for Chapter 11 protection (Bankr. W.D. Penn. Case No. Case Nos. 11- 22841 to 11-22846) on May 2, 2011. Calaiaro & Corbett, P.C. represents the Debtors in their restructuring efforts. The Debtors estimated assets and debts at $10 million to $50 million. GENCORP INC: Breaks Even in Three Months Ended May 31 ----------------------------------------------------- GenCorp Inc. reported $0 net income (break even) on $229.90 million of net sales for the three months ended May 31, 2011, compared with net income of $13.50 million on $234.10 million of net sales for the same period during the prior year. The Company also reported net income of $1.20 million on $439.70 million of net sales for the six months ended May 31, 2011, compare with net income of $4.60 million on $420.90 million for the same period a year ago. The Company's balance sheet at May 31, 2011, showed $987.30 million in total assets, $1.14 billion in total liabilities, $4.70 million in redeemable common stock, and a $165.80 million total shareholders' deficit. "Our results for the second quarter of 2011 demonstrated continued progress in the implementation of our business plan," said GenCorp Inc. President and CEO, and President, Aerojet - General Corporation, Scott J. Seymour. "We remain focused on delivering excellent program performance while strengthening our capital structure." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/LLKNni About GenCorp Inc. Rancho Cordova, Calif.-based GenCorp Inc. (NYSE: GY) -- http://www.GenCorp.com/-- is a manufacturer of aerospace and defense products and systems with a real estate segment that includes activities related to the re-zoning, entitlement, sale, and leasing of the Company's excess real estate assets. * * * Standard & Poor's in February 2011 has raised its corporate credit rating on GenCorp Inc. to 'B' from 'B-'. S&P also raised its rating on the company's first-lien secured debt to 'BB-' from 'B+' and on the subordinated debt to 'CCC+' from 'CCC'. The recovery rating on the first-lien secured debt remains unchanged at '1', and the recovery rating on the subordinated debt remains unchanged at '6'. The outlook is stable. "We are raising its ratings on GenCorp by one notch to reflect the company's improved liquidity position," said Standard & Poor's credit analyst Lisa Jenkins. "The ratings on GenCorp reflect its highly leveraged capital structure, weak financial performance, limited diversity, and modest scale of operations compared with competitors. Offsetting these challenges to some extent is the company's good niche positions in aerospace propulsion and solid backlog. S&P characterize GenCorp Inc.'s business profile as weak and its financial profile as highly leveraged." As reported by the TCR on May 24, 2011, Moody's Investors Service upgraded the corporate family and probability of default ratings of GenCorp Inc. to B1 from B2. The upgrade reflects the Company's steady improvement to operating results, as a leading niche supplier of solid and liquid rocket propulsion systems to prime defense contractors. Operating margins have grown to above 11% (inclusive of Moody's standard adjustments) in the most recent twelve-month period, resulting from growth in defense programs that GenCorp supplies (THAAD, Aegis, PAC-3) and good cost controls. GenCorp's funded backlog has grown steadily over several years, and is now about 90% of sales. The level of backlog provides good forward revenue visibility and compares favorably with other defense suppliers. GENTIVA HEALTH: Bank Debt Trades at 1% Off in Secondary Market -------------------------------------------------------------- Participations in a syndicated loan under which Gentiva Health Services, Inc., is a borrower traded in the secondary market at 99.28 cents-on-the-dollar during the week ended Friday, July 1, 2011, a drop of 0.57 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 Aug. 17, 2016, and carries Moody's 'Ba2' rating and Standard & Poor's 'BB-' rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Gentiva Health Gentiva Health Services, Inc. -- http://www.gentiva.com/-- is a leading provider of home health and hospice services in the U.S. The company offers direct home nursing and therapies, including specialty programs, as well as hospice care. Gentiva reported revenues of over $1 billion for the twelve months ended April 4, 2010. As reported by the Troubled Company Reporter on March 24, 2011, Standard & Poor's Rating Services said that it reinstated ratings on Gentiva Health Services Inc.'s senior secured credit facility. The issue-level ratings are 'BB-' (one notch higher than the corporate credit rating) with a recovery rating of '2'. The '2' recovery rating indicates expectations for substantial (70%-90%) recovery of principal in the event of default. On March 9, 2011, Gentiva refinanced its credit facility, reducing the amount if its term loan A to $180 million from $200 million and its term loan B to $546.6 million from $550 million. The amount of the revolving credit facility remained $125 million. The company negotiated more favorable pricing and relaxed the interest coverage covenant. The maturity dates and amortization schedule remained the same. The 'B+' corporate credit rating on Gentiva remains unchanged. GEORGE SOWERS: Files for Bankruptcy Due to Roseland Guarantee ------------------------------------------------------------- Developer George "Buddy" Sowers, along with his wife, Jacqueline, filed for personal Chapter 11 bankruptcy protection (Bankr. E.D. Va. Case No. 11-34179) on June 26, 2011. Michael Schwartz at Richmond BizSense reports Mr. Sowers personally guaranteed tens of millions of dollars in land development loans on a stalled 1,300-acre real project in Chesterfield, Virginia, called Roseland. According to the report, Mr. Sowers has sought protection for himself and his wife while two business entities -- G.B.S. Holding Ltd. and Roseland Village LLC -- that own the project's land work their way through bankruptcy reorganizations. Troy Savenko, an attorney with Kaplan Frank who is representing the Sowerses, said the bankruptcy came after a creditor initiated a lawsuit to enforce its rights against Sowers as a guarantor, according to the report. Mr. Schwartz, citing court documents, says the acres owned under Roseland Village are worth approximately $42.95 million. That entity owes about $20 million to lenders and other creditors. The land owned by G.B.S. is valued at about $44.47 million, and G.B.S. owes about $23.3 million. G.B.S. Holding Ltd. is the developer of the 1,300-acre Roseland Roseland residential and commercial project in northwestern Chesterfield County, Virginia. G.B.S. guaranteed loans secured by Roseland Village LLC. G.B.S. filed a Chapter 11 bankruptcy petition (Bankr. E.D. Va. Case No. 11-33708) on June 3, 2011. Bruce E. Arkema, Esq., at Durrettecrump PLC, in Richmond, Virginia, serves as counsel to the Debtor. The Debtor estimated assets of $50 million to $100 million and debts of $10 million to $50 million. Roseland Village is the managing owner of 342 acres of the Roseland project. It filed for bankruptcy protection to stop foreclosure proceedings. Roseland Village filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 11-30223) on Jan. 13, 2011. GLC LIMITED: Unsecured Creditors "Impaired" Under Plan ------------------------------------------------------ GLC Limited filed with the U.S. Bankruptcy Court for the Southern District of Ohio on June 27, 2011, a proposed Chapter 11 Plan of Liquidation and explanatory disclosure statement. Under the Plan, holders of secured claims (Class 1) will receive cash in full payment of their claims or the return of the collateral securing their claims. General unsecured claimants (Class 2) will each receive in cash its pro rata share of the proceeds of the "remaining assets" after payment in full of (i) plan expenses, (ii) allowed administrative claims, (iii) allowed priority tax claims, (iv) allowed priority claims and (v) allowed class 1 secured claims. Class 2 is impaired. Section 510(b) claims (Class 3) will not receive any distribution. Holders of interests in the Debtor (Class 4) will not receive or retain any property under the Plan and will have their interests cancelled. Holders of claims in Classes 3 and 4 are deemed to reject the Plan. The Plan still has blanks and does not provide for an estimated percentage recovery for unsecured creditors. The Debtors have also not concluded the claims objections process. As of the bar date, unsecured claims totaling $40,752,574 have been filed against the Debtors but the Debtors believe that unsecured non-priority claims total only $27,770,456 as of the Petition Date. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/glclimited.DS.pdf About GLC Limited Proctorville, Ohio-based GLC Limited is a retail liquidation company in the wholesale/retail distribution industry. It offers large selections of name brand products in many categories. It distributes its goods through a network of wholesale distributors, retail chains and discount and surplus centers. It owns four warehouses for its goods which are located in Proctorville and Columbus, Ohio and Huntington, West Virginia. GLC filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ohio Case No. 11-11090) on Feb. 28, 2011. James R. Burritt, chief restructuring officer, signed the Chapter 11 petition. The Debtor disclosed $18,231,434 in assets and $28,095,356 in liabilities as of the Chapter 11 filing. Ronald E. Gold, Esq., and Joseph B. Wells, Esq., at Frost Brown Todd LLC, serve as the Debtor's bankruptcy counsel. James R. Burritt is the Chief Restructuring Officer and Leon C. Ebbert, PC, CPA, has been tapped as accountants. The Official Committee of Unsecured Creditors in GLC Limited's Chapter 11 bankruptcy case has tapped Morris, Manning & Martin, LLP, as counsel. GOLDEN NUGGET: S&P Assigns 'B' Corporate Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Atlantic City-based Golden Nugget LLC. The rating outlook is stable. "At the same time, we assigned Golden Nugget's $10 million revolving credit facility due November 24, 2015 and its $36.5 million term loan due May 24, 2016 our issue-level rating of 'BB-' (two notches higher than the 'B' corporate credit rating). We 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 revolving credit facility has first-out priority in application of proceeds from collateral," S&P stated. "We also assigned Golden Nugget's $20 million delayed draw term loan due Nov. 24, 2016 our issue-level rating of 'B' (at the same level as the 'B' corporate credit rating). We assigned this debt a recovery rating of '3', indicating our expectation of meaningful (50% to 70%) recovery for lenders in the event of a payment default," S&P stated. "Our rating assignment follows the closing of the company's new credit facility and our review of final documentation," S&P said. Golden Nugget plans to use the proceeds from the debt, along with equity proceeds from Tilman Fertitta and Landry's Restaurants Inc., to acquire the Trump Marina Casino and Hotel in Atlantic City and to finance renovations at the property. The company completed the acquisition in May 2011. "The 'B' corporate credit rating reflects Golden Nugget's reliance on a single property for cash flow generation, the highly competitive dynamics in the region, and our expectation that the U.S. economy will only gradually improve over the next several quarters," said Standard & Poor's credit analyst Melissa Long. "Our view that management's planned investments in the property will generate a sufficient return on investment to meet our estimate of fixed charges only partially offsets these negative rating factors." "Our rating on Golden Nugget also incorporates our view of Landry's Restaurants Inc. Although Golden Nugget is not a subsidiary of Landry's, both entities are owned by Tilman Fertitta and share management teams. Additionally, we believe this asset has strategic importance to the portfolio of investments held by Tilman Fertitta given the use of the Golden Nugget brand name and the planned inclusion of Landry's restaurants within the facility. As a result, our rating on Golden Nugget would not likely be higher than our rating on Landry's Restaurants," S&P said. Golden Nugget acquired the former Trump Marina Casino and Hotel in Atlantic City for approximately $38 million. Management plans to spend around $84 million to fully renovate and rebrand the Trump Marina into Golden Nugget Atlantic City. Golden Nugget will fully update the property's hotel rooms and will add a number of Landry's restaurant concepts, and add lounges, bars, and entertainment options. The company expects to complete renovations by early 2012. GRAND LAKE: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Grand Lake Fitness Club, LLC dba Grand Lake Lodge and Spa 815 Southbridge Boulevard Savannah, GA 31405 Bankruptcy Case No.: 11-41307 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Southern District of Georgia (Savannah) Debtor's Counsel: Tiffany Elizabeth Caron, Esq. MCCALLAR LAW FIRM 115 W. Oglethorpe Avenue Savannah, GA 31401 Tel: (912) 234-1215 Fax: (912) 236-7549 E-mail: tiffany.caron@mccallarlawfirm.com Scheduled Assets: $4,323,846 Scheduled Debts: $3,968,201 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/gasb11-41307.pdf The petition was signed by Thomas White as President of ClubSource, Inc., managing member. GRANDE HOLDINGS: Seeks Court Protection from U.S. Creditors ----------------------------------------------------------- Hong Kong-based The Grande Holdings Limited, owner of global consumer electronic brands as Nakamichi, Akai and Sansui, is seeking court protection from its U.S. creditors. Fok Hei Yu and Roderick John Sutton, provisional liquidators of Grande Holdings, filed with the U.S. Bankruptcy Court for the Southern District of New York (Chapter 15 Case No. 11-13119) a petition for entry of an order recognizing the liquidation of Grande in the High Court of Hong Kong as a foreign main proceeding pursuant to Section 1517(b)(1) of the U.S. Bankruptcy Code. The liquidators also ask the U.S. bankruptcy court to stay or prohibit in the U.S. the commencement or continuation of any action or proceeding concerning the assets, rights, obligations or liabilities of Grande. Grande is an investment holding company, holding shares and equity interests in various groups of companies. The principal activities of Grande's subsidiaries consist of distribution of household appliances and consumer electronic products and licensing of trademarks. Grande and its subsidiary companies own three global brands -- Nakamichi, Akai and Sansui -- which are distributed through a global network spanning Asia, Africa, Europe, Oceania, the Middle East and the Americas. Grande also indirectly owns 56% of the equity shares of Emerson Radio Corp., a national brand of consumer electronics and electrical appliances in the U.S. According to a court filing, on May 27, 2011, Sino Bright Enterprises Co. Ltd. sent a demand letter to Grande in regards to an outstanding loan balance. The demand letter put Grande on notice that it was required to pay the entire balance of the loan within 21 days, which amounted to $238,978,462 (converted from HK$1,859,754,567 on May 31, 2011). On the same day, Grande responded in affirmation of the demand, stating that it agreed that the entire balance was due, but due to their current liquidity, that they would be unable to pay the obligation. Sino then presented a petition to the Hong Kong Court requested the immediate wind-up of Grande and a request to appoint provisional liquidators. On May 31, 2011, the Hong Kong Court appointed Fok Hei Yu and Roderick John Sutton as provisional liquidators of Grande. Grande was also named as a defendant in an alter-ego lawsuit brought by shareholders of MTC Electronics to enforce the judgment obtained in a previously decided shareholder suit against MTC, which at the time was owned by Grande. T his case, which was brought in the Superior Court for the State of California, the County of Los Angeles, Case No: BC 363764, resulted in a statement of decision holding that Grande was liable under an alter ego theory in the amount of $37,562,122. O'Melveny & Myers LLP serves as counsel to the Chapter 15 petitioners. GRANDE HOLDINGS: Chapter 15 Case Summary ---------------------------------------- Chapter 15 Petitioner: Fok Hei Yu Chapter 15 Debtor: The Grande Holdings Limited 12th Floor, The Grande Building 398-402 Kwun Tong Road Kowloon Hong Kong Chapter 15 Case No.: 11-13119 Type of Business: The Debtor is a Hong Kong-based company that manufactures electronic products. Chapter 15 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Gerald C. Bender, Esq. O'MELVENY & MYERS LLP Times Square Tower 7 Times Square New York, NY 10036 Tel: (212) 326-2000 Fax: (212) 326-2061 E-mail: gbender@omm.com Estimated Assets: $100,000,001 to $500,000,000 Estimated Debts: $100,000,001 to $500,000,000 The Company did not file a list of creditors together with its petition. HAMPTON ROADS: To Sell Harbour Point Branch to Sonabank ------------------------------------------------------- Hampton Roads Bankshares, Inc., entered into a definitive agreement with Southern National Bancorp of Virginia of McLean, Virginia, whereby Sonabank will purchase all deposits and selected assets associated with the Company's Gateway Bank Harbour Point branch in Richmond, Virginia. The sale is expected to be completed in the fourth quarter of 2011, subject to regulatory approval and customary closing conditions. The terms of the transaction were not disclosed. The Company was advised by Sandler O'Neill & Partners, L.P., on this transaction. About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and fifteen ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company said in its Form 10-Q for the Sept. 30, 2010 quarter that due to its financial results, the substantial uncertainty throughout the U.S. banking industry, and the Written Agreement the Company and BOHR have entered into, doubts existed regarding the Company's ability to continue as a going concern through the second quarter of 2010. However, management believes this concern has been mitigated by the initial closing of the Private Placement that occurred on Sept. 30, 2010. The Company reported a net loss of $210.35 million on $122.20 million of total interest income for the year ended Dec. 31, 2010, compared with a net loss of $201.45 million on $149.44 million of total interest income during the prior year. The Company's balance sheet at March 31, 2011, showed $2.71 billion in total assets, $2.55 billion in total liabilities and $159.86 million in total shareholders' equity. HANMI FINANCIAL: Cancels "Fully Subscribed" Offering as Price Low ----------------------------------------------------------------- Hanmi Financial Corporation elected not to proceed with its planned public offering of common stock. "Although the offering was fully subscribed, and there was excess demand for our stock, our Board of Directors was not satisfied with the current pricing offered and did not believe it to be in the best interests of our shareholders to consummate the offering at this time. Recent market volatility, particularly as it affects financial stocks, has created an environment in which many stocks are undervalued, including, we believe, our Company's shares," said Jay Yoo, President and CEO. "Because we currently have a strong capital position, we have decided to wait for an improved market environment," continued Yoo. "In the meantime, Hanmi continues to emerge from this credit cycle with a stronger balance sheet than a year ago, and we anticipate our operating performance, capital strength and asset quality will continue to show gradual improvement." At March 31, 2011, Hanmi Financial's capital ratios remained strong with total risk based capital to assets at 13.05% up from 12.22% at the end of 2010. About Hanmi Financial Headquartered in Los Angeles, California, Hanmi Financial Corp. (Nasdaq: HAFC) -- http://www.hanmi.com/-- is the holding company for Hanmi Bank, a state chartered bank with headquarters located at 3660 Wilshire Boulevard, Penthouse Suite A, in Los Angeles. Hanmi Bank provides services to the multi-ethnic communities of California, with 27 full-service offices in Los Angeles, Orange, San Bernardino, San Francisco, Santa Clara and San Diego counties, and a loan production office in Washington State. The Company reported a net loss of $88.01 million on $144.51 million of total interest and dividend income for the year ended Dec. 31, 2010, compared with a net loss of $122.27 million on $184.14 million during the prior year. The Company's balance sheet at March 31, 2011, showed $2.87 billion in total assets, $2.69 billion in total liabilities, and $184.05 million in total stockholders' equity. Going Concern The Company is required by federal regulatory authorities to maintain adequate levels of capital to support its operations. Hanmi Bank is also required to increase its capital and maintain certain regulatory capital ratios prior to certain dates specified in a Final Order issued by the California Department of Financial Institutions. By July 31, 2010, the Bank was required to increase its contributed equity capital by not less than an additional $100 million and maintain a ratio of tangible stockholders' equity to total tangible assets of at least 9.0%. In addition, the Bank was also required to maintain a ratio of tangible stockholders' equity to total tangible assets of at least 9.5 percent at Dec. 31, 2010 and until the Final Order is terminated. As a result of the successful completion of the registered rights and best efforts offering in July 2010, the capital contribution requirement set forth in the Final Order was satisfied. However, the tangible capital ratio requirement set for in the Final Order has not been satisfied at Dec. 31, 2010. Further, should the Company's asset quality continue to erode and require significant additional provision for credit losses, resulting in added future net operating losses at the Bank, or should the Company otherwise fail to be profitable, the Company's capital levels will additionally decline requiring the raising of more capital than the amount currently required to satisfy the Company' agreements with its regulators. The Company said an inability to raise additional capital when needed or comply with the terms of the Final Order or the Written Agreement with the Board of Governors of the Federal Reserve System, raises substantial doubt about its ability to continue as a going concern. The Company's independent registered public accounting firm in their audit report for fiscal year 2010 has expressed substantial doubt about the Company's ability to continue as a going concern. Continued operations may depend on the Company's ability to comply with the regulatory orders the Company is subject to. HAWAII PACIFIC: Data Transfer Services to Continue While in Ch. 11 ------------------------------------------------------------------ Andrew Gomes at staradvertiser.com reports Jim Wagner, a local bankruptcy attorney representing Hawaii-Pacific Teleport, LP, said the company will continue normal business and expects no disruption to customer services. Mr. Wagner is marginally profitable but sought bankruptcy because of cash-flow problems. The Company, which had been based in California, recently underwent management changes and is now being overseen by Leeana A. Smith-Ryland of New Jersey. The Company reported assets of $1.5 million and debts of $3.5 million as of the Chapter 11 filing. The largest creditor of Hawaii-Pacific Teleport is Sabrina Guthrie of Greenbrae, Calif., who is owed $400,000 on a loan. The next-largest creditor is Mabuhay Philippines Satellite, owed $118,506. Hawaii-Pacific Teleport transmits data for customers via a satellite and fiber-optic cable network connecting the West Coast with hard-to-reach points in Asia. Hawaii Pacific Teleport filed a Chapter 11 petition (Bankr. D. Hawaii Case No. 11-01764) on June 23, 2011. James A. Wagner, Esq., at Wagner Choi & Verbrugge, in Honolulu, Hawaii, serves as counsel to the Debtor. A case summary for Hawaii Pacific, together with a list of 20 largest unsecured creditors, is in the June 28, 2011 edition of the Troubled Company Reporter. HAWKER BEECHCRAFT: Bank Debt Trades at 16% Off in Secondary Market ------------------------------------------------------------------ Participations in a syndicated loan under which Hawker Beechcraft is a borrower traded in the secondary market at 84.03 cents-on- the-dollar during the week ended Friday, July 1, 2011, a drop of 0.58 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 200 basis points above LIBOR to borrow under the facility. The bank loan matures on March 26, 2014, and carries Moody's 'Caa1' rating and Standard & Poor's 'CCC+' rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Hawker Beechcraft Hawker Beechcraft Acquisition Company, LLC, headquartered in Wichita, Kan., is a manufacturer of business jets, turboprops and piston aircraft for corporations, governments and individuals worldwide. The Company's balance sheet at March 31, 2011, showed $3.121 billion in total assets, $3.396 billion in total liabilities, and deficit of $275.5 million. Hawker Beechcraft reported a net loss of $304.3 million on $2.80 billion of total sales for 12 months ended Dec. 31, 2010. Net loss in 2009 and 2008 was $451.3 million and $157.2 million, respectively. To reduce the cost of operations, in October 2010, the Company announced it would implement a cost reduction and productivity program. The first part of the program consisted of the immediate termination of approximately 8% of salaried employees while the second part involves reducing the Company's factory and shop work forces by approximately 800 employees by end of August 2011. * * * Hawker Beechcraft carries 'Caa2' corporate family and probability of default ratings from Moody's Investors Service. HILLTOP DAIRY: Case Summary & 14 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Hilltop Dairy, a partnership 3349 S. 1500 E. Wendell, ID 83355 Bankruptcy Case No.: 11-41055 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court District of Idaho (Twin Falls) Judge: Jim D. Pappas Debtor's Counsel: D. Blair Clark, Esq. LAW OFFICES OF D. BLAIR CLARK PLLC 1513 Tyrell Lane, Suite 130 Boise, ID 83706 Tel: (208) 475-2050 Fax: (208) 475-2055 E-mail: dbc@dbclarklaw.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 14 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/idb11-41055.pdf The petition was signed by Danny Vanderham, partner. HLS KITCHEN: Creditors' Meeting Scheduled for July 11 ---------------------------------------------------- An open meeting of creditors of HLS Kitchen LLC is scheduled for July 11 at 10 a.m. at the Office of the United States Trustee in New Haven, Connecticut, Justin Reynolds at the Norwalk Patch reports. HLS Kitchen, LLC, dba Georgetown Saloon, filed a Chapter 11 petition (Bankr. D. Conn. Case No. 11-51121) on June 3, 2011, estimating under $500,000 in assets and liabilities. "Georgetown Saloon will continue to operate with our great food, our cool and award-winning, exciting and varied music and fun times," the Norwalk Patch quotes owner Nancy Silverman as saying. "We love Georgetown and will continue to support it as we have over the years." HQ SUSTAINABLE: Delisted; Compliance Plan Rejected by NYSE Amex --------------------------------------------------------------- HQ Sustainable Maritime Industries, Inc. received a notice from the NYSE Amex LLC stating that the Exchange staff has determined that the Company's previously submitted plan of compliance, as amended and supplemented, did not make a reasonable demonstration of the Company's ability to regain compliance with Sections 134 and 1101 of the Exchange Company Guide. Accordingly, the Exchange notified the Company that the Company's common stock was subject to delisting from the Exchange). The Company has determined not to appeal this Staff Determination and, consequently, notified the Exchange of its intent. Following the delisting from the Exchange, the Company's securities may be eligible to trade in the "grey market" where securities that are not listed, traded or quoted on any U.S. stock exchange, the OTC Bulletin Board or OTC Markets Group are found. Grey market trades are reported by broker-dealers to their Self Regulatory Organization ("SRO") and the SRO distributes the trade data to market data vendors and financial websites, so investors can track price and volume. The Company does not believe that its common stock is currently eligible to be quoted on the OTC Markets Group after delisting from the Exchange. When, and if, the Company is able to file its delinquent reports and become current in its periodic filing obligations, the Company's common stock may become eligible for quotation; however, there can be no assurance that the Company's common stock will ever be, or be eligible to be, quoted. As previously reported, on April 1, 2011, the Company received a notice from the Exchange notifying the Company that it was not in compliance with continued listing standards set forth under Sections 134 and 1101 of the Exchange Company Guide since the Company was yet to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2010. On April 11, 2011, the Company received another notice from the Exchange notifying the Company that, following resignation of its independent non- executive director and the Chairman of the Audit Committee effective April 6, 2011, the Company was not in compliance with continued listing standards set forth under Sections 802(a) and 803(B)(2)(a) of the Exchange Company Guide. Finally, on May 27, 2011, the Company received an additional deficiency letter from the Exchange due to the Company's inability to timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2011. The trading in the Company's securities remains halted. About HQ Sustainable HQ Sustainable Maritime Industries, Inc. is a leader in the production and marketing of health products derived from marine based raw materials as well as Tilapia resulting from vertically integrated operations. HQS practices cooperative farming of sustainable aquaculture, produces all-natural enriched feeds, Tilapia value added products and health products. The Company markets its nutraceutical and health products, including its "Omojo" branded health products through retail and franchise sales in China. Some of these products are now being introduced to the United States. The World Brand Laboratory and also the China Health Care Association have recognized these as China leading Health product brands. IDO SECURITY: Irit Reiner Resigns from Board of Directors --------------------------------------------------------- Ms. Irit Reiner advised the Board of Directors of IDO Security Inc. that she is resigning from the Company's Board, effective as of June 30, 2011. Ms. Reiner's resignation was for personal reasons. About IDO Security IDO Security Inc. is engaged in the design, development and marketing of devices for the homeland security and loss prevention markets that are intended for use in security screening procedures to detect metallic objects concealed on or in footwear, ankles and feet through the use of electro-magnetic fields. The Company's common stock trades on the OTC Bulletin Board under the symbol IDOI. The Company is headquartered in New York City. The Company reported a net loss of $7.78 million on $61,399 of revenue for the year ended Dec. 31, 2010, compared with a net loss of $6.40 million on $82,721 of revenue during the prior year. The Company's balance sheet at March 31, 2011, showed $1.71 million in total assets, $18.38 million in total liabilities and a $16.66 million total stockholders' deficiency. At March 31, 2011, the Company had not achieved profitable operations, had accumulated losses of $39.5 million (since inception), a working capital deficiency of $17.1 million and expects to incur further losses in the development of its business. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As reported by the TCR on April 15, 2011, Rotenberg Meril Solomon Bertiger & Guttilla, P.A., in Saddle Brook, New Jersey, 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 not achieved profitable operations, has incurred recurring losses, has a working capital deficiency and expects to incur further losses in the development of the business. INSIGHT GLOBAL: S&P Raises Corporate Credit Rating to 'B+' ---------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Atlanta, Ga.-based Insight Global Inc. to 'B+' from 'B'. The rating outlook is stable. "At the same time, we raised our issue-level ratings on Insight Global's senior secured term loan and revolving credit facility to 'B+' (the same level as the 'B+' corporate credit rating on the company). The recovery rating on this debt remains at '4', indicating our expectation of average (30%-50%) recovery for lenders in the event of a payment default," S&P stated. "We expect that revenues and EBITDA will increase at roughly a mid-20% rate in 2011 due to strong growth of the IT staffing market and modest market share gains," said Standard & Poor's credit analyst Hal Diamond. Insight Global provides IT services to Fortune 1000 companies through 26 regional offices in major metropolitan markets. Revenues from the technology and media and telecommunications sectors account for almost two-thirds of the company's sales, and the top 10 customers account for about one-third of sales. Engagements are generally short term and nonexclusive per industry practice, and industry consolidation could result in reduced volume from some large clients. Pricing pressures exist due to the competitive nature of the industry. Also, the company faces intense competition from the IT divisions of well-capitalized, general staffing firms, which are trying to cross-sell IT personnel services to their existing client base. In the five months ended May 31, 2011, revenue and EBITDA grew 46%. "Well above our expectations for the company," said Mr. Diamond, who attributed the growth to the strong rebound in the IT staffing market as well as an increase in market share. The stable outlook reflects Standard & Poor's expectation that revenue and EBITDA will grow at a mid-20% rate in 2011 and that leverage will continue to decline, while the company maintains adequate liquidity. INTRALINKS INC: S&P Raises Corporate to 'BB-' on Reduced Debt ------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on New York City-based IntraLinks Inc. to 'BB-' from 'B+'. The outlook is stable. "At the same time, we raised the issue-level rating on the company's first-lien credit facility to 'BB+' from 'BB', in conjunction with the corporate credit rating change. The recovery rating on the first-lien facility remains unchanged at '1', indicating our expectation of very high (90%-100%) recovery for lenders in the event of a payment default," S&P said. "The rating on IntraLinks reflects the company's improved financial profile, characterized by ongoing debt reductions and lower leverage, as well as our expectation that the financial policy will remain consistent with the current financial profile. We expect strong revenue growth and stable profit margins in fiscal 2011 based on IntraLinks' growing enterprise segment, significant recurring revenue base, and our expectation of relatively stable financial market conditions," S&P said. IntraLinks provides virtual data rooms used to exchange and manage time-sensitive, confidential information. Since starting out as an outside-the-firewall secure document sharing platform for capital market transactions, IntraLinks has expanded into the enterprise segment, which includes government, legal, life sciences, and industrials. The growth in the enterprise segment offset revenue declines in debt capital markets and M&A during the economic downturn, and now represents about 45% of overall company revenues, up from 13% in 2005. "However, we view the company's business profile as weak, based on its narrow market position, modest revenue base, and still-significant exposure to volatile capital markets," S&P said. "In our view, the company's financial risk has improved, but is still significant. IntraLinks has continued to reduce its leverage through debt repayments and EBITDA expansion during the past year. Pro forma for the recent debt repayment after the follow-on equity offering, adjusted leverage stands at about 1.8x, versus 6.6x prior to the IPO. Funds from operations to debt is now about 45%. Our assessment also incorporates IntraLink's modest free operating cash flow (FOCF) generation, somewhat limited debt capacity for the rating given its current cash flow levels, and its short track record of operating at its current leverage level," S&P stated. IPREO HOLDINGS: S&P Assigns Preliminary 'B' Corp. Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'B' corporate credit rating to Ipreo Holdings LLC. The outlook is stable. "At the same time we issued the company's proposed $170 million senior secured credit facilities a preliminary issue-level rating of 'B+' (one notch above the 'B' preliminary corporate credit rating), with a preliminary recovery rating of '2', indicating our expectation of substantial (70% to 90%) recovery for debtholders in the event of a payment default. The senior secured credit facilities, which consist of a $20 million revolver due 2016 and a $150 million term loan due 2017, along with $70 million of senior subordinated notes (unrated), will be used to finance the acquisition," S&P stated. "Our preliminary 'B' corporate credit rating on Ipreo reflects our view that the company will have stable revenue in 2011, despite a decline in new municipal bond issuance volume," said Standard & Poor's credit analyst Jeanne Shoesmith. Ipreo provides financial data, deal-related information, and investor communications tools to investment banks and companies. The company has a heavy reliance on financial markets, and a decline in debt and equity issuance transactions would have negative repercussions on the company's Capital Markets segment (54% of 2010 revenue). These factors are only partly offset by Ipreo's participation in diverse markets, with respect to geography and asset classes, and a high percentage of subscription-based revenue in Ipreo's other business lines. A cutback in state and local government debt issuance has caused municipal bond issuance volume to decline sharply in 2011. "We expect that the embedded nature of its software products and services and expanding market opportunities will allow Ipreo to increase revenue in 2012, once declines in municipal bond issuance volumes subside," said Ms. Shoesmith. "We expect high-margin municipal-related revenue, which was 28% of 2010 revenue, could be down about 30% in 2011." The stable outlook reflects Standard & Poor's view that despite a significant interest burden, Ipreo should be able to generate positive discretionary cash flow and possibly reduce its leverage over the medium term. JACKSON GREEN: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Jackson Green LLC 9359 Timberline Drive Minocqua, WI 54548 Bankruptcy Case No.: 11-14038 Chapter 11 Petition Date: June 23, 2011 Court: U.S. Bankruptcy Court Western District of Wisconsin Judge: Thomas S. Utschig Debtor's Counsel: Terrence J. Byrne, Esq. LAW OFFICE OF TERRENCE 115 Forest Street P.O. Box 1566 Wausau, WI 54402-1566 Tel: (715) 848-2966 E-mail: byrne@byrnelaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Paula Heyes, member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Grand Prarie Capital -- $105,000 531 Tanglewood Lane Frankfort, IL 60423 National City Bank -- $44,673 P.O. Box 856176 Louisville, KY 40285-6176 Robbins, Salomon and Pratt LTD -- $33,960 25 East Washington, Suite 100 Chicago, IL 60602 Chicago Access Corporation -- $33,631 Knepper & Kibby PC -- $28,911 Incisent Technologies -- $27,076 Levenfeld Pearlstein LLC -- $17,710 Farn (Creative Parlour) -- $15,751 Thyssenkrupp -- $15,122 Interstate Realty Management -- $14,735 Kimco Corporation -- $13,998 Peoples Energy -- $12,139 Maximum Marketing Services -- $10,722 Applegate, Thorne And Thompsen -- $10,430 Michael Meyers Advertising Co -- $10,320 Emor Services -- $9,273 Schiller Klein & McElroy PC -- $8,993 Urban Real Estate Research, Inc. -- $8,000 BLDD Architects -- $7,750 Thyssenkrupp Elevator -- $7,374 JACKSON HEWITT: Pushes Chapter 11 Fight With Creditors to August ---------------------------------------------------------------- Dow Jones DBR Small Cap reports that Jackson Hewitt Tax Service Inc. agreed to push its Chapter 11 plan confirmation hearing from July until August, giving more time to creditors who say the prearranged restructuring needs a closer look. DBR Small Cap also reports that unsecured creditors are intensifying their protests against Jackson Hewitt, now taking aim at the company's bid to tap the cash securing its lenders' claims. The Debtors filed a Joint Prepackaged Plan of Reorganization and Disclosure Statement together with their petitions. Under the terms of the Plan, Jackson Hewitt's current secured lenders will receive their pro rata share of a new $100 million term loan and all of the equity in the reorganized enterprise. The Company also anticipates entering into a new $115 million revolving credit facility upon consummation of the Plan. It is anticipated that upon consummation of the proposed Plan, Jackson Hewitt's new equity will be privately held. All of the Company's existing common stock will be cancelled upon Jackson Hewitt's emergence from bankruptcy. On May 23, 2011, the Debtors commenced solicitation of votes on the Plan from the lenders. No other classes of creditors or stockholders were solicited, as each such class is either being paid in full or receiving no recovery and hence, is deemed either to accept or reject the Plan, respectively. The Debtors received overwhelming acceptances to the Plan from the lenders. Mark McDermott, Esq., at Skadden Arps, told the Bankruptcy Court at a May 25 hearing that investor and financier Bayside Capital is in line to be "a significant majority" owner of Jackson Hewitt. Bayside Capital has $4.5 billion under management. Bayside is the largest of 10 secured lenders that Jackson Hewitt owes a total of $357 million. Mr. McDermott also told the Court that Jackson Hewitt, worth an estimated $225 million, does not have sufficient value to cover the secured debt. The Court previously set a July 8 court date to consider confirmation of Jackson Hewitt's Chapter 11 plan. About Jackson Hewitt Jackson Hewitt Tax Service Inc. (NYSE: JTX) -- http://www.jacksonhewitt.com/-- provides computerized preparation of federal, state and local individual income tax returns in the United States through a nationwide network of franchised and company-owned offices operating under the brand name Jackson Hewitt Tax Service(R). The Company provides its customers with convenient, fast and quality tax return preparation services and electronic filing. In connection with their tax return preparation experience, the Company's customers may select various financial products to suit their needs, including refund anticipation loans -- RALs -- in the offices where such financial products are available. Jackson Hewitt is the second largest paid tax return preparer in the United States, having prepared approximately 2.6 million tax returns for the 2011 tax season, which is between 3% and 4% of the total market for paid tax return preparation services. Jackson Hewitt and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-11587) on May 24, 2011. Judge Mary F. Walrath presides over the case. Skadden, Arps, Slate, Meagher & Flom LLP, serves as the Debtors' bankruptcy counsel. Alvarez & Marsal North America, LLC, serves as their financial advisor. Moelis & Company LLC acts as investment banker. The Garden City Group, Inc., serves as the Debtors' Claims and Noticing Agent. The Debtors also tapped Deloitte & Touche to serve as tax advisors and Kekst & Company to serve as communications advisors. JOSEPH-BETH BOOKSELLER: Closes The Village at Towne Centre Branch ----------------------------------------------------------------- Cathy Jett at Fredericksburg.com reported that June 27 was the last day for the Joseph-Beth Booksellers store in The Village at Towne Centre in Spotsylvania County, Virginia. About JB Booksellers Cincinnati, Ohio-based Joseph-Beth Booksellers, LLC, operated eight full service retail bookstores of which four remain open. The Company also operate several cafes, which are attached to the bookstores. The Debtors have recently established a health and wellness niche bookstore, which is located in the Cleveland Clinic in Cleveland, Ohio. The Company filed for Chapter 11 protection on Nov. 11, 2010 (Bankr. E.D. Ky. Case No. 10-53594). The case is jointly administered with JB Booksellers, Inc. (Bankr. Case No. 10-53593). Ellen Arvin Kennedy, Esq., at Dinsmore & Shohl, LLP, in Lexington, Ky., and Kim Martin Lewis, Esq., and Patrick D. Burns, Esq., at Dinsmore & Shohl, LLP, in Cincinnati, Ohio, represent the Debtor. The Debtor disclosed assets of $15,941,680 and liabilities of $18,501,989 as of the Chapter 11 filing. Lowenstein Sandler PC and Frost Brown Todd LLC, serve as co-counsels for the Official Committee of Unsecured Creditors. Traxi LLC, serves as financial advisor to the Committee. KANSAS CITY: Moody's Upgrades Corporate Family Rating to 'Ba2' -------------------------------------------------------------- Moody's Investors Service has upgraded the ratings of Kansas City Southern and Kansas City Southern de Mexico S.A. de C.V., corporate family rating of both entities to Ba2 from Ba3, as well as the ratings of The Kansas City Southern Railway Company. At the same time, Moody's has assigned a Baa3 rating to KCSR's proposed $500 million senior secured credit facilities, consisting of a $200 million revolver due 2016 and a $300 million term loan due 2017. The ratings outlook for KCS and KCSM and their rated subsidiaries is stable. The ratings for KCS and its subsidiaries were upgraded in recognition of the substantial improvement in yields and margins experienced by both companies during this period of modest economic growth in the U.S. and Mexico. Operating ratios (essentially, 1 minus operating margins) in the mid-70% range for KCSR and below 70% for KCSM are now on par with many of the larger Class I railroads. Because of this improvement in profitability, and aided by a modest amount of debt reduction recently, credit metrics for both entities have improved to levels that map well to Ba2-rated entities. Debt to EBITDA at both KCS and KCSM is approximately 3 times, while EBIT to Interest (pro forma for recent re-financing) is estimated at approximately to 3 times for both entities. Moody's expects that, with continued steady volume growth in a strong pricing environment, these metrics will continue to improve modestly through 2011. Moreover, the proposed refinancing of KCSR's credit facility will improve the liquidity at KCS's U.S. operations, as the revolver size increases by $75 million, and will also improve the company's debt maturity profile by addressing a substantial amount of debt coming due in 2013. However, despite the dramatic improvements that the company has achieved in its operations over the past few years, KCS' ratings continue to be constrained by the size, regional concentration, and historical volatility of operating profits at its railroads. Moreover, with the highest debt levels relative to the company's size among Class I railroads (KCS's Debt to Revenue as of March 2011 was approximately 130%, while the higher-rated Class I's typically hold debt at no more than 100% of revenue), the prospects for KCS to continue to improve its credit metrics to levels supportive of a higher rating will be heavily dependent on its ability to sustain margins among the industry's best while further moderating indebtedness. Moody's believes this could be difficult to achieve through the industry cycle. During growth periods, margins may be pressured by increasing costs (fuel in particular). Conversely, lower yields may stress margins during an industry downturn. The stable outlook for KCS reflects Moody's expectations that the company will continue to see steady revenue growth over the near term. Although Moody's anticipates some moderation in margins in 2011, Moody's nonetheless expects that the company will generate strong earnings and positive free cash flow over this period. Over the longer term, ratings at KCS or KCSM could be upgraded if its railroad operations were to demonstrate a continuous track record of strong positive free cash flow generation and steady margin improvement throughout the industry cycle, while maintaining capital investments at current levels. Debt/EBITDA would need to be sustained below 3.0 times and EBIT/Interest above 3.5 times at either company for a prolonged period to warrant upward rating consideration. Ratings could face downward revision if operating conditions were to weaken to a point that Debt/EBITDA exceeds 4.0 times, if EBIT/Interest falls below 2.0 times, or if deterioration in liquidity becomes a constraint on either company's operating or investing activities. Upgrades: Issuer: Kansas City Southern -- Probability of Default Rating, Upgraded to Ba2 from Ba3 -- Corporate Family Rating, Upgraded to Ba2 from Ba3 -- Multiple Seniority Shelf, Upgraded to (P)Ba3, (P)B1 from (P)B1, (P)B2 Issuer: Kansas City Southern de Mexico, S.A. de C.V. -- Corporate Family Rating, Upgraded to Ba2 from Ba3 -- Senior Secured Bank Credit Facility, Upgraded to Ba1 from Ba2 -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 from Ba3 Issuer: Kansas City Southern Railway Company (The) -- Multiple Seniority Shelf, Upgraded to (P)Ba3, (P)B1 from (P)B1, (P)B2 -- Senior Secured Bank Credit Facility, Upgraded to Baa3 from Ba1 -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3, LGD4, 69% from B1, LGD5, 70 % Issuer: Southern Capital Corporation -- Senior Secured Equipment Trust, Upgraded to Baa3 from Ba1 Assignments: Issuer: Kansas City Southern -- Speculative Grade Liquidity Rating, Assigned SGL-2 Issuer: Kansas City Southern Railway Company (The) -- Senior Secured Bank Credit Facility, Baa3, LGD2, 19% Outlook Actions: Issuer: Kansas City Southern -- Outlook, Changed To Stable From Positive Issuer: Kansas City Southern de Mexico, S.A. de C.V. -- Outlook, Changed To Stable From Positive Issuer: Kansas City Southern Railway Company (The) -- Outlook, Changed To Stable From Positive Issuer: Southern Capital Corporation -- Outlook, Changed To Stable From Positive The principal methodology used in rating Kansas City Southern and rated subsidiaries was the Global Freight Railroad Industry Methodology, published March 2009. Other methodologies used include Loss Given Default for Speculative Grade Issuers in the US, Canada, and EMEA, published June 2009. Kansas City Southern operates a Class I railway in the central U.S. and, through its wholly-owned subsidiary Kansas City Southern de Mexico, S.A. de C.V., owns the concession to operate Mexico's northeastern railroad. KIK CUSTOM: S&P Affirms 'B-' Long-Term Corporate Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B-' long-term corporate credit rating on Concord, Ont.-based consumer products manufacturer KIK Custom Products Inc. At the same time, Standard & Poor's assigned its 'B-' issue-level rating (the same as the corporate credit rating on KIK) to the company's new $80 million first-lien senior secured term loan due 2014. "We also assigned a '3' recovery rating to the debt, indicating our expectation of meaningful (50%-70%) recovery in the event of default," S&P stated. KIK acquired privately held Ontario, Calif.-based Chem Lab Products Inc., a manufacturer of pool and spa care products serving the southwestern U.S., on June 24, 2011. The company used the net proceeds of the new term loan to finance the Chem Lab transaction and for general corporate purposes. "The ratings on KIK reflect our view of the company's very aggressive financial policy, including its highly leveraged capital structure; customer concentration; and its participation in the mature and highly competitive North American household products and personal care industries. These risks are mitigated somewhat by KIK's position as the largest contract manufacturer of consumer products and the second-largest manufacturer of bleach in North America," S&P stated. The Chem Lab acquisition gives KIK immediate entrance into the U.S pool and spa products industry, while providing for some cost- saving opportunities. Moreover, KIK should benefit from cross- selling opportunities as it expands Chem Lab's geographic footprint over its own much broader distribution network. The company operates under two divisions: * Classic division--manufacturer of private label household products that are sold by retailers under their own brand names. In addition, the Chem Lab business now falls under this division. * Custom division--contract manufacturer of national brand personal care and household products. The stable outlook reflects Standard & Poor's belief that KIK's performance will meet expectations in 2011, including maintaining its market position and generating positive free cash flow. Downward pressure on the ratings could result from deterioration in the company's operations, resulting in negative free cash flow or less than a 10% cushion within the leverage covenant should it apply. Given KIK's very high leverage, Standard & Poor's is not contemplating raising the ratings on the company in the next year. LANKY'S INC: Case Summary & 11 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Lanky's, Inc. a California Corporation dba Los Feliz Car Wash 3001 Los Feliz Blvd Los Angeles, CA 90039 Bankruptcy Case No.: 11-37596 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Sheri Bluebond Debtor's Counsel: Sherry Garrels, Esq. LAW OFFICES OF SHERRY GARRELS 4952 Warner Ave Suite 106 Huntington Beach, CA 92649 Tel: (714) 374-0101 Fax: (714) 846-6867 Scheduled Assets: $2,006,000 Scheduled Debts: $4,097,163 A list of the Company's 11 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-37596.pdf The petition was signed by Amir Lankarani, president. LEHMAN BROTHERS: Has Plan Support from Holders of $100BB in Claims ------------------------------------------------------------------ Lehman Brothers Holdings Inc. and its 22 affiliated Chapter 11 debtors disclosed that creditors holding claims in excess of $100 billion are in support of the Second Amended Plan and Disclosure Statement. Thirty institutions and certain of their affiliates have executed Plan Support Agreements (PSAs). Those signing PSAs include substantially all of the proponents of the two alternative plans that were proposed earlier this year. The proponents of the alternative plans have agreed to hold those plans in abeyance while Lehman moves forward toward approval of its Amended Disclosure Statement and confirmation of its Amended Plan. Bryan Marsal, LBHI's Chief Executive Officer, said: "This Amended Plan is based on intensive discussions, analysis and input from many parties. It provides for a global settlement with creditor groups and will avoid the costly, uncertain and protracted litigation that would undoubtedly follow in the absence of this compromise solution. The Plan provides a fair and reasonable outcome and will accelerate distributions to creditors." Marsal continued: "Our goal from the outset has been a fair economic compromise that expedites administration of these cases and provides the best outcome for creditors. This Plan achieves that objective. The support of this Amended Plan by creditors who represent more than $100 billion in claims filed is a major step forward. The Official Committee of Unsecured Creditors (UCC) and various creditor representatives have worked with us in a constructive manner to achieve this balanced compromise." In addition, Lehman has entered into settlement agreements based on the derivatives claims settlement framework that was proposed on May 31, 2011 to thirteen institutions with seven of the thirteen largest banks that have asserted derivative claims. Lehman expects to enter into a settlement agreement with an additional bank shortly thereby resolving $9.6 billion in derivative claims and corresponding guarantee claims for $6.2 billion. Daniel Ehrmann, Lehman's co-head of Derivatives, stated: "Our objective has been very clear: to settle derivatives claims with our big bank counterparties in a fair, consistent and efficient manner. The reconciliation, settlement and allowance of claims of these large financial institutions is a significant achievement and will avoid costly and extensive litigation that would have otherwise resulted. We hope that the remaining large banks with derivatives claims will agree to the settlement framework and avoid having the Debtors vigorously litigate their claims." The implementation of the Plan and the Disclosure Statement are subject to the provisions of the Bankruptcy Code, acceptance by the requisite majorities of impaired creditors, Bankruptcy Court approval of the Disclosure Statement and confirmation of the Plan. The Chapter 11 Plan Lehman Brothers Holdings Inc. and its affiliated debtors filed a third version of their Chapter 11 plan of reorganization with the U.S. Bankruptcy Court for the Southern District of New York on June 29, 2011. The recently amended plan would enable the Debtors to pay an estimated $65 billion to their creditors, according to their counsel, Lori R. Fife, Esq., at Weil Gotshal & Manges LLP, in New York. Under the proposed plan, LBHI's senior unsecured creditors, with an estimated $83.724 billion in claims, would recover 21.1% of their claims, down from 21.4% in the previous proposal filed by the company in January. Meanwhile, LBHI's general unsecured creditors, with an estimated $11.39 billion in claims, would recover 19.9% of their claims, up from 19.8% in the prior proposal. Pursuant to the proposed plan, a portion of the money owed to creditors of LBHI's subsidiaries will be reallocated to the company's creditors. Creditors of Lehman subsidiaries also consented to a cap on some of their claims. LBHI's proposed plan has much broader support from creditors than its previous proposals, which include "substantially all" of the proponents of the two competing plans. According to a company statement dated July 1, thirty institutions and certain of their affiliates have executed plan support agreements. Those signing PSAs include substantially all of the proponents of the two alternative plans that were proposed earlier this year. The proponents of the alternative plans have agreed to hold those plans in abeyance while Lehman moves forward toward approval of its Amended Disclosure Statement and confirmation of its Amended Plan, the press release said. Bryan Marsal, LBHI's Chief Executive Officer, said: "This Amended Plan is based on intensive discussions, analysis and input from many parties. It provides for a global settlement with creditor groups and will avoid the costly, uncertain and protracted litigation that would undoubtedly follow in the absence of this compromise solution. The Plan provides a fair and reasonable outcome and will accelerate distributions to creditors." Mr. Marsal continued: "Our goal from the outset has been a fair economic compromise that expedites administration of these cases and provides the best outcome for creditors. This Plan achieves that objective. The support of this Amended Plan by creditors who represent more than $100 billion in claims filed is a major step forward. The Official Committee of Unsecured Creditors and various creditor representatives have worked with us in a constructive manner to achieve this balanced compromise." A group of creditors including hedge fund Paulson & Co. and the California Public Employees' Retirement System previously filed a rival plan, which proposed for senior creditors' 24.5% recovery of their claims. It also called for substantive consolidation in which all assets are thrown into one pot, and creditors receive a similar distribution regardless of the Lehman unit that owed the debt. Unlike the Paulson group's proposal, the bankruptcy plan proposed by the other group of creditors led by Goldman Sachs Bank USA does not provide for the consolidation of LBHI's operating subsidiaries into the same asset pool with the company. The Paulson group, the Goldman Sachs group and the Official Committee of Unsecured Creditors signed their consent to LBHI's proposed plan on June 29, 2011, Bloomberg News reported, citing a creditor as its source who declined to be identified because the proceedings are confidential. The Lehman creditors agreed to the terms of LBHI's latest proposal following talks held last month to pursue a global settlement of a myriad of issues, according to the company's disclosure statement. These issues include the potential substantive consolidation of the companies, the characterization of inter-company balances owed to LBHI by its affiliated debtors, the ownership of and rights to some assets, among other things. LBHI also disclosed in court papers that the company and its affiliated debtors anticipate entering into so-called "plan support agreements" with important creditors. The PSAs will provide that the creditors will vote in favor of the plan. Moreover, creditors will be granted the right to terminate the PSAs if the Lehman units amend the plan that could adversely affect recovery or treatment of their claims. Claims Classification and Estimated Recovery The revised plan proposes this classification and estimated recovery of claims against and equity interests in LBHI: Type of Claim/ Estimated Class Equity Interest Recovery Impairment ----- --------------- -------- ---------- 1 Priority Non-Tax Claims 100% Impaired 2 Secured Claims 100% Impaired 3 Senior Unsecured Claims 21.1% Impaired 4A Senior Affiliate Claims 15.6% Impaired 4B Senior Affiliate 15.2% Impaired Guarantee Claims 5 Senior Third-Party 12.2% Impaired Guarantee Claims 6A Convenience Claims 26.0% Impaired 6B Convenience Guarantee Claims 17.0% Impaired 7 General Unsecured Claims 19.9% Impaired 8 Affiliate Claims 14.4% Impaired 9A Third-Party Guarantee Claims 11.5% Impaired other than those of the Racers Trusts 9B Third-Party Guarantee Claims 7.0% Impaired of the Racers Trusts 10A Subordinated Class 10A Claims 0% Impaired 10B Subordinated Class 10B Claims 0% Impaired 10C Subordinated Class 10C Claims 0% Impaired 11 Section 510(b) Claims 0% Impaired 12 Equity Interests in LBHI N/A Impaired Board of Directors, Management The proposed plan calls for corporate-governance changes that would allow representation on Lehman's board of directors from several of the creditor constituencies. Following the effective date of the plan, a board of directors of LBHI will be formed consisting of nine members. The initial board of directors of the company will be selected by a committee comprised of eight members including Rutger Schimmelpenninck, Lehman representative John Suckow, and Dr. Michael Frege, the administrator of Lehman Brothers Bankhaus AG. The directors selected by the committee will have initial and, if reelected, subsequent terms of one year. They will serve in the board until the bankruptcy cases of LBHI and its affiliated debtors are closed. One person familiar with the plan negotiations said the board of directors issue is far from settled, as all parties are concerned with who will manage Lehman's assets after its plan is confirmed, according to a June 30, 2011 report by The Wall Street Journal. Under the proposed plan, LBHI will be appointed as plan administrator for each of its affiliated debtors. The company will have the authority and right to carry out and implement the plan without the need for court approval. If the plan is agreed and finalized, it would represent a resolution for Lehman's bankruptcy in just under three years since its collapse in September 2008. "That is a long time for a typical Chapter 11 proceeding but this is the biggest one that's ever been," The Financial Times quoted Lynn LoPucki, a finance professor at UCLA, as saying. Settlement of Derivative Claims Lehman, according to its company statement, has entered into settlement agreements based on the derivatives claims settlement framework that was proposed on May 31, 2011 to thirteen institutions with seven of the thirteen largest banks that have asserted derivative claims. Lehman expects to enter into a settlement agreement with an additional bank shortly thereby resolving $9.6 billion in derivative claims and corresponding guarantee claims for $6.2 billion. Daniel Ehrmann, Lehman's co-head of Derivatives, stated: "Our objective has been very clear: to settle derivatives claims with our big bank counterparties in a fair, consistent and efficient manner. The reconciliation, settlement and allowance of claims of these large financial institutions is a significant achievement and will avoid costly and extensive litigation that would have otherwise resulted. We hope that the remaining large banks with derivatives claims will agree to the settlement framework and avoid having the Debtors vigorously litigate their claims." Full-text copies of the revised Chapter 11 plan and the disclosure statement dated June 29, 2011, are available without charge at: http://bankrupt.com/misc/LBHI_RevisedPlan062911.pdf http://bankrupt.com/misc/LBHI_DS062911.pdf Approval of Revised Disclosures Sought Lehman Brothers Holdings Inc. and its affiliated debtors ask Judge James Peck of the U.S. Bankruptcy Court for the Southern District of New York to approve the disclosure statement describing their revised Chapter 11 plan filed on June 29, 2011. Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in Houston, Texas, says the disclosure statement contains sufficient information for Lehman creditors to decide on whether to support the proposed plan. The disclosure statement contains an overview of the plan, a discussion of the requirements for its confirmation and an explanation of Lehman's available assets and their estimated value. Also contained in the disclosure statement is a liquidation analysis, information about post-confirmation governance and management, among other things. "The proposed disclosure statement is compliant with the requirements of Section 1125 of the Bankruptcy Code and should be approved," Mr. Alvarez says in court papers. Judge James Peck will hold a hearing on August 30, 2011, to consider approval of the disclosure statement. In connection to this, LBHI also seeks court approval of procedures that must be followed in filing objections to the disclosure statement. The proposed process requires the filing and service of objections or responses by August 11, 2011. Parties that must be served with a copy of the objection or response include the Bankruptcy Court, the Office of the U.S. Trustee for Region 2, Weil Gotshal, and Milbank Tweed Hadley & McCloy LLP, the Official Committee of Unsecured Creditors' legal counsel. If any objection or response is interposed to the approval of the disclosure statement, LBHI will file and serve a reply to the objection no later than August 23, 2011. Lehman Brothers Holdings Inc. and its affiliated debtors also seek court approval to implement a process for the solicitation of votes in connection with their proposed Chapter 11 plan. The solicitation procedures establish August 1, 2011, as the record date for creditors and equity interest holders to vote or receive a notice of non-voting status. The procedures also establish the form of ballots and the notice to non-voting creditors and equity interest holders. The proposed deadline for filing and serving objections to claims solely for purposes of determining which creditors are entitled to vote is September 16, 2011. Motions for temporary allowance must be filed and served on or before the 14th day after service of the notice of hearing on the plan's confirmation; and service of notice of an objection to a claim but in no event later than October 7, 2011. Meanwhile, all objections and responses to the motions must be filed and served by October 14, 2011. A creditor may file a reply to any objection or response to its motion on or before October 21, 2011. Following approval of the disclosure statement, the Debtors will transmit solicitation packages by no later than September 23, 2011, to the concerned parties. The solicitation package will contain a copy of the disclosure statement, a court order on the disclosure statement, notice of plan confirmation hearing and other materials. In order to be counted as a vote, the ballot must be properly executed, completed and delivered to Epiq Bankruptcy Solutions LLC by mail, courier or hand delivery so that it is actually received no later than the November 4, 2011 voting deadline. Epiq was retained by the Debtors as claims, solicitation and balloting agent for the purpose of implementing the proposed solicitation procedures. Aside from the solicitation procedures, the Debtors also intend to implement a process for tabulating the ballots, subject to court approval. The Debtors have not yet fixed a date for the plan confirmation hearing. However, they propose a November 4, 2011 deadline for creditors to file their objections to the confirmation. The Court will consider approval of the solicitation and balloting procedures at the hearing scheduled for August 30, 2011. The deadline for filing objections is August 11, 2011. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Additional units, Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC, sought for bankruptcy protection in December 2009 or more than a year after LBHI and its other affiliates filed their bankruptcy cases. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch 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: Sells 1107 Broadway Building for $190.8-Mil. ------------------------------------------------------------- Lehman Brothers Holdings Inc. sold an office building at 1107 Broadway in Manhattan for $190.8 million, according to a June 30, 2011 report by Bloomberg News. Steven Witkoff, chairman and CEO of New York-based Witkoff Group, is the buyer of the property. Other bidders included Harry Macklowe and SL Green Realty Corp. (SLG), the report said, citing as its source an e-mail from a Lehman spokeswoman and another e- mail sent to LBHI's CEO. The price for the building, once part of the former International Toy Center, rose at a two-hour auction in Manhattan on June 29, 2011, from a starting bid of $161.5 million from L&L Holding Co. Net proceeds to Lehman will be about $155 million, Bloomberg News reported. 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 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: Europe Unit, Citi Settle Over $2.5-Bil. Assets --------------------------------------------------------------- Citigroup has struck a deal with the European arm of Lehman Brothers Inc. to release more than $2.5 billion worth of assets held in its custody business, Reuters reported on June 29. The settlement, negotiated with the administrators of Lehman's European estate PriceWaterhouseCoopers, means these assets can be added to the pool of what will eventually make its way back to creditors and returned to clients, the report related. Citi will immediately begin to transfer Lehman Brothers International or LBIE's custody assets, PWC said, according to the report. The deal also means Citi and LBIE will release each other from all claims and liabilities, PWC added, Reuters quoted. "This is by far the largest single deal we have undertaken and easily the most complex to negotiate and then structure, given the sheer scale of the legacy relationship between Citigroup and LBIE," said Paul Copley, a restructuring partner at PWC. Citi has held onto LBIE's custody assets since Lehman Brothers filed for bankruptcy in September 2008, while it assessed its exposure to the Europe part of the business and other entities globally, the two parties said. Before Lehman's collapse, the firm had entered into a whole series of stock lending, trading and derivatives transactions with Citi, which also acted as an agent for third parties and was a custodian for LBIE in various countries, the report related. Under the settlement Citi will be paid custodian fees, "to reflect the complexity of the Lehman estate and the custody positions," PWC said. "We have worked closely with the administrators of LBIE and their team for many months to ensure that the arrangements between Citigroup and LBIE were resolved amicably and in a manner which fairly reflected the interests of both parties," Citi said in a statement. "This is a landmark deal," The Wall Street Journal quoted Paul Copley, a PwC restructuring partner who led the settlement for LBIE, as saying. "This is by far the largest single deal we have undertaken and easily the most complex to negotiate and then structure, given the sheer scale of the legacy relationship between Citigroup and LBIE," Mr. Copley said. 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 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: BofA Says $500-Mil. Order Was "Error" ------------------------------------------------------ Bank of America Corp., ordered by Judge James Peck of the U.S. Bankruptcy Court for the Southern District of New York to return $500 million in deposits to bankrupt Lehman Brothers Holdings Inc. and pay interest, said "the judgment was error" and should have been in the bank's favor, Linda Sandler of Bloomberg News reported on July 2. Judge Peck signed the judgment in May after a November finding that the biggest U.S. bank took Lehman's deposits in the 2008 financial crisis to offset unrelated derivative obligations, and must return them, Bloomberg related. He set interest at 9% from November 2008 to December 2010. The judge, according to BAC, ignored a "controlling New York statute" when he disregarded covenants in the loan agreement that allowed Bank of America to take the deposits, the bank said in a filing today in the U.S. District Court for the Southern District of New York in Manhattan. "The bank exercised its lawful right," said the Bank as it asked a district judge to rule in its favor, Bloomberg related. "The bankruptcy court imposed an unlawful waiver of rights." Lehman's lenders, including Bank of America, became "increasingly uneasy" about the investment bank's financial health in the summer of 2008, Judge Peck wrote in November, Bloomberg related. Later that year, Bank of America took collateral posted by Lehman to cover overdrafts, using it to offset amounts owed on unrelated derivatives deals, according to the ruling. The bank didn't first ask Judge Peck for relief from the bankruptcy law provision that prevents such seizures, called the automatic stay, the judge said, according to Bloomberg. Under laws governing derivative transactions, "the setoff was permitted without relief from the automatic stay," Bank of America wrote in its filing, Bloomberg said. 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 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) LEUCADIA NATIONAL: Moody's Upgrades CFR to Ba3; Outlook Stable -------------------------------------------------------------- Moody's Investors Service has upgraded the debt ratings for Leucadia National Corp. The company's CFR and PDR were upgraded to Ba3 from B1. Concurrently, the rating on the senior subordinated notes and the junior subordinated notes were upgraded to B2 from B3. The ratings on the company's senior unsecured notes was maintained at B1 due to the increase in senior secured debt (unrated). The rating outlook is stable. Upgrades: -- Probability of Default Rating, Upgraded to Ba3 from B1 -- Corporate Family Rating, Upgraded to Ba3 from B1 -- Junior Subordinated Regular Bond/Debenture, Upgraded to B2 from B3 -- Senior Subordinated Conv./Exch. Bond/Debenture, Upgraded to B2 from B3 Affirmation: -- Senior Unsecured Regular Bond/Debenture, affirmed at B1; LGD changed to LGD4-61% from LGD4-56% Adjustments: -- Senior Subordinated Conv./Exch. Bond/Debenture, LGD changed to LGD6-94% from LGD6-93% RATINGS RATIONALE The upgrade of the CFR to Ba3 reflects the improvement in the company's liquidity position and assets to debt coverage as changes in market value over the last several quarters has resulted in substantial realized and unrealized gains. The Ba3 CFR considers the company's good liquidity, diverse portfolio of subsidiaries and of investments, and it's good performance during the 2008-2009 economic downturn as Leucadia's operating companies were able to manage their independent operations during 2009's downturn without a heavy reliance from their parent company. The rating also considers the company's overall liquidity and in particular its ability to sell stock in investment companies, sell parts or all of its subsidiaries, and ability to reallocate capital between its different investments. The rating also considers the company's impressive track record in building shareholder equity through a strategy of purchasing companies and investments at significant discounts to their long-term value. The ratings are constrained however by portfolio value volatility and vulnerability to market dynamics and investment concentrations. Rating Outlook The stable outlook reflects the view that the company's operations have improved sufficiently so as to be less of a intermediate-term risk to the company's credit quality and that the current valuations of its investments and associated companies along with its overall liquidity all point towards less downward credit pressure. The company's performance during the dramatic financial downturn also suggests that a stable outlook is warranted. What Could Change the Rating - Down A change in outlook to negative or rating downgrade could result if the company's liquidity was to weaken materially or if its operating companies were to result in a significant cash flow drag. A large acquisition, particularly one of a speculative nature, could pressure the outlook and/or the ratings. What Could Change the Rating - Up A ratings upgrade is unlikely given the possibility of large acquisitions of weak companies, and low cash flow predictability. A positive ratings outlook could occur if there was a meaningful change in the company's portfolio towards higher quality -- lower risk investments. The principal methodology used in rating Leucadia was the Global Investment Holding Companies Industry Methodology, published in October 2007. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the US, Canada, and EMEA, published in June 2009. Leucadia National Corp., headquartered in New York, New York, is a diversified holding company engaged in a variety of businesses, including manufacturing, land based contract oil and gas drilling, gaming entertainment, real estate activities, medical product development and winery operations. The company also has significant investments in public companies and owns equity interests in operating businesses and investment partnerships which are not publicly traded. Total revenues for 2010 including investment income was over $1.3 billion and total assets equaled almost $9.3 billion. LISA DEE'S: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Lisa Dee's Florist, Inc. P.O. Box 129 Knightdale, NC 27545 Bankruptcy Case No.: 11-04929 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Eastern District of North Carolina (Wilson) Debtor's Counsel: George M. Oliver, Esq. OLIVER & FRIESEN CHEEK, PLLC P.O. Box 1548 New Bern, NC 28563 Tel: (252) 633-1930 Fax: (252) 633-1950 E-mail: efile@ofc-law.com Estimated Assets: $50,001 to $100,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nceb11-04929.pdf The petition was signed by Ricky V. Murray, president. Affiliates that previously filed separate Chapter 11 petition: Petition Debtor Case No. Date ------ -------- ---- Murray, Ricky V. & Connie B. 10-10143 12/10/10 LV KAPOLEI: Hopes for Disclosure Statement Approval --------------------------------------------------- American Bankruptcy Institute reports that LV Kapolei 54 LLC is seeking approval of the disclosure statement explaining its proposed Chapter 11 plan and will look to bid aloha to its bankruptcy by the end of the summer. As reported in the June 28, 2011 edition of the TCR, LV Kapolei 54, LLC, has filed with the U.S. Bankruptcy Court for the District of Hawaii, a reorganization plan that contemplates a three-year extension of its $23.5 million loan with Central Pacific Bank. According to the explanatory disclosure statement, the Plan also requires $1.7 million in additional capital sourced from the Debtor's members under a capital contribution funding agreement, under which each equity holder will be allowed an equity interest at these rates: Equity Holder Allowed Equity Interest ------------- ----------------------- Lokahi KBP, LLC 10.000% RSF Kapolei, L.P. 31.333% HG Capital VI, LLC 18.525% HG Capital VII, LLC 38.475% Maui Development Company, Ltd. 1.042% Mark E. Pearson 0.417% BGF&F Kapolei, LLC 0.208% The Plan classifies claims into four classes: a. Class 1 (Allowed CPB Secured Claim) - the CPB Promissory Note and CPB Mortgage will be extended to the 3rd anniversary of the Effective Date. The Debtor will pay monthly interest on the Modified Note on 30th day after the Effective Date at four percentage points over LIBOR until fully paid. b. Class 2 (Allowed General Unsecured) - Holders of Allowed General Unsecured Claims will be paid in full their Allowed Claims with 6% interest per annum in eight equal quarterly installments, beginning on the 90th day after the Effective Date, and ending on the 2nd anniversary of the Effective Date. c. Class 3 (Allowed Subordinated Claims) - Holders of Allowed Subordinated Claims will receive payment in full or pro rata in accordance with return provided them under the Debtor's Operating Agreement, provided that the members of Class 1 and Class 2 have first been paid in full. d. Class 4 (Allowed Equity Interests) - Holders of Allowed Equity Interests in the Debtor are unimpaired and will retain their equity interest in the Debtor in accordance with the terms of the Debtor's Operating Agreement. The Debtor will continue the marketing and sale of the remaining condominium units until all units are sold and the proceeds distributed in accordance with the Plan. About LV Kapolei San Francisco, California-based LV Kapolei 54, LLC, is developing the 54-acre Kapolei Business Park in Hawii. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D. Hawaii Case No. 11-00981) on April 8, 2011. James A. Wagner, Esq., at Wagner Choi & Verbrugge, serves as the Debtor's bankruptcy counsel. The Debtor disclosed $35,162,973 in assets and $23,955,318 in liabilities as of the chapter 11 filing. MAXON CORP: Two Jaxon Restaurants Remain Open While in Ch. 11 ------------------------------------------------------------- El Paso, Texas-based The Maxon Corporation, doing business as Jaxon's Restaurant and Brewing Company, filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 11-30738) in its hometown on April 20, 2011. E. P. Bud Kirk, Esq., in El Paso, serves as counsel to the Debtor. In its schedules, the Debtor disclosed assets of $119,705 and debts of $1,476,738. Robert Gray at El Paso Inc. reports that after closing the original Jaxon's location on North Mesa in February, the corporation now operates two locations, one at 1135 Airway Blvd. on the Eastside, and another at 7410 Remcon Cir. on the Westside. President and owner Gary Helsten told El Paso Inc. in an e-mail that the N. Mesa's location closing was not related to the bankruptcy and the remaining restaurants will remain open. El Paso Inc. relates the Company's largest debt is to Jack Maxon, owed $600,000, which is partially secured by the restaurants' furniture, fixtures and equipment. The company reported in its voluntary petition income of $5.5 million in 2009, compared to $4.7 million in 2010. As of the April filing, the corporation had earned $900,027. MICRON TECHNOLOGY: S&P Raises CCR to 'BB-' on Reduced Debt ---------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Micron Technology Inc. to 'BB-' from 'B+'. The rating outlook is stable. "We raised our rating on the company's senior unsecured debt to 'BB-' from 'B+' in conjunction with the corporate credit rating action. At the same time, our recovery rating on this debt remains unchanged at '3', indicating our expectation of average (30% to 50%) recovery prospects in the event of a payment default," S&P stated. "The upgrade reflects Micron's preservation of balance sheet strength through debt reduction despite increased capital spending," said Standard & Poor's credit analyst Lucy Patricola. "The rating on Micron reflects our expectation that the memory industry will remain highly volatile and that the company's market presence in DRAM and NAND will remain largely unchanged over time despite significant capital spending to increase capacity in both segments. We believe prospects are good for continued earnings stabilization from the Numonyx business closed in May 2010. We expect credit protection measures to continue to vary widely through industry cycles. Micron develops and manufactures DRAM, NAND, and NOR semiconductors for the memory industry," S&P related. MILLENNIUM HOLDINGS: Settles $8.7 Million Lead Paint Suit --------------------------------------------------------- Dietrich Knauth at Bankruptcy Law360 reports that Millennium Holdings LLC has agreed to pay $8.7 million to settle a California nuisance suit over widespread health problems caused by lead paint, prosecutors said Thursday. Law30 relates that the settlement will be divided among 10 California cities and counties, according to San Diego City Attorney Jan Goldsmith, whose city received $773,636.53. The funds will be used for lead paint-related health efforts, Mr. Goldsmith said. Millennium Holdings LLC and its affiliates filed for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code on Jan. 6, 2009. MXENERGY HOLDINGS: Deregisters $32.83 Million of Senior Notes ------------------------------------------------------------- MxEnergy Holdings Inc. filed with the U.S. Securities and Exchange Commission a Post-Effective Amendment No. 1 relating to the Registration Statement on Form S-4, which was originally filed with the SEC on July 29, 2010, and subsequently amended by Pre- Effective Amendment No. 1 on Dec. 7, 2010. The Registration Statement registered $67,741,000 aggregate principal amount of 13.25% Senior Subordinated Secured Notes due 2014 of MXenergy Holdings Inc. and certain guarantees relating thereto. Pursuant to the undertaking of Holdings as required by Item 512(a)(3) of Regulation S-K, Holdings is filed the Amendment to deregister an aggregate of $1,625,000 principal amount of Notes and certain guarantees relating thereto registered pursuant to the Registration Statement. The Company also filed a Post-Effective Amendment No. 2 relating to the Registration Statement on Form S-4, which was originally filed with the Securities and Exchange Commission on Nov. 3, 2006, and subsequently amended by Pre-Effective Amendment No. 1 on Jan. 17, 2007, Pre-Effective Amendment No. 2 on April 6, 2007, Pre-Effective Amendment No. 3 on April 20, 2007, and Post- Effective Amendment No. 1 on July 24, 2007. The Registration Statement registered $190,000,000 aggregate principal amount of Floating Rate Senior Notes due 2011 of MxEnergy Holdings Inc. and certain guarantees relating thereto. Pursuant to the undertaking of Holdings as required by Item 512(a)(3) of Regulation S-K, Holdings is filing the Amendment to deregister an aggregate of $31,213,000 principal amount of Notes and certain guarantees relating thereto registered pursuant to the Registration Statement. About MxEnergy Holdings MxEnergy Holdings Inc. was founded in 1999 as a retail energy marketer. The two principal operating subsidiaries of Holdings are MxEnergy Inc. and MxEnergy Electric Inc. which are engaged in the marketing and supply of natural gas and electricity, respectively. Holdings and its subsidiaries operate in 39 market areas located in 14 states in the United States and in two Canadian provinces. The Company's balance sheet at March 31, 2011, showed $210.07 million in total assets, $102.66 million in total liabilities, and $107.41 million in total stockholders' equity. MxEnergy carries 'Caa3' long term corporate family and 'Ca/LD' probability of default ratings from Moody's Investors Service. NEBRASKA BOOK: Authorized on Interim Basis to Pay Critical Vendors ------------------------------------------------------------------ The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware has issued an interim order authorizing Nebraska Book Company, Inc., to pay, in the ordinary course of business, prepetition claims held by certain critical trade vendors that are essential to the Debtors' ongoing business operations and prepetition claims entitled to administrative priority under Section 503(b)(9) of the Bankruptcy Code. The Final hearing on the motion is scheduled on July 21, at 3:00 p.m. Judge Walsh authorizes the Debtors to pay Section 503(b)(9) claims, provided, that, such payments will not exceed $1.8 million on an interim basis, pending entry of the Final Order. The Debtors are also authorized to pay Critical Vendor Claims; provided, that, such payments will not exceed $10 million on an interim basis. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, relates that the Debtors have identified approximately 1,527 vendors as Critical Vendor candidates out of an active vendor list covering approximately 40,800 active vendors, suppliers, and service providers. The Debtors' trade relationships with their Critical Vendors are not generally governed by long-term contracts, thus, the Debtors believe that they may materially deteriorate causing disruption to the Debtors' operations if the Debtors are unable to pay Critical Vendor Claims. In addition, certain Critical Vendors have small operations with limited access to working capital and may be highly dependent upon the Debtors' business for a substantial portion of their revenues. The failure to pay certain Critical Vendor Claims could result in Critical Vendors either filing their own bankruptcy cases or ceasing operations altogether. These Critical Vendor candidates generally include: (a) Publishers; (b) General Merchandise Vendors; (c) Systems Vendors; and (d) Construction Services Providers. Ms. Jones states that the Debtors intend to pay the Section 503(b)(9) Claims and Critical Vendor Claims only to the extent necessary to preserve their businesses. In return for paying the Section 503(b)(9) Claims and Critical Vendor Claims, the Debtors will require that the applicable supplier or vendor provide favorable trade credit terms for the postpetition delivery of goods and services. Specifically, the Debtors propose to condition the payment of Section 503(b)(9) Claims and Critical Vendor Claims upon each supplier or vendor's agreement to continue supplying goods and services on terms that are acceptable to the Debtors in light of customary industry practices. In some circumstances, the Debtors may require certain suppliers or vendors enter into a contractual agreement evidencing such terms. About Nebraska Book Company Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the leading providers of new and used textbooks for college students in the United States. Nebraska Book and seven affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002 to 11-12009) on June 27, 2011. Hon. Peter J. Walsh presides over the case. lawyers at Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel. The Debtors; restructuring advisors are AlixPartners LLC; the investment bankers are Rothschild, Inc.; the auditors are Deloitte & Touche LLP; and the claims agent is Kurtzman Carson Consultants LLC. As of the petition date, the Debtors had consolidated assets of $657,215,757 and debts of $563,973,688. JPMorgan Chase Bank N.A., as administrative agent for the DIP lenders, is represented by lawyers at Richards, Layton & Finger, P.A., and Simpson Thacher & Bartlett LLP. J.P. Morgan Investment Management Inc., the DIP arranger, is represented by lawyers at Bayard, P.A., and Willkie Farr & Gallagher LLP. An ad hoc committee of holders of more than 50% of the Debtors' Second Lien Notes is represented by lawyers at Brown Rudnick. An ad hoc committee of holders of the Debtors' 8.625% unsecured notes are represented by Milbank, Tweed, Hadley & McCloy LLP. NEBRASKA BOOK: Has Deal With 2nd Lien Noteholders on Loans ---------------------------------------------------------- In connection with their Chapter 11 cases, Nebraska Book Company, Inc. and its debtor affiliates have sought entry of interim and final orders authorizing them to, among other things, obtain access to postpetition debtor-in-possession financing and continued use of cash collateral and provide adequate protection to the first lien lenders and the second lien lenders. The Debtors assert that the DIP Facility satisfies all of the requirements of a certain intercreditor agreement, and that the Second Lien Noteholders have effectively consented to the Debtors' access to the DIP Facility and continued use of cash collateral and to any requests by the First Lien Lenders for adequate protection, and are limited in their own ability to seek adequate protection. However, an ad hoc group of holders of Second Lien Notes holding more than 50% of the outstanding amount of Second Lien Notes disagrees with the assertions. To avoid litigation regarding the dispute, the Parties agree that: -- the Debtors will provide adequate protection to the Second Lien Notes Indenture Trustee, on behalf of the Second Lien Noteholders; -- the Ad Hoc Group consents to the DIP Facility and the priming liens securing the DIP Facility; and -- the Ad Hoc Group consents to the continued use of Cash Collateral pursuant to the terms of the Interim DIP Order and the Final DIP Order. The Parties' stipulation was approved by the U.S. Bankruptcy Court for the District of Delaware. About Nebraska Book Company Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the leading providers of new and used textbooks for college students in the United States. Nebraska Book and seven affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002 to 11-12009) on June 27, 2011. Hon. Peter J. Walsh presides over the case. lawyers at Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel. The Debtors; restructuring advisors are AlixPartners LLC; the investment bankers are Rothschild, Inc.; the auditors are Deloitte & Touche LLP; and the claims agent is Kurtzman Carson Consultants LLC. As of the petition date, the Debtors had consolidated assets of $657,215,757 and debts of $563,973,688. JPMorgan Chase Bank N.A., as administrative agent for the DIP lenders, is represented by lawyers at Richards, Layton & Finger, P.A., and Simpson Thacher & Bartlett LLP. J.P. Morgan Investment Management Inc., the DIP arranger, is represented by lawyers at Bayard, P.A., and Willkie Farr & Gallagher LLP. An ad hoc committee of holders of more than 50% of the Debtors' Second Lien Notes is represented by lawyers at Brown Rudnick. An ad hoc committee of holders of the Debtors' 8.625% unsecured notes are represented by Milbank, Tweed, Hadley & McCloy LLP. NEEK NILOU: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Neek Nilou, LLC 14535 Greenleaf Street Sherman Oaks, CA 91403 Bankruptcy Case No.: 11-17833 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: Raymond H. Aver, Esq. LAW OFFICES OF RAYMOND H AVER APC 1950 Sawtelle Blvd., Suite 328 Los Angeles, CA 90025 Tel: (310) 473-3511 Fax: (310) 473-3512 E-mail: ray@averlaw.com Estimated Assets: $0 to $50,000 Estimated Debts: $10,000,001 to $50,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Farzad Khalili, manager. NEMRAH REALTY: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Nemrah Realty Corporation, Inc. 66-52 79th Street Middle Village, NY 11379 Bankruptcy Case No.: 11-45591 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Elizabeth S. Stong Debtor's Counsel: Alan Stein, Esq. LAW OFFICE OF ALLAN C. STEIN 479 South Oyster Bay Road Plainview, NY 11803 Tel: (516) 932-1800 Fax: (516) 932-0220 E-mail: alan@alanstein.net Scheduled Assets: $2,500,000 Scheduled Debts: $2,000,000 The Company did not file a list of creditors together with its petition. The petition was signed by Barbara A. Caldarella, president. NETWORK SOLUTIONS: S&P Affirms 'B' Corporate Credit Rating ---------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Herndon, Va.-based Network Solutions LLC to positive from stable and affirmed all ratings, including the 'B' corporate credit rating. "The rating and outlook reflect our expectation that spending by small to midsize businesses on Web presence and search marketing products will remain under pressure for the intermediate term," said Standard & Poor's credit analyst Chris Valentine. "We expect the company to build up its covenant cushion, as there are no further step-downs, and continue to generate positive discretionary cash flow." Network Solutions is a Web-based service provider focusing on helping small and midsize businesses establish, design, maintain, promote, and optimize their online presence. 'We assess the company's business risk profile as weak because of the highly competitive nature of the Web services market and because the company has revenue concentration in domain name registration, a segment with tough competition. We view the financial risk profile as aggressive based on a historically narrow cushion of compliance with financial covenants and a lack of clarity around the private- equity owner's long-term financial policy, which we believe could lead to future leveraging transactions. These negative factors are not offset by the company's well-known brand and increased revenue diversity from non-domain Web products," S&P said. Although Network Solutions has improved its revenue diversity with additional products and advertising, domain registration still accounted for nearly 65% of its revenue for the 12 months ended March 31, 2011. "We expect the contribution of domain registration as a percentage of revenues to continue gradually decreasing but remain high in 2011," S&P said. Liquidity is adequate to meet near-term operating needs and potential investments or acquisitions. Network Solutions has adequate sources of liquidity to more than cover its needs for the next 12 to 18 months, even with moderate unforeseen EBITDA declines. The rating outlook is positive. Network Solutions has made progress in reducing its dependence on domain registration revenue and in increasing the revenue contribution from small and midsize businesses through its other products and services. "We could raise the rating if the company continues this trend and builds up its cushion against financial covenants. More specifically, we could raise the rating if the company can achieve consistent revenue growth at a low-single-digit percentage rate through improved performance in Web products and marketing services and provide clarity around its long-term financial policy," S&P related. "Conversely, we could revise the outlook to stable if EBITDA and discretionary cash flow deteriorate as a result of increased price competition in the domain name segment that spurs client departures or leads to pricing pressure on premium services," S&P added. NORIT HOLDINGS: Moody's Affirms 'B1' Corporate Family Rating ------------------------------------------------------------ Moody's Investors Service lowered the first lien senior secured debt rating of Norit Holdings BV to B1 from Ba3, affirmed the company's B1 corporate family and probability of default ratings and withdrew the B3 rating on the second lien term loan of Norit's subsidiary, Norit Americas Holdings Inc. The ratings outlook remains stable. RATINGS RATIONALE The rating action is driven by a change in financial market conditions, which has caused Norit to cancel the proposed $110 million second lien debt offering by Norit Americas with a concomitant reduction in the distribution to Norit's private equity sponsors. While Norit's pro-forma adjusted leverage will reduce by just over one turn, to about 4.1x (all metrics incorporate Moody's standard accounting adjustments), the corporate family rating has been affirmed as Moody's believes the company may seek to increase its leverage again once market conditions improve. Norit's planned first lien senior secured revolver ($50 million) and term loans ($338 million of US and Euro tranches) remain unchanged. As these instruments now comprise the company's sole class of debt, the first lien instrument ratings have been equalized with the corporate family rating. Norit's B1 corporate family rating reflects its leading global market position in a diverse set of end markets for its main product, activated carbon, and its good geographic and customer diversity, but with high expected adjusted leverage, small scale (revenue of $339 million) and a narrow product profile. The company serves relatively stable end markets (such as water treatment, gas and air purification and the food and beverage sector). As well, Norit generates good recurring revenues from its blue chip and well-established customer base (including large soft drink manufacturers, coal-based electric utilities and auto manufacturers). Activated carbon, is non-cyclical and its demand is non-discretionary and growing. Demand growth is largely driven by environmental regulation and Norit is positioned to capitalize on this trend given its meaningful exposure to the North American market where the majority of growth is occurring. Despite elevated commodity costs, the company's strong profitability, evidenced by an EBITDA margin in excess of 20%, should expand further in Moody's opinion supported by high margin mercury removal activity and modest price increases. The stable outlook reflects Moody's expectation that Norit 's leverage could eventually increase to finance additional shareholder returns but that growing demand for activated carbon should enable Norit to generate free cash flow and sustain its adjusted Debt/ EBITDA at a level that remains supportive of its B1 CFR. Upward rating action could be considered should Norit improve its adjusted Debt/ EBITDA comfortably under 4x and sustain its adjusted EBITDA/ Interest Expense above 3x while increasing its scale towards $500 million in annual revenues. Downward rating pressure could arise if Norit's Debt/ EBITDA was sustained above 5.5x and free cash flow was likely to remain negative over an extended period. The principal methodology used in rating Norit Holdings BV was the Global Chemical Industry Methodology, published December 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA, published June 2009. Headquartered in Amersfoort, The Netherlands, and with administrative offices in Marshall, Texas, Norit Holdings BV is a leading global producer of activated carbon products utilized in a diverse range of end-markets. The company is majority-owned by Doughty Hanson & Co., a private equity firm based in Europe. Revenues for the last twelve months ended March 31, 2011 were $339 million. NORIT HOLDINGS: S&P Keeps Preliminary 'B+' Corp. Credit Rating -------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its preliminary ratings on Norit Americas Holding Inc.'s proposed $110 million second-lien term loan. Standard & Poor's preliminary 'B+' corporate credit rating on parent company Norit Holdings B.V. remains unchanged, and the outlook remains stable. "At the same time, our preliminary 'BB-' issue ratings and preliminary '2' recovery ratings on Norit Holding B.V.'s proposed $230 million first-lien term loan and EUR75 million first-lien term loan also remain unchanged," S&P stated. The rating actions follow a change in the company's proposed financing plan: Norit Americas Holding Inc. does not intend to go ahead with its previously proposed second-lien offering of $110 million. Consequently, Norit Holding B.V. is reducing its distribution to its shareholders to $304 million from the previously planned $412 million. The company will repurchase pay- in-kind preference capital to facilitate the distribution. "We believe the financing change does not meaningfully affect leverage ratios, liquidity, or credit quality. We expect Norit's ratio of funds from operations to total debt to remain in the 10% to 12% range for 2011. We adjust debt to include the present value of operating leases, asset retirement liabilities, and pay-in-kind preference capital. Although we consider preference capital to be debt-like in our calculations, we recognize the flexibility that the absence of mandated cash interest payments and the lack of near-dated maturities afford the company," S&P related. The preliminary ratings on Norit reflect the company's fair business risk profile, including Norit's leading positions in a value-added global niche for activated carbon, offset by a highly leveraged financial profile including very aggressive financial policies. Norit's activated carbon products are generally critical inputs into its customers' products and processes, with demand driven by the high value proposition, existing and pending legislation, and by a growing awareness of environmental issues. Incorporated in The Netherlands and based in Marshall, Texas, Norit is the largest global producer of activated carbon, a market valued at about $1.5 billion globally. The company generated about half of its $339 million revenues for the 12 months ended March 31, 2011, in the U.S. The company sells its products across the globe and caters to diversified end-user segments. Applications for its products include the removal of pollutants and impurities from water, air, and other liquids and gases. Customers, including power generating plants, food and beverage producers, and automobile producers, use Norit's products to meet pollution regulations. Norit Americas and Norit Holding B.V., are owned by private equity firm Doughty Hanson & Co. and by Euroland Investments B.V. Ratings List Norit Holding B.V. Corporate credit rating B+(prelim)/Stable/-- Senior secured BB-(prelim) Recovery rating 2(prelim) Ratings Withdrawn To From Norit Americas Holding Inc. $110 mil. second-lien term loan NR B- (prelim) Recovery rating NR 6(prelim) NORMANDIE COURT: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Normandie Court III-DE, LLC 3659 East Thousand Oaks Blvd. Thousand Oaks, CA 91362 Bankruptcy Case No.: 11-17872 Chapter 11 Petition Date: June 28, 2011 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Alan M. Ahart Debtor's Counsel: M Jonathan Hayes, Esq. LAW OFFICE OF M JONATHAN HAYES 9700 Reseda Bl Ste201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@hayesbklaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Mark Kaufman, managing member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ LNR Partners Comm. Property $17,623,808 1601 Washington Ave., #700 Miami Beach, FL 33139-3164 Melting Pot Security Deposit $25,000 6205 Cavalleri Road Malibu, CA 90265 Remedy Skin and Body Security Deposit $15,000 4874 Via Andrea Newbury Park, CA 91320 Hyun Kook Kim Security Deposit $13,000 Dawn Barnes Karate Security Deposit $12,500 Flyberny Holdings Security Deposit $12,500 Canyon Salon Security Deposit $10,000 Luigi Security Deposit $9,500 Studio TYLA Security Deposit $7,500 Nadar Afshani DDS Security Deposit $7,000 Frenzy Security Deposit $6,000 M & M Beautyland Security Deposit $5,500 Quinn Simon Holistic Security Deposit $5,500 Merle Norman Security Deposit $5,000 Royal Oske Property $4,604 Chinese Massage Security Deposit $4,500 Monte Halpern Security Deposit $4,500 Phillipson Security Deposit $3,500 GI Services $3,266 Le's Nails Security Deposit $2,500 Affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Evergreen Plaza Investment-DE, LLC 11-17858 06/28/11 15352 Vanowen Street 11-17870 06/28/11 Apartments-DE, LLC NORTEL NETWORKS: Apple Consortium Offer $4.5BB to Win Patents ------------------------------------------------------------- After a four-day auction that concluded on Thursday, a consortium emerged as the winning bidder with a cash purchase price of US$4.5 billion for the remaining patent portfolio of Nortel Networks Inc. The consortium, identified as Rockstar Bidco, LP, consists of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The significant interest from tech firms for the patents raised the price to five times Google Inc.'s opening bid of $900 million. Ranger Inc., the entity formed by Google, as the stalking horse bidder, will receive at least $25 million as "break-up fee". Google's Android operating system is already the world's number one operating system used in smartphones. Members of the winning consortium mostly comprise of entities using non-Android operating systems for smartphones and tablets. Microsoft, for example, is teaming up with Nokia Oyj, the top cell phone manufacturer in the past decade, to put Windows 7 OS on future Nokia phones. The private auction was held at the offices of law firm Cleary Gottlieb Steen & Hamilton LLP in New York and began June 27. A group led by patent-buying firm RPX Corp., of San Francisco, confirmed to Bloomberg News that it participated in the auction. Top chips manufacturer for desktops Intel Corp., which is also eyeing the smartphone market, was cleared by the Federal Trade Commission to participate in the auction. Details of the auction are confidential. According to Ericsson, which is part of the winning consortium, the Nortel patent portfolio comprises approximately 6,000 patents and patent applications from information and communication technologies industry, including telecommunications, Internet search and social networking. It covers mobile, LTE and data networking as well as optical, Internet, service provider, semiconductors and other patent portfolios. The extensive patent portfolio touches nearly every aspect of telecommunications and additional markets as well, including Internet search and social networking, Canada-based Nortel said. Not including the sale to the consortium, Nortel Network has already raised $3.2 billion from the sale of its businesses. Losing Bid for Google Google and other tech giants have set their eyes on the patents as these can be used to defend against intellectual property lawsuits. Several mobile phone companies have sued Android partners for patent infringement. Google has also been sued by Oracle Corp. over Java. "One of a company's best defenses against this kind of litigation is (ironically) to have a formidable patent portfolio, as this helps maintain your freedom to develop new products and services," Google's general counsel, Kent Walker, said in a company blog in April. "This outcome is disappointing for anyone who believes that open innovation benefits users and promotes creativity and competition," said Mr. Walker, according to a report by The Wall Street Journal. "We will keep working to reduce the current flood of patent litigation that hurts both innovators and consumers." Joint Hearings on July 11 A joint hearing before courts in the United States and Canada will be held July 11 to formally approve the sale. Deadline for objections to the sale is on July 6. Nortel will work diligently with the consortium to close the sale in the third quarter of 2011. Nortel's Existing Deals The existing deals signed by Nortel in connection with its patents could be an issue at the July 11 hearing. Prior to the auction, Microsoft Corp., computer maker Hewlett- Packard Co., mobile phone maker Nokia Oyj, and other technology firms submitted objections to the "free and clear of any liens" sale of Nortel Networks patents to Google Inc. or the winning bidder. Microsoft and Nokia had said in court filings that a free-and-clear patents sale would hurt the whole industry. Microsoft said that Google or the winning bidder cannot be allowed to hold the patents without being bound by licensing deals Nortel made with industry standards settings organizations (SSOs) and other parties. Hewlett Packard, represented by Natasha M. Songonuga, Esq. and David N. Crapo, Esq. at Gibbons P.C. -- nsongonuga@gibbonslaw.com and dcrapo@gibbonslaw.com -- has said in court filings that the sale order should identify licenses agreements between HP and Nortel or its affiliates that are included in the sale. Asset Purchase Agreement A copy of the Rockstar Bidco Asset Purchase Agreement is available at http://bankrupt.com/misc/RockStar_BidCo_APA.pdf A copy of the Rockstar Agreement redlined against the Stalking Horse Agreement is available at: http://bankrupt.com/misc/RockStar_BidCo_APA_redlined.pdf A provision in the Rockstar Bidco APA that was not in the original deal with Google is the "Optioned Licenses." The new deal provides that at any time prior to the closing date, Rockstar and its partners will have the right to require Nortel and its affiliates to enter into one or more licenses in exchange for an aggregate amount of upfront license fees not to exceed $1 billion. The licenses relating to the field of use, scope of licensed products and services, releases by parties other than the Sellers, termination for breach, and assignment or change of control will be determined by the Purchaser and will not be subject to the Sellers' acceptance. Professionals Involved Cleary Gottlieb is the U.S. bankruptcy counsel for Nortel and represented Nortel on the 11 U.S.C. Sec. 363 sale of the patent portfolio. The Rockstar Bidco consortium is represented by: Marilyn Sobel, Esq. PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 1285 Avenue of the Americas New York, NY 10019-6064 Fax: 212-757-3900 E-mail: msobel@paulweiss.com - and - Kyle C. Krpata, Esq. WEIL, GOTSHAL & MANGES LLP 201 Redwood Shores Parkway Redwood Shores, CA 94065 Fax: 650-802-3100 E-mail: kyle.krpata@weil.com - and - Ronit J. Berkovich, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Fax: 212-310-8007 E-mail: ronit.berkovich@weil.com Google is represented by: Philip Mindlin, Esq. Adam O. Emmerich, Esq. Benjamin M. Roth, Esq. WACHTELL, LIPTON, ROSEN & KATZ 51 West 52nd Street New York, New York 10019 Fax: 212-403-2000 E-mail: PMindlin@wlrk.com aoemmerich@wlrk.com BMRoth@wlrk.com Microsoft's counsel can be reached at: Jami B. Nimeroff, Esq. BROWN STONE NIMEROFF LLC 901 N. Market Street, Suite 1300 Wilmington, DE 19801 Tel: (302) 428-8142 Fax: (302) 351-2744 E-mail: jnimeroff@bsnlawyers.com - and - David M. Feldman, Esq. Matthew K. Kelsey, Esq. GIBSON, DUNN & CRUTCHER LLP 200 Park Avenue New York, NY 10166 Tel: (212) 351-4000 (212) 351-6351 Fax E-mail: DFeldman@gibsondunn.com MKelsey@gibsondunn.com About Nortel Networks Nortel Networks (OTC BB: NRTLQ) -- http://www.nortel.com/-- was once North America's largest communications equipment provider. It has sold most of the businesses while in bankruptcy. Nortel Networks Corp., Nortel Networks Inc., and other affiliated corporations in Canada sought insolvency protection under the Companies' Creditors Arrangement Act in the Ontario Superior Court of Justice (Commercial List). Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. The Monitor sought recognition of the CCAA Proceedings in the U.S. by filing a bankruptcy petition under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10164). Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as the Chapter 15 petitioner's counsel. Nortel Networks Inc. and 14 affiliates filed separate Chapter 11 petitions (Bankr. D. Del. Case No. 09-10138) on Jan. 14, 2009. Judge Kevin Gross presides over the case. James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. Certain of Nortel's European subsidiaries also made consequential filings for creditor protection. On May 28, 2009, at the request of the Administrators, the Commercial Court of Versailles, France ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in this Court for recognition of the English Proceedings as foreign main proceedings under chapter 15 of the Bankruptcy Code. Nortel Networks divested off key assets while in Chapter 11. In March 2009, the U.S. Bankruptcy Court entered an order approving the sale of the Layer 4-7 assets to Radware Ltd. as the successful bidder at auction. In July 2009, Nortel sold its CDMA and LTE-related assets to Telefonaktiebolaget LM Ericsson (Publ). In September 2009, the Court Nortel sold its Enterprise Solutions business to Avaya Inc. In October 2009, the Court approved the sale of assets associated with Nortel's Next Generation Packet Core network components to Hitachi, Ltd. On Dec. 2, 2009, the Court approved the sale of assets associated with Nortel's GSM/GSM-R business to Telefonaktiebolaget LM Ericsson (Publ) and Kapsch Carriercom AG. In December 2009, the Debtors sold their Metro Ethernet Networks business to Ciena Corporation. In March 2010, Nortel sold its Carrier Voice Over IP and Application Solutions business to GENBAND Inc. In September 2010, Nortel sold its Multi-Service Switch business to Ericsson. Nortel Networks filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. NU HORIZON: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Nu Horizon, LLC fka Nu Horizon, Inc. 4355 Forest Lane NW Washington, DC 20007 Bankruptcy Case No.: 11-23401 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court District of Maryland (Greenbelt) Debtor's Counsel: Jeffrey M. Sherman, Esq. JACKSON & CAMPBELL 1120 20th Street NW, South Tower Washington, DC 20036 Tel: (202) 457-1613 Fax: (202) 457-1678 E-mail: jsherman@jackscamp.com Estimated Assets: $50,001 to $100,000 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 Mady Jalinous, owner. NURY ESTELAS: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Nury Estelas Enterprises, LLC P.O. Box 381578 Miami, FL 33238 Bankruptcy Case No.: 11-27820 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Robert A. Mark Debtor's Counsel: Henry Hernandez, Esq. NAVARRO HERNANDEZ, P.L. 255 Alhambra Cir #640 Coral Gables, FL 33134 Tel: (305) 447-8707 Fax: (305) 447-3787 E-mail: bankruptcy@nhlawpl.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $0 to $50,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Nury F. Lopez, managing member. ODYSSEY PETROLEUM: Ch. 11 Case to End in 3 Months, Says Parent -------------------------------------------------------------- At the Annual and Special General Meeting of Petrichor Energy Inc. held on Oct. 15, 2010, shareholders approved by special resolution a plan of reorganization of the Company's Mississippi subsidiary, Odyssey Petroleum Corp. under Chapter 11 of the U.S. Bankruptcy Code. As disclosed by Petrichor in February, Iroquois Capital Opportunity Fund retracted its offer to acquire the shares of the Debtor and ODE's lock up agreement with IOC expired in January 2011, allowing the Company to solicit other offers. On May 24, 2011, the U.S. Bankruptcy Court in Mississippi accepted a "stalking horse bid" from an unrelated party who had offered to purchase certain assets of the Debtor for US$9,600,000 and certain Mississippi assets owned by the parent company, Petrichor, for US$1,900,000. The court ordered that a public auction would be held for the Debtor's assets, with the stalking horse bid of US$9,600,000 setting the minimum bid price. Two qualified unrelated bidders were approved by the court, including a designate of IOC. On June 10, 2011 the auction resulted in a final bid to purchase the Debtor's assets, subject to certain conditions, for US$12,000,000, which was accepted by the court. The sale of the Debtor's assets has now closed into escrow, with the proceeds to be administered under the direction of the Bankruptcy Court. The proceeds of the sale will be utilized to fully pay creditors of the Debtor in the near future, with all remaining funds to be returned to Petrichor once the plan has been completed. The Debtor continues to operate under Chapter 11 creditor protection while the plan to distribute payments to the creditors continues. The purchaser is also acquiring certain of Petrichor's assets for US$1,900,000. The Company will retain an approximate 20% working interest in the Verba, Mississippi oil and gas field, a 100% working interest in the Barber Creek, Mississippi oil and gas field, and a 100% interest in the post Chapter 11 Odyssey US. The Chapter 11 proceedings are currently expected to conclude within the next three months. About Odyssey Petroleum Odyssey Petroleum Corp. -- http://www.odysseypetroleum.com/-- is an oil and gas exploration company focused on developing significant oil and natural gas reserves in the southern United States. Odyssey Petroleum U.S. filed under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 10-01482) on April 23, 2010, to seek protection from its creditors while it works through its present financial difficulties. The Company said it is now in negotiations with several parties to obtain funding to move the Company forward, as well as deal with its present liabilities. John D. Moore, Esq., in Ridgeland, Missouri, serves as counsel. The Debtor estimated assets of up to $50,000 and debts of up to $10,000,000 in its Chapter 11 petition. OPEN SOLUTIONS: Bank Debt Trades at 14% Off in Secondary Market --------------------------------------------------------------- Participations in a syndicated loan under which Open Solutions, Inc., is a borrower traded in the secondary market at 86.30 cents- on-the-dollar during the week ended Friday, July 1, 2011, an increase of 0.45 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 212.5 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 18, 2014, and carries Moody's 'B1' rating and Standard & Poor's 'BB-' rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in Glastonbury, Conn., Open Solutions, Inc., is a privately held provider of core data processing and information management software solutions for financial institutions including community banks / thrifts and credit unions. In January 2007, the company was acquired by The Carlyle Group and Providence Equity Partners in a leveraged transaction of roughly $1.4 billion including the assumption of debt. ORAGENICS INC: Hikes Koski Credit Facility to $7 Million -------------------------------------------------------- Oragenics, Inc., entered into a Third Amendment to its Unsecured Revolving Line of Credit with the Koski Family Limited Partnership, the Company's largest shareholder. The Third Amendment increases the available borrowing under the Credit Facility by $2.0 million from $5.0 million to $7.0 million. Dr. John Bonfiglio, the Company's Chief Executive Officer and President, stated, "We are very pleased to have the support of the KFLP as demonstrated by the additional funding being made available by the Third Amendment to our Credit Facility. While we still had $500,000 of borrowing availability under the Credit Facility, we believe the additional $2.0 million of availability will provide us with access to necessary working capital to fund our operations through the end of the year so we can continue to execute on our operational objectives, including continuing to develop the revenue stream from our Evora and ProBiora3 probiotic product lines and enhancing our investor base. Also, the Credit Facility terms continue to enable the Company to seek additional financing since the borrowings under the Credit Facility are subject to conversion at terms agreed upon with any new financing." The entering into of the Amendment was approved by the Company's Audit Committee and disinterested directors. Future draws of the additional amounts provided under the Third Amendment to the Credit Facility are able to be made in $1,000,000 increments in August and October 2011. About Oragenics Inc. Tampa, Fla.-based Oragenics, Inc. (OTC BB: ORNI) -- http://www.oragenics.com/-- is a biopharmaceutical company focused primarily on oral health products and novel antibiotics. Within oral health, Oragenics is developing its pharmaceutical product candidate, SMaRT Replacement Therapy, and also commercializing its oral probiotic product, ProBiora3. Within antibiotics, Oragenics is developing a pharmaceutical candidate, MU1140-S and intends to use its patented, novel organic chemistry platform to create additional antibiotics for therapeutic use. The Company's balance sheet at March 31, 2011, showed $1.2 million in total assets, $4.5 million in total liabilities, and a stockholders' deficit of $3.3 million. As reported in the TCR on April 5, 2011, Kirkland, Russ, Murphy & Tapp, P.A., in Clearwater, Fla., expressed substantial doubt about Oragenics' ability to continue as a going concern, following the Company 2010 results. The independent auditors noted that the Company has incurred recurring operating losses, negative operating cash flows and has an accumulated deficit. OPUS WEST: Mainspring Buys Buildings from BofA for $60-Mil. ----------------------------------------------------------- Peter Corbett at the Arizona Republic reports that MainSpring Capital Group, through its Pima Parkway Venture LLC, bought eight office buildings at the Pima Center in Scottsdale, totaling 547,000 square feet, from an affiliate of Bank of America for $60 million. According to the report, Opus West, previous owner of the property northwest of Via de Ventura and Loop 101, filed for Chapter 11 bankruptcy protection in July 2009. MainSpring's new office buildings are 70 percent occupied. Its tenants include First American Title, Mutual of Omaha Bank, Pinnacle Oncology, Scottsdale Insurance and Rural/Metro Corp. About Opus West Corporation Based in Phoenix, Arizona, Opus West Corporation is a full-service real estate development firm that focuses on acquiring, constructing, operating, managing, leasing and/or disposing of real estate development projects primarily located in the western United States. Opus West and its affiliates filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 09-34356) on July 6, 2009. Clifton R. Jessup, Jr., at Greenberg Traurig, LLP, represents the Debtors in their restructuring efforts. Franklin Skierski Lovall Hayward, LLP, is co-counsel to the Debtors. Pronske & Patel, P.C., is conflicts counsel. Chatham Financial Corp. is financial advisor. BMC Group is the Company's claims and notice agent. As of May 31, Opus West -- together with its non-debtor affiliates -- had $1,275,334,000 in assets against $1,462,328,000 in debts. In its bankruptcy petition, Opus West said it had assets and debts both ranging from $100 million to $500 million. Opus West joins affiliates that previously filed for bankruptcy. Opus East LLC, a real estate operator from Rockville, Maryland, commenced a Chapter 7 liquidation on July 1 in Delaware. Opus South Corp., a Florida condominium developer based in Atlanta, filed a Chapter 11 petition April 22, 2009, in Delaware. OXIGENE INC: Files Supplement to $4 Million Common Stock Offering ----------------------------------------------------------------- OXiGENE, Inc., on June 29, 2011, filed a prospectus supplement to the Company's shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission relating to the sale of an additional $4,000,000 of OXiGENE common stock from time to time pursuant to the At Market Issuance Sales Agreement, dated July 21, 2010, by and between OXiGENE and McNicoll, Lewis & Vlak LLC, as Agent. The Company previously filed with the SEC a prospectus supplement dated July 21, 2010, relating to the sale of 14,250,000 shares of common stock pursuant to the Agreement, a prospectus supplement dated Jan. 31, 2011, relating to the sale of up to an offering amount of $4,790,000 of common stock pursuant to the Agreement, and a prospectus supplement dated June 1, 2011, relating to the sale of up to an offering amount of $6,110,000 of common stock pursuant to the Agreement. As of June 28, 2011, shares of common stock in an aggregate offering amount of $15,179,706 have been sold under the July 21, 2010, Jan. 1, 2011, and June 1, 2011, prospectus supplements, and no further sales of shares will be made under such prospectus supplements. Sales of common stock under the June 29, 2011, prospectus supplement will be made from time to time as market conditions warrant, in the Company's discretion. About OXiGENE Inc. South San Francisco, Calif.-based OXiGENE (Nasdaq: OXGN) -- http://www.oxigene.com/-- is a clinical-stage biopharmaceutical company developing novel therapeutics to treat cancer and eye diseases. The Company reported a consolidated net loss of $23.77 million on $0 of license revenue for the year ended Dec. 31, 2010, compared with a consolidated net loss of $28.94 on $0 of license revenue during the prior year. As reported by the Troubled Company Reporter on March 23, 2011, Ernst & Young 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. Ernst & Young noted that the Company has incurred recurring operating losses and will be required to raise additional capital, alternative means of financial support, or both, prior to Jan. 1, 2012 in order to sustain operations. According to Ernst & Young, the ability of the Company to raise additional capital or alternative sources of financing is uncertain. The Company's balance sheet at March 31, 2011, showed $3.85 million in total assets, $2.80 million in total liabilities, and $1.04 million in total stockholders' equity. PASTIMES LLC: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Pastimes, LLC dba Nickels Casino dba Sidecar Liquor Store aka Nickels Gaming Parlour aka "Nickels" 2100 N Main St. Helena, MT 59601 Bankruptcy Case No.: 11-61244 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court District of Montana (Butte) Judge: Ralph B. Kirscher Debtor's Counsel: Benjamin C. Tiller, Esq. THE LAW OFFICES OF BENJAMIN C TILLER P.O. Box 1262 Helena, MT 59624 Tel: (406) 422-7912 E-mail: tiller@bctlaw.com Estimated Assets: $100,001 to $500,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mtb11-61244.pdf The petition was signed by Robert N. Gilbert, managing member. PATIENT SAFETY: Amends Form S-1 for 31.24-Mil. Shares Sale ---------------------------------------------------------- Patient Safety Technologies, Inc., filed with the U.S. Securities and Exchange Commission an Amendment No. 1 to Form S-1 registration statement relating to the offering by the selling stockholders of Patient Safety Technologies, Inc., of up to 31,244,769 shares of common stock, par value $0.33 per share. All of the shares of common stock offered by the prospectus are being sold by the selling stockholders. These shares include 19,174,389 issued and outstanding shares of common stock, 8,492,533 shares of common stock issuable upon conversion of the Company's issued and outstanding Series B Convertible Preferred Stock, or Series B Preferred Stock, and 3,577,847 shares of common stock underlying unexercised warrants to purchase common stock. The Company's filing of the registration statement, of which this prospectus is a part, is intended to satisfy the Company's obligations to the selling stockholders to register for resale these shares of common stock. The selling stockholders have advised the Company that they will sell the shares of common stock from time to time in the open market, on the OTC QB market operated by OTC Markets Group, Inc., or any other stock exchange, market or trading facility on which the Company's shares are traded, in privately negotiated transactions or a combination of these methods, at market prices prevailing at the time of sale or at prices related to the prevailing market prices or at negotiated prices. The selling stockholders may sell the common shares to or through underwriters, brokers or dealers or directly to purchasers. Underwriters, brokers or dealers may receive discounts, commissions or concessions from the selling stockholders, purchasers in connection with sales of the common shares, or both. The Company will not receive any proceeds from the sale of common stock by the selling stockholders. The Company will receive proceeds from the selling stockholders from any exercise of their warrants made on a cash basis. The Company's common stock is traded on the OTC QB market operated by OTC Markets Group, Inc., under the symbol "PSTX". On June 27, 2011, the closing price of the Company's common stock was $1.45 per share. About Patient Safety Technologies Patient Safety Technologies, Inc. (OTC: PSTX) -- http://www.surgicountmedical.com/-- through its wholly owned operating subsidiary SurgiCount Medical, Inc., provides the Safety-Sponge(TM) System, a system designed to improve the standard of patient care and reduce health care costs by preventing the occurrence of surgical sponges and other retained foreign objects from being left inside patients after surgery. RFOs are among one of the most common surgical errors. Patient Safety reported net income of $2.00 million on $14.79 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $17.53 million on $4.50 million of revenue during the prior year. The Company's balance sheet at March 31, 2011, showed $13.27 million in total assets, $3.13 million in total liabilities, all current, and $10.14 million in total stockholders' equity. In its March 31, 2010 report, Squar, Milner, Peterson, Miranda & Williamson, LLP, in San Diego, California, noted that the Company's significant recurring net losses through Dec. 31, 2009, and significant working capital deficit as of Dec. 31, 2009, raise substantial doubt about the Company's ability to continue as a going concern. PBMS INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: PBMS, Inc. dba Premier Building Maintenance Services, Inc. dba Premier Landscaping Services 1909 Wilshire Blvd. Los Angeles, CA 90057 Bankruptcy Case No.: 11-37653 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Ellen Carroll Debtor's Counsel: Alan F. Broidy, Esq. LAW OFFICES OF ALAN F. BROIDY, APC 1925 Century Park E 17th Fl Los Angeles, CA 90067 Tel: (310) 286-6601 Fax: (310) 286-6610 E-mail: alan@broidylaw.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-37653.pdf The petition was signed by Bryant S. Kim/Suzie Kim, president/CFO. PENSON WORLDWIDE: Moody's Reviews 'B1' CFR for Downgrade -------------------------------------------------------- Moody's Investors Service placed Penson Worldwide, Inc.'s ratings under review for possible downgrade. This action results from Moody's concerns regarding corporate governance and controls at Penson as well as the company's deteriorating financial condition. These ratings of Penson Worldwide, Inc., were placed on review for possible downgrade: Issuer: Penson Worldwide, Inc. -- Corporate Family Rating, Placed on Review for Possible Downgrade, currently B1 -- Senior Secured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently B1 Outlook Actions: Issuer: Penson Worldwide, Inc. --Outlook, Changed To Rating Under Review From Stable Moody's concern regarding corporate governance and controls at Penson is as a result of the company's recent disclosure of $42.6 million of "non-core" receivables that are on non-accrual status. The receivables are collateralized by bonds issued by the Retama Development Authority and certain other interests in a horse racing track and other related real estate. In addition, Penson's main source of revenue is clearing and commission fees on executed trades and interest income from client balances. Due to an industry-wide slump in trading volumes and the currently low interest rate environment, Penson has had several quarters of operating losses. Consequently, cash flow leverage (as measured by Debt/EBITDA) has increased to approximately 10x, based upon the last twelve months results. In its review, Moody's will focus on Penson's corporate governance policies and practices. Moody's noted it will also focus on the company's financial ability to withstand a potential prolonged contraction in trading volumes and transaction fees associated with the current stagnant economic environment. The principal methodology used in this rating was the Global Securities Industry Methodology published in December 2006. PERKINS & MARIE: Former Stuart Restaurant for Sale of Lease ----------------------------------------------------------- TCPalm reports that the former Perkins Restaurant & Bakery site on U.S. 1 in Stuart, Florida has been put up for sale or lease. Though the Perkins restaurant in Port St. Lucie remains open, the company closed its restaurant at 2583 S.E. Federal Highway in Stuart on June 15, two days after the company filed for Chapter 11 protection. According to the report, a few days earlier, Perkins & Marie Callender's Inc., the Memphis, Tenn.-based company that owns or franchises about 600 restaurants, filed for bankruptcy with a debt-restructuring plan that would give control of the company to Wayzata Investment Partners LLC. The Stuart restaurant was one of 58 restaurants the company closed as part of its restructuring plan. The company had 160 owned and 314 franchised Perkins restaurants and 85 owned and 37 franchised Marie Callender's. About Perkins & Marie Callender's Inc. Based in Memphis, Tennessee, Perkins & Marie Callender's Inc., fka The Restaurant Company, is the owner or franchiser of nearly 600 family-dining restaurants, the Perkins Restaurants and Marie Callender's. Perkins & Marie and several affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-11795) on June 13, 2011. Perkins & Marie disclosed $290 million in assets and $441 million in debt as of the Chapter 11 filing. Judge Kevin Gross presides over the case. Robert S. Brady, Esq., and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt & Taylor, LLP; and Mitchel H. Perkiel, Esq., Hollace T. Cohen, Esq., and Brett D. Goodman, Esq., at Troutman Sanders, LLP, serve as bankruptcy counsel. The Debtors' financial advisors are Whitby, Santarlasci & Company. Their claims agent is Omni Management Group, LLC. DIP lender Wells Fargo is represented by lawyers at Paul, Hastings, Janofsky & Walker LLP. PHILADELPHIA ORCHESTRA: Claims $16 Million in Assets ---------------------------------------------------- Peter Dobrin at the Inquirer Music Critic reports that the Philadelphia Orchestra Association claimed $16 million in assets and $700,000 in liabilities in a recent filing attached to its Chapter 11 petition in U.S. Bankruptcy Court. But, according to the report, pending the outcome of labor negotiations and related legal maneuvers, a very different view of the orchestra's fortunes may emerge in coming weeks. That's because not included in those totals, and unspecified in the filings, are amounts due, or possibly due, to the staff and musicians' pension funds. "There's $40 [million] or $50 million in under-funded pension exposure that's not reflected," the report quotes Lawrence G. McMichael, the association's bankruptcy attorney from Dilworth Paxson L.L.P., as saying. About the Philadelphia Orchestra The Philadelphia Orchestra -- http://www.philorch.org/-- claims to be among the world's leading orchestras. Bloomberg News says the orchestra became the first major U.S. symphony to file for bankruptcy protection, surprising the music world. Previous conductors include Fritz Scheel (1900-07), Carl Pohlig (1907-12), Leopold Stokowski (1912-41), Eugene Ormandy (1936-80), Riccardo Muti (1980-92), Wolfgang Sawallisch (1993-2003), and Christoph Eschenbach (2003-08). Charles Dutoit is currently chief conductor, and Yannick Nezet-Seguin has assumed the title of music director designate until he takes up the baton as The Philadelphia Orchestra's next music director in 2012. The Philadelphia Orchestra Association, The Academy of Music of Philadelphia, Inc., and Encore Series, Inc., filed separate Chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 11-13098 to 11-13100) on April 16, 2011. Judge Eric L. Frank presides over the case. The Philadelphia Orchestra Association is being advised by Dilworth Paxson LLP, its legal counsel, and Alvarez & Marsal, its financial advisor. Curley, Hessinger & Johnsrud serves as its special counsel. In its petition, Philadelphia Orchestra estimated $10 million to $50 million in assets and debts. Encore Series, Inc., tapped EisnerAmper LLP as accountants and financial advisors. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed seven members to the official committee of unsecured creditors in the Debtors' case. PLATINUM STUDIOS: Accepts Resignations of Two Directors ------------------------------------------------------- The Board of Directors of Platinum Studios, Inc., accepted the resignations of Lawrence White and Jill Zimmerman from their positions on the Company's Board of Directors. The resignations of Mr. White and Ms. Zimmerman were not the result of any disagreements, of any kind, with the Company. About Platinum Studios Los Angeles, Calif.-based Platinum Studios, Inc., controls a library consisting of more than 5,000 characters and is engaged principally as a comics-based entertainment company adapting characters and storylines for production in film, television, publishing and all other media. The Company reported a net loss of $9.94 million on $2.27 million of revenue for the year ended Dec. 31, 2010, compared with a net loss of $3.38 million on $292,940 of revenue during the prior year. The Company's balance sheet at March 31, 2011, showed $10.34 million in total assets, $27.63 million in total liabilities, all current, and a $17.29 million total shareholders' deficit. The Company is also delinquent in payment of $120,026 for payroll taxes as of March 31, 2011, and in default of certain of its short term notes payable. These matters raise substantial doubt about the Company's ability to continue as a going concern. As reported by the TCR on April 21, 2011, HJ Associates & Consultants, LLP, in Salt Lake City, Utah, 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 which have resulted in an accumulated deficit. PRISZM INCOME: Obtains Sept. 30 Extension of CCAA Stay Period ------------------------------------------------------------- Priszm Income Fund successfully obtained an Order from the Ontario Superior Court of Justice (Commercial Division) extending the stay period in its Companies' Creditors Arrangement Act ("CCAA") proceeding to September 30, 2011. The Company also received approval of the appointment of Jim Robertson, the Company's current COO as the new Chief Restructuring Officer effective July 1, 2011. Furthermore, the court approved a process to solicit claims in respect of any obligations and liabilities of the current or former directors and officers or the CRO of the Priszm entities. About Priszm Income Fund Priszm Income Fund holds approximately a 60 per cent interest in Priszm Limited Partnership, which owns and operates more than 400 quick service restaurants in seven provinces across Canada. The KFC, Taco Bell and Pizza Hut restaurants under Priszm serve more than one million customers a week and employ approximately 6,500 people. Approximately 100 locations are multi-branded, combining two or more of the Fund's restaurant concepts. PROAM ENTERPRISE: Case Summary & 15 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Proam Enterprise, Inc. 13073 East 166th Street Cerritos, CA 90703 Bankruptcy Case No.: 11-37686 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Central District Of California (Los Angeles) Judge: Sandra R. Klein Debtor's Counsel: Naveen Madala, Esq. MADALA LAW GROUP 221 N Harbor Blvd Suite D Fullerton, CA 92832 Tel: (714) 888-6850 Fax: (714) 888-6851 E-mail: naveen@madalalawgroup.com Estimated Assets: $0 to $50,000 Estimated Debts: $10,000,001 to $50,000,000 A list of the Company's 15 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-37686.pdf The petition was signed by Don Jong-Hun Park, president. QUANTUM CORP: Paul Orlin Discloses 5.2% Equity Stake ---------------------------------------------------- In a Schedule 13G filing with the U.S. Securities and Exchange Commission, Paul E. Orlin and his affiliates disclosed that they beneficially own 11,965,000 shares of common stock of Quantum Corporation representing 5.2% of the shares outstanding. A full- text copy of the filing is available at no charge at: http://is.gd/NtEMgy About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. The Company's balance sheet at March 31, 2011, showed $430.96 million in total assets, $492.07 million in total liabilities and a $61.11 million total stockholders' deficit. In January 2011, Moody's Investors Service upgraded Quantum Corporation's Corporate Family and Probability of Default ratings to B2 from B3 and revised the ratings on the senior secured debt obligations to Ba3 from B1. The rating outlook is positive. The upgrade of the CFR to B2 reflects Quantum's improved operating performance, which stems from strong customer adoption and growth of its higher margin branded disk-based systems and software products, which Moody's expects to continue in FY12. In March 2011, Standard & Poor's Ratings Services raised its corporate credit rating on storage manufacturer Quantum Corp. to 'B' from 'B-'. The outlook is stable. "The upgrade reflects that the company has posted four sequential quarters of sustained EBITDA generation, despite ongoing declines in its core tape business and the absence of an EMC licensing arrangement," said Standard & Poor's credit analyst Lucy Patricola. In addition, debt/EBITDA has been stable for the last four quarters at about 4x and reduced from 2009 levels, primarily reflecting application of free cash flow to debt reduction. QUANTUM FUEL: Closes Common Stock Units Offering ------------------------------------------------ Quantum Fuel Systems Technologies Worldwide, Inc., on June 24, 2011, closed its private placement offering of Common Stock Units to accredited investors, which was originally disclosed by the Company on Form 8-K filed with the Securities and Exchange Commission on June 15, 2011. Each Common Stock Unit consisted of 100 shares of common stock and a warrant to purchase up to an additional 60 shares of common stock. The Company received aggregate gross proceeds totaling $7,817,399 from the Offering and issued to the Investors 2,504,927 shares of common stock and warrants to purchase up to 1,502,941 shares. Investor Warrants for up to 1,445,862 shares of common stock have an exercise price of $3.85 per share and the remaining Investor Warrants for up to 57,079 shares of common stock have an exercise price of $3.90 per share. The Investor Warrants are not exercisable for six months, have a five year term and contain standard anti-dilution provisions. The Investor Warrants permit cashless exercise unless the resale of the shares underlying the Investor Warrants have been registered under the Securities Act, in which case, they must be exercised for cash. J.P. Turner & Company, LLC, served as the exclusive placement agent in the Offering, and in consideration for its services received (i) an aggregate cash fee of approximately $878,248, (ii) a concession warrant with a term of seven years to purchase up to 307,250 shares of common stock at an exercise price of $3.85 per share, (iii) a second concession warrant with a term of seven years to purchase up to 12,261 shares of common stock at $3.90 per share, and (iv) a retainer warrant with a term of seven years to purchase up to 450,000 shares of common stock at an exercise price of $3.12 per share. The Placement Agent Warrants have identical terms with the exception of the exercise price per share. The Placement Agent Warrants cannot be exercised for a period of six months from the date of issuance, contain a cashless exercise feature and standard anti-dilution provisions. The Company, the Investors and the Placement Agent also entered into a Registration Rights Agreement pursuant to which the Company agreed to file a registration statement within 30 calendar days of the final closing of the Offering to register the resale of the shares of common stock acquired by the Investors, and to register the resale of the shares issuable upon exercise of the Investor Warrants and the Placement Agent Warrants. The Company also agreed to use its best efforts to cause the registration statement to be declared effective within 60 days of the Required Filing Date. In the event the Company fails to file the registration statement by the Required Filing Date, then the Company is obligated to immediately pay the Investors as compensation for such delay an amount equal to 1.5% of the gross proceeds received from the Offering. If the registration statement is not declared effective by the Required Effective Date, then the Company is obligated to pay the Investors as compensation for such delay an amount equal to 1.5% of the gross proceeds from the Offering for each 30-day period, or portion thereof, until the registration statement is declared effective; provided, however, the maximum aggregate amount that the Company is obligated to pay the Investors under the Registration Rights Agreement cannot, under any circumstances, exceed 12% of the gross proceeds from the Offering. About Quantum Fuel Based in Irvine, California, Quantum Fuel Systems Technologies Worldwide, Inc., is a fully integrated alternative energy company and considers itself a leader in the development and production of advanced clean propulsion systems and renewable energy generation systems and services. Quantum Fuel and its senior lender, WB QT, LLC, entered into a Ninth Amendment to Credit Agreement and a Forbearance Agreement on Jan. 3, 2011. The Senior Lender agreed to provide the Company with a $5.0 million non-revolving line of credit, which may be drawn upon at any time prior to April 30, 2011. Advances under the New Line of Credit do not bear interest -- unless an event of default occurs, in which case the interest rate would be 10% per annum -- and mature on April 30, 2011. The Senior Lender also agreed to forbear from accelerating the maturity date for any portion of the Senior Debt Amount and from exercising any of its rights and remedies with respect to the Senior Debt Amount until April 30, 2011. The Company's balance sheet at Jan. 31, 2011, showed $72.09 million in total assets, $45.07 million in total liabilities and $27.02 million in total equity. The Company reported a net loss attributable to stockholders of $10.82 million on $12.05 million of total revenue for the nine months ended Jan. 31, 2011, compared with a net loss attributable to stockholders of $40.78 million on $7.23 million of total revenue for the same period during the prior year. QUANTUM FUEL: Incurs $11.03 Million Net Loss in Fiscal 2011 ----------------------------------------------------------- Quantum Fuel Systems Technologies Worldwide, Inc., reported a net loss attributable to stockholders of $208,473 on $8.22 million of total revenue for the three months ended April 30, 2011, compared with a net loss attributable to stockholders of $5.50 million on $2.37 million of total revenue for the same period during the prior year. The Company also reported a net loss attributable to stockholders of $11.03 million on $20.27 million of total revenue for the year ended April 30, 2011, compared with a net loss attributable to common stockholders of $46.29 million on $9.60 million of total revenue during the prior year. Alan P. Niedzwiecki, President and CEO, stated, "Our continued revenue growth and improved operating performance is being driven by the Fisker Karma launch, new customer programs, strong diversification in our customer base, and continued development and application of emerging technologies. We are excited about the number of new programs initiated over the last six months and the opportunity for these programs to generate significant revenues for the company over the next several years." Mr. Niedzwiecki continued, "These programs cut across several technologies including battery electric, plug-in hybrid electric, natural gas vehicles and hydrogen fuel cell electric vehicles. Over the last several months, we have been successful in securing government funds, introducing our new F-Drive hybrid propulsion system, and announcing a partnership with Dow Chemical/Dow Kokam on the commercialization of an F-150 PHEV program." A full-text copy of the press release announcing the financial results is available for free at http://is.gd/MODLsG About Quantum Fuel Based in Irvine, California, Quantum Fuel Systems Technologies Worldwide, Inc., is a fully integrated alternative energy company and considers itself a leader in the development and production of advanced clean propulsion systems and renewable energy generation systems and services. Quantum Fuel and its senior lender, WB QT, LLC, entered into a Ninth Amendment to Credit Agreement and a Forbearance Agreement on Jan. 3, 2011. The Senior Lender agreed to provide the Company with a $5.0 million non-revolving line of credit, which may be drawn upon at any time prior to April 30, 2011. Advances under the New Line of Credit do not bear interest -- unless an event of default occurs, in which case the interest rate would be 10% per annum -- and mature on April 30, 2011. The Senior Lender also agreed to forbear from accelerating the maturity date for any portion of the Senior Debt Amount and from exercising any of its rights and remedies with respect to the Senior Debt Amount until April 30, 2011. The Company's balance sheet at Jan. 31, 2011, showed $72.09 million in total assets, $45.07 million in total liabilities and $27.02 million in total equity. The Company recorded a net loss of $28.0 million in fiscal 2009, compared to a net loss of $86.8 million in fiscal 2008. RADIENT PHARMACEUTICALS: Common Stock Removed from NYSE Amex ------------------------------------------------------------ The NYSE Amex notified the U.S. Securities and Exchange Commission regarding the removal from listing or registration of Radient Pharmaceuticals Corp.'s common stock. About Radient Pharmaceuticals Headquartered in Tustin, Calif., Radient Pharmaceuticals Corporation -- http://www.Radient-Pharma.com/-- is engaged in the research, development, manufacturing, sale and marketing of its ONKO-SURE(TM) a proprietary IVD Cancer Test in the United States, Canada, China, Chile, Europe, India, Korea, Taiwan, Vietnam and other markets throughout the world. Radient said in October 2010 it incurred a trigger event on the 12% Convertible Notes issued in first and second quarter of 2010 due to its failure to have the related registration statement declared effective by June 1, 2010. The Company filed on Sept. 7, 2010, an Event of Default under those same notes occurred since it did not hold the related shareholder meeting by Aug. 31, 2010. The Company reported a net loss of $85.71 million on $231,662 of net revenues for the year ended Dec. 31, 2010, compared with a net loss of $16.62 million on $8.62 million of net revenues during the prior year. The Company's balance sheet at March 31, 2011, showed $5.56 million in total assets, $19.04 million in total liabilities, all current, and a $13.48 million total stockholders' deficit. RPC's Form 10-K for the fiscal year ended Dec. 31, 2010, included an audit opinion with a "going concern" explanatory paragraph. As reported by the TCR on May 31, 2011, KMJ Corbin & Company LLP, in Costa Mesa, California, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred significant operating losses, had negative cash flows from operations in 2010 and 2009, and has a working capital deficit of approximately $53 million at Dec. 31, 2010. REID PARK: U.S. Trustee Unable to Form Committee ------------------------------------------------ The United States Trustee Christopher Pattock advises the Bankruptcy Court that a committee under 11 U.S.C. Sec. 1102 has not been appointed because an insufficient number of persons holding unsecured claims against the debtor have expressed interest in serving on a committee. The U.S. Trustee reserves the right to appoint such a committee should interest develop among the creditors. The notice was filed by United States Trustee Christopher Pattock. Reid Park Properties LLC is the owner of the Doubletree Hotel Tucson located in South Alernon Way in Tucson, Arizona. The nine- story property has 287 rooms. It was purchased for $31.8 million in 2007 by an affiliate of Transwest Properties Inc. Reid Park filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 11-15267) on May 26, 2011. According to its bankruptcy petition, Reid Park has $52 million in liabilities and $14 million in assets. The Law Offices of Eric Slocum Sparks, P.C., serves as its legal counsel. RITE AID: Bank Debt Trades at 5% Off in Secondary Market -------------------------------------------------------- Participations in a syndicated loan under which Rite Aid Corp. is a borrower traded in the secondary market at 95.40 cents-on-the- dollar during the week ended Friday, July 1, 2011, an increase of 0.19 percentage points from the previous week according to data compiled by Loan Pricing Corp. and reported in The Wall Street Journal. The Company pays 175 basis points above LIBOR to borrow under the facility. The bank loan matures on May 25, 2014, and carries Moody's 'B3' rating and Standard & Poor's 'B+' rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Rite Aid Corp. Drugstore chain Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, has more than 4,700 stores in 31 states and the District of Columbia and fiscal 2010 annual revenues of $25.7 billion. Rite Aid carries 'Caa2' probability of default and corporate family ratings from Moody's Investors Service. It has a 'B-' corporate credit rating from Standard & Poor's Ratings Services. The TCR reported on Feb. 21, 2011 that Standard & Poor's Ratings Services said that it assigned its 'B+' issue rating and '1' recovery rating to Rite Aid Corp.'s proposed $343 million senior secured term loan tranche 5 due 2018. The '1' recovery rating indicates S&P's expectation for very high (90%-100%) recovery in the event of a payment default. According to the company, it will use the proceeds to repay about $321 million in borrowings under its tranche 3 term loan due 2014. "The ratings reflect the difficulties Rite Aid faces in improving its well-below-average operating performance relative to its peers, especially amid intense industry competition," said Standard & Poor's credit analyst Ana Lai. They also reflect the company's significant debt burden and thin cash flow protection measures. As reported by the Troubled Company Reporter on Feb. 22, 2011, Moody's assigned a B3 rating to Rite Aid Corp.'s proposed $343 million Tranche 5 senior secured first lien term loan due 2018. All other ratings including its Caa2 Corporate Family Rating, Caa2 Probability of Default Rating, and SGL-3 Speculative Grade Liquidity rating were affirmed. The rating outlook is stable. The proceeds will be used to repay the $343 million (including $21.2 original issue discount) Tranche 3 term loan due 2014. Following the repayment, the Tranche 3 term loan will be retired and its B3 rating withdrawn. Rite Aid Corp. reported a net loss of $63.08 million on $6.39 billion of revenue for the 13 weeks ended May 28, 2011, compared with a net loss of $73.68 million on $6.39 billion of revenue for the 13 weeks ended May 29, 2010. The Company's balance sheet at May 28, 2011, showed $7.50 billion in total assets, $9.77 billion in total liabilities and a $2.27 billion total stockholders' deficit. ROTECH HEALTHCARE: Submits Re-Listing Application to NASDAQ ----------------------------------------------------------- Rotech Healthcare Inc., on June 28, 2011, submitted its application for relisting of the Company's common stock on the NASDAQ Global Market. The listing application is subject to review and approval by NASDAQ's Listing Qualifications department for compliance with all NASDAQ Stock Market standards. The Company anticipates the NASDAQ review process to last approximately two months or longer before completion. While the Company intends to satisfy all of NASDAQ's requirements for relisting, there can be no assurance that its application will be approved, or of when or if its common shares will be listed on the NASDAQ Stock Market or another stock exchange. The Company's common stock will continue to trade on the OTC Bulletin Board under its current symbol, ROHI, during the NASDAQ review process. About Rotech Healthcare Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI) -- http://www.rotech.com/-- provides home medical equipment and related products and services in the United States, with a comprehensive offering of respiratory therapy and durable home medical equipment and related services. The company provides equipment and services in 48 states through approximately 500 operating centers located primarily in non-urban markets. The Company reported a net loss of $4.20 million on $496.42 million of net revenue for the year ended Dec. 31, 2010, compared with a net loss of $21.08 million on $479.87 million of net revenue during the prior year. The Company's balance sheet at March 31, 2011, showed $296.20 million in total assets, $66.40 million in total liabilities, all current, and a $285.40 million total stockholders' deficiency. * * * In October 2010, Standard & Poor's Ratings Services raised its corporate credit rating on Rotech Healthcare to 'B-' from 'CCC'. The outlook is positive. In the March 22, 2011, edition of the TCR, Standard & Poor's Ratings Services said that it raised its corporate credit rating to 'B' from 'B-' on Orlando, Fla.-based Rotech Healthcare Inc., following the completion of the company's $290 million second-lien senior secured notes offering. "The ratings on Rotech Healthcare Inc. reflect the company's weak business risk profile, incorporating Rotech's exposure to Medicare reimbursement reductions for its products and services," said Standard & Poor's credit analyst Jesse Juliano. The rating also reflects the company's highly leveraged financial risk profile. As reported by the Troubled Company Reporter on March 10, 2011, Moody's Investors Service upgraded Rotech Healthcare Inc.'s Corporate Family Rating and Probability of Default Rating to B2 from Caa1 in connection with the proposed refinancing of the company's senior subordinated notes due 2012 with a new $290 million of senior secured notes offering due 2018. The B2 Corporate Family Rating reflects Moody's expectation that the company will continue its trend of improving credit metrics through better operating performance and small strategic acquisitions. Moody's expects credit metrics to be relatively weak, albeit in line with the B2 rating with debt-to-EBITDA leverage of approximately 4.9 times at the time of the transaction. However Moody's also expects additional de- leveraging over time through EBITDA expansion and the generation of modest free cash flow. ROYAL MEADOWS: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Royal Meadows, Inc. 96-62 Queens Boulevard Rego Park, NY 11374 Bankruptcy Case No.: 11-45592 Chapter 11 Petition Date: June 28, 2011 Court: U.S. Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Elizabeth S. Stong Debtor's Counsel: Lawrence Morrison, Esq. MORRISON LAW OFFICES, P.C. 140 East 45th Street, 19th Floor New York, NY 10017 Tel: (212) 655-3582 Fax: 646-390-5095 E-mail: morrlaw@aol.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 Mohamed El-Goarany, president. RVTC LIMITED: Case Summary & 7 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: RVTC Limited Partnership fka Fair Prospects, L.P. Rialto Village Limited Partnership 25111 IH 10 W San Antonio, TX 78257 Bankruptcy Case No.: 11-52240 Chapter 11 Petition Date: June 29, 2011 Court: U.S. Bankruptcy Court Western District of Texas (San Antonio) Judge: Leif M. Clark Debtor's Counsel: Thomas Rice, Esq. COX SMITH MATTHEWS INCORPORATED 112 E. Pecan Street, #1800 San Antonio, TX 78205 Tel: (210) 554-5511 Fax: (210) 226-8395 E-mail: trice@coxsmith.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Danny Van De Walle, vice president and assistant secretary. Debtor's List of 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ MBC Engineers Trade Debt $56,945 1035 Central Parkway North San Antonio, TX 78232 Brown & Ortiz, P.C. Professional Fees $7,845 112 E. Pecan St., Suite 13 San Antonio, TX 78205 Durand-Hollis Rupe Architects Trade Debt $4,500 14603 Huebner Road, Building 18 San Antonio, TX 78230 Michel Law Firm, P.C. Professional Fees $3,645 Law Office of Daniel P. Whitworth Professional Fees $3,309 P.C. Legacy Real Estate Ventures, LLC Trade Debt $1,534 Akin Gump Strauss Hauer & Feld Professional Fees $679 LLP SALON MEDIA: Incurs $2.58 Million Net Loss in Fiscal 2011 --------------------------------------------------------- Salon Media Group, Inc., filed with the U.S. Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss attributable to common stockholders of $2.58 million on $4.57 million of net revenues for the year ended March 31, 2011, compared with a net loss attributable to common stockholders of $4.86 million on $4.29 million of net revenues during the prior year. The Company's balance sheet at March 31, 2011, showed $1.63 million in total assets, $10.63 million in total liabilities and a $9.00 million total stockholders' deficit. Burr Pilger Mayer, Inc., in San Francisco, California, expressed substantial doubt about the Company's ability to continue as a going concern following the fiscal 2011 results. The independent auditors noted that the Company has suffered recurring losses and negative cash flows from operations and has an accumulated deficit of $108.4 million at March 31, 2011. A full-text copy of the Form 10-K is available for free at: http://is.gd/mpwp8A About Salon Media San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB) -- http://www.Salon.com/-- is an online news and social networking company and an Internet publishing pioneer. SANTA ROSA: Moody's Lowers Revenue Bond Rating to 'Ca' ------------------------------------------------------ Moody's Investors Service has downgraded to Ca from Caa3 the Santa Rosa Bay Bridge Authority revenue bonds due to the expected depletion of the debt service reserve fund and expected default on the next scheduled debt service payment of approximately $5 million due on July 1, 2011. As a result of shortfalls in gross revenue pledged to the bonds, the bond trustee will not be making the July 1, 2011 payment. According to the trustee, this default situation appears likely to persist for some time and the trustee is currently exploring options available for bondholders. RATINGS RATIONALE Operations and maintenance expenses of the bridge are funded by the Florida Department of Transportation. In Moody's view it is highly likely that FDOT will not expand its support of the project beyond coverage of O&M. Once the authority defaults on its bonds, Moody's is concerned that FDOT may have less incentive to continue to pay O&M if bondholders assert their rights to remedies in the bond indenture. Resignations of the SRBBA board and cancellation of the board's upcoming meeting further complicates any potential near term resolution of the Authority's distressed position. The Ca rating reflects Moody's expectation that the authority will likely have insufficient funds to make its July 1, 2011 debt service payment in full. The SRBBA financed the construction of the3.5-mile Garcon Point Bridge. LEGAL SECURITY: Gross toll revenues on the bridge and the DRSF secure the bonds. Moody's expects the DSRF will be depleted with the July 1, 2011 debt service payment. INTEREST RATE DERIVATIVES: None. RECENT DEVELOPMENTS The authority has a long history of low traffic levels, six consecutive years of traffic declines, and a multi-year history of drawing on the DSRF with no replenishment. The SRBBA drew $230,397 from the DSRF for its January 1, 2011 debt service payment. Moody's estimates that the DSRF has $2.09 million remaining, compared to a roughly $5 million debt service payment due on July 1, 2011. Through May 2011, traffic has declined 1.9% from the same period in FY2010. The authority implemented a $0.25 toll increase, as recommended by its traffic consultants, effective January 5, 2011. While toll revenues grew 0.8% over the prior year, the toll increase has not yielded sufficient revenues to provide for one times debt service coverage even including balances in the DSRF. After depleting the debt service reserve fund in July 2011, the authority would have no other liquidity available. BACKGROUND The 3.5-mile Garcon Point Bridge spans Pensacola Bay and connects Garcon Point to the north and Redfish Point to the south. It provides access to Gulf Breeze and other areas on the peninsula from areas north and east of Pensacola Bay. The Santa Rosa Bay Bridge Authority, established in 1984, oversaw the construction of the bridge, which opened on May 14, 1999. Original traffic forecasts were grossly overestimated causing less-than-expected toll revenues and a strain on the authority's finances from the first year of operation. For example, URS Consultant's initial revenue forecasts in 1996 for the first five full years of operations were roughly 90% over actual revenue figures, which equaled between $2.5 and $3.3 million each year. Updated traffic forecasts over the last few years have proven to be inflated as well, exacerbating the authority's financial problems. The bridge has significant competition from free alternatives SR 87, the Pensacola Bay Bridge, and I-10. The principal methodology used in this rating was State and Local Government-Owned Toll Facilities in the United States, published in March 2006. SB PARTNERS: Incurs $192,214 Net Loss in March 31 Quarter --------------------------------------------------------- SB Partners filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $192,214 on $662,536 of total revenues for the three months ended March 31, 2011, compared with a net loss of $201,790 on $607,560 of total revenues for the same period during the prior year. The Company's balance sheet at March 31, 2011, showed $30.37 million in total assets, $32.23 million in total liabilities and a $1.85 million total partners' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/fLRvP2 About SB Partners Milford, Conn.-based SB Partners is a New York limited partnership engaged in acquiring, operating and holding for investment a varying portfolio of real estate interests. As of June 30, 2010, the partnership owns an industrial flex property in Maple Grove, Minnesota and warehouse distribution centers in Lino Lakes, Minnesota and Naperville, Illinois. The Company has a 30% interest in Sentinel Omaha, LLC. Sentinel Omaha is a real estate investment company which currently owns 24 multifamily properties and 1 industrial property in 17 markets. Sentinel Omaha is an affiliate of the partnership's general partner. The Company reported a net loss of $623,117 on $2.61 million of total revenues for the year ended Dec. 31, 2010, compared with a net loss of $23.60 million on $2.58 million of total revenues during the prior year. As reported by the TCR on June 23, 2011, Dworken, Hillman, LaMorte and Sterczala, P.C., in Shelton, Connecticut, did not include a substantial doubt qualification in its report on the Company's 2010 financials. As reported in the Troubled Company Reporter on June 15, 2010, Dworken Hillman expressed substantial doubt about SB Partners' ability to continue as a going concern, following its 2009 results. The independent auditors noted that the partnership's unsecured credit facility matured on Feb. 28, 2009, and the partnership has not yet been able to arrange a replacement loan, extension or refinancing. SHEARER'S FOODS: S&P Affirms CCR at 'B-'; Outlook Negative ---------------------------------------------------------- Standard & Poor's Ratings Services removed its ratings on Brewster, Ohio-based Shearer's Foods Inc. from CreditWatch, where they had been placed with negative implications on March 12, 2011, following the company's announcement that it was seeking an amendment on its senior secured credit facilities and an equity infusion by its financial sponsor because of its near-term liquidity shortfall. Standard & Poor's also affirmed its ratings on Shearer's, including the 'B-' corporate credit rating. The outlook is negative. "We affirmed the 'B-' issue-level ratings on the company's senior secured credit facilities. The recovery rating remains '3', indicating our expectation of meaningful (50% to 70%) recovery in the event of a payment default on the senior secured facilities," S&P said. "The ratings affirmation reflects our opinion of Shearer's improved near-term liquidity following the amendment and equity infusion," said Standard & Poor's credit analyst Bea Chiem. "The ratings on Shearer's reflect our opinion that Shearer's financial profile is highly leveraged, given its significant debt burden and less-than-adequate liquidity. The ratings also reflect our view that the company has a vulnerable business risk profile due to its narrow product focus, relatively high customer concentration, and limited international presence," S&P related. "The negative outlook reflects our concern that the company's operating performance may weaken further as a result of continued high commodity, acquisition integration, and capacity expansion project costs, which we believe could result in constrained liquidity and tight covenant cushion levels over the next 12 months," S&P added. SMART DATA: Appeals Court Upholds TN's Seizure of Insurer --------------------------------------------------------- The Tennessean reports that the state Court of Appeals rejected the appeal of Springfield resident Bart S. Posey, whose businesses were shut down by a Davidson County Chancery Court last year. The case involved the sale of what investigators said was bogus health insurance plans that allegedly bilked about 12,000 consumers nationwide out of more than $20 million in premiums, according to The Tennessean. The Tennessean notes that agreeing with Chancellor Ellen Hobbs Lyle, the appeals court upheld her ruling that put Posey's two businesses, Smart Data Solutions and the American Trade Association, into state-controlled receivership for illegally conducting insurance business. Mr. Posey and his associates had argued that neither firm was involved in the insurance business, even though they were selling and servicing so-called mini-med policies that purported to cover physician and hospital services for members of the American Trade Association, The Tennessean discloses. The Tennessean notes that in its ruling against Mr. Posey and his businesses, the appeals court said that Lyle's order liquidating the companies was proper and that the state had the authority to do so under its insurance statutes. "Finding that the activities of (Smart Data and American Trade) constitute 'insurance business' as defined by the applicable statute and that placing the businesses into receivership was proper, we affirm the order of the trial court," said the appellate decision, signed by Judge Richard H. Dinkins, The Tennessean relates. The ruling apparently paves the way for the state's receiver to begin paying at least a portion of the estimated $7 million in outstanding, unpaid claims filed by policyholders, from about $2 million that was still left in the two companies' bank accounts when they were seized by the state in March 2010, The Tennessean says. The report adds that a liquidation agent appointed by the state Department of Commerce and Insurance was instructed to review the unpaid medical claims to determine how much policyholders should get from the money remaining in the companies' accounts. SOTERA DEFENSE: S&P Assigns 'B' Corporate Credit Rating ------------------------------------------------------- Standard & Poor's Ratings Services assigned Sotera Defense Solutions Inc. its 'B' corporate credit rating. The rating outlook is positive. "At the same time, we assigned Sotera's $173.0 million first-lien credit facilities our issue-level rating of 'B' (the same as the corporate credit rating), with a recovery rating of '3', indicating our expectation of meaningful (50%-70%) recovery for lenders in the event of a payment default," S&P stated. The facilities consist of a $28 million revolver due 2016 and a $145 million term loan due 2017. The company used the proceeds from the new debt, along with Ares Private Equity Group's contribution of over $185 million of common equity to purchase the company from existing equity holders. The 'B' rating reflects Sotera's small market position as a government contractor in a highly competitive industry and the company's limited operating track record at its current size. "We expect that the company's defensible position in building expeditionary base camp systems and its newly acquired capabilities in the areas of intelligence and cyber security will result in consistent profitability, which partly offsets these factors," said Standard & Poor's credit analyst Jennifer Pepper. Sotera provides technology solutions and services for mission- critical programs of the Department of Defense (DoD), Intelligence Community, Homeland Security, and other federal law enforcement agencies. Revenues for the fiscal year ended December 2010 were $282.1 million. The company's Force Mobility & Modernization (FMMS) business, which involves operating expeditionary and force mobility solutions and systems, represented about 45% of 2010 revenue. The company's Technology & Intelligence Services (TIS) business -- which consists in large part of recent acquisitions in intelligence solutions, cyber-security, and C4ISR (Command, Control, Communications, Computers, Intelligence, Surveillance, and Reconnaissance)--makes up the remaining 55% of revenues. SPHERIS INC: $37.5 Million Distributed to Creditors --------------------------------------------------- Liquidating Trustee, Walter Jones of CoMetrics Partners, LLC., has successfully distributed $37.5 million to the creditors of SP Wind Down Trust, formerly Spheris, Inc., a transcriber of medical dictation for doctors and hospitals. The first $29.7 million was distributed in October, 2010 within 30 days of the Plan's Effective Date of September 20, 2010. CoMetrics Partners was appointed Financial Advisor and Mr. Jones Liquidating Trustee by The United States Bankruptcy Court for the District of Delaware on Confirmation of the Plan of Reorganization of SP Wind Down in August, 2010. Counsel to the Trust is Russell C. Silberglied of Richards, Layton & Finger, P.A. "We were very pleased to be able to reconcile most of the claims and distribute this large sum in such a short timeframe," said Mr. Jones. He continues, "We believe that this represents the bulk of the eventual, total distribution while there might be additional distributions, no additional distribution can be assured." Mr. Jones has extensive experience in Chapter 11 restructuring and has been directly responsible for advising debtors and creditors committees with respect to marshalling and distributing estate assets, reconciling claims and liabilities and maximizing timely distributions to creditors. About CoMetrics Partners CoMetrics Partners LLC -- http://www.cometricspartners.com-- was founded in 2005 by Managing Partner Gary D. Herwitz. The firm specializes in providing middle market companies with strategic vision and leadership to integrate operations, technology and finance. The firm's services include turn around and restructuring services, consulting and corporate finance as well as a proprietary supply chain management solution for middle market importers. About Spheris Inc. Headquartered in Franklin, Tennessee, Spheris Inc. -- http://www.spheris.com/-- is a global provider of clinical documentation technology and services. Spheris Inc., along with five affiliates, filed for Chapter 11 protection (Bankr. D. Del. Case No. 10-10352) on Feb. 3, 2010. Attorneys at Young Conaway Stargatt & Taylor, LLP, and Willkie Farr & Gallagher LLP represent the Debtors in their Chapter 11 effort. Jefferies & Company serves as financial advisors to the Debtors. Attorneys at Schulte Roth & Zabel LLP and Landis Rath & Cobb LLP serve as counsel to the prepetition and DIP lenders. Garden City Group Inc. is claims and notice agent. The petition says that assets range from $50 million to $100 million while debts range from $100 million to $500 million. The estate of Spheris Inc. is now formally named SP Wind Down Inc. after it sold the business in April. CBay Inc.'s MedQuist Inc. purchased the domestic business of Spheris for $98.8 million. SPANN & ASSOCIATES: Case Summary & 6 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Spann & Associates, Ltd. P.O. Box 21670 Hot Springs National, AR 71903 Bankruptcy Case No.: 11-72978 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Western District of Arkansas (Hot Springs) Debtor's Counsel: Frederick S. Wetzel, III, Esq. FREDERICK S. WETZEL, P.A. 200 North State Street, Suite 200 Little Rock, AR 72201 Tel: (501) 663-0535 Fax: (501) 372-1550 E-mail: frederickwetzel@sbcglobal.net Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's six largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/arwb11-72978.pdf The petition was signed by Gary Beckwith, president. SPRINGWOOD APARTMENTS: Devault Construction Bids for Apartments --------------------------------------------------------------- STLToday.com reports that St. Charles-based Devault Construction is seeking to buy the 272-unit property for US$2.6 million, with plans to rehab the complex. Brentwood-based MLP Investments filed a motion in federal court with Devault's purchase offer. The report relates that MLP is requesting the court approve a public auction for Springwood, with Devault's offer as the minimum bid. An affiliate of Creve Coeur-based Gannon International owns Springwood. In April, U.S. Magistrate Judge Thomas Mummert III of the Eastern District of Missouri appointed MLP Investments as receiver for Springwood, following a lawsuit filed by PNC Bank, according to stltoday.com. In the suit, stltoday.com notes, PNC Bank alleges Gannon defaulted on a $5.7 million loan secured by Springwood and failed to properly maintain the apartments, as required under its loan terms, posing health and safety risks. stltoday.com says that Gregory Zes, a principal of Devault Construction, said if his company's bid to buy Springwood is successful, Springwood would be completely renovated. Springwood Apartments is located near Interstate 70 and Interstate 170 in the 4200 block of Springdale in north St. Louis County. SULPHCO INC: Common Stock Removed from NYSE Amex ------------------------------------------------ The NYSE Amex notified the U.S. Securities and Exchange Commission regarding the removal from listing or registration of SulphCo Inc.'s common stock. About SulphCo, Inc. Houston-based SulphCo -- http://www.sulphco.com/-- has developed a patented safe and economic process employing ultrasound technology to alter the molecular structure of liquid petroleum streams. The overall process is designed to "upgrade" the quality of liquid petroleum streams by modifying and reducing the sulfur and nitrogen content to make those compounds easier to process using conventional techniques, as well as reducing the density and viscosity. In the June 3, 2011, edition of the TCR, Dow Jones' DBR Small Cap reports that SulphCo Inc. said it's running out of cash and might have to launch a bankruptcy filing if it can't nab new financing "in the immediate future." SulphCo Inc. is an energy technology company. T3 MOTION: Warrants to Begin Trading on NYSE Amex ------------------------------------------------- T3 Motion, Inc., announced that its warrants have been approved for listing on the NYSE Amex and commenced trading on the NYSE Amex on July 1, 2011. The common stock will continue to trade under the symbol TTTM. The Class H Warrants will trade under the symbol TTTM.z. Each Class H Warrant becomes exercisable on Aug. 16, 2011, for one share of common stock at an exercise price of $3.00 per share and expires on May 13, 2013. The Class I Warrants will trade under the symbol TTTM.w. Each Class I Warrant becomes exercisable on Aug. 16, 2011, for one share of common stock at an exercise price of $3.50 per share and expires on May 13, 2016. The last day of trading for the unit, TTTM.u, was on June 30, 2011. About T3 Motion Costa Mesa, Calif.-based T3 Motion, Inc., develops and manufactures T3 Series vehicles, which are electric three-wheel stand-up vehicles that are directly targeted to the public safety and private security markets. The Company reported a net loss of $8.32 million on $4.68 million of net revenues for the year ended Dec. 31, 2010, compared with a net loss of $6.70 million on $4.64 million of net revenues during the prior year. The Company's balance sheet at March 31, 2011, showed $3.70 million in total assets, $19.83 million in total liabilities, and a $16.12 million total stockholders' deficit. TA CHUAN: Case Summary & 5 Largest Unsecured Creditors ------------------------------------------------------ Debtor: Ta Chuan, LLC 5 Rabbits Run Palm Beach Gardens, FL 33418 Bankruptcy Case No.: 11-06329 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Middle District of Tennessee (Nashville) Judge: Keith M. Lundin Debtor's Counsel: Steven L. Lefkovitz, Esq. LAW OFFICES LEFKOVITZ & LEFKOVITZ 618 Church St Suite 410 Nashville, TN 37219 Tel: (615) 256-8300 Fax: (615) 255-4516 E-mail: slefkovitz@lefkovitz.com Scheduled Assets: $2,404,313 Scheduled Debts: $1,313,519 A list of the Company's five largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/tnmb11-06329.pdf The petition was signed by Florine Steele, member. TAO-SAHI: Hiring Bolton Real Estate Consultants as Appraiser ------------------------------------------------------------ Tao-Sahi LP is seeking permission employ Bolton Real Estate Consultants, Ltd., as appraiser: BOLTON REAL ESTATE CONSULTANTS, LTD. Bee Caves Road, Suite 225 Austin, TX 78746 Tel: 512-477-1597 Fax: 512-477-1567 E-mail: dbolton@bbrec.com The Debtor said an appraiser is necessary to its reorganization. The fair market value of the Holiday Inn NW - Seaworld will be a key issue in crafting and confirming of a plan of reorganization. The Hotel is open, fully functional, and has had occupancy levels consistent with seasonal expectations. The Hotel is close to "market-stabilization," an industry concept indicating full integration into a new hotel's geographic area. The Hotel was recently recognized by its franchisor as having the most improved RevPAR (revenue per available room) in the franchisor's Central and South Texas regions. In April 2008, the partnership closed a $18,633,336 secured construction loan with Specialty Finance Group LLC, a Georgia limited liability company, and subsidiary of Silverton Bank N.A. Construction of the Hotel commenced soon thereafter. On May 1, 2009, before the Hotel was completed, Silverton failed and was closed, and the FDIC was named receiver for Silverton. Completion of the Hotel was delayed by several months to October 2009. The delay was costly to the Debtor, as the peak vacation and occupancy season for the Hotel had passed. The Debtor had to incur additional costs that were not accounted or budgeted for in the original budget, such as paying interest for a longer period of time, having to pay extra fees to a management company that was already on the ground, and having to pay salaries of several managers who were hired in May 2009 in anticipation of opening during peak summer months. Throughout 2010 and early 2011, the Debtor engaged in discussions with FDIC representatives, to take into account the changed circumstances arising from the original lender's failure and consequential delays, and in an attempt to stabilize the Debtor's overall debt and repayment structure under the debt facility. In April 2011, the FDIC sold the Debtor's loan as a small piece of a much larger package of hotel loans made by the failed Silverton Bank to S2 Acquisition LLC, an opportunity fund associated with Square Mile Capital Management in New York. On April 26, 2011, the Debtor received a letter from S2 Acquisition which contained notice of S2 Acquisition's acceleration of the loan and demand for the entire principal balance of the loan, accrued interest, default interest and late fees. The letter provided the Debtor 10 days to pay these sums in full. Prior to the notice, the Debtor had never been put on Notice of Default. S2 Acquisition posted the real property associated with the Hotel for a June 2011 foreclosure. The Debtor continued an effort to negotiate with S2 Acquisition for reinstatement of the loan, but these efforts ultimately proved unsuccessful. According to court papers filed by the Debtor, S2 Acquisitions asserts $19.85 million in claims. This amount, the Debtor said, is secured by a deed of trust of trust and related security agreements. The Debtor believes that its primary assets on the Petition Date are valued at a minimum of $21 million. S2 Acquisition has objected to the Debtor's use of hotel revenues to finance the Chapter 11 case, which constitute the hedge fund's cash collateral. S2 Acquisition said it is owed more than $20.4 million secured by the hotel. S2 Acquisition said the Debtor's Chapter 11 case has "no reorganization purpose" and that Debtor commenced the case "for the singular purpose of forestalling S2 Acquisition's efforts to foreclose on the Debtor's hotel property". S2 Acquisition said it is uncertain under the current facts and circumstances if the Debtor will be able to propose a confirmable reorganization plan. "This case is essentially a two party dispute between S2 Acquisition and the Debtor's equity holders or members, who are completely out of the money," said Shari L. Heyen, Esq., at Greenberg Traurig, LLP, who represents the hedge fund. Judge Ronald B. King issued a interim orders on June 14 and 22 authorizing Tao-Sahi to use cash collateral. The second interim order permits the Debtor to use cash collateral through July 18. Bolton Real Estate Consultants will perform the appraisal work on a flat rate fee, plus a hourly fee for certain subsequent consultation, preparation and testimony. The flat rate fee for the appraisal totals $30,000, with $15,000 to be paid upon engagement and the remaining $15,000 to be paid upon completion of the appraisal. The firm's hourly billing rates are: David R. Bolton, MAI $350 Senior Appraiser $250 Appraiser $150 The firm's principal, David R. Bolton, attests that his firm represents no interest adverse to the Debtor or the Debtor's estate in the matters upon which it is going to be engaged. S2 Acquisition may be reached at: S2 Acquisition c/o Square Mile Capital Management, LLC 450 Park Avenue New York, NY 10022 S2 Acquisition is represented by: Tom Rogers, Esq. Shari L. Heyan, Esq. GREENBERG TRAURIG 1000 Louisiana Street, Suite 1700 Houston, TX 77002 Tel: 713.374.3527 Fax: 713.754.7527 E-mail: rogerst@gtlaw.com HeyenS@gtlaw.com About Tao-Sahi Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio, Texas. Tao-Sahi has no employees. The Hotel is managed under contract with an independent management company. Tao-Sahi filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on June 7, 2011, to stay foreclosure of the hotel and restructure its debts. Judge Ronald B. King presides over the case. Marvin E. Sprouse, III, Esq., at Jackson Walker LLP, serves as bankruptcy counsel. In its Schedules, the Debtor disclosed $24,735,728 in assets and $20,584,065 in debts. The petition was signed by Clayton Isom, CEO of Tao Development Group, LLC, general partner. TAO-SAHI: Sec. 341 Creditors' Meeting Set for July 11 ----------------------------------------------------- The Office of the United States Trustee for Region 7 will convene a meeting of creditors pursuant to 11 U.S.C. Sec. 341(a) in the bankruptcy case of Tao-Sahi LP on July 11, 2011, at 11:30 a.m. at San Antonio 1st Floor, Conference Room #1, Room 105A. Proofs of claim are due in the case by Oct. 11, 2011. About Tao-Sahi Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio, Texas. Tao-Sahi has no employees. The Hotel is managed under contract with an independent management company. Tao-Sahi filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on June 7, 2011, to stay foreclosure of the hotel and restructure its debts. Judge Ronald B. King presides over the case. Marvin E. Sprouse, III, Esq., at Jackson Walker LLP, serves as bankruptcy counsel. Bolton Real Estate Consultants, Ltd., serves as the Debtor's appraiser. In its Schedules, the Debtor disclosed $24,735,728 in assets and $20,584,065 in debts. The petition was signed by Clayton Isom, CEO of Tao Development Group, LLC, general partner. S2 Acquisition LLC, an opportunity fund associated with Square Mile Capital Management in New York, acquired the hotel debt from the failed Silverton Bank. S2 Acquisition is represented by Tom Rogers, Esq., and Shari L. Heyan, Esq., at Greenberg Traurig. TAO-SAHI: Files List of 20 Largest Unsecured Creditors ------------------------------------------------------ Tao-Sahi LP has filed with the Bankruptcy Court a list of its 20 largest unsecured creditors: Entity Claim Amount ------ ------------ Federal Deposit Insurance Corp. $536,594 1601 Bryan Street Dallas, TX 75201 Attn: Charlene A. Cummins Hospitality Staffing Solutions LLC $12,320 8182 Solutions Center Chicago, IL 60677-8001 Tel: 770-612-0054 Ben E. Keith Co. $10,899 P.O. Box 34810 San Antonio, TX 78265 Tel: 210-661-7997 Phoenix Distribution & Marketing $3,377 American Hotel Register Co. $3,104 Hospitality Management Corp. $2,180 HMC Beverage Company $1,942 Choate USA Commercial Water Mgmt Inc. $1,456 Coast To Coast Computer Products $1,279 Texas Air Systems LLC $1,038 Otis Elevator Company $1,012 Ecolab Inc. $973 SLS Financial Services Inc. $917 Royal Cup Inc. $758 HD Supply Facilities $727 A and M Data Supply $716 Hubert Company LLC $622 Plant Interscapes Inc. $611 Adecco Employment Services $600 Astor Chocolate $539 About Tao-Sahi Tao-Sahi LP owns the Holiday Inn NW - Seaworld in San Antonio, Texas. Tao-Sahi has no employees. The Hotel is managed under contract with an independent management company. Tao-Sahi filed for Chapter 11 bankruptcy (Bankr. W.D. Tex. Case No. 11-52027) on June 7, 2011, to stay foreclosure of the hotel and restructure its debts. Judge Ronald B. King presides over the case. Marvin E. Sprouse, III, Esq., at Jackson Walker LLP, serves as bankruptcy counsel. Bolton Real Estate Consultants, Ltd., serves as the Debtor's appraiser. In its Schedules, the Debtor disclosed $24,735,728 in assets and $20,584,065 in debts. The petition was signed by Clayton Isom, CEO of Tao Development Group, LLC, general partner. S2 Acquisition LLC, an opportunity fund associated with Square Mile Capital Management in New York, acquired the hotel debt from the failed Silverton Bank. S2 Acquisition is represented by Tom Rogers, Esq., and Shari L. Heyan, Esq., at Greenberg Traurig. TOWER OAKS: CWCAM Obtains Lift Stay to Proceed With Foreclosure --------------------------------------------------------------- CWCapital Asset Management LLC as Special Servicer for U.S. Bank National Association, as Trustee, as successor-in-interest to Bank of America, N.A., as Trustee for the Registered Holders of COBALT CMBS Commercial Mortgage Trust 2007-C2, Commercial Mortgage Pass-Through Certificates, Series 2007-C2 sought and obtained an order from the U.S. Bankruptcy Court for the District of Maryland at Greenbelt lifting the automatic stay and allowing CWCAM to proceed with a certain action against a property owned by Debtor Tower Oaks Boulevard LLC. The Property is an office building located at 2701 Tower Oaks Boulevard, Rockville, Maryland 20852. The building and its related real and personal property are the Debtor's only assets and operation of the Property generates substantially all of the gross income of the Debtor. TOB, Inc. is obligated pursuant to a certain Promissory Note amounting $9,100,000, originally payable to CWCapital LLC. The Debtor is a guarantor of the Loan and is the trustor under the terms of that certain Indemnity Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing and is the current assignor under the terms of that certain Indemnity Assignment of Leases and Rents. The Loan and Loan Documents were assigned to the Trust, which continues to hold the Loan and Loan Documents. As of April 1, 2011, CWCAM on behalf of the Trust was owed in excess of $9,753,334 in outstanding principal, interest, and other charges under the Loan Documents, including $9,610,391 accrued prepetition and $142,943 accrued postpetition. Section 362(d)(3) of the Bankruptcy Code provides that, upon request of a party in interest and after notice and a hearing, the court will grant relief from the stay "with respect to a stay of an act against single asset real estate..., by a creditor whose claim is secured by an interest in such real estate, unless not later than the date that is 90 days after the entry of the order for relief... (a) the debtor has filed a plan of reorganization that has a reasonable possibility of being confirmed within a reasonable time; or (b) the debtor has commenced monthly payments..." The Debtor's Chapter 11 case is a single asset case. The Trust is the present owner, holder, and beneficiary of the Loan Documents. The Loan Documents constitute valid and properly perfected first priority liens on, among other things, real property on which the Property is located, all personal property and fixtures associated with the Property and all rents, revenues, income, escrows, receipts, accounts, issues and profits resulting from the operation of the Property. Brent W. Procida, Esq., at Venable LLP, in Baltimore, Maryland, noted that as of May 10, 2011, the 91st day after the filing of the Petition, the Debtor had not filed a plan of reorganization or commenced monthly payments. He contended that the Debtor does not have the financial wherewithal to fund a plan of reorganization or monthly payments. In addition, Mr. Procida pointed out that: -- in its first monthly Operating Report filed March 23, 2011, the Debtor reported less than $8,000 in total income. Three out of four of the Debtor's tenants, its only potential source of income, do not pay rent at all, and are either in bankruptcy or are the holder of a recorded judgment against the Debtor. No prospect of an increase in cash flow is on the horizon; -- the Debtor is administratively insolvent because it has not only employed bankruptcy counsel but also special landlord- tenant counsel. According to its Operating Report, during the month of February, the Debtor's payments to its counsel were almost double its income. About Tower Oaks Boulevard, LLC Raleigh, North Carolina-based Tower Oaks Boulevard, LLC, owns and operates the commercial property identified as 2701 Tower Oaks Boulevard. It filed for Chapter 11 bankruptcy protection on (Bankr. D. Md. Case No. 11-12413) Feb. 8, 2011. Steven H. Greenfeld, Esq., at Cohen, Baldinger & Greenfeld, LLC, serves as the Debtor's bankruptcy counsel. Bregman, Berbert, Schwartz & Gilday, LLC, serves as its special counsel. The Debtor estimated assets at $10 million to $50 million and debts at $1 million to $10 million. Affiliate Sun Control Systems, Inc., filed a separate Chapter 11 petition on December 13, 2010 (Bankr. D. Md. Case No. 10-37991). W. Clarkson McDow, Jr., the U.S. Trustee for Region 4, has not appointed an official committee of unsecured creditors in the Debtors' cases. TR SHADOW: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------- Debtor: TR Shadow View, LLC 3 San Joaquin Plaza, Suite 100 Newport Beach, CA 92660 Bankruptcy Case No.: 11-19227 Chapter 11 Petition Date: June 29, 2011 Court: U.S. Bankruptcy Court Central District of California (Santa Ana) Debtor's Counsel: Eric J. Fromme, Esq. RUTAN & TUCKER LLP 611 Anton Boulevard, 14th Floor Costa Mesa, CA 92626 Tel: (714) 641-5100 Fax: (714) 546-9035 E-mail: efromme@rutan.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Thomas J. Rielly, manager. Debtor's List of two Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Armed Forces Bank, N.A. Bank Loan $34,258,192 3161 Michaelson Drive, Suite 1500 Irvine, CA 92612 City of Coachella Fees $0 1515 Sixth Street Coachella, CA 92236 TREY RESOURCES: Now Known as SilverSun Technologies --------------------------------------------------- The Board of Directors of Trey Resources, Inc., and the stockholders holding in the aggregate a majority of the outstanding capital stock of the Company entitled to vote, approved by written consent: (i) the decrease in the number of authorized shares of Class A common stock, par value $.00001 per share, of the Company from 10,000,000,000 shares of Class A Common Stock to 750,000,000 shares of Class A Common Stock; (ii) the change in the conversion ratio at which the Class B common stock, par value $.00001 per share, of the Company converts into Class A Common Stock from (A) 50% of the lowest price ever paid for the issuance of Class A Common Stock for each one share of Class B Common Stock being converted to (B) 1,975 shares of Class A Common Stock for each one share of Class B Common Stock; (iii) the cancellation of the entire class of Class C Common Stock, par value $.00001 per share; and (iv) the change in the name of the Company from "Trey Resources, Inc." to "SilverSun Technologies, Inc." After receiving the consent of the Board and the Majority, the Company filed on June 27, 2011, the Fourth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to reflect the (i) Authorized Class A Share Decrease, (ii) Ratio Change, (iii) Cancellation and (iv) the Name Change. On June 28, 2011, the Board of the Company adopted by resolution an amendment to the Bylaws of the Company to allow the Company, in the event that fractional equity interests are created, to issue one full share of capital stock of the Company in lieu of a fractional share of capital stock in the event that fractional equity interests are created. Prior to the Amendment, the Bylaws only allowed the Company to: (i) arrange for the disposition of fractional interests by those entitled thereto; (ii) pay in cash the fair value of a fraction of a share as of the time when those entitled to receive such fractional shares are determined; or (iii) issue scrip or warrants in registered form (represented by a certificate or uncertificated) or bearer form (represented by a certificate) which entitles the holder to receive one full share of capital stock upon the surrender of such scrip or warrant. A full-text copy of the Fourth Amended and Restated Certificate of Incorporation is available for free at http://is.gd/UuQypR A full-text copy of the Amended Bylaws is available at no charge at http://is.gd/HhABIn About Trey Resources Livingston, N.J.-based Trey Resources, Inc. operates as a business consultant, and value-added reseller and developer of financial accounting software in the United States. The Company reported a net loss of $568,505 on $7.48 million of total revenue for the year ended Dec. 31, 2010, compared with a net loss of $1.50 million on $7.41 million of total revenue during the prior year. Friedman LLP, in East Hanover, NJ, expressed substantial doubt about the Company's ability to continue as a going concern. The Company's financial statements for the year ended Dec. 31, 2010 have been prepared assuming the Company will continue as a going concern. The Company has incurred substantial accumulated deficits and operating losses, and at Dec. 31, 2010, has a working capital deficiency of approximately $5.1 million. The Company's balance sheet at March 31, 2011, showed $1.75 million in total assets, $6.46 million in total liabilities, all current, and a $4.71 million total stockholders' deficit. TRANSDEL PHARMACEUTICALS: To Sell to Cardium Via 11 USC Sec. 363 ---------------------------------------------------------------- Cardium Therapeutics entered into an agreement with Transdel Pharmaceuticals to acquire substantially all of Transdel's business assets including a Phase 3 product candidate Ketotransdel(TM) (TDLP-110), which is a topically-administered analgesic for the treatment of musculoskeletal pain. The business assets would be acquired in connection with a proposed asset purchase under Section 363 of Chapter 11 of the U.S. Bankruptcy Code, and would also include royalty-bearing license agreements for certain cosmeceutical products marketed by third parties that employ Transdel delivery technology. The completion of the asset acquisition is subject to a number of conditions, including approval of the transaction by the bankruptcy court. Transdel is a San Diego-based specialty pharmaceutical company that developed topically-administered products, which are particularly useful for the treatment of acute musculoskeletal pain such as occurs with soft tissue injuries, and other potential pain indications. Transdel's innovative drug delivery formulation is designed to facilitate the effective penetration of a variety of drugs and other products through the skin barrier - allowing agents to be delivered directly to affected tissues. Ketotransdel(TM), the company's lead late-stage clinical candidate, is designed as an analgesic prescription product containing ketoprofen, which would be topically administered for the treatment of musculoskeletal pain. Ketoprofen is a non-steroidal anti-inflammatory drug (NSAID) that alleviates pain associated with both inflammatory musculoskeletal disorders such as osteoarthritis and rheumatoid arthritis, as well as traumatic pain in patients with soft-tissue injuries or back injuries. While there are orally administered ketoprofen-based products registered for marketing and sale in the United States, there are no topical ketoprofen-based products available in the U.S. Corresponding clinical studies have been based on an FDA Section 505(b)(2) registration pathway. Although ketoprofen has been available as a prescription pill, orally-administered NSAIDs reach their target site in the musculoskeletal tissue only after entering the systemic circulation which can lead to side effects limiting their use. The withdrawal from the market of various orally-administered pain medications such as Cox-2 inhibitors (as a result of gastrointestinal, cardiovascular and other side effects) has removed major therapeutic treatment options for patients with moderate to severe pain, and has led to increased interest in NSAIDs that can be delivered locally to the target tissue, thereby lowering the systemic concentration. In a recent study published in the journal of the American Association of Pharmaceutical Scientists comparing topical to oral administration of ketoprofen, it was reported that topical administration could achieve comparable levels of tissue concentration with a 17-fold lower plasma concentration. Sekiya, I. et al., "Ketoprofen Absorption by Muscle and Tendon after Topical or Oral Administration in Patients Undergoing Anterior Cruciate Ligament Reconstruction," AAPS PharmSciTech 11:154-158 (2010). Cardium believes that with FDA registration, Ketotransdel(TM) would offer a new analgesic option within the topical NSAID market, which is now estimated to exceed $200 million annually in the United States. Currently-available products for use in the U.S. include such third party products as the Flector(R) Patch (sold by King Pharmaceuticals under license from IBSA), Voltaren(R) Gel (sold by Endo Pharmaceuticals under license from Novartis) and Pennsaid(R) (sold by Covidien under license from Nuvo Research) - all of which are based on diclofenac (epolamine or sodium). Ketotransdel(TM) represents a new class of topical NSAID based on an active ingredient, ketoprofen, that is widely used in Europe and is available as a prescription drug in other forms in the U.S. Cardium would also acquire Transdel's cosmeceutical business rights, which currently include royalty-based licensing arrangements with JH Direct LLC and Jan Marini Skin Research covering the use of Transdel's innovative delivery technology for cosmeceutical products. "The proposed purchase of the business assets of Transdel Pharmaceuticals further broadens our technology and late stage product platform, and provides additional opportunities for potential commercialization, partnering or other monetization, now that our InnerCool Therapies business has been successfully sold to Philips Healthcare," stated Christopher J. Reinhard, Chairman and Chief Executive Officer of Cardium. Under the terms of the asset purchase agreement, which remains subject to the satisfaction of various conditions including approval of the transaction by the Federal bankruptcy court, Cardium would acquire substantially all of Transdel's business assets for the payment of up to $4.0 million in consideration in the form of unregistered shares of Cardium common stock priced at a minimum of $0.50 per share - including $1.0 million of which that would be a contingent value payment to be held in escrow, which would only be released upon successful registration of Ketotransdel(TM) by the U.S. Food & Drug Administration within five years of the closing. Payment would be made in the form of unregistered restricted shares of Cardium common stock priced at $0.50 per share, or if higher, the closing price of Cardium's common stock on the closing date of the transaction. If the closing price of Cardium's common stock is greater than $0.50 on the closing date of the transaction, then the number of shares to be provided would be reduced to reflect the higher share price. If the closing price of Cardium's common stock is greater than $0.50 on the date of FDA registration of Ketotransdel(TM) for the contingent payment, then the number of shares to be released from escrow would be reduced to reflect the higher share price. In the event that Transdel accepted an alternative offer and terminated the asset purchase with Cardium, the agreement provides for Transdel to pay Cardium a $500,000 "break-up fee," plus certain expenses and costs. Further information related to the proposed transaction with Transdel can be found in Cardium's current report on Form 8-K, including exhibits thereto, to be filed with the Securities and Exchange Commission. Acquisition of the Transdel business assets would also add to Cardium's stockholders' equity as paid-in capital, supporting Cardium's plans to reestablish its minimum stockholder's equity requirement in accordance with its plan for continued listing on the NYSE Amex. As reported on January 24, 2011, the NYSE Amex accepted Cardium's plan to reestablish compliance with the exchange's stockholder's equity requirements by maintaining a minimum of $6.0 million of stockholders' equity by August 26, 2011. In Cardium's most recent quarterly report on Form 10-Q, the company reported stockholders' equity of approximately $5.8 million for the quarter ended March 31, 2011. While stockholders' equity is offset by ongoing expenses, and contributions to stockholders' equity are influenced by then-prevailing share price, closing of the Transdel transaction would be expected to add approximately $2.0 million in additional stockholders' equity for shares of Cardium common stock purchased in connection with the transaction if the then-prevailing share price was close to our current price, and up to $4.0 million in additional stockholders' equity if the then-prevailing price of Cardium common stock returned to $0.50 or greater. If the proposed transaction is approved by the bankruptcy court and is completed, the assets would be part of a new wholly-owned subsidiary of Cardium that would be responsible for coordinating the clinical development, commercialization, partnering and financing for Ketotransdel and related drug delivery technologies. In parallel, Transdel's cosmeceutical activities would be transferred to Cardium's MedPodium business, which would be responsible for broadening and expanding Transdel's cosmeceutical activities and further developing the MedPodium health and wellness brand platform, a nutraceutical product portfolio and the planned Nutra-Apps(TM) product line initiative. About Cardium Cardium is focused on the acquisition and strategic development of new and innovative bio-medical product opportunities and businesses that have the potential to address significant unmet medical needs and definable pathways to commercialization, partnering and other economic monetizations. Cardium's investment portfolio includes the Tissue Repair Company and Cardium Biologics, medical technology companies primarily focused on the development of innovative therapeutic products for wound healing, bone repair, and cardiovascular indications. About Transdel Pharmaceuticals Transdel Pharmaceuticals Inc., a specialty pharmaceutical company, filed for Chapter 11 protection (Bankr. S.D. Calif. Case No. 11- 10497) on June 26, 2011. In its schedules, the Debtor disclosed $1,771,392 in assets and $1,507,122 in liabilities as of the Chapter 11 filing. The Debtor is represented by Michael D. Breslauer, Esq., at Solomon Ward Seidenwum & Smith. 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 67.63 cents-on-the- dollar during the week ended Friday, July 1, 2011, an increase of 2.25 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 loan. The loan is one of the biggest gainers and losers among 202 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 (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Bankruptcy Creditors' Service, Inc., publishes Tribune Bankruptcy News. The newsletter tracks the chapter 11 proceeding undertaken by Tribune Company and its various affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) TURNER HERITAGE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Turner Heritage Homes, Inc. dba Turner Land Enterprises Turner LL Summerchase Northside Homes South County Homes Turner Heritage Homes of Destin Freeport Builders Wakulla Builders Mission Overlock T & D Enterprises Heritage Hills Development Company Capital Circle Commerce Center 502-C Capital Circle S.E. Tallahassee, FL 32301 Bankruptcy Case No.: 11-40517 Chapter 11 Petition Date: June 29, 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 Scheduled Assets: $5,911,715 Scheduled Debts: $22,846,605 A list of the Company's 20 largest unsecured creditors filed together with the petition is available for free at: http://bankrupt.com/misc/flnb11-40517.pdf The petition was signed by Louis S. Weltman, chief executive officer. TXU CORP: Bank Debt Trades at 22% 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 77.88 cents-on-the-dollar during the week ended Friday, July 1, 2011, an increase of 0.97 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 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Energy Future 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 consolidated balance sheets at Dec. 31, 2010, showed $46.388 billion in total assets, $52.299 billion in total liabilities, and a stockholders' deficit of $5.911 billion. * * * 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: Bank Debt Trades at 16% 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 83.52 cents-on-the-dollar during the week ended Friday, July 1, 2011, an increase of 0.78 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 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Energy Future 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 consolidated balance sheets at Dec. 31, 2010, showed $46.388 billion in total assets, $52.299 billion in total liabilities, and a stockholders' deficit of $5.911 billion. * * * 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. UAL CORP: Bank Debt Trades at 5% Off in Secondary Market -------------------------------------------------------- Participations in a syndicated loan under which United Air Lines Inc. is a borrower traded in the secondary market at 95.14 cents- on-the-dollar during the week ended Friday, July 1, 2011, a drop 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 200 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 1, 2014, and carries Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 202 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. As reported by the Troubled Company Reporter on Sept. 28, 2010, Standard & Poor's Ratings Services said that it has raised its ratings, including the CCR, on UAL Corp. and subsidiary United Air Lines Inc. to 'B' from 'B-', based on S&P's view of the credit quality of a consolidated United Continental Holdings, Inc., which will own United and Continental Airlines. S&P raised or affirmed its ratings on United's EETC's. S&P removed all ratings from CreditWatch, where S&P placed them May 3, 2010. The outlook on the CCR is stable. "S&P's upgrade on UAL and United is based on its evaluation of the consolidated credit quality of UCHI, which UAL and Continental Airlines will form upon a merger that they hope to close on Oct. 1, 2010," said Standard & Poor's credit analyst Philip Baggaley. "The upgrade reflects also the rapid progress that UAL has made in restoring its financial performance and liquidity since mid-2009. UCHI will own Continental and United, and plans to merge the two airlines' operations later (targeted for late 2011-early 2012). Once the merger is fully implemented and operational changes completed (likely 2013), the combined entity should benefit from various revenue and cost synergies that the managements of the two airlines estimate at $1 billion-$1.2 billion annually. There will also be one-time merger integration costs that management estimates at $1.2 billion spread over three years. S&P expects that UHCI--helped by much improved earnings at both Continental and, especially, United this year-should generate fully adjusted EBITDA interest coverage of around 2x and funds flow to debt in the low-teens percent range over the next several years. S&P characterizes UAL's (based on UCHI's consolidated credit profile) business risk profile as weak and its financial profile as highly leveraged." About United Continental United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate a total of approximately 5,800 flights a day to 371 airports throughout the Americas, Europe and Asia from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers more than 21,200 daily flights to 1,172 airports in 181 countries worldwide through its 28 member airlines. United's and Continental's more than 80,000 employees reside in every U.S. state and in many countries around the world. For more information about United Continental Holdings, Inc., go to UnitedContinentalHoldings.com. For more information about the airlines, see http://www.united.com/and http://www.continental.com/, and follow each company on Twitter and Facebook. United Continental carries 'B2' corporate family and probability of default ratings, with stable outlook, from Moody's, 'B' issuer credit ratings, with stable outlook, from Standard & Poor's, and 'B-' issuer default rating from Fitch. UAL Corp filed for Chapter 11 protection on Dec. 9, 2002 (Bankr. N.D. Ill. Case No. 02-48191). James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., David R. Seligman, Esq., and Steven R. Kotarba, Esq., at Kirkland & Ellis, represented the Debtors in their restructuring efforts. Fruman Jacobson, Esq., at Sonnenschein Nath & Rosenthal LLP represented the Official Committee of Unsecured Creditors. Judge Eugene R. Wedoff confirmed a reorganization plan for United on Jan. 20, 2006. The Company emerged from bankruptcy on Feb. 1, 2006. At March 31, 2011, United Continental had $40.55 billion in total assets against total current liabilities of $13.87 billion, long- term debt of $11.12 billion, long-term obligations under capital leases of $1.00 billion, other liabilities and deferred credits of $12.65 billion, and a stockholders equity of $1.91 billion. UNITED ENERGY: Delays Filing of Annual Report on Form 10-K ---------------------------------------------------------- United Energy Corp. notified the U.S. Securities and Exchange Commission that its Annual Report on Form 10-K for the period ended March 31, 2011, cannot be filed within the prescribed time period without unreasonable effort or expense because the Company does not have audited financial statements for such period at this time. About United Energy United Energy Corp. -- http://www.unitedenergycorp.net/-- develops and distributes environmentally friendly specialty chemical products with applications in several industries and markets. Through its wholly owned subsidiary, Green Globe Industries, Inc., the Company provides the U.S. military with a variety of solvents, paint strippers and cleaners under its trade name "Qualchem." The Company is headquartered in Secaucus, New Jersey. The Company's balance sheet at September 30, 2010, showed $1.02 million in total assets, $1.08 million in total liabilities, all current, and a stockholders' deficit of $69,308. As reported in the Troubled Company Reporter on July 20, 2010, Jewett, Schwartz, Wolfe & Associates, in Hollywood, Fla., expressed substantial doubt about the Company's ability to continue as a going concern, following the Company's results for the fiscal year ended March 31, 2010. The independent auditors noted that the Company has operating and liquidity concerns, and has incurred net losses of $23.55 million as of March 31, 2010. US AIRWAYS: S&P Rates Class C Pass-through Certificates at 'B' -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its preliminary 'B (sf)' rating to US Airways Inc.'s series 2010-1 Class C pass- through certificates, with an expected maturity of Oct. 22, 2014. The issue is a drawdown under a Rule 415 shelf registration. Standard & Poor's will decide on the rating to assign on conclusion of a legal review of the documentation. "The preliminary 'B (sf)' rating is based on US Airways' credit quality, substantial collateral coverage by good quality aircraft, and on legal and structural protections available to the pass- through certificates," said Standard & Poor's credit analyst Betsy Snyder. The company will use the proceeds of the offering to acquire additional equipment notes, together with the previously issued Class A and Class B equipment notes of Dec. 21, 2010, to refinance five A321-200, two A330-200, and one A320-200 aircraft that were delivered in 2009. Each aircraft's secured notes are cross-collateralized and cross-defaulted, a provision that we believe increases the likelihood that US Airways would affirm the notes (and thus continue to pay on the certificates) in bankruptcy. The pass-through certificates benefit from legal protections afforded under Section 1110 of the federal bankruptcy code. "However, because the Class C certificates do not have a dedicated liquidity facility (as do the Class A and Class B certificates), we do not analyze them as enhanced equipment trust certificates (EETCs)," S&P said. "We believe that US Airways views these planes as important and would, given the cross-collateralization and cross-default provisions, likely affirm the aircraft notes in a bankruptcy scenario. In contrast to most EETCs issued before 2009, the cross- default would take effect immediately in a bankruptcy if US Airways rejected any of the aircraft notes. This should prevent US Airways from selectively affirming some aircraft notes and rejecting others (cherry-picking), which often harms the interests of certificateholders in a bankruptcy," S&P related. "We consider the collateral pool overall to be of good quality. The largest proportion of appraised value, about 52%, consists of A321-200's. The A321-200 is the largest version of Airbus' popular A320 narrowbody family of planes. The A321-200 has not been as successful as the A320 or smaller A319, but nonetheless is operated by 68 airlines worldwide, many more than Boeing's competing B737-900ER (although the latter is a newer model and thus has had less time to attract orders). Airbus has announced that it will offer a more fuel-efficient new-engine-option (NEO) on its narrowbody planes starting in 2016. It is too early to tell how popular this option will be, and we believe a lot will depend on how much more expensive the NEO is. If widely adopted, sale of NEO planes could depress somewhat residual values of existing- technology Airbus narrowbody planes. However, this effect is most likely for older planes in the A320 family (e.g. those delivered in the 1990's), rather than the recently delivered A321-200s and A320s in the 2011-1 collateral pool," S&P related. The second-largest proportion of aircraft securing the certificates is A330-200s, a small, long-range widebody plane. This model, which incorporates newer technology than Boeing's competing B767-300ER, has been successful, and is operated by 67 airlines worldwide. It will face more serious competition when large numbers of Boeing's long-delayed B787 are delivered. Still, it will take a while for this to occur, even if Boeing is able to make its first delivery later in 2011. The final, and smallest, proportion of value, about 8%, is represented by A320-200s. This model is Airbus' most successful plane, with a very wide user base around the world. Airbus will offer a new engine option on this plane in the middle of this decade. The initial loan-to-value of the Class C certificates is 85%, using the appraised base values and depreciation assumptions in the offering memorandum. "However, we focused on more conservative maintenance-adjusted appraised values (not disclosed in the offering memorandum). We also use more conservative depreciation assumptions for all of the planes than those in the prospectus. We assumed that, absent cyclical fluctuations, values of the A321- 200s and A330-200s would decline by 6.5% of the preceding year's value per year, and the A320-200s 6%. Using those assumptions, our initial loan-to-value is 91.4%, higher than the 89.7% loan-to- value of US Airways' 2011-1 Class C certificates issued June 27, 2011. Our preliminary 'B (sf)' rating on the Class C certificates is lower than our 'BBB (sf)' rating on the Class A certificates and 'B+ (sf)' rating on the Class B certificates because of a higher loan-to-value, the fact that the Class C certificates are subordinated to the more senior certificates, and because the Class C certificates do not have a dedicated liquidity facility (which would, if needed, pay interest on certificates if a bankrupt US Airways was making insufficient payments to cover interest). Still, the Class C certificates benefit from the fact that the aircraft notes that secure all the certificates are cross-defaulted and cross-collateralized, which, we believe, increases the likelihood that US Airways would affirm the aircraft notes in bankruptcy," S&P related. "Our ratings on US Airways reflect our view of the consolidated credit quality of parent US Airways Group Inc., which also owns America West Airlines Inc.," S&P said. "We base the ratings on US Airways Group's substantial debt and lease burden, limited (though improving) liquidity, and participation in the high-risk U.S. airline industry. The ratings also incorporate the company's better-than-average operating costs. Tempe, Ariz.-based US Airways Group is the fifth-largest U.S. airline, carrying about 8% of industry traffic. We characterize the company's business profile as vulnerable and its financial profile as highly leveraged," S&P said. "We expect US Airways' financial profile to remain fairly stable over the next two years, with EBITDA interest coverage 1.6x-2.0x and funds from operations (FFO)/debt in the low-teen percent area. We believe that an upgrade is not likely over the near-term, but could occur if FFO/debt moves consistently into the high-teens percent area and unrestricted cash and short-term investments increase to more than $2.5 billion. With US Airways' improved operating performance and liquidity, we also believe a downgrade is unlikely over the near term. However, if a stalled U.S. economic recovery or serious oil price spike caused sustained losses, causing liquidity to fall to below $1 billion, we could lower ratings," S&P related. Ratings List US Airways Inc. US Airways Group Inc. Corporate credit rating B-/Stable/-- New Ratings Assigned US Airways Inc. Series 2010-1 Class C pass-through certificates B (sf) (prelim) USEC INC: Signs Standstill Agreement with Toshiba, et al. --------------------------------------------------------- USEC Inc., Toshiba America Nuclear Energy Corporation, a subsidiary of Toshiba Corporation, and Babcock & Wilcox Investment Company entered into a standstill agreement dated as of June 30, 2011, pursuant to which each of the parties agreed not to exercise its right to terminate the Securities Purchase Agreement dated as of May 25, 2010, by and among USEC, Toshiba and B&W under Section 10.2(a) thereof prior to Aug. 15, 2011. Pursuant to the Securities Purchase Agreement, Toshiba and B&W agreed to make a $200 million investment in USEC over three phases upon the satisfaction at each phase of certain closing conditions. On Sept. 2, 2010, the first closing of $75 million occurred. The second closing of the strategic investment by Toshiba and B&W of $50 million is conditioned on the Company having entered into a conditional commitment in an amount of not less than $2 billion for the American Centrifuge project with the U.S. Department of Energy. The Securities Purchase Agreement provides in Section 10.2(a) thereof that if the second closing does not occur by June 30, 2011, the agreement may be terminated by USEC or each of B&W or Toshiba. The Standstill Agreement provides a limited additional period of time for USEC to finalize and enter into the conditional commitment with DOE and achieve the second closing. However, USEC has no assurance that DOE will issue a conditional commitment prior to expiration of the standstill period or at all, or on terms and with a credit subsidy cost that are acceptable to USEC, or that USEC is otherwise able to achieve the second closing under the Securities Purchase Agreement prior to the expiration of the standstill period. A full-text copy of the Standstill Agreement is available for free at http://is.gd/BjnTg6 About USEC Inc. Headquartered in Bethesda, Maryland, USEC Inc. (NYSE: USU) -- http://www.usec.com/-- supplies enriched uranium fuel for commercial nuclear power plants. The Company's balance sheet at March 31, 2011, showed $4.05 billion in total assets, $2.71 billion in total liabilities and $1.34 billion in stockholders' equity. * * * USEC Inc. carries 'Caa1' corporate and probability of default ratings, with "developing" outlook, from Moody's, and 'CCC+' long term foreign issuer credit rating and 'CCC-' long term local issuer credit rating, with outlook "developing", from Standard & Poor's. In May 2010, S&P said that its rating and outlook on USEC Inc. are not affected by the announcement that Toshiba Corp. and Babcock & Wilcox Investment Co., an affiliate of The Babcock & Wilcox Co., have signed a definitive investment agreement for $200 million with USEC. VANGENT INC: S&P Raises CCR to 'B+' on Improved Profitability ------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Vangent Inc. 'B+' from 'B'. The outlook is stable. "At the same time, we raised the issue level rating on the company's first line facility 'BB' from 'BB-' as a result of the higher corporate credit rating. The recovery rating remains a '1', indicating very high recovery (90-100%) in the event of a payment default," S&P said. "We also raised the issue level rating on the company's senior subordinated notes to 'B-'. The recovery rating remains a '6', indicating negligible (0-10%) recovery in the event of a payment default," S&P related. "The upgrade reflects our view that the company has completed the disposition of problematic Latin American contracts, and has also successfully used its existing contract vehicles and contributions from the September 2010 Buccanneer acquisition to replace its U.S. Census project (substantially completed in the third quarter of 2010), resulting in improved margins and associated expanded covenant headroom," S&P said. Revenues for the last 12 months ended April 2, 2011, were $743.5 million, up about 16% from the prior year. More than 90% of Vangent's revenues come from its Government Group, which, among other projects, operates the Federal Student Aid automated information system and serves as the lead contractor of the Centers for Medicare and Medicaid Services. The company's International Group provides business process outsourcing to governments and commercial customers, and the Human Capital Group designs and builds recruiting and talent management solutions. The company has an entrenched base of customers and a high win rate on recompetes. "Still, we view its business risk profile as weak--the market for outsourced government services is highly fragmented and Vangent faces competitors with greater scope and financial resources," said Standard & Poor's credit analyst Jennifer Pepper. "We view the company's financial risk profile as aggressive. Adjusted EBITDA grew substantially year over year for the 12 months ended April 2, 2011, resulting in operating lease-adjusted leverage to just below 5.0x, down from 5.9x a year ago and much lower than 6.7x, where leverage spiked in September 2009. Covenant headroom is now about 30% compared with about 12% a year ago. We expect that Vangent can sustain the recent improvement to EBITDA, given the discontinuation of its Latin American operations, (which had been a drag on profitability) along with new, higher margin projects," S&P stated. VUANCE LTD: Incurs US$173,000 Net Loss in March 31 Quarter ---------------------------------------------------------- Vuance Limited reported a net loss of US$173,000 on US$1.84 million of revenue for the three months ended March 31, 2011, compared with a net loss of US$858,000 on US$1.29 million of revenue for the same period a year ago. The Company's balance sheet at March 31, 2011, showed US$1.66 million in total assets, US$9.56 million in total liabilities and a US$7.90 million total shareholders' deficit. A full-text copy of the press release announcing the financial results is available for free at http://is.gd/jJgDDm About Vuance Ltd. Qadima, Israel-based Vuance Ltd. is a leading provider of Wireless Identification Solutions. The Company currently offers an Active RFID technology, a long, active radio frequency identification equipment that utilizes active radio frequency communications to track assets, people and objects for potential governmental agency and commercial customers. Fahn Kanne & Co., in Tel Aviv, Israel, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred substantial losses and negative cash flows from operations since its inception and, as of Dec. 31, 2010, the Company had an accumulated deficit of $49.3 million and a shareholders' deficit of $7.9 million. The Company reported a net loss of $2.0 million on $7.4 million of revenue for 2010, compared with a net loss of $5.1 million on $9.3 million of revenue for the same period of 2009. WACCAMAW BANKSHARES: To Appeal NASDAQ De-Listing Decision --------------------------------------------------------- Waccamaw Bankshares, Inc. will appeal a decision that would result in its common stock being de-listed from the NASDAQ Global Market. In a letter to Waccamaw officials on June 24 the Listing Qualifications Department of NASDAQ said it was denying the company's request for continued listing. NASDAQ notified the company on April 4 and June 24 that the company did not comply with NASDAQ's filing requirements for continued listing set forth in NASDAQ Listing Rule 5250(c)(1) because it had not filed its Annual Report on Form 10-K for 2010 or its Quarterly Report on Form 10-Q for the quarter ended March 31 with the Securities and Exchange Commission. NASDAQ's decision to deny the company's request for continued listing is based on the company's continued noncompliance with Listing Rule 5250(c)(1) and NASDAQ's determination that the company's plan to achieve compliance did not present definitive evidence of the company's ability to regain compliance within the time period permitted by the NASDAQ listing rules. In the meantime, Waccamaw officials have been working feverously with the auditing firm of Elliott Davis of Galax, Va. on verifying financial information in both the 10-K and 10-Q. The documents cannot be filed with the SEC until the audit is complete. "It's been extremely frustrating," said Waccamaw President Geoff Hopkins. "The auditing firm wants to be certain that all the data and information are accurate to avoid any future restating of financial information and that is our goal as well. It's just unfortunate the process is taking so long." At the center of the filing delay are three complex transactions Waccamaw completed in 2010 - the sale of $11 million in problem loans, the purchase of $110 million in home-equity lines of credit and a $16.3 million preferred stock private placement. "We are doing everything possible to move along the process," Hopkins said. "Everyone is doing their best to be patient." Trading of the company's common stock could be suspended at the opening of business on July 6 unless Waccamaw files an appeal before a NASDAQ Hearings Panel, which it plans to do before the end of the week. Officials say they will ask for a stay of the trading suspension through the open of business on July 18. The bank will ask the Hearings Panel to continue the stay until the conclusion of the hearing. The company expects the hearing to be scheduled in mid-August. However, there can be no assurance that the Hearings Panel will grant the company's request for an extended stay. The Hearings Panel has the authority to grant the company an extension of time within which to regain compliance with filing requirements for a period not to exceed 360 days from the due date of the company's first late report (until March 26, 2012). There can be no assurance that the Hearings Panel will grant the company any additional time to regain compliance. Waccamaw's stock price has steadily dropped since receiving the delisting notice for failure to timely file financial documents, trading at or about $1.70 per share in early April to finally falling in mid-May to below $1.00 a share, where it has remained, prompting additional action from NASDAQ. The company received two additional noncompliance notices from NASDAQ on June 24. The first notice states that the minimum bid price for the company's common stock has closed below $1.00 per share for thirty consecutive business days and that the company is therefore not in compliance with NASDAQ Listing Rule 5450(a)(1). The second notice states that the company has not maintained a minimum market value of publicly held shares of $5,000,000 for thirty consecutive business days and that the company is therefore not in compliance with Listing Rule 5450(b)(1)(C). The minimum bid price notification letter states that the company has a period of 180 calendar days, or until December 21, in which to regain compliance. The company can regain compliance if at any time during this 180-day period the closing bid price of the company's common stock is at least $1.00 for a minimum of ten consecutive business days. The minimum market value of publicly held shares notification letter also states that the company has a compliance period of 180 calendar days, or until December 21, in which to regain compliance. The company can regain compliance if at any time during this 180-day period the market value of publicly held shares closes at $5,000,000 or more for a minimum of ten consecutive business days. "I firmly believe that once our financial statements have been filed, we can put this step behind us and focus on banking," Hopkins said. "I think we have a great team with outstanding employees, but the reality is we live in a very different regulatory environment." About Waccamaw Bankshares Waccamaw Bankshares, Inc., is the holding company for Waccamaw Bank, a North Carolina-chartered community bank. WESTLAKE EVERGREEN-DE: Case Summary & 20 Largest Unsec Creditors ---------------------------------------------------------------- Debtor: Westlake Evergreen-DE, LLC 3659 East Thousand Oaks Blvd. Thousand Oaks, CA 91362 Bankruptcy Case No.: 11-17874 Chapter 11 Petition Date: June 28, 2011 Court: United States Bankruptcy Court Central District of California (San Fernando Valley) Judge: Maureen Tighe Debtor's Counsel: M Jonathan Hayes, Esq. LAW OFFICE OF M JONATHAN HAYES 9700 Reseda Bl Ste 201 Northridge, CA 91324 Tel: (818) 882-5600 Fax: (818) 882-5610 E-mail: jhayes@hayesbklaw.com Estimated Assets: $10,000,001 to $50,000,000 Estimated Debts: $10,000,001 to $50,000,000 The petition was signed by Jason Schwetz, managing member. Debtor's List of 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ LNR Partners Comm. Property $17,623,808 1601 Washington Ave., #700 Miami Beach, FL 33139-3164 Melting Pot Security Deposit $25,000 6205 Cavalleri Road Malibu, CA 90265 Remedy Skin and Body Security Deposit $15,000 4874 Via Andrea Newbury Park, CA 91320 Hyun Kook Kim Security Deposit $13,000 Dawn Barnes Karate Security Deposit $12,500 Flyberny Holdings Security Deposit $12,500 Canyon Salon Security Deposit $10,000 Luigi Security Deposit $9,500 Studio TYLA Security Deposit $7,500 Nadar Afshani DDS Security Deposit $7,000 Frenzy Security Deposit $6,000 M & M Beautyland Security Deposit $5,500 Quinn Simon Holistic Security Deposit $5,500 Merle Norman Security Deposit $5,000 Royal Oske Property $4,604 Chinese Massage Security Deposit $4,500 Monte Halpern Security Deposit $4,500 Phillipson Security Deposit $3,500 GI Services $3,266 Le's Nails Security Deposit $2,500 Affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Evergreen Plaza Investment-DE, LLC 11-17858 06/28/11 15352 Vanowen Street 11-17870 06/28/11 Apartments-DE, LLC Normandie Court III, DE, LLC 11-17872 06/28/11 WASHINGTON MUTUAL: Former Execs Seek Dismissal of FDIC Suit ----------------------------------------------------------- David Benoit, writing for Dow Jones Newswires, reports that two former Washington Mutual Inc. executives filed Friday to seek dismissal of a Federal Deposit Insurance Corp. lawsuit from earlier this year. The FDIC accused WaMu CEO Kerry Killinger, former President and Chief Operating Officer Stephen Rotella and former home-loans President David Schneider of reckless lending gambles that sparked the thrift's collapse. The executives, along with the wives of Mssrs. Killinger and Rotella, were also accused of illegally seeking to shield cash and houses from legal claims. According to Dow Jones, Messrs. Rotellas and Schneider asked the judge to throw out the case in harshly worded filings that accused the FDIC of trying to deflect criticism. "This lawsuit amounts to a pure public relations stunt designed to deflect criticism away from the FDIC, which has been-and continues to be-under fire for its regulatory failures with respect to WaMu and refuses to take any responsibility for its central role in the financial crisis," the former executives said in their filing, according to Dow Jones. Dow Jones also reports the executives allege the FDIC's claims attempt to apply what is known today in hindsight, while at the same time ignoring its own actions. Dow Jones relates Esther Rotella, in a separate filing, argued the FDIC has no jurisdiction over her and lacks "any substantive basis" for the claims against her. Dow Jones notes the FDIC last month had said in a legal filing in federal court that it was in mediation to settle that dispute as well. Dow Jones says an FDIC spokesman declined to comment. 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. The Debtor tapped Valuation Research Corporation as valuation service provider for certain assets. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York 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. The official committee of equity security holders also tapped BDO USA as its tax advisor. 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 U.S. Bankruptcy Court for the District of Delaware 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 Bankruptcy Court 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. WASHINGTON MUTUAL: Shareholder Class Suit Settled for $208.5MM -------------------------------------------------------------- David Benoit, writing for Dow Jones Newswires, reports that Washington Mutual Inc. and other co-defendants agreed to settle a consolidated shareholder class-action lawsuit for $208.5 million: $105.0 million to be paid by WaMu and the individual defendants named, an amount covered by insurance; $85.0 million to be paid by 14 underwriting banks; and $18.5 million to be paid by Deloitte & Touche Dow Jones recounts shareholders originally filed several lawsuits in various courts essentially alleging that WaMu failed to stop them from investing when the now-failed thrift knew, or should have known, how much trouble it was in. Some of the lawsuits were filed long before the thrift's collapse, though the plaintiffs regularly updated the consolidated case to include the latest reports on Washington Mutual. The consolidated lawsuit was filed in federal court in Seattle. It also names as defendants WaMu executives and directors, the various investment banks that acted as middle men in selling the shares to the investors, and WaMu's auditor Deloitte & Touche LLP. Dow Jones says representatives of WaMu, former CEO Kerry Killinger and Deloitte weren't available for comment Friday. Dow Jones also reports that the Ontario Teachers' Pension Plan Board, the lead plaintiff in the Seattle suit, on Thursday requested the judge in the case approve the settlement, which it called "an excellent result." Michael J. Etkin, Esq. -- metkin@lowenstein.com -- at Lowenstein Sandler PC, represents the shareholders. 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. The Debtor tapped Valuation Research Corporation as valuation service provider for certain assets. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Fled LLP in New York 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. The official committee of equity security holders also tapped BDO USA as its tax advisor. 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 U.S. Bankruptcy Court for the District of Delaware 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 Bankruptcy Court 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. WESTMORELAND COAL: Files Form S-1; To Issue 250,000 Common Shares ----------------------------------------------------------------- Westmoreland Coal Company filed with the U.S. Securities and Exchange Commission a Form S-1 registration statement relating to the resale, from time to time, by selling securityholders of 250,000 shares of Westmoreland Coal Company common stock. Shares of common stock offered by selling securityholders consist of up to 250,000 shares proposed to be contributed by the Company to the Westmoreland Coal Company Retirement Plan Trust from time to time in satisfaction of certain funding obligations the Company has to the trust. The selling securityholders received the securities in transactions exempt from the registration requirements of the Securities Act of 1933, as amended. The prices at which the selling securityholders may sell the securities will be determined by prevailing market prices or through privately negotiated transactions and the selling securityholders will be responsible for any discounts or commissions due to brokers or dealers. The Company will not receive proceeds from the sale of the securities. The Company has agreed to bear the expenses of registering the securities covered by this prospectus and any prospectus supplements. The securities are being registered to permit the selling securityholders to sell the securities from time to time in the public market. The selling securityholders may sell the securities through ordinary brokerage transactions or through any other means described in the section titled "Plan of Distribution." The Company does not know when or in what amount the selling securityholders may offer the securities for sale. The selling securityholders may sell any, all or none of the securities offered by this prospectus. The Company's common stock is listed on NASDAQ Global Market under the symbol "WLB." On June 29, 2011, the last reported sale price of the Company's common stock on the NASDAQ Global Market was $17.83 per share. A full-text copy of the prospectus is available for free at: http://is.gd/AYcuTK About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. The Company reported a net loss of $3.2 million on $506.1 million of revenues for 2010, compared with a net loss of $29.2 million on $443.4 million of revenues for 2009. Operating income was $20.5 million in 2010 compared to a loss of $31.8 million in 2009. The Company's balance sheet at March 31, 2011, showed $787.98 million in total assets, $294.36 million in total debt and a $173.92 million total deficit. * * * As reported in the TCR on March 4, 2011, Standard & Poor's Ratings Services said that it assigned a 'CCC+' corporate credit rating to Colorado Springs, Colorado-based Westmoreland Coal Co. The rating outlook is stable. WESTWOOD BOULEVARD: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Westwood Boulevard Properties, LLC 10901 Santa Monica Blvd. Los Angeles, CA 90025 Bankruptcy Case No.: 11-37707 Chapter 11 Petition Date: June 27, 2011 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Peter Carroll Debtor's Counsel: Ovsanna Takvoryan, Esq. TAKVORYAN LAW GROUP, A PROFESSIONAL CORP 450 N Brand Bl, Suite 600 Glendale, CA 91203 Tel: (818) 291-6272 Fax: (818) 484-2126 E-mail: ovsanna@takvoryanlawgroup.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 eight largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/cacb11-37707.pdf The petition was signed by Abraham Aghachi, managing member. WOODMILL PRODUCTS: Sent to Receivership Last Month -------------------------------------------------- Rick Romell at the Journal Sentinel reported in June that Woodmill Products Inc. has filed for receivership. Michael Polsky is the court-appointed receiver. The company disclosed debts of $4.7 million, according to the report. Assets carry a book value of $4.8 million, but in fact are worth "significantly less" on the market, the receivership petition said, the report relates. Woodmill Products has turned out architectural woodwork for casinos, hotels, restaurants and colleges. WP EVENFLO: Moody's Lowers CFR to 'Caa2'; Outlook Negative ---------------------------------------------------------- Moody's Investors Service lowered WP Evenflo Holdings, Inc.'s corporate family rating to Caa2 from B3 and the probability of default rating to Caa2 from Caa1. The rating on the bank debt was lowered to Caa1 from B2. The ratings outlook was revised to negative from stable. Ratings downgraded: -- Corporate family rating to Caa2 from B3; -- Probability of default rating to Caa2 from Caa1; -- $40 million senior secured revolving credit facility due 2013 to Caa1 (LGD3, 43%) from B2 (LGD2, 25%); -- $117 million first lien term loan due 2013 to Caa1 (LGD3, 43%) from B2 (LGD2, 25%). RATINGS RATIONALE The downgrade reflects Moody's concern that higher resin costs will continue to pressure Evenflo's operating performance. In addition, topline trends have been weaker than expected (relative to Moody's expectations) due to increased competitive activity and a delayed customer intake of a new product category. As such, Moody's is concerned over the company's ability to maintain compliance with the financial covenants governing the credit agreement. The ratings downgrade also captures Moody's view that the company's liquidity profile is weak not only because of potential covenant issues, but also because of limited excess capacity under the revolving credit facility. The notching of the corporate family rating at the level of the probability of default rating reflects Moody's expectation of average recovery rates for the debt capitalization in a default scenario. The rating derives limited support from modest near-term debt maturities and the potential for improved topline growth based on new product introductions (specifically "Ensembles", which encompasses products such as playards and high chairs). Evenflo's Caa2 corporate family rating reflects its high leverage with debt to EBITDA in excess of 7.0 times (incorporates Moody's standard analytical adjustments and 75% debt treatment for the preferred stock), weak interest coverage with EBITDA less capex to interest slightly in excess of 1.0 times, modest operating margins, and a weak liquidity profile. The rating also considers substantial customer concentration, the mature nature of the juvenile/infant product category, ongoing product recall risk, and general product liability risk. Notwithstanding these concerns, the rating derives limited support from Evenflo's established position as a seller of infant and juvenile products, a comprehensive product portfolio that addresses a variety of infant/juvenile needs, strong brand recognition, and long-standing relationships with key retail customers. The negative outlook reflects Moody's concern over Evenflo's ability to maintain compliance with the financial covenants governing the credit facility in the context of near-term step- ups, ongoing competitive activity, and increased cost pressures. The ratings could be downgraded if Evenflo is unable to timely address any potential covenant issues or if it needs liquidity and additional sources are not available. Barring an exogenous event such an equity infusion, an upgrade over the near-term is unlikely. However, the ratings outlook could be stabilized if Evenflo improves its operating performance and augments its liquidity profile through materially expanded covenant cushion. The principal methodology used in rating WP Evenflow as the Global Business & Consumer Service Industry Rating Methodology, published October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA, published June 2009. Headquartered in Miamisburg, Ohio, WP Evenflo is a leading provider of infant and juvenile products including car seats (convertible, booster, and infant), on-the-go products (strollers, travel systems, and portable playards), feeding products (breast pumps, feeding systems, bottles, high chairs, and pacifiers), and playtime products (carriers, stationary activity centers, and safety gates). * NBC Bookseller's Filing Raises S&P's 2011 Default Tally to 18 --------------------------------------------------------------- U.S.-based bookseller NBC Acquisition Corp. filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code last week to implement its restructuring plan. This raises the 2011 global corporate default tally to 18, said an article published Friday by Standard & Poor's Global Fixed Income Research, titled "Global Corporate Default Update (June 24 - 29, 2011) (Premium)." Of the total, 11 issuers were based in the U.S., two each were based in Canada and New Zealand, and one each was based in the Czech Republic, France, and Russia. By comparison, 45 global corporate issuers had defaulted by this time in 2010. Of these defaulters, 32 were U.S.-based issuers, two were European issuers, four were from the emerging markets, and seven were in the other developed region (Australia, Canada, Japan, and New Zealand). Seven of this year's defaults were due to missed interest or principal payments and six were due to distressed exchanges--both among the top reasons for default in 2010. Of the remaining five, three 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. Standard & Poor's baseline projection for the U.S. corporate trailing 12-month speculative-grade default rate for March 2012 is 1.6%. A total of 24 issuers would need to default from April 2011 to March 2012 to reach the forecast. The projection of 1.6% is another 0.86-percentage-point (or another 35%) decline from the 2.46% default rate in March 2011. "This rate of decline would be sharp, but slower than the decline over the past 16 months. Improved lending conditions and a lower cost of capital are keeping our default expectations relatively upbeat in the next 12 months. We are seeing stronger credit quality, as reflected in fewer downgrades and lower negative bias," S&P said. "In addition to our baseline projection, we forecast the default rate in our optimistic and pessimistic scenarios. In our optimistic default rate forecast scenario, the economy and the financial markets improve more than expected. As a result, we would expect the default rate to be 1.2% (18 defaults in the next 12 months)." "On the other hand, if the economic recovery stalls and the financial markets deteriorate -- which is our pessimistic scenario -- we expect the default rate to be 3.3% (50 defaults) by March 2012. We base our forecasts on quantitative and qualitative factors that we consider, including, but not limited to, Standard & Poor's proprietary default model for the U.S. corporate speculative-grade bond market. We update our outlook for the U.S. issuer-based corporate speculative-grade default rate each quarter after analyzing the latest economic data and expectations." * Dow Jones Indicator Suggests Slow Growth Ahead for U.S. Economy ----------------------------------------------------------------- Following two months of steady pace, the Dow Jones Economic Sentiment Indicator dropped to 44, down from 46.6 in May and April. U.S. news coverage in June was mostly negative, with the focus on U.S. government debt concerns and the new regulation of the financial industry. "Although debt and regulation concerns were looming, the underlying news about the state of the U.S. economy remained supportive during the month, suggesting the recovery continues at the same subdued but steady pace," says Dow Jones Newswires "Money Talks" columnist Alen Mattich. The ESI is determined by in-depth sentiment analysis of national news coverage across 15 daily newspapers. It is reported on a scale of 0 to 100; higher numbers represent increasingly positive sentiment. The index has been weak throughout the first half of 2010, and in June, the ESI's reading was largely influenced by global debt discussions. In Europe, worries about the affect Greek debt default could have on the global financial system garnered negative attention, while growing support of a bailout plan and Athen's passage of an austerity plan were viewed as positive. Outside of fiscal concerns, positive media coverage in June mentioned falling oil prices. The Dow Jones Economic Sentiment Indicator aims to predict the health of the U.S. economy by analyzing the coverage of 15 major daily newspapers in the U.S. Using a proprietary algorithm and derived data technology, the ESI examines newspaper articles for positive and negative sentiment about the economy. The indicator is calculated through Dow Jones Insight, a media tracking and analysis tool. The technology used for the ESI also powers Dow Jones Lexicon, a proprietary dictionary that allows traders and analysts to determine sentiment, frequency and other relevant complex patterns within news to develop predictive trading strategies. The ESI's back-testing to 1990 shows that indicator clearly highlighted the risk that the U.S. economy was sliding into recession in 2001 and 2008 and suggests the indicator can help predict economic turning points as much as seven months in advance of other indicators. For more information, visit http://dowjones.com/esi/ About Dow Jones Insight Dow Jones Insight -- http://www.dowjones.com/product-djinsight.asp -- uses innovative text mining and analytic technologies to help organizations keep informed about relevant issues, news, conversations and trends emerging in mainstream, Web and social media. Dow Jones Insight's global content collection includes more than 25,000 news and information sources as well as blogs, message boards, and posts from YouTube and Twitter. About Dow Jones Dow Jones & Company is a global provider of news and business information and a developer of technology to deliver content to consumers and organizations across multiple platforms. Dow Jones produces newspapers, newswires, Web sites, apps, newsletters, magazines, proprietary databases, conferences, radio and video. Its premier brands include The Wall Street Journal, Dow Jones Newswires, Factiva, Barron's, MarketWatch, SmartMoney and All Things D. Its information services combine technology with news and data to support business decision making. The company pioneered the first successful paid online news site and its industry leading innovation enables it to serve customers wherever they may be, via the Web, mobile devices and tablets. The Dow Jones Local Media Group publishes community newspapers, Web sites and other products in six U.S. states. * Mass. Attorney General Joins City's Blight Fight -------------------------------------------------- Scott Stafford at The Berkshire Eagle reports that building owners will have a harder time ignoring pleas from the city to bring their properties up to code when the Massachusetts attorney general's office starts leaning on them. If the building still isn't brought up to code, the city and the attorney general's office will take action, make the repairs through the use of a receivership, and take the cost of the repairs out of the value of the property, according to The Berkshire Eagle. The report notes that Deanna Ruffer, Pittsfield community development director, said that in some cases of abandoned buildings that have resulted from foreclosures or absentee land owners, notices regarding code violations go unanswered, and the building continues to deteriorate. Abandoned properties have been known to deteriorate so much that they become an anchor, weighing down surrounding property values and frequently posing health hazards to the general public, Berkshire Eagle Staff says. "Bringing the commonwealth to the table brought a whole new layer of clout and credibility to our property enforcement efforts," the report quoted Ms. Ruffer as saying. "By partnering with the attorney general we kicked it up a notch," she added. The Berkshire Eagle notes that if city efforts fail to get the attention of a landowner, which in some cases might be a national mortgage company that pays scant attention to code issues at individual properties, Ms. Ruffer noted, the attorney general's office will try to get the owner to respond. If that effort also fails, she said. "The attorney general goes to land court for a receivership." If the judge agrees, a receivership is assigned to a party that will take responsibility for the rehabilitating the property, the report says. The cost of the upgrades is attached to the property as a priority lien, and recovered once the property is sold. The Berkshire Eagle discloses that the city has a list of between 15 and 20 properties in acute need of code upgrades, she noted. About five of those made the list the attorney general's office is interested in pursuing. * Centerview's Restructuring Practice Taps S. Greene and M. Puntus ------------------------------------------------------------------ Centerview Partners disclosed Marc Puntus and Sam Greene are joining the firm as partners and will establish a new restructuring advisory practice in mid-July. Mr. Puntus and Mr. Greene join Centerview from Miller Buckfire & Co., where they both served as Managing Directors. They have worked in the restructuring sector for over 15 years, including over 10 years during which they worked together. Mr. Greene and Mr. Puntus have among the broadest bases of experience in the restructuring industry and have worked closely with companies, creditors, and other constituents across a wide range of industries. Their transaction experience includes Calpine Corporation, CMS Energy, Foxwoods, Gate Gourmet, MagnaChip, Mirant, OSI Restaurants Partners, Pegasus Communications, Station Casinos, Sunbeam, TECO Energy and Vonage Corporation. Collectively, Mr. Greene and Mr. Puntus have restructured more than $50 billion worth of obligations. "I am pleased on both a professional and personal level that Sam and Marc have joined our team. Having worked with them previously at Wasserstein Perella, I have known them for over 15 years and can speak first hand to the level of talent and expertise they bring to Centerview," said Robert Pruzan, co-founder and partner. "Developing a restructuring practice with bankers of their caliber denotes another important landmark in the development of our firm." "Centerview's track record and growth potential distinguishes the firm among its competitors," said Mr. Greene, "I am excited to join such an accomplished group of professionals." Mr. Puntus added, "Centerview has a culture of partnership and excellence that I find extremely appealing. I look forward to building a leading restructuring advisory business with some of the most talented bankers in the industry." "Establishing a restructuring practice will further Centerview's position as the advisor of choice in the management of its clients' strategic, financial and operational needs," said Blair Effron, co-founder and partner. About Centerview Partners Centerview Partners, based in New York and with offices in London, Los Angeles and San Francisco, operates an investment banking advisory business specializing in independent advice and other client services. Capitalizing on the experience of its principals, Centerview provides senior-level counsel to both domestic and international clients. Members of the firm have experience in a range of industries including the consumer products, financial services, food and beverage, entertainment and media, general industrial, healthcare, retail, technology and telecommunications sectors. About Samuel Greene Mr. Greene has significant experience advising companies, creditors and other constituents in restructuring, mergers and acquisitions, and financing transactions across multiple industries. * American Lawyer Finds Pro Bono Hours Plunged 8% ------------------------------------------------- Just as large U.S. law firms were returning to solid profitability last year, pro bono activity was dropping sharply, with average lawyer hours among the top 200 firms down 8 percent to 56.5 hours, reversing a decade of steady growth, according the annual pro bono survey in the July issue of ALM's The American Lawyer. The decline was even sharper among the top 100 firms, whose average pro bono hours per lawyer plummeted 10.8 percent. The next hundred-largest actually increased average hours 2.1 percent. Average profits per partner climbed the 8.4 percent last year at the top hundred firms and 3.4 percent at the next hundred. "It's not a justification, but the fact is that associates do the heavy pro bono lifting at big firms, and those who survived the recession layoffs found themselves loaded up with paid work in last year's turnaround," said Robin Sparkman, Editor in Chief of The American Lawyer. Among firms maintaining a high level of pro bono commitment was Hughes Hubbard & Reed, which tops The American Lawyer's 2011 A- List, also published in the July issue. Besides pro bono, the formula that determines the A-List takes into account revenue per lawyer, associate satisfaction and diversity performance. Ranked second this year is Munger, Tolles & Olson, with Paul, Hastings, Janofsky & Walker in third place. * BOND PRICING -- For Week From June 27 to July 1, 2011 ------------------------------------------------------- Company Coupon Maturity Bid Price ------- ------ -------- --------- AMBAC INC 9.50 2/15/2021 12.25 AMBAC INC 7.50 5/1/2023 14.00 AMBAC INC 5.95 12/5/2035 12.00 AMBAC INC 6.15 2/7/2087 1.48 AHERN RENTALS 9.25 8/15/2013 45.25 BANK NEW ENGLAND 8.75 4/1/1999 13.50 BANK NEW ENGLAND 9.88 9/15/1999 14.00 BANKUNITED FINL 6.37 5/17/2012 7.00 BANKUNITED FINL 3.13 3/1/2034 7.10 CAPMARK FINL GRP 5.88 5/10/2012 59.00 CS FINANCING CO 10.00 3/15/2012 3.00 DG-CALL07/11 10.63 7/15/2015 105.62 DIRECTBUY HLDG 12.00 2/1/2017 38.38 DIRECTBUY HLDG 12.00 2/1/2017 39.00 BLOCKBUSTER INC 11.75 10/1/2014 5.13 DUNE ENERGY INC 10.50 6/1/2012 68.00 EDDIE BAUER HLDG 5.25 4/1/2014 5.63 ENERGY CONVERS 3.00 6/15/2013 51.00 EVERGREEN SOLAR 4.00 7/15/2013 9.00 FRANKLIN BANK 4.00 5/1/2027 7.00 FAIRPOINT COMMUN 13.13 4/2/2018 1.25 GREAT ATLANTIC 9.13 12/15/2011 25.00 GREAT ATLA & PAC 6.75 12/15/2012 32.23 HARRY & DAVID OP 9.00 3/1/2013 18.50 ELEC DATA SYSTEM 3.88 7/15/2023 95.00 HUGHES NTWK/HNS 9.50 4/15/2014 102.50 HUGH-CALL07/11 9.50 4/15/2014 102.78 KEYSTONE AUTO OP 9.75 11/1/2013 40.00 LEHMAN BROS HLDG 6.63 1/18/2012 26.50 LEHMAN BROS HLDG 5.25 2/6/2012 26.38 LEHMAN BROS HLDG 6.00 7/19/2012 26.25 LEHMAN BROS HLDG 3.00 11/17/2012 24.25 LEHMAN BROS HLDG 5.00 1/22/2013 24.50 LEHMAN BROS HLDG 5.10 1/28/2013 24.50 LEHMAN BROS HLDG 5.00 2/11/2013 24.50 LEHMAN BROS HLDG 4.80 2/27/2013 24.00 LEHMAN BROS HLDG 4.70 3/6/2013 23.55 LEHMAN BROS HLDG 5.00 3/27/2013 24.25 LEHMAN BROS HLDG 5.75 5/17/2013 26.06 LEHMAN BROS HLDG 2.00 8/1/2013 24.38 LEHMAN BROS HLDG 5.25 1/30/2014 20.00 LEHMAN BROS HLDG 4.80 3/13/2014 26.00 LEHMAN BROS HLDG 5.00 8/3/2014 24.25 LEHMAN BROS HLDG 5.15 2/4/2015 22.50 LEHMAN BROS HLDG 5.25 2/11/2015 25.00 LEHMAN BROS HLDG 8.80 3/1/2015 25.25 LEHMAN BROS HLDG 7.00 6/26/2015 23.55 LEHMAN BROS HLDG 8.50 8/1/2015 23.75 LEHMAN BROS HLDG 5.00 8/5/2015 24.80 LEHMAN BROS HLDG 7.00 12/18/2015 24.75 LEHMAN BROS HLDG 5.50 4/4/2016 25.00 LEHMAN BROS HLDG 8.05 1/15/2019 23.50 LEHMAN BROS HLDG 11.00 6/22/2022 24.50 LEHMAN BROS HLDG 11.00 7/18/2022 24.50 LEHMAN BROS HLDG 9.50 1/30/2023 24.63 LEHMAN BROS HLDG 8.40 2/22/2023 22.24 LEHMAN BROS HLDG 9.50 2/27/2023 23.00 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 24.50 LOCAL INSIGHT 11.00 12/1/2017 2.25 MAJESTIC STAR 9.75 1/15/2011 14.75 NEBRASKA BOOK CO 8.63 3/15/2012 77.85 NBC ACQ CORP 11.00 3/15/2013 8.64 NEWPAGE CORP 10.00 5/1/2012 31.88 NORTH HILLS 7.20 11/15/2016 21.00 RESTAURANT CO 10.00 10/1/2013 14.84 PROPEX FABRICS 10.00 12/1/2012 1.00 RIVER ROCK ENT 9.75 11/1/2011 88.50 RASER TECH INC 8.00 4/1/2013 29.76 SPHERIS INC 11.00 12/15/2012 1.88 THORNBURG MTG 8.00 5/15/2013 11.25 TRANS-LUX CORP 8.25 3/1/2012 14.00 TOUSA INC 9.00 7/1/2010 15.00 TOYOTA-CALL07/11 6.00 7/20/2027 100.15 TIMES MIRROR CO 7.25 3/1/2013 50.00 MOHEGAN TRIBAL 8.00 4/1/2012 84.00 TRICO MARINE SER 8.13 2/1/2013 8.50 TRICO MARINE 3.00 1/15/2027 1.25 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 WCI COMMUNITIES 4.00 8/5/2023 1.57 WII COMPONENTS 10.00 2/15/2012 85.00 WINDERMERE BAPT 7.70 5/15/2012 21.00 WILLIAM LYONS 7.63 12/15/2012 55.00 WILLIAM LYON INC 10.75 4/1/2013 49.60 WASH MUT BANK FA 5.13 1/15/2015 0.55 ********* 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 ***