/raid1/www/Hosts/bankrupt/TCR_Public/110812.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, August 12, 2011, Vol. 15, No. 222
Headlines
20 BAYARD: Wins Confirmation of Reorganization Plan
4KIDS ENTERTAINMENT: Creditors Panel Taps Hahn & Hessen as Counsel
4KIDS ENTERTAINMENT: Lease Decision Period Extended Until Nov. 4
ABEL MEKKOUDI: Wants Case Converted to Chapter 11 Reorganization
AIRPORT OFFICE: Voluntary Chapter 11 Case Summary
ALION SCIENCE: Amends 2010 Credit Pact with Credit Suisse
ALMADEN ASSOCIATES: To Present Plan for Confirmation on Sept. 1
ALT HOTEL: Has Access to Cash Collateral Until Sept. 30
AMBAC FINANCIAL: Gets More Time to Solicit Votes on Ch. 11 Plan
AMBAC FINANCIAL: Reports $102.4-Mil. Second Quarter Net Loss
AMBAC FINANCIAL: PFRS Renews Objection to Securities Settlement
ARCHBROOK LAGUNA: Gordon Bros. Wins Auction With $25-Mil. Cash Bid
AUTOMATIC APPLIANCE: Case Summary & 20 Largest Unsecured Creditors
BELLS CROSSING: Unable to Rehabilitate, Wants Case Dismissal
BERNARD L MADOFF: HSBC Win Sends 'Hot Potato' Back to Europe
BLUE WILLOW: Files Documents to Exit Chapter 11 Protection
BOCA BRIDGE: Deadline to File Amended Plan Documents Extended
BOCA BRIDGE: Has Access to JMP Cash Collateral Until Aug. 31
BRISAM COVINA: Can Access Natixis Cash Collateral Until Sept. 24
CAPMARK FINANCIAL: Wants to Sell Remaining Assets for $92.7 Mil.
CARBON ENERGY: Files Schedules of Assets and Liabilities
CARGO LOGISTICS: Case Summary & 18 Largest Unsecured Creditors
CDC PROPERTIES I: Court Approves Disclosure Statement
CENTAUR LLC: Seeks Nod from State Regulators to Exit Bankruptcy
CHAPMAN INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors
CHARLESTON ASSOCIATES: Wants Plan Filing Exclusivity Until Aug. 31
CHARLESTON BUILDERS: Case Summary & 2 Largest Unsecured Creditors
CLEAR BURN: Headed for Aug. 24 Auction for All Assets
CLEARWIRE CORP: Glenview Capital Holds 6.53% of Class A Shares
COLT'S RUN: Can Use PNC Cash to Pay Allowed Admin. Claims
COMMANDER PREMIER: Cape Girardeau Wants to Evict Debtor
COMPOSITE TECHNOLOGY: Englander to Pursue Claims vs. Comerica
COMPOSITE TECHNOLOGY: Russian Firms Team Up to Buy Assets
CONTINENTAL COMMON: To Present Plan for Confirmation in September
COUNTRYVIEW MHC: Court Approves BofA Motion to Dismiss Case
CRYSTAL CATHEDRAL: Bankruptcy Sale of Assets Sparks Bidding War
DATATEL INC: Moody's Says Ratings Unaffected by Sun Buyout Plan
DELTA AIR: Hits Key Milestones in JFK Construction Project
DELTA AIR: To Adjust Service to Small Underperforming Markets
DENNY'S CORPORATION: Files Form 10-Q, Posts $8.1-Mil. Q2 Profit
DIABETES AMERICA: Lease Decision Period Extended to Oct. 19
DPAC TECHNOLOGIES: Inks Forbearance Pacts with Fifth Third
DSI HOLDINGS: Committee Taps Otterbourg Steindler as Lead Counsel
DSI HOLDINGS: Committee Taps Mesirow as Financial Advisors
DSI HOLDINGS: Committee Taps Pepper Hamilton as Delaware Counsel
DSI HOLDINGS: Wants Until Aug. 25 to File Schedules and Statements
DUNBAR TOWER: Case Summary & 3 Largest Unsecured Creditors
DYNAMIC BUILDERS: Bank OKs Postponement of Plan Hearing to Aug. 31
DYNEGY INC: Parent Incurs $115-Mil. Net Loss in Second Quarter
DYNEGY INC: Completes $1.7-Bil. Out-Of-Court Restructuring
DYNEGY INC: Fitch Affirms 'CC' Issuer Default Ratings
EDIETS.COM INC: Fails to Regain Compliance with NASDAQ Rule
EDRA BLIXSETH: $46T Retainer Belongs to Chapter 7 Estate
ENTERPRISE PRODUCTS: Fitch Puts 'BB' Rating on Jr. Sub. Notes
EVERGREEN ENERGY: Libra Advisors Discloses 10.4% Equity Stake
FANNIE MAE: S&P Downgrades Long Term Senior Debt Rating to "AA+"
FENTON SUB: Has Limited Access to Cash Collateral Until Dec. 31
FULL CIRCLE: Wants Plan Filing Exclusivity Until Sept. 3
GENERAL MARITIME: Files Form 10-Q, Incurs 23.9-Mil. Net Loss in Q2
GLAZIER GROUP: Court Expunges $273T Premium Supply Claim
GLC LIMITED: Trust Settles Lawsuit vs. Donnan for $5.5-Mil.
GMX RESOURCES: Cut by S&P to CCC+ on Possible 'Impaired Liquidity'
GRAY TELEVISION: Reports $2.5-Mil. Net Income in 2nd Quarter
GREEN PLANET: To Acquire All Outstanding Stock of AIP
HARTMARX CORP: Taps Chicago Series as Insurance Broker
HAVOCO OF AMERICA: Loses Bid to Revive ICG Coal Contract Fight
HAWAIIAN TELCOM: Moody's Drops Ratings as Refinancing Cancelled
HEKOFAY DEAL: Voluntary Chapter 11 Case Summary
HOMER CITY: Fitch Downgrades Rating on $530-Mil. Bonds to 'BB-'
IMMUCOR INC: Moody's Assigns Caa1 Rating to Sr. Unsecured Notes
INTERNATIONAL ENERGY: Committee Baron Sar as Counsel
ISHA HOMES: In Chapter 11 But Expects to Remain in Business
JACKSON HEWITT: To Exit Bankruptcy Protection by Week's End
JAMES DONNAN: Settles Lawsuit in GLC Ponzi Scheme for $5.5-Mil.
JAMES F. BYRNES: Restructures Debt to First Citizens Bank
JAXCHEX INC: Case Summary & 20 Largest Unsecured Creditors
JCK HOTELS: Secured Creditor Seeks Case Dismissal
JCK HOTELS: Has Final Order on Use of LBUBS Cash Collateral
JEFFERSON, AL: Creditors May Match or Beat County Rates Proposal
LA BOTA DEVELOPMENT: Court Confirms First Amended Joint Plan
LAKE PLEASANT: Morrill & Aronson Approved to Handle ADOT Suit
LAKE PLEASANT: Earl Curley Approved as Special Zoning Counsel
LEE ENTERPRISES: Said to Secretly Launch Debt-Exchange Wednesday
LEHMAN BROTHERS: Proposes to Sell Stake in Rosslyn Syndication
LEHMAN BROTHERS: Ask for OK of Fraser Asset Mgt. Agreement
LEHMAN BROTHERS: Has Deal With LBI on $14-Mil. With NY Comptroller
LEHMAN BROTHERS: Rejecting Four Reserve Fund Agreements
LEHMAN BROTHERS: LCPI to File Amended Plans for SunCal Debtors
LOS ANGELES DODGERS: Attendance at Games Lowest in Decade
LOUISVILLE ORCHESTRA: Pension Fund's $3-Mil. Claim Threatens Plan
L.P.B. PROPERTIES: Case Summary & 5 Largest Unsecured Creditors
MACCO PROPERTIES: Sole Shareholder Files Full-Payment Plan
MARCO POLO: Reaches Agreement to Use Cash in Bankruptcy
MCCLATCHY CO: Reports $4.9 Million Net Income in June 26 Quarter
MEDCORP INC: Has $36.5-Mil. in Debts, Mostly to IRS
MGM RESORTS: Reports $3.4 Billion Net Income in Second Quarter
MMFX TECHNOLOGIES: Emerges from Chapter 11 Bankruptcy
MOO & OINK: Could be Liquidated Absent Buyer
MPG OFFICE: Caspian, et al., Acquire 919,097 Common Shares
MRA PELICAN: Files for Chapter 11 in Fort Lauderdale
MRA PELICAN: Voluntary Chapter 11 Case Summary
NACABI TRADING: Case Summary & 20 Largest Unsecured Creditors
NEWMARKET CORPORATION: Moody's Changes Outlook to Positive
NORTEL NETWORKS: Settles ERISA MDL for $21.5 Million
NRG ENERGY: Fitch Affirms 'B+' Issuer Default Rating
NURSERYMEN'S EXCHANGE: Finalizes $4-Mil. Sale to Floramoda
O&G LEASING: First Security Proposes SolstenXP-Led Auction Rules
O&G LEASING: WS Bank Wants Case Converted to Chapter 7
OCEAN PLACE: Court Denies AFP 104 Motion to Dismiss
OCEAN PLACE: Court Schedules Aug. 22 Disclosure Statement Hearing
EASTWOOD DAIRY: Case Summary & 21 Largest Unsecured Creditors
PACIFIC COAST: Case Summary & 20 Largest Unsecured Creditors
PACIFIC METRO: Exits Chapter 11 With Full Payment Plan
PERKINS & MARIE: Court OKs Deloitte Tax as Tax Services Provider
PHILADELPHIA ORCHESTRA: Plan Exclusivity Extended to Nov. 12
PHILADELPHIA ORCHESTRA: Has Until Nov. 12 to Decide on Leases
PIERRE DEUX: GA Keen to Assist in Disposing 22 Lease Properties
PINNACLE ENTERTAINMENT: S&P Rates $410MM Credit Facility at 'BB'
PLACID OIL: WSJ Notice Enough for Unknown Creditors, 5th Cir. Says
POLYONE CORP: Moody's Upgrades Corporate Family Rating to 'Ba2'
PROSEP INC: Unit Breaches Financial Ratios in Banking Facility
PUDA COAL: Gets NYSE Amex Notice of Intent to Delist Securities
QUALITY DISTRIBUTION: Files Form 10-Q, Posts 9MM Net Income in Q2
RASER TECHNOLOGIES: Court OKs Direct Fee Review as Fee Auditor
RASER TECHNOLOGIES: Court OKs Sichenzia Ross as Securities Counsel
R. J. ELLIOTT: Case Summary & 20 Largest Unsecured Creditors
ROYAL HOSPITALITY: Can Access Cash Collateral Until Aug. 24
RYLAND GROUP: Moody's Lowers Corporate Family Rating to 'B1'
SHAMROCK-SHAMROCK: Can Access Cash Collateral Until Aug. 18
SHREE VALLABH: Case Summary & 3 Largest Unsecured Creditors
SIGNATURE STYLES: Can Pay IP Vendor Claims Subject to $814,000 Cap
SIGNATURE STYLES: Files Schedules of Assets and Liabilities
SL GREEN: Moody's Assigns (P)Ba1 Rating to Unsecured Debt Shelf
SIGNATURE STYLES: Gift Cards Files Schedules of Assets & Debts
SOUTHWEST GEORGIA ETHANOL: Gets Extension of Exclusivity Period
STERLING ESTATES: Judge Jack Schmetterer Dismisses Chapter 11 Case
SUMMO INC: Pinion Ridge Colorado Owner in Chapter 11
SUNOCO INC: Moody's Downgrades Long-term Debt Rating to 'Ba1'
TEDCO, INC.: Case Summary & 7 Largest Unsecured Creditors
TERRESTAR CORP: Hearing on Plan Outline in September
TILLIE PIERCE: Court Denies Request to Release Escrowed Tax Money
TOTAL ENTERPRISE: Case Summary & 20 Largest Unsecured Creditors
UNIFRAX I: Moody's Affirms B2 CFR & Term Loan's Ba3 Rating
UNIGENE LABORATORIES: Incurs $8.4-Mil. Net Loss in Second Quarter
UNIGENE LABORATORIES: Enters Into Development Agreement with GSK
WILLIAM SCHWEITZER: 3rd Cir. Rules in Dispute v. Equifax
YRC WORLDWIDE: S&P Raises Corporate Credit Rating to 'CCC'
* Ill. Attorney General Calls for Ban On 'Napalm'-Like Fuel Gel
* Manhattan Neighborhood's Lighting District Faces Dim Future
* In The Restructuring World, 'Debtmageddon' Par for The Course
* Ciardi's Ralston Joins Taber Estes
* BOOK REVIEW: Vertical Integration
*********
20 BAYARD: Wins Confirmation of Reorganization Plan
---------------------------------------------------
Judge Elizabeth S. Stong has confirmed the Chapter 11 plan of
reorganization co-proposed by 20 Bayard Views, LLC, and
prepetition secured lender W Financial Fund, LP.
The confirmation hearing on the Plan for the Debtor was held on
July 26, 2011 at 3:00 p.m. The judge overruled an objection filed
by Jack Weingarten.
20 Bayard and WFF late last month submitted a modified version of
their proposed Chapter 11 plan of reorganization for the Debtor.
The Plan filed on July 25 -- which modifies a June 21 plan
submitted by the parties -- provides for these terms:
(i) the transfer, assignment and conveyance of the Debtor's
assets that constitute as WFF's collateral to an entity, or
a designee or assignee of NewCo, to be formed by the
Debtor's prepetition secured lender, WFF, prior to the
Effective Date, in satisfaction of the secured claim of
WFF;
(ii) payment of allowed general unsecured claims in the pro rata
amount of $50,000 from a "plan funding account"; and
(iii) retention by equity holders of their interests.
The Plan provides that WFF will recover 100% of the amount of its
claim, which has an estimated allowable amount of $23,200,000.
Holders of general unsecured claims, with an estimated allowable
amount of $4,200,000, will recover 4.5%.
A full-text copy of the Modified Plan is available for free at:
http://bankrupt.com/misc/20_Bayard_Modified_Plan.pdf
W Financial Fund, LP is represented by:
Andrew C. Gold, Esq.
Hanh V. Huynh, Esq.
HERRICK, FEINSTEIN LLP
2 Park Avenue
New York, New York 10016
Tel: (212) 592-1400
E-mail: agold@herrick.com
hhuynh@herrick.com
About 20 Bayard Views
20 Bayard Views, LLC, owns and runs the Bayard Condominium Complex
at 20 Bayard Street, in Brooklyn, New York. A total of 37 of the
62 units remain unsold.
20 Bayard filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 09-50723) on Dec. 4, 2009. Attorneys at Porzio,
Bromberg & Newman, P.C., serve as general bankruptcy counsel and
Moritt Hock Hamroff & Horowitz LLP is local counsel to the Debtor.
The Company disclosed $21,219,696 in assets and $20,976,363 in
liabilities as of the Chapter 11 filing.
In March 2011, Bankruptcy Judge Elizabeth S. Stong issued an order
denying confirmation of the Third Amended Plan of Reorganization,
as modified, filed by 20 Bayard Views. The Court held that the
Plan cannot be confirmed because it does not satisfy the cramdown
requirements under 11 U.S.C. Sec. 1129(b). W Financial Fund LP,
owed $17.4 million in principal on account of a loan made in 2008,
objected to the confirmation of the Plan.
4KIDS ENTERTAINMENT: Creditors Panel Taps Hahn & Hessen as Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of 4Kids Entertainment, Inc., et al., asks the U.S.
Bankruptcy Court for the Southern District of New York for
permission to retain under a general retainer Hahn & Hessen
LLP as its counsel.
H&H, with offices located at 488 Madison Avenue, New York City,
will, among other things:
a) advise the Committee with respect to any proposed sale of
the Debtors' assets or a sale of the Debtors' business
operations and any other relevant matters;
b) advise the Committee with respect to any proposed plan of
reorganization or liquidation and the prosecution of claims
against third parties, if any, and any other matters relevant
to the cases or to the formulation of a plan of reorganization
or liquidation; and
c) assist the Committee in requesting the appointment of a
trustee or examiner pursuant to Section 1104 of the Bankruptcy
Code, if necessary and appropriate.
Mark S. Indelicato, a member of H&H, tells the Court that as an
accommodation to the Committee and in an effort to reduce fees in
the case, H&H agreed to voluntarily reduce fees charged for senior
partners Mark S. Indelicato and Mark T. Power by 15% of their
standard hourly rates.
Mr. Indelicato assures the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About 4Kids Entertainment
New York-based 4Kids Entertainment, Inc., dba 4Kids, is an
entertainment and media company specializing in the youth oriented
market, with operations in these business segments: (i) licensing,
(ii) advertising and media broadcast, and (iii) television and
film production/distribution. The parent entity, 4Kids
Entertainment, was organized as a New York corporation in 1970.
The principal driver for filing the Chapter 11 cases is the need
to protect 4Kids' most valuable asset -- its rights under an
exclusive license relating to the popular Yu-Gi- Oh! ("YGO")
series of animated television programs -- from efforts by the
licensor, a consortium of Japanese companies, to allegedly
wrongfully terminate the license and force 4Kids out of business.
4Kids Entertainment, along with affiliates, filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-11607) on
April 6, 2011. Kaye Scholer LLP is the Debtors' restructuring
counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims
and notice agent. BDO Capital Advisors, LLC, is the financial
advisor and investment banker. EisnerAmper LLP fka Eisner LLP
serves as auditor and tax advisor. 4Kids Entertainment, Inc.,
disclosed $78,397,971 in assets and $86,515,395 in liabilities as
of the Chapter 11 filing.
On July 8, 2011, Tracy Hope Davis, the U.S. Trustee for Region 2,
appointed three members to the official committee of unsecured
creditors in the Chapter 11 cases of the Debtors.
4KIDS ENTERTAINMENT: Lease Decision Period Extended Until Nov. 4
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
extended until Nov. 4, 2011, 4Kids Entertainment Inc., et al.'s
time to assume or reject an unexpired lease of nonresidential real
property.
As reported in the Troubled Company Reporter on July 21, 2011,
according to the Debtors, their remaining real property lease is
for its headquarters on the 11th floor of 30-2 West 24th Street,
New York, NY 10010. On June 21, 2011, the Bankruptcy Court
approved the rejection of the Debtors' only other real property
lease, which was for certain office space on the 6th floor of 30-2
West 24th Street, New York.
The Debtors are in the process of reviewing and assessing the HQ
Lease to determine the consequences of assumption or rejection
within the context of and taking into consideration the totality
of circumstances with respect to the chapter 11 cases, including
the ongoing litigation with TV Tokyo Corporation and Nihon Ad
Systems Inc.
About 4Kids Entertainment
New York-based 4Kids Entertainment, Inc., dba 4Kids, is an
entertainment and media company specializing in the youth oriented
market, with operations in these business segments: (i) licensing,
(ii) advertising and media broadcast, and (iii) television and
film production/distribution. The parent entity, 4Kids
Entertainment, was organized as a New York corporation in 1970.
The principal driver for filing the Chapter 11 cases is the need
to protect 4Kids' most valuable asset -- its rights under an
exclusive license relating to the popular Yu-Gi- Oh! ("YGO")
series of animated television programs -- from efforts by the
licensor, a consortium of Japanese companies, to allegedly
wrongfully terminate the license and force 4Kids out of business.
4Kids Entertainment, along with affiliates, filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-11607) on
April 6, 2011. Kaye Scholer LLP is the Debtors' restructuring
counsel. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims
and notice agent. BDO Capital Advisors, LLC, is the financial
advisor and investment banker. EisnerAmper LLP fka Eisner LLP
serves as auditor and tax advisor. 4Kids Entertainment, Inc.,
disclosed $78,397,971 in assets and $86,515,395 in liabilities as
of the Chapter 11 filing.
Tracy Hope Davis, the U.S. Trustee for Region 2, appointed three
members to the official committee of unsecured creditors in the
Chapter 11 cases of the Debtors.
ABEL MEKKOUDI: Wants Case Converted to Chapter 11 Reorganization
----------------------------------------------------------------
Jondi Gumpz at Santa Cruz Sentinel owners of the Avenue Bar
downtown Santa Cruz, California, have decided to pursue Chapter 11
bankruptcy reorganization of their business.
According to the report, Capitola attorney Judson Farley filed the
motion Aug. 3 in federal court in San Jose on behalf of the bar
owners, Abel and Andrea Mekkoudi, who live in Live Oak.
The report says the couple had initially filed a petition
themselves in May, seeking Chapter 13 bankruptcy to stave off a
foreclosure sale of the downtown property. However, the couple's
debt exceeded the $1 million limit for a Chapter 13
reorganization.
The report relates that they owed more than $2.2 million in loans
for their business and their residence, plus thousands of dollars
in credit card and medical bills. Major creditors include Valley
Community Bank, owed $779,000, First Horizon, owed $945,000, and
investor Calvin Lee Jr., owed $554,000.
The report notes that the bankruptcy court judge can grant the
motion unless there are objections. Any objections must be filed
by Aug. 24.
AIRPORT OFFICE: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Airport Office Complex, Inc.
961 Broadcast Center
Avoca, PA 18641
Bankruptcy Case No.: 11-05550
Chapter 11 Petition Date: August 9, 2011
Court: U.S. Bankruptcy Court
Middle District of Pennsylvania (Wilkes-Barre)
Judge: John J. Thomas
Debtor's Counsel: Stephen G. Bresset, Esq.
BRESSET & SANTORA, LLC
606 Church Street
Honesdale, PA 18431
Tel: (570) 253-5953
Fax: (570) 253-2926
E-mail: sbresset@bressetsantora.com
Estimated Assets: $500,001 to $1,000,000
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 Steven Yankowski, president/secretary.
ALION SCIENCE: Amends 2010 Credit Pact with Credit Suisse
---------------------------------------------------------
Alion Science and Technology Corporation entered into Amendment
No. 3 to a credit agreement dated as of March 22, 2010, with
Credit Suisse AG, Cayman Islands Branch, as administrative agent
for the Lenders.
Pursuant to the Amendment Agreement, the parties agreed to: (i)
change the definition of Consolidated EBITDA to include as a
component of that definition, salary deferrals made by Alion
employees to the Alion Science and Technology Corporation Employee
Ownership, Savings and Investment Trust, subject to a specified
cap; and (ii) increase the thresholds in the Minimum Consolidated
EBITDA covenant by $500,000 for each period the covenant is
measured.
A copy of the Amendment Agreement is available for free at:
http://is.gd/pfgcgZ
About Alion Science
Alion Science and Technology Corporation, based in McLean,
Virginia, is an employee-owned company that provides scientific
research, development, and engineering services related to
national defense, homeland security, and energy and environmental
analysis. Particular areas of expertise include communications,
wireless technology, netcentric warfare, modeling and simulation,
chemical and biological warfare, program management.
Alion Science reported a net loss of $15.23 million on
$833.98 million of contract revenue for the year ended Sept. 30,
2010, compared with a net loss of $17.04 million on
$802.22 million of contract revenue during the prior year.
The Company's balance sheet at March 31, 2011, showed
$639.23 million in total assets, $731.23 million in total
liabilities, $157.26 million in redeemable common stock, $20.78
million in common stock warrants, $177,000 in accumulated other
comprehensive loss, and a $269.87 million accumulated deficit.
* * *
Alion carries 'Caa3' corporate family and probability of default
Ratings, with stable outlook, from Moody's. Alion carries a 'B-'
corporate credit rating, with stable outlook, from Standard &
Poor's.
Moody's said in March 2010,"The Caa1 corporate family rating
would balance the continued high leverage against a promising
business backlog that could sustain the good 2009 revenue growth
rate, though credit challenges would remain pronounced."
ALMADEN ASSOCIATES: To Present Plan for Confirmation on Sept. 1
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California
approved the disclosure statement explaining the proposed plan of
reorganization of Almaden Associates, LLC.
According to the July 18, 2011 order, the hearing to consider the
confirmation of the Chapter 11 Plan is scheduled for Sept. 1,
2011, at 2:30 p.m. The Court fixed Aug. 25, 2011, as the deadline
for filing and serving written objections to confirmation of the
Plan.
The Court also fixed Aug. 25, 2011, as the deadline for the
submission of votes to accept or reject the Plan. The Debtor's
counsel will file a ballot summary no later than Aug. 29, 2011.
The treatment of secured creditors varies under the Plan. As to
the different mortgage holders, Mechanics Bank will be paid
current interest until two years from the Effective Date of the
Plan, when it will be paid in full. The notes of other secured
creditors will remain secured by the existing liens, will be paid
on an interest only basis and will be due in full two years from
the Effective Date of the Plan.
The Plan dated June 9, 2011, as modified on June 30, 2011,
provides that through the ongoing management and sale or
refinancing of its real property portfolio, the Debtor will pay
all allowed general unsecured creditors in full over a period of
two years. Holders of allowed non-priority unsecured claims in the
amount of $1,000 or less are unimpaired and each will be paid a
lump sum dividend equal to the amount of its allowed claim within
60 days after the Effective Date. Unpaid Allowed priority
creditors will be paid in full shortly after confirmation of the
Plan.
Interest holders will retain their interests.
A copy of the Amended Combined Plan And Disclosure Statement is
available at http://bankrupt.com/misc/almaden.combinedplanDS.pdf
About Almaden Associates, LLC
Dublin, California-based Almaden Associates, LLC, is a California
limited liability company. Its principal owner (and responsible
individual in this Chapter 11 case) is Sidney Corrie, Jr. Its
minority member is Corrie Development Corporation ("CDC"), which
manages the Debtor's real property portfolio. CDC is wholly-owned
by Sidney Corrie, Jr. The Company filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Calif. Case No. 10-41903) on Feb. 22,
2010. The Company estimated its assets and debts at $10,000,001
to $50,000,000. The Debtor is represented by Joel K. Belway,
Esq., at The Law Office of Joel K. Belway, in San
Francisco, California, as counsel.
ALT HOTEL: Has Access to Cash Collateral Until Sept. 30
-------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
authorized, in a fourth interim order, ALT Hotel LLC to access
cash collateral of the Senior Lender through Sept. 30, 2011, to
fund the expenses of the Hotel, pursuant to the Fourth Interim
Period Budget, with a permitted variance of 10% per line item.
The Debtor's secured creditor DiamondRock Allerton Owner LLC, is
an affiliate of DiamondRock Hospitality, a publicly held real
estate investment trust. DiamondRock acquired beneficial
interests under the loan from the Wells Fargo Securitization
Trust. The current principal amount asserted to be due and owing
under the Senior Loan Agreement is $69 million. Pursuant to a
Mortgage and Security Agreement, dated Nov. 9, 2009, DiamondRock
claims that the senior loan is secured by a lien on substantially
all of the Debtor's property.
The DiamondRock is granted replacement liens on all rents and all
other property of the estate, including after acquired property,
of the same kind and nature on which the senior lender had a duly
perfected and valid lien prepetition.
A hearing on the Debtor's further use of cash collateral will be
held on Sept. 21, 2011, at 10:00 a.m.
About ALT Hotel LLC
ALT Hotel LLC's sole asset is the Allerton Hotel located in the
"Magnificent Mile" area of Chicago. The Hotel is managed by Kokua
Hospitality, LLC, pursuant to a Hotel Management Agreement, dated
Nov. 9, 2006. Kokua is the exclusive manager and operator of the
Hotel, and receives management fees for its services, with the
amount of such fees directly linked to the annual performance of
the Hotel. Hotel Allerton Mezz, LLC, is the sole member of ALT
Hotel.
ALT Hotel filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case
No. 11-19401) on May 5, 2011. Judge A. Benjamin Goldgar presides
over the case. Neal L. Wolf, Esq., at Neal Wolf & Associates,
LLC, in Chicago, Illinois, serves as bankruptcy counsel to the
Debtor. In its petition, the Debtor estimated $100 million to
$500 million in assets and $50 million to $100 million in debts.
Affiliate PETRA Fund REIT Corp. sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 10-15500) on Oct. 20, 2010.
AMBAC FINANCIAL: Gets More Time to Solicit Votes on Ch. 11 Plan
---------------------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York extended Ambac Financial Group,
Inc.'s exclusive deadline to solicit acceptances for its Chapter
11 Plan of Reorganization, through and including Dec. 5, 2011.
The Debtor, the Office of the Commissioner of Insurance for the
State of Wisconsin, and the Official Committee of Unsecured
Creditors will participate in a mediation scheduled for August 16
and 17, 2011, with respect to the Plan Settlement and other
unresolved contingencies under the Plan.
To facilitate the mediation, the Plan Settlement Deadline has been
extended from July 29, 2011, to August 25, 2011.
Bloomberg News reports that AFG is expected to file a revised plan
by August 25, which form of the Plan will depend on whether the
proposed Plan Settlement is effectuated on or before
August 25.
Todd L. Padnos, Esq., at Dewey & LeBoeuf LLP, in New York, counsel
to the Debtor, told Judge Chapman at an August 10 hearing that AFG
hopes that the Disclosure Statement Hearing will be held on
September 8, 2011, solicitation of votes will be completed in
October, and a Plan confirmation hearing will be held by
November 8, 2011. "The fact [however] remains that there are
unresolved contingencies," Mr. Padnos was quoted at the hearing as
saying.
The Court's extension order is without prejudice to the Debtor's
right to seek and obtain additional extensions, Judge Chapman
clarified.
In a public statement dated July 29, 2011, the OCI, as
Rehabilitator of the Segregated Account of Ambac Assurance
Corporation acknowledged recent decisions by AFG to postpone the
hearing in the Court on the adequacy of its Disclosure Statement
until September 8, 2011, and to extend the deadline for
solicitation of votes on its Plan of Reorganization until
October 25, 2011.
AFG's July 25 and 26 court filings cite the need to provide more
time for negotiations of disputed issues and a related mediation
among AFGI, certain of its creditors, AAC as AFG's principal
operating subsidiary, and the Rehabilitator of the Segregated
Account, which primarily involve the allocation of net operating
losses or NOLs between AFG and AAC. Postponing the bankruptcy
court deadlines also provides additional time for the
Rehabilitator's recently retained advisor, PricewaterhouseCoopers,
to better analyze and provide guidance to the Rehabilitator
regarding certain complex tax issues relevant to the Segregated
Account rehabilitation.
The Rehabilitator, as noted in AFGI's court filing, wishes to
emphasize that the $2 million paid by AAC in conjunction with the
postponement of the AFGI bankruptcy hearing was a contribution by
AAC towards the litigation costs AFGI has incurred in connection
with the pending adversary proceeding against the Internal Revenue
Service and can be offset against future settlements with AFGI.
AAC will benefit directly from a successful outcome in that case
against the IRS.
The Rehabilitator remains vigilant about protecting the interests
of Segregated Account policyholders.
About Ambac Financial
Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.
Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010. Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.
Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy. AAC is being restructured by state regulators in
Wisconsin. AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.
Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.
On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.
Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.
Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel. The Blackstone Group LP is the Debtor's
financial advisor. Kurtzman Carson Consultants LLC is the claims
and notice agent. KPMG LLP is tax consultant to the Debtor.
Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors. Lazard Freres
& Co. LLC is the Committee's financial advisor.
Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).
AMBAC FINANCIAL: Reports $102.4-Mil. Second Quarter Net Loss
------------------------------------------------------------
Ambac Financial Group, Inc. (OTC: ABKFQ) (Ambac) announced on
Aug. 9, 2011, a second quarter 2011 net loss of $102.4 million or
a net loss of $0.34 per share. This compares to a second quarter
2010 net loss of $57.6 million, or a net loss of $0.20 per share.
Second quarter 2011 results were primarily driven by lower net
premiums earned, a lower net change in the fair value of credit
derivatives, and lower total expenses, particularly net loss and
loss expenses as compared to the second quarter of 2010.
Second Quarter 2011 Summary
* Net premiums earned were $99.3 million, down from $167.0
million for the second quarter of 2010.
* Net investment income increased to $88.0 million from $69.0
million reported in the second quarter 2010.
* The net change in the fair value of credit derivatives
declined to $24.3 million from $202.2 million in the second
quarter of 2010.
* Income on variable interest entities ("VIEs") increased to a
gain of $2.4 million from a loss of $38.5 million in the
second quarter of 2010.
* Net loss and loss expenses incurred amounted to $196.4
million for the current quarter, down from $323.3 million in
the second quarter of 2010.
* Expenses, other than net loss and loss expenses and
reorganization items, declined to $47.2 million versus
$115.5 million in the second quarter of 2010, as a result of
lower stock compensation, consulting and legal fees, and
premises expenditures.
* Unrestricted cash, short-term securities and bonds at the
holding company (Ambac Financial Group, Inc.) amounted to
$51.3 million as of June 30, 2011, down from $58.6 million
as of March 31, 2011.
Financial Results
Net Premiums Earned
Net premiums earned for the second quarter of 2011 were
$99.3 million, down 41% from $167.0 million earned in the second
quarter of 2010. Net premiums earned include accelerated
premiums,
which result from calls, terminations and other accelerations
recognized during the quarter. Accelerated premiums were $11.3
million in the second quarter of 2011, down from $54.3 million in
the second quarter 2010. This was primarily driven by the
continued decline in the volume of calls and refundings in the
public finance sector in 2011 relative to the prior year.
Additionally, during the second quarter of 2010, two large
international transactions terminated, generating $21.5 million in
accelerated earned premiums. Normal net premiums earned, which
exclude accelerated premiums, were $88.0 million in the second
quarter of 2011, down 22% from $112.7 million in the second
quarter
of 2010. Normal net premiums earned for the period have been
negatively impacted by the lack of new business written and the
continued runoff of the insured portfolio due to refundings, early
terminations, and scheduled maturities.
Net Investment Income
Net investment income for the second quarter of 2011 was
$88.0 million, representing an increase of 28% over $69.0 million
earned in the second quarter of 2010. The increase was primarily
attributable to a higher average portfolio yield and an increase
in
the size of the long term invested asset base. The higher average
portfolio yield was achieved through the ongoing re-allocation of
portfolio investments from tax exempt municipals to taxable
securities having higher pre-tax yields and the acquisition of
Ambac Assurance guaranteed securities from the market at
attractive
yields. The increase in the balance of the long term investment
portfolio was attributable to the moratorium on segregated account
claims payments which has permitted the company to invest cash
received from coupon payments on securities positions and from the
continued receipt of installment premiums.
Net Change in Fair Value of Credit Derivatives
The net change in fair value of credit derivatives, which consists
of realized and unrealized gains/(losses) and other settlements on
credit derivatives, was a positive $24.3 million for the second
quarter of 2011, compared to a positive $202.2 million for the
second quarter of 2010. The second quarter 2011 results were
primarily attributable to an improvement in reference obligation
prices, the reversal of unrealized losses associated with
terminations and the amortization of fair value liabilities due to
runoff of the portfolio. Ambac's credit valuation adjustment
("CVA") was unchanged in the current period, while during the
second quarter of 2010 the increase in Ambac's CVA was a primary
component of the higher net change in fair value of credit
derivatives. Also during 2010, realized gains and losses and
other
settlements on credit derivatives were impacted by the settlement
of CDO of ABS and certain other CDO liabilities.
Financial Guarantee Loss Reserves
Total net loss and loss expenses declined $126.9 million to $196.4
million in the second quarter of 2011, as compared to $323.3
million for the second quarter of 2010. Loss and loss expenses
for
the three months ended June 30, 2011 were driven by higher
estimated losses in the first-lien RMBS portfolio, offset by a
reduction in estimated losses for the second lien RMBS portfolio,
as well as higher expected losses from certain student loan and
transportation credits.
Loss and loss expenses paid, net of recoveries from all policies,
amounted to a net recovery of $23.4 million during the second
quarter 2011. This compares to a net recovery of $17.1 million
for
the same period in 2010. Actual claims paid during the second
quarters of 2010 and 2011 were impacted by the payment moratorium
imposed on March 24, 2010 by the court overseeing the Segregated
Account rehabilitation. Claims presented to Ambac Assurance and
unpaid during the second quarter of 2011 amounted to $345.6
million
versus $525.4 million during the same period in 2010. Since the
establishment of the Segregated Account in March 2010, a total of
$2,113.8 million of claims have been presented to Ambac Assurance
and remain unpaid due to the moratorium.
Loss reserves (gross of reinsurance and net of subrogation
recoveries) for all RMBS insurance exposures as of June 30, 2011,
were $3,724.5 million, including $2,104.6 million relating to RMBS
exposures that have been presented since March 24, 2010 and unpaid
as a result of the claims moratorium. RMBS reserves as of June
30,
2011 are net of $2,573.3 million of estimated remediation
recoveries. Nine additional transactions were added to our
estimate of remediation recoveries during the second quarter of
2011. The estimate of remediation recoveries related to material
representation and warranty breaches is up 3% from $2,498.9
million
reported as of March 31, 2011. Ambac has initiated and will
continue to initiate lawsuits and other methods to achieve
compliance with the repurchase obligations in the securitization
documents with respect to sponsors who disregard their obligations
to repurchase.
Financial Services
The financial services segment consists of the investment
agreement business and the derivative products business, both of
which are in run-off. The financial services business has been
positioned to record gains in a rising interest rate environment
in order to provide a hedge against the impact of rising rates on
certain exposures within the financial guarantee segment. For the
current quarter, the financial services business produced a net
loss of $59.7 million compared to a net loss of $18.4 million for
the second quarter of 2010. Results for both periods primarily
reflect the impact of losses in the derivative products portfolio
arising from declining interest rates and net interest income on
investment agreements. During the second quarter of 2010, the
investment agreement business experienced higher realized gains on
the termination of certain investment agreements while the
derivative products portfolio benefited from positive valuation
adjustments related to Ambac's credit risk.
Reorganization Items, Net
For purposes of presenting an entity's financial evolution during
a
Chapter 11 reorganization, the financial statements for periods
including and after filing the Chapter 11 petition distinguish
transactions and events that are directly associated with the
reorganization from the ongoing operations of the business.
Reorganization items in the second quarter of 2011 totaled $6.5
million and were primarily related to professional advisory fees.
Balance Sheet and Liquidity
Total assets increased during the second quarter of 2011, from
$27.4 billion at March 31, 2011 to $27.9 billion at June 30, 2011,
primarily due to the consolidation of an additional VIE during the
current period.
The fair value of the consolidated non-VIE investment portfolio
increased from $7.0 billion (amortized cost of $6.6 billion) as of
March 31, 2011 to $7.1 billion (amortized cost of $6.6 billion) as
of June 30, 2011.
The financial guarantee non-VIE investment portfolio had a fair
value of $6.1 billion (amortized cost of $5.6 billion) as of
June 30, 2011. The portfolio consists of primarily high quality
municipal and corporate bonds, asset backed securities, U.S.
Agencies, Agency MBS, as well as non-agency MBS, including Ambac
Assurance guaranteed RMBS.
Liabilities subject to compromise totaled approximately
$1.7 billion at June 30, 2011. As required by ASC Topic 852, the
amount of Liabilities subject to compromise represents Ambac's
estimate of known or potential prepetition claims to be addressed
in connection with the Chapter 11 filing. Such claims are subject
to future adjustments potentially resulting from, among other
things, negotiations with creditors, rejection of executor
contracts and orders of the bankruptcy court. As of June 30,
2011,
liabilities subject to compromise consist of:
Accrued interest payable $68,123
Other 16,206
Senior unsecured notes 1,222,189
Directly-issued Subordinated capital securities 400,000
Consolidated liabilities subject to compromise 1,706,518
Surplus Notes
At June 30, 2011, Ambac Assurance and the Segregated Account had
outstanding surplus notes of $2 billion and $89.1 million,
respectively. On June 1, the Office of the Commissioner of
Insurance of the State of Wisconsin ("OCI") issued its disapproval
of the requests of Ambac Assurance and the rehabilitator of the
Segregated Account, acting for and on behalf of the Segregated
Account, to pay interest on all outstanding Surplus Notes issued
by
Ambac Assurance and the Segregated Account on the first scheduled
interest payment date of June 7, 2011.
Overview of Ambac Assurance Statutory Results
As of June 30, 2011, Ambac Assurance reported statutory capital
and
surplus of approximately $476.4 million, down from
$801.1 million as of March 31, 2011. Ambac Assurance's statutory
financial statements include the combined results of Ambac
Assurance's general account and the Segregated Account (formed on
March 24, 2010). Statutory capital and surplus were impacted by a
statutory net loss of $289.3 million for the three-months ended
June 30, 2011. The primary driver of the net loss was an increase
in statutory loss and loss expenses related primarily to Ambac
Assurance's RMBS financial guarantee portfolio for both initial
defaults and adverse development in previously defaulted
transactions.
Ambac Assurance's claims-paying resources amount to approximately
$6.9 billion as of June 30, 2011, down less than $0.1 billion from
March 31, 2011. This excludes Ambac Assurance UK Limited's
claims-paying resources of approximately $1.0 billion. The
decline was primarily attributable to a reduction in the present
value of future installment premiums.
Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world. Ambac filed for a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code in the
Bankruptcy Court. The Company will continue to operate in the
ordinary course of business as "debtor-in-possession" under the
jurisdiction of the Bankruptcy Court and in accordance with the
applicable provisions of the Bankruptcy Code and the orders of the
Bankruptcy Court. Ambac Financial Group, Inc.'s common stock
trades in the over-the-counter market under the ticker symbol
ABKFQ.
AFG posted in its Web site, a supplement to the second quarter
2011 results, including tables on key financial date, largest
domestic public finance exposures, largest structured finance
exposures, and largest international finance exposures. A full-
text copy of the supplement is available for free at:
http://bankrupt.com/misc/Ambac_2Q11Supp.pdf
AFG filed with the U.S. Securities and Exchange Commission on
August 9, 2011, a quarterly report on Form 10-Q for the period
ended June 30, 2011, a full-text copy of which is accessible for
free at http://ResearchArchives.com/t/s?76a7
Ambac Financial Group Inc. and Subsidiaries
Consolidated Balance Sheets
As of June 30, 2011
ASSETS
Investments:
Fixed income securities, at fair value $5,872,977,000
Fixed income securities pledged as collateral,
at fair value 140,104,000
Short-term investments 1,066,353,000
Other 100,000
---------------------
Total investments 7,079,534,000
Cash and cash equivalents 17,379,000
Restricted cash and cash equivalents 2,500,000
Receivable for securities sold 34,218,000
Investment income due and accrued 45,562,000
Premium receivables 1,924,925,000
Reinsurance recoverable on paid and
unpaid losses 158,097,000
Deferred ceded premium 232,935,000
Subrogation recoverable 739,658,000
Deferred acquisition costs 238,225,000
Loans 20,271,000
Derivative assets 248,950,000
Other assets 127,174,000
Variable interest entity assets
Fixed income securities, at fair value 2,023,513,000
Restricted cash and cash equivalents 48,319,000
Investment income due and accrued 4,087,000
Loans 14,651,253,000
Derivative assets -
Intangible assets 318,180,000
Other assets 25,649,000
---------------------
Total assets $27,940,429,000
=====================
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Liabilities subject to compromise $1,706,518,000
Unearned premiums 3,408,568,000
Losses and loss expense reserve 6,444,519,000
Ceded premiums payable 121,887,000
Obligations under investment and payment
agreements 556,458,000
Obligations under investment repurchase
agreements 34,040,000
Current taxes 23,435,000
Long-term debt 217,345,000
Accrued interest payable 114,451,000
Derivative liabilities 364,913,000
Other liabilities 101,156,000
Payable for securities purchased 17,849,000
Variable interest entity liabilities:
Accrued interest payable 3,465,000
Long-term debt 15,496,820,000
Derivative liabilities 1,371,856,000
Other liabilities 31,130,000
---------------------
Total liabilities 30,014,410,000
Stockholders' deficit:
Ambac Financial Group, Inc.
Preferred stock -
Common stock 3,080,000
Additional paid-in capital 2,172,027,000
Accumulated other comprehensive income (loss) 509,300,000
Accumulated deficit (5,001,201,000)
Common stock held in treasury at cost (411,419,000)
---------------------
Total Ambac Financial Group, Inc.
stockholders' deficit (2,728,213,000)
Non-controlling interest 654,232,000
---------------------
Total stockholders' deficit (2,073,981,000)
---------------------
Total liabilities & stockholders' deficit $27,940,429,000
=====================
Ambac Financial Group, Inc. and Subsidiaries
Consolidated Statements of Operations
For the Three Months Ended June 30, 2011
REVENUES:
Financial Guarantee:
Net premiums earned $99,271,000
Net investment income 87,964,000
Other-than-temporary impairment losses
Total other-than-temporary impairment losses (17,793,000)
Portion of loss recognized in other
comprehensive income 215,000
---------------------
Net other-than-temporary impairment losses
recognized in earnings (17,578,000)
Net realized investment gains (2,435,000)
Change in fair value of credit derivatives:
Realized (losses) and gains and other
settlements 4,224,000
Unrealized gains (losses) 20,063,000
---------------------
Net change in fair value of credit
derivatives 24,287,000
Other income 9,227,000
(Loss) income on variable interest
entity activities 2,353,000
Financial Services:
Investment income 7,600,000
Derivative products (65,592,000)
Other-than-temporary impairment losses:
Total other-than-temporary impairment losses -
Portions of loss recognized in other
comprehensive income -
---------------------
Net other-than-temporary impairment
losses recognized in earnings -
---------------------
Corporate and Other:
Other income 72,000
Net realized gains -
---------------------
Total revenues before reorganization items 148,195,000
---------------------
EXPENSES:
Financial Guarantee:
Losses and loss expenses 196,398,000
Underwriting and operating expenses 11,836,000
Interest expense on surplus notes 29,646,000
Financial Services:
Interest from investment and payment agreements 2,024,000
Operating expenses 2,707,000
Corporate and other:
Interest -
Other expenses 990,000
---------------------
Total expenses before reorganization items 243,601,000
---------------------
Pre-tax (loss) income from continuing
operations before reorganization items (95,406,000)
Reorganization items 6,470,000
---------------------
Pre-tax (loss) income from continuing
operations (101,876,000)
Provision (benefit) for income taxes 542,000
---------------------
Net loss (102,418,000)
Less: net gain (loss) attributable
to the non-controlling interest 14,000
---------------------
Net loss attributable to Ambac
Financial Group, Inc. ($102,432,000)
=====================
Ambac Financial Group Inc. and Subsidiaries
Consolidated Statements of Cash Flow
Three Months Ended June 30, 2011
(Unaudited)
Cash flows from operating activities:
Net loss attributable to common shareholders ($921,711,000)
Non-controlling interest in subsidiaries'
earnings 47,000
---------------------
Net loss (921,664,000)
Adjustments to reconcile net loss to
net cash provided by (used in) operating
activities:
Depreciation and amortization 2,186,000
Amortization of bond premium and discount (86,333,000)
Reorganization items 31,275,000
Share-based compensation (15,459,000)
Current income taxes 901,000
Deferred acquisition costs 12,424,000
Unearned premiums, net (567,395,000)
Loss and loss expense, net 1,109,365,000
Ceded premiums payable (19,563,000)
Investments income due and accrued (496,000)
Premium receivables 497,671,000
Accrued interest payable 52,743,000
Net mark-to-market (gains) losses (5,837,000)
Net realized investment gains (3,041,000)
Other-than-temporary impairment charges 19,291,000
Variable interest entity activities 3,772,000
Other, net 97,723,000
---------------------
Net cash provided by (used in)
operating activities 207,563,000
---------------------
Cash flows from investing activities:
Proceeds from sales of bonds 240,418,000
Proceeds from matured bonds 362,668,000
Purchases of bonds (464,175,000)
Change in short-term investments (74,786,000)
Loans, net (104,000)
Change in swap collateral receivable (52,260,000)
Other, net 4,146,000
---------------------
Net cash provided by investing activities 15,907,000
---------------------
Cash flows from financing activities:
Dividends paid - subsidiary shares to
noncontrolling interest -
Proceeds from issuance of investment and
payment agreements 26,000
Payments for investment and payment draws (213,174,000)
Net cash collateral paid/received (2,440,000)
---------------------
Net cash used in financing activities (215,588,000)
---------------------
Net cash flow 7,882,000
---------------------
Cash and cash equivalents at January 1 9,497,000
---------------------
Cash and cash equivalents at June 30 $17,379,000
=====================
About Ambac Financial
Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.
Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010. Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.
Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy. AAC is being restructured by state regulators in
Wisconsin. AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.
Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.
On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.
Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.
Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel. The Blackstone Group LP is the Debtor's
financial advisor. Kurtzman Carson Consultants LLC is the claims
and notice agent. KPMG LLP is tax consultant to the Debtor.
Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors. Lazard Freres
& Co. LLC is the Committee's financial advisor.
Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).
AMBAC FINANCIAL: PFRS Renews Objection to Securities Settlement
---------------------------------------------------------------
As reported in the June 20, 2011 edition of the TCR, Ambac
Financial Group, Inc. obtained preliminary approval from a
district court of a $33 million settlement to resolve securities
lawsuits accusing the company of misleading investors by hiding
the risks it took on by guaranteeing risky mortgage debt, Reuters
reports. The $33 million deal consists of two settlements. The
first settlement provides for a $27,100,000 settlement fund to be
established by the Ambac Defendants. The other settlement
provides for a $5,900,000 settlement fund to be established by
underwriter defendants to the securities action.
Police and Fire Retirement System of the City of Detroit objects
to the entry of an amended order on the basis that the stipulation
of settlement resolving certain securities lawsuits against Ambac
Financial Group, Inc. attempts to wipe out pending derivative
claims against AFG officers and directors.
Counsel to PFRS, Denis F. Sheils, Esq., at Kohn, Swift & Graf, PC,
in Philadelphia, Pennsylvania -- dsheils@kohnswift.com -- contends
that the parties entered into the Stipulation of Settlement
without input from any derivative plaintiff like PFRS and were
willing to sacrifice the claims for no consideration to AFG.
PFRS, Mr. Sheils tells the Court, as one of the plaintiffs in In
re Ambac Financial Group, Inc. Shareholders Derivative Litigation
was not represented in the final settlement negotiations nor was
any other derivative plaintiffs.
If the derivative cases became an asset of the Debtor's estate,
then AFG should have received consideration for settling the
derivative actions, Mr. Sheils argues. AFG, however, is not
receiving consideration for the settling of the Derivative Actions
but rather paying $2,500,000 out of its own pocket to settle the
securities and derivative claims, he stresses.
Approval of the settlement of the Derivative Actions also
indicates that AFG's Board of Directors is not acting in the best
interest of AFG, Mr. Sheils states. Because the Board is
incapable of acting in the best interests of AFG due to the
irreconcilable conflicts of its members, PFRS should be permitted
to pursue the derivative claims on behalf of AFG, he asserts.
Marilyn Clark and Earl Yaokasin, plaintiffs in the action
captioned In re Ambac Financial Group, Inc. Derivative Litigation,
withdrew their objection to the entry of the amended order.
Debtor Defends Stipulation of Settlement
"The Derivative Plaintiffs are out-of-the-money parties that are
trying to hold this heavily negotiated Stipulation of Settlement
hostage," says Allison H. Weiss, Esq., at Dewey & LeBoeuf LLP, in
New York, counsel to the Debtor. "Although the Derivative
Plaintiffs have nothing to gain by pursuing their derivative
claims they have a newfound interest in, they also have nothing to
lose by this apparent attempt to extract value that would
otherwise run to the Debtor's creditors."
Ms. Weiss emphasizes that non-approval of the Amended Order would
upend the heavily negotiated Stipulation of Settlement. If the
Settlement is upended, the Debtor will be forced to respond to
discovery in the Securities Actions and the Derivative Actions and
will incur significant legal costs exceeding the $2,500,000 the
Debtor has agreed to pay in connection with the Settlement, she
points out.
Because shareholders will not receive anything in the Chapter 11
case, shareholders will not bear the brunt of these litigation
costs that will be incurred if the Stipulation of Settlement does
not become final, Ms. Weiss points out. The Debtor's management
would likely be distracted by discovery demands and other
litigation related activities at a time when their attention is
best served reorganizing the Debtor, she adds.
The derivative claims, Ms. Weiss insists, belong to the Debtor.
The Debtor, with the express approval of the Official Committee of
Unsecured Creditors Committee, exercised its business judgment to
settle claims that are its property, she says. Indeed, the party
whose constituency stands to benefit from any recovery in the
Derivative Actions, the Creditors Committee, determined that the
value of the overall Settlement outweighed costly and highly
uncertain litigation, she asserts. "At best, the Derivative
Plaintiffs do not have any right to standing to pursue the
derivative claims, which were dismissed or are the property of the
Debtor's estate," she maintains.
Counsel to the Creditors' Committee, Anthony Princi, Esq., at
Morrison & Foerster LLP, in New York, contends that notice to the
Derivative Plaintiffs was not required by the Amended Case
Management Order or any other document but in any event, the
Derivative Plaintiffs had means to keep abreast of the proposed
settlement and other proceedings in the Debtor's Chapter 11 case.
The Creditors' Committee carefully assessed the value of the
Stipulation of Settlement and the value of pursuing claims in
litigation and concluded that the settlement is in the best
interests and far more valuable than costly and highly uncertain
litigation, he says.
In separate joinders, the Creditors' Committee and the Lead
Plaintiffs and Painting Industry Insurance and Annuity Funds in
the
securities class action entitled In re Ambac Financial Group, Inc.
Securities Litigation adopt the Debtor's arguments.
The Lead Plaintiffs are Public School Teachers' Pension and
Retirement Fund of Chicago, Arkansas Teachers' Retirement System
and Public Employees' Retirement System of Mississippi, sometimes
collectively referred to as the U.S. Public Pension Funds.
Judge Shelley C. Chapman of the Bankruptcy Court rescheduled the
hearing to consider the amended order from July 28, 2011, to
August 10, 2011. As of presstime, no order on the matter has been
issued.
About Ambac Financial
Ambac Financial Group, Inc., headquartered in New York City, is a
holding company whose affiliates provided financial guarantees and
financial services to clients in both the public and private
sectors around the world.
Ambac Financial filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
10-15973) in Manhattan on Nov. 8, 2010. Ambac said it will
continue to operate in the ordinary course of business as "debtor-
in-possession" under the jurisdiction of the Bankruptcy Court and
in accordance with the applicable provisions of the Bankruptcy
Code and the orders of the Bankruptcy Court.
Ambac's bond insurance unit, Ambac Assurance Corp., did not file
for bankruptcy. AAC is being restructured by state regulators in
Wisconsin. AAC is domiciled in Wisconsin and regulated by the
Office of the Commissioner of Insurance of the State of Wisconsin.
The parent company is not regulated by the OCI.
Ambac's consolidated balance sheet -- which includes non-debtor
Ambac Assurance Corp -- showed US$30.05 billion in total assets,
US$31.47 billion in total liabilities, and a US$1.42 billion
stockholders' deficit, at June 30, 2010.
On an unconsolidated basis, Ambac said in a court filing that
it has assets of (US$394.5 million) and total liabilities of
US$1.6826 billion as of June 30, 2010.
Bank of New York Mellon Corp., as trustee to seven different types
of notes, is listed as the largest unsecured creditor, with claims
totaling about US$1.62 billion.
Peter A. Ivanick, Esq., Allison H. Weiss, Esq., and Todd L.
Padnos, Esq., at Dewey & LeBoeuf LLP, serve as the Debtor's
bankruptcy counsel. The Blackstone Group LP is the Debtor's
financial advisor. Kurtzman Carson Consultants LLC is the claims
and notice agent. KPMG LLP is tax consultant to the Debtor.
Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller,
Esq., at Morrison & Foerster LLP, in New York, serve as counsel
to the Official Committee of Unsecured Creditors. Lazard Freres
& Co. LLC is the Committee's financial advisor.
Bankruptcy Creditors' Service, Inc., publishes Ambac Bankruptcy
News. The newsletter tracks the Chapter 11 proceeding undertaken
by Ambac Financial Group and the restructuring proceedings of
Ambac Assurance Corp. (http://bankrupt.com/newsstand/or 215/945-
7000).
ARCHBROOK LAGUNA: Gordon Bros. Wins Auction With $25-Mil. Cash Bid
------------------------------------------------------------------
Gordon Brothers Group, LLC, was declared the winning bidder at the
Aug. 8 auction of substantially all of the assets of ArchBrook
Laguna LLC and its affiliates.
David S. Miller, managing director of Macquarie Capital (USA)
Inc., which provides financial advisory services to the Debtors,
said the auction occurred over two days. The Debtors and their
professionals negotiated with the participating qualified bidders,
which resulted in the Debtors declaring Gordon Brothers as the
successful bidder.
The basic terms of the successful bid are:
(i) $25 million in cash subject to certain adjustments
and holdbacks;
(ii) The amount of collection on the accounts receivable
greater than $21 million shall be allocated between the
Debtors and Gordon Brothers on an 85% -- 15% basis,
respectively;
(iii) $12.50 per unit of the Ab Circle Pro inventory;
(iv) Proceeds from the sale of the Ab Circle Inventory
above $13.50 per unit shall be allocated 90% to the
Debtors and 10% to Gordon Brothers;
(v) A transition services agreement between the Debtors
and Gordon Brothers; and
(vi) All claims arising under 11 U.S.C. Sec. 547
and related state law causes of action will be deemed
released on the Initial Closing Date by the Purchaser.
On the 60th day post-closing, the Purchaser will release
all other causes of action arising under Bankruptcy Code
sections 544 through 553 (excluding section 547) and
similar state law claims; provided however; the Agent,
in consultation with the Committee, may request that the
Purchaser or Third Party Purchaser, in its sole
discretion, re-convey the avoidance actions to the
Sellers.
Mr. Miller also said the Debtors deemed Almo Corporation as the
back-up bidder for the Lehrhoff ABL LLC inventory and other
assets. Almo offered $5 million for the Lehrhoff assets.
Before filing for bankruptcy, the Debtors engaged in a marketing
process for the assets starting May, and were in talks with 47
potential bidders. However, the Debtors failed to sign a deal for
a stalking horse bidder before the Chapter 11 filing.
According to Mr. Miller, after the Petition Date, the Debtors or
Macquarie (i) communicated with 31 additional bidders; (ii) sent
form non-disclosure agreements to 31 additional parties; and (iii)
subsequently entered into 29 additional NDAs. These additional
potential buyers were a representative sample of bidders who
specialize in accounts receivable and inventory purchases outside
of a going concern in addition to potential going concern buyers.
From all the contacted parties, the Debtors received eight
qualified bids for all or a portion of their assets.
Mr. Miller said the sales process and auction maximized the value
of the Debtors' assets. "As such, I believe that approval of the
Sale Motion, including Gordon Brothers as the Successful Bidder
and Almo as the Back-Up Bidder, is in the best interests of the
Debtors' estates and will yield the greatest recovery for the
Debtors' creditors," Mr. Miller told the Court in papers filed
Wednesday.
About ArchBrook Laguna
ArchBrook Laguna LLC is a procurement and distribution
intermediary between production companies and end retailers. It
distributes consumer electronics, computers and appliances to
principal customers that include Wal-Mart Stores Inc., Best Buy
Co. and Costco Wholesale Corp.
ArchBrook Laguna Holdings LLC and certain of its affiliates filed
voluntary petitions for reorganization under chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 11-13292) on
July 8, 2011. Akin Gump Straus Hauer & Feld LLP, in New York,
serves as counsel to the Debtors. The Company is being advised by
Macquarie Capital (USA) Inc. with respect to the sale process and
by Hawkwood Consulting LLC, whose founder Stephen J. Gawrylewski
is Chief Restructuring Officer of the Company. Macquarie Capital
(USA) Inc. is the financial advisor. PricewaterhouseCoopers LLP
is a consultant. Garden City Group is the administrative agent.
ArchBrook disclosed assets of $246.2 million against debt
totaling $176.4 million as of March 31, 2011.
Cooley LLP, in New York, is the counsel for the Official Committee
of Unsecured Creditors.
AUTOMATIC APPLIANCE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Automatic Appliance Parts, Inc.
2 Stage Door Road
Fishkill, NY 12524
Bankruptcy Case No.: 11-37280
Chapter 11 Petition Date: August 9, 2011
Court: U.S. Bankruptcy Court
Southern District of New York (Poughkeepsie)
Judge: Cecelia G. Morris
Debtor's Counsel: Lewis D. Wrobel, Esq.
201 South Avenue, Suite 506
Poughkeepsie, NY 12601
Tel: (845) 473-5411
Fax: (845) 473-3430
E-mail: lewiswrobel@verizon.net
Scheduled Assets: $349,550
Scheduled Debts: $1,435,196
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/nysb11-37280.pdf
The petition was signed by Bernard J. Lombardi,
secretary/treasurer.
BELLS CROSSING: Unable to Rehabilitate, Wants Case Dismissal
------------------------------------------------------------
Bells Crossing, LLC, asks the U.S. Bankruptcy Court of the Western
District of North Carolina to dismiss its Chapter 11 case.
According to the Debtor, it is suffering a continuing loss to its
estate, and there is the absence of a reasonable likelihood of
rehabilitation. Specifically, its single asset real estate entity
owns a parcel of property that has a value substantially less than
the outstanding balance on the note and deed of trust as to which
the property is collateral. The Debtor adds that it had hoped to
find a new lender but has been unable to do so, and consequently,
it is unable to rehabilitate itself and file a plan of
reorganization.
Bells Crossing, LLC, based in Mooresville, North Carolina, owns
230 acres of property in Iredell County. It filed for Chapter 11
bankruptcy (Bankr. W.D.N.C. Case No. 11-50572) on May 9, 2011.
Judge J. Craig Whitley presides over the case. R. Keith Johnson,
Esq. -- rkjpa@bellsouth.net -- in Stanley, North Carolina, serves
as the Debtor's bankruptcy counsel. In its schedules, the Debtor
estimated assets of $10,002,000 and liabilities of $15,429,162.
The petition was signed by Ben Thomas, its member and manager.
Bells Crossing owes $15.2 million to Community One Bank NA. Bells
Crossing estimates the land is worth $10 million.
Bankruptcy Administrator Linda W. Simpson has not appointed an
official committee of unsecured creditors in the Debtor's case.
BERNARD L MADOFF: HSBC Win Sends 'Hot Potato' Back to Europe
------------------------------------------------------------
Stephanie Bodoni at Bloomberg News reports that HSBC Holdings
Plc's U.S. court victory against Irving Picard, the trustee
liquidating con man Bernard Madoff's management firm, may be a
boost for investors who filed lawsuits against HSBC and UBS AG in
Europe.
U.S. District Judge Jed Rakoff in New York on July 28 threw out
Mr. Picard's suit seeking almost $9 billion, ruling the trustee
can't bring common-law claims against the bank.
According to the report, HSBC, Europe's largest bank, faces more
than 50 complaints in Ireland for allegedly failing in its duties
as custodian for Thema International Fund Plc, a European Union-
regulated fund that had $1.1 billion in assets two weeks before
Madoff was arrested. Investors who lost millions of dollars
through Access International Advisors LLC's LuxAlpha Sicav-
American Selection fund filed more than 100 lawsuits against UBS
in Luxembourg.
"The hot potato has now been handed back to Luxembourg and
Ireland," said Edouard Fremault, a senior analyst at Deminor
International, which advises more than 2,500 investors with losses
in Madoff-linked funds in Europe, according to Bloomberg.
Investors suing UBS and HSBC say the banks, as custodians, should
have uncovered Madoff's fraud.
About Bernard L. Madoff
Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping $50 billion. On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers of BLMIS are in need of the protection afforded by the
Securities Investor Protection Act of 1970. The District Court's
Protective Order (i) appointed Irving H. Picard, Esq., as trustee
for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP
as his counsel, and (iii) removed the SIPA Liquidation proceeding
to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims
agent.
On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The
petitioning creditors -- Blumenthal & Associates Florida General
Partnership, Martin Rappaport Charitable Remainder Unitrust,
Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert
US$64 million in claims against Mr. Madoff based on the balances
contained in the last statements they got from BLMIS.
On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).
The Chapter 15 case was later transferred to Manhattan. In June
2009, Judge Lifland approved the consolidation of the Madoff SIPA
proceedings and the bankruptcy case.
Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to
150 years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.)
As of July 15, 2011, a total of $6.88 billion in claims by
investors has been allowed, with $794.9 million to be paid by the
Securities Investor Protection Corp. Investors are expected to
receive additional distributions from money recovered by Mr.
Picard from lawsuits or settlements.
BLUE WILLOW: Files Documents to Exit Chapter 11 Protection
----------------------------------------------------------
Stephen Milligan at the Walton Tribune reports that the Blue
Willow Inn, a Social Circle restaurant, recently filed paperwork
to begin the exit from bankruptcy proceedings a little over a year
after filing for Chapter 11 bankruptcy. The Blue Willow has
struggled since the opening of the Blue Willow Village, which was
hit by the recession just before it opened, and the death last
year of owner Louis Van Dyke.
Based in Social Circle, Georgia-based Blue Willow Inn Gift Shop
Inc. filed for Chapter 11 bankruptcy protection (Bank. M.D. Ga.
Lead Case No. 10-31270) on July 20, 2010. Judge James P. Smith
presides over the case. Martha A. Miller, Esq., at Martha A.
Miller, P.C., represents the Debtors. The Debtors estimated
assets between $100,000 and $500,000, and debts between $1 million
and $10 million.
BOCA BRIDGE: Deadline to File Amended Plan Documents Extended
-------------------------------------------------------------
On Aug. 4, 2011, the U.S. Bankruptcy Court for the Southern
District of Florida entered its order granting Boca Bridge, LLC's
fourth motion to extend the deadline for the Debtor to file an
amended disclosure statement, or an amended plan with a new
disclosure statement, to a date determined by the Court at a
status conference. A status conference was scheduled for Aug. 11,
201, at 2:30 p.m.
About Boca Bridge LLC
In August 2010, ten creditors owed $69,400 filed an involuntary
Chapter 11 petition (Bankr. S.D. Fla. Case No. 10-34538) against
Boca Bridge LLC, the owner of the Boca Raton Bridge Hotel. In
November, the bankruptcy judge entered ruling placing the Boca
Bridge LLC into Chapter 11. The Debtor disclosed $10,286,336 in
assets and $11,850,060 in liabilities as of the Chapter 11 filing.
Bernice C. Lee, Esq., and Bradley Shraiberg, Esq., at Shraiberg,
Ferrara & Landau, P.A., in Boca Raton, Florida, represent the
Debtor as counsel.
BOCA BRIDGE: Has Access to JMP Cash Collateral Until Aug. 31
------------------------------------------------------------
On July 26, 2011, Boca Bridge, LLC, filed with the U.S. Bankruptcy
Court for the District of Florida a stipulation between the Debtor
and JMP Boca Bridge, LLC, as assignee of NS/CS Boca, LLC, for
continued use of cash collateral, through Aug. 31, 2011. The
stipulation is effective as of July 31, 2011.
JMP Boca Bridge Lender, LLC, as assignee of NS/CS Boca, LLC, is
the successor in interest to the claims against the Debtor
previously held by NS/CSE Finance LLC.
Pursuant to the August Stipulation, Debtor is authorized to use
cash collateral to make payments shown on the approved budget.
A copy of the August Stipulation is available at:
http://bankrupt.com/misc/bocabridge.auguststipulation.pdf
About Boca Bridge LLC
In August 2010, ten creditors owed $69,400 filed an involuntary
Chapter 11 petition (Bankr. S.D. Fla. Case No. 10-34538) against
Boca Bridge LLC, the owner of the Boca Raton Bridge Hotel. In
November, the bankruptcy judge entered ruling placing the Boca
Bridge LLC into Chapter 11. The Debtor disclosed $10,286,336 in
assets and $11,850,060 in liabilities as of the Chapter 11 filing.
Bernice C. Lee, Esq., and Bradley Shraiberg, Esq., at Shraiberg,
Ferrara & Landau, P.A., in Boca Raton, Florida, represent the
Debtor as counsel.
BRISAM COVINA: Can Access Natixis Cash Collateral Until Sept. 24
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York, in
a tenth preliminary order, authorized Brisam Covina LLC to use
cash collateral, including proceeds from the Debtor's accounts
receivable, until Sept. 24, 2011.
A continued hearing on the Debtor's request to further access cash
collateral will be held on Sept. 26, at 1:30 p.m.
As reported in the TCR on May 23, 2011, U.S. Bankruptcy Judge
Robert E. Grossman approved a stipulation resolving the claims of
Natixis Real Estate Capital, LLC, secured creditor of Brisam
Covina LLC, through sale or refinancing of the Debtor's property
to use the cash collateral, including proceeds from the Debtor's
accounts receivable.
Natixis loaned Brisam the $16,453,381 out of a total funding
commitment of $17,300,000, for the purchase and renovation of a
hotel and conference center in Covina, California, which operates
as the Radisson Suites Hotel Covina, and the real property on
which the hotel is situated. The loan was secured by a certain
mortgage encumbering the property and guaranteed by Mr. Chang
pursuant to a guaranty agreement.
The settlement agreement was entered among the Debtor; Sam Chang,
as guarantor; and Natixis Real Estate Capital LLC, which was
intended to resolve any disputes and issues (i) with respect to
any past, present and future claims that Natixis may have against
the Debtor with respect to the loan and the guaranty; and (ii)
that were raised or could have been raised in the Foreclosure
Action or Chapter 11 Case. The Debtor and Mr. Chang also entered
into an escrow agreement, whereby the Debtor and Mr. Chang agreed
to place in escrow for the benefit of Natixis a Deed of Trust to
the property, and any leases or agreements relating thereto.
The terms of the agreement provide for:
-- the Debtor (i) making certain payments to Natixis up to
a total maximum amount of $16,500,000, and (ii) to the
extent that the Debtor fails to make payments, to release
the escrow documents to Natixis, resulting in the transfer
of the property to Natixis and the creation of a fixed note
obligation of Mr. Chang under the guaranty;
-- the establishment of a $20,000 fund to be paid pro rata to
the non-insider, prepetition general unsecured creditors, to
be paid prior to dismissal of the Debtor's bankruptcy case;
and
-- the dismissal of the Debtor's bankruptcy case upon
consummation of certain conditions.
About Brisam Covina LLC
Uniondale, New York-based Brisam Covina LLC, dba Radisson Sultes
Hotel Covina, filed for Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 10-76441) on Aug. 17, 2010. John Westerman, Esq., and
Mickee M. Hennessy, Esq., at Westerman Ball Ederer Miller &
Sharfstein, LLP, in Uniondale, N.Y., represent the Debtor. The
Debtor disclosed $18.4 million in assets and $19.6 million in
liabilities as of the Chapter 11 filing.
CAPMARK FINANCIAL: Wants to Sell Remaining Assets for $92.7 Mil.
----------------------------------------------------------------
Capmark Financial Group and its affiliates are asking permission
from the U.S. Bankruptcy Court to sell substantially all of the
remaining assets relating to their low-income housing tax credit
business to Bear Creek Multi-Family Investments for $92.7 million,
or a higher bidder at auction.
Carla Main at Bloomberg News reports that Capmark asked a judge to
approve a Sept. 15 auction to seek a better bid and a Sept. 21
hearing to approve the results. The low-income housing tax-credit
business, known as LIHTC syndication, finances and sells interests
in affordable-housing properties to institutional investors.
The Court scheduled an Aug. 19, 2011, hearing on the auction
rules.
About Capmark Financial
Based in Horsham, Pennsylvania, Capmark Financial Group Inc. --
http://www.capmark.com/-- provides financial services to
investors in commercial real estate-related assets. Capmark has
three core businesses: lending and mortgage banking, investments
and funds management, and servicing. Capmark operates in North
America, Europe and Asia. Capmark has 1,000 employees located in
37 offices worldwide.
On Oct. 25, 2009, Capmark Financial and certain of its
subsidiaries filed voluntary petitions for relief under Chapter 11
(Bankr. D. Del. Lead Case No. 09-13684). Capmark disclosed assets
of US$20 billion against total debts of US$21 billion as of
June 30, 2009.
Capmark's financial advisors are Lazard Freres & Co. LLC and
Loughlin Meghji + Company. Capmark's bankruptcy counsel is Dewey
& LeBoeuf LLP. Richards, Layton & Finger, P.A., serves as local
counsel. Beekman Advisors, Inc., is serving as strategic advisor.
KPMG LLP is tax and accounting advisor. Epiq Bankruptcy
Solutions, LLC, is the claims and notice agent.
The Official Committee of Unsecured Creditors in Capmark Financial
Group Inc.'s cases tapped Kramer Levin Naftalis & Frankel LLP as
its counsel and JR Myriad LLC as its commercial real estate
business advisors. The Committee also retained Cutler Pickering
Hale and Dorr LLP as its attorneys for the special purpose of
providing legal services in connection with Federal Deposit
Insurance Corporation matters.
Protech Holdings C LLC, an affiliate of Capmark, filed for
Chapter 11 protection on July 29, 2010 (Bankr. D. Del. Case No.
10-12387). The Debtor estimated assets and debts in excess of
$1 billion as of the filing date.
Since filing for Chapter 11, Capmark completed three sales to
generate more than $1 billion in cash. Berkshire Hathaway Inc.
and Leucadia National Corp. bought most of the business for
$468 million.
In April 2011, Greenline Ventures LLC completed the acquisition of
the New Markets Tax Credit division of Capmark Financial Group
Inc. Since inception of the NMTC program, Capmark's NMTC division
has closed over $1.1 billion of NMTC investment funds and financed
over $2.5 billion of projects and businesses in low income
communities nationwide.
CARBON ENERGY: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Carbon Energy Reserve, Inc., a debtor-affiliate of Carbon Energy
Holdings, filed with the U.S. Bankruptcy Court District of Nevada
its schedules of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $40,000,000
B. Personal Property $0
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $2,009,573
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $0
----------- -----------
TOTAL $40,000,000 $2,009,573
Carbon Energy Holdings, Inc., also filed its schedules disclosing
$0 in assets and $146,270 in liabilities
About Carbon Energy
Based in Wickenburg, Arizona, Carbon Energy Holdings, LLC, and
Carbon Energy Reserve, Inc., filed for Chapter 11 bankruptcy
(Bankr. D. Nev. Case Nos. 11-52099 and 11-52101) on June 28, 2011.
Judge Bruce T. Beesley presides over the cases. Bart K. Larsen,
Esq., at Kolesar & Leatham, Chtd., serves as the Debtors'
bankruptcy counsel. In their petitions, both Debtors estimated
assets of $10 million to $50 million, and debts of $1 million to
$10 million. The petitions were signed by Gordon F. Lee,
president.
CARGO LOGISTICS: Case Summary & 18 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Cargo Logistics By J.Cioffi, Inc.
200 Middlesex Avenue
Carteret, NJ 07008
Bankruptcy Case No.: 11-33782
Chapter 11 Petition Date: August 9, 2011
Court: U.S. Bankruptcy Court
District of New Jersey (Trenton)
Judge: Raymond T. Lyons Jr.
Debtor's Counsel: Scott S. Rever, Esq.
WASSERMAN, JURISTA & STOLZ
225 Millburn Avenue, Suite 207
P.O. Box 1029
Millburn, NJ 07041-1712
Tel: (973) 467-2700
E-mail: srever@wjslaw.com
Estimated Assets: $0 to $50,000
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/njb11-33782.pdf
The petition was signed by Joseph Cioffi, president.
CDC PROPERTIES I: Court Approves Disclosure Statement
-----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
at Tacoma approved the disclosure statement, as amended by
agreement of the Senior Lender and CDC Properties I, LLC, in
support of the Debtor's Plan of Reorganization.
Pursuant to the order dated July 21, 2011, the Debtor has
commenced solicitations of acceptances to the Plan.
A copy of the Disclosure Statement dated July 21, 2011, is
available at http://bankrupt.com/misc/cdcpropertiesI.amendedDS.pdf
As reported in the TCR on June 23, 2011, the Plan centers on the
restructuring of the Debtor's obligations to its three largest
creditors: Midland Loan Services, Inc., Wells Fargo Bank, N.A.,
and Equity Funding, LLC, and the payment in full to the Debtor's
unsecured creditors.
About CDC Properties I
Tacoma, Washington-based CDC Properties I, LLC, owns 10 commercial
buildings in Washington. Most of the space in its buildings is
leased to the State of Washington and occupied by various of its
agencies. CDC Properties filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Wash. Case No. 11-41010) on Feb. 10, 2011.
Brad A. Goergen, Esq., and Mark D. Northrup, Esq., at Graham &
Dunn PC, in Seattle, Wash., represent the Debtor. The Debtor
disclosed $47,304,590 in total assets, and $75,714,502 in total
liabilities as of the Chapter 11 filing.
CENTAUR LLC: Seeks Nod from State Regulators to Exit Bankruptcy
---------------------------------------------------------------
Michael D. Doyle at the Herald Bulletin reports that Hoosier Park
Racing and Casino's parent company is in the final stages of a
reorganization that will forgive nearly two-thirds of its debt as
it seeks to exit Chapter 11 bankruptcy.
Centaur LLC received court approval of its reorganization plan in
late February, according to attorney Michael Shepherd, whose firm
has represented Centaur during the bankruptcy process. The last
hurdle is to gain approval from two regulatory bodies: The Indiana
Horse Racing Commission and the Indiana Gaming Commission, notes
Mr. Doyle.
According to the report, Hoosier Park President Jim Brown said the
process of receiving final approval from the two state commissions
was time-consuming but estimated that Centaur would emerge from
bankruptcy within 60 days. Under the plan, Centaur would leave
bankruptcy with just over $270 million in debt. At the time it
filed for Chapter 11 in 2010, the company owed roughly $906
million.
"We have tentative approval to leave bankruptcy," the report
quotes Mr. Brown as saying. "Filing for Chapter 11 was mostly a
matter of restructuring corporate debt that had little to do with
Hoosier Park's actual operations."
About Centaur LLC
Indianapolis, Indiana-based, Centaur, LLC, aka Centaur Indiana,
LLC -- http://www.centaurgaming.net/-- is an company involved in
the development and operation of entertainment venues focused on
horse racing and gaming. The Company and its affiliates filed for
Chapter 11 bankruptcy protection on March 6, 2010 (Bankr. D.
Del. Case No. 10-10799). Jeffrey M. Schlerf, Esq., at Fox
Rothschild LLP, assists the Company in its restructuring effort.
The Company disclosed assets of $584 million and debt of
$681 million as of the Petition Date.
Affiliates Centaur PA Land LP and Valley View Downs LP filed for
bankruptcy reorganization in October 2009 to keep alive a project
to develop a racetrack in Pennsylvania. The filings were made
following the failure to make payments due in October on a
$382.5 million first-lien debt and a $192 million second-lien
credit.
All the companies are subsidiaries of closely held Centaur Inc.,
which isn't in bankruptcy.
Centaur was authorized in August 2010 to sell the Fortune Valley
Hotel & Casino 40 miles west of Denver to Luna Gaming Central City
LLC for $7.5 million cash, plus a $2.5 million note.
CHAPMAN INDUSTRIAL: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Chapman Industrial Construction Inc.
5617 Crown Road NW
P.O. Box 356
Dover, OH 44622
Bankruptcy Case No.: 11-62592
Chapter 11 Petition Date: August 9, 2011
Court: U.S. Bankruptcy Court
Northern District of Ohio (Canton)
Judge: Russ Kendig
Debtor's Counsel: Anthony J. DeGirolamo, Esq.
116 Cleveland Avenue, N.W., Suite 307
Canton, OH 44702
Tel: (330) 588-9700
Fax: (330) 588-9713
E-mail: ajdlaw@sbcglobal.net
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/ohnb11-62592.pdf
The petition was signed by Michael L. Chapman, president.
CHARLESTON ASSOCIATES: Wants Plan Filing Exclusivity Until Aug. 31
------------------------------------------------------------------
Charleston Associates, LLC, asks the U.S. Bankruptcy Court for the
District of Delaware to further extend its exclusive periods to
file a plan and to obtain acceptances of a plan until Aug. 31,
2011, and Oct. 31, 2011, respectively.
The Debtor relates that the secured lender supports the Debtor's
seventh motion for an extension.
On June 1, 2001, the Debtor closed on the sale of the Great
Indoors site to Quality Real Estate Management, LLC, an affiliate
of Fry's Electronics, Inc., a large electronics retailer. Prior
to the closing of the Fry's sale, the secured lender was unwilling
to engage in negotiations with the Debtor regarding a consensual
plan. The Debtor says it has now commenced substantive
negotiations with the secured lender, including the Debtor's
provision of a formal written proposal.
The Debtor has also prepared a confidentiality agreement for
execution by counsel to the Committee, which Debtor's counsel sent
to Committee counsel in early June. In connection with the
Committee's previous objections to exclusivity, the Debtor and the
Committee have recently made progress towards an agreement. Once
counsel for the Committee executes a confidentiality agreement,
Debtor relates, negotiations with Committee counsel can continue
with respect to a chapter 11 plan. The Debtor expects that its
plan will result in payment in full of all unaffiliated unsecured
creditors that hold allowed claims.
About Charleston Associates
Based in Las Vegas, Nevada, Charleston Associates, LLC, is the
successor by merger to Boca Fashion Village Syndications Group.
It owns a portion of a large community shopping center located in
Las Vegas. The entire shopping center is known as The Shops at
Boca Park. It encompasses almost 55 acres and is situated at the
northeast corner of the intersection of Charleston Boulevard and
Rampart Boulevard. Charleston's current portion of the shopping
center consists of a 20.4 acre parcel located at 700-750 S.
Rampart Boulevard, Las Vegas, that is commonly known as Boca
Fashion Village. Boca Fashion contains, among other things, a
130,000+ square foot parcel of real estate that is currently
leased to Sears Roebuck & Company.
Charleston Associates filed for Chapter 11 protection (Bankr. D.
Del. Case No. 10-11970) on June 17, 2010. Judge Kevin J. Carey
presides over the case. Neal L. Wolf, Esq., Dean C. Gramlich,
Esq., and Jordan M. Litwin, Esq., at Neal Wolf & Associates, LLC,
in Chicago, Ill., represent the Debtor as counsel. Bradford J.
Sandler, Esq., at Pachulski Stang Ziehl & Jones, LLP, in
Wilmington, Del., represents the Debtor as Delaware counsel. In
its schedules, the Debtor disclosed $92,348,446 in assets and
$65,064,894 in liabilities.
Attorneys at Brinkman Portillo Ronk, PC, represents the Official
Committee of Unsecured Creditors as counsel. Thomas M. Horan,
Esq., at Womble Carlyle Sandridge & Rice, PLLC, in Wilmington,
Del., represents the Official Committee of Unsecured Creditors as
Delaware counsel.
CHARLESTON BUILDERS: Case Summary & 2 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Charleston Builders II Inc.
8191 Dogwood Road
Germantown, TN 38139
Bankruptcy Case No.: 11-28041
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Western District of Tennessee (Memphis)
Judge: George W. Emerson Jr.
Debtor's Counsel: Ted I. Jones, Esq.
JONES & GARRETT LAW FIRM
An Association of Attorneys
1835 Union Avenue, Suite 315
Memphis, TN 38104
Tel: (901) 526-4249
E-mail: dtedijones@aol.com
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/tnwb11-28041.pdf
The petition was signed by William T. Tagg, president, CEO.
CLEAR BURN: Headed for Aug. 24 Auction for All Assets
-----------------------------------------------------
Jennifer Calhoun at The Fayetteville Observer reports that Hoke
County's Clean Burn Fuels is headed for auction Aug. 24, 2011.
Cape Fear Farm Credit, the plant's primary lender, ordered the
foreclosure sale earlier this month, said Lonnie Player Jr., a
lawyer and trustee for the sale. Player said the bank had not yet
indicated at what price the auction will start. Production was
expected to resume a few months later, when corn costs went down,
owners said at the time.
About Clean Burn
Clean Burn Fuels LLC, a North Carolina limited liability company
founded in 2005, is the first company to produce ethanol in North
Carolina. It completed the construction of its ethanol plant in
August of 2010 and started producing and selling ethanol and dried
distillers grains with solubles (DDGS) shortly thereafter.
Clean Burn filed for Chapter 11 bankruptcy protection (Bankr.
M.D.N.C. Case No. 11-80562) on April 3, 2011. John A. Northen,
Esq., and Vicki L. Parrot, Esq., at Northen Blue, L.L.P.,
represent the Debtor.
In its schedules of assets and liabilities, the Company disclosed
$79,516,062 in assets and $79,218,681 in liabilities. The
schedules valued its ethanol plant at $72,000,000, securing at
$66,225,571 claim by a lender.
The Official Committee of Unsecured Creditors is represented by
Charles M. Ivey, III, Esq., at Ivey McClellan Gatton & Talcott,
LLP, in Greensboro, North Carolina.
As reported in the TCR on July 7, 2011, the Bankruptcy Court
allowed Cape Fear Farm Credit to initiate foreclosure and have the
Debtor's plant taken over by a receiver in the meantime. Cape
Fear Farm Credit asked Judge Thomas W. Waldrep, Jr., to lift the
automatic stay to permit the Lender to exercise its rights against
all of Clear Burn Fuels' assets, including the Debtor's ethanol
plant located in Hoke County, North Carolina.
CLEARWIRE CORP: Glenview Capital Holds 6.53% of Class A Shares
--------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Glenview Capital Management, LLC, and Lawrence M.
Robbins disclosed that they beneficially own 16,228,264 shares of
Class A common stock of Clearwire Corporation representing 6.53%
of the shares outstanding. A full-text copy of the filing is
available for free at http://is.gd/5pWU14
About Clearwire Corporation
Kirkland, Wash.-based Clearwire Corporation (NASDAQ: CLWR)
-- http://www.clearwire.com/-- through its operating
subsidiaries, is a leading provider of wireless broadband
services. Clearwire's 4G mobile broadband network serves 68
markets, including New York City, Los Angeles, Chicago, Dallas,
Philadelphia, Houston, Miami, Washington, D.C., Atlanta and
Boston.
The Company reported a net loss of $2.30 billion on
$556.82 million of revenue for the year ended Dec. 31, 2010,
compared with a net loss of $1.25 billion on $274.46 million of
revenue during the prior year.
The Company's balance sheet at June 30, 2011, showed $9.11 billion
in total assets, $5.02 billion in total liabilities, and
$4.08 billion in total stockholders' equity.
* * *
As reported by the Troubled Company Reporter on Nov. 11, 2010,
Standard & Poor's Ratings Services lowered its corporate credit
rating, and all other ratings, on Clearwire Corp. to 'CCC' from
'B-'. At the same time, S&P revised the CreditWatch listing on
the company from negative to developing. S&P had initially placed
the ratings on CreditWatch with negative implications on Oct. 6,
2010, based on S&P's view that Clearwire faced significant near-
term liquidity risks.
The downgrade follows the Company's disclosure -- in its Form 10-Q
for quarter ended Sept. 30, 2010 -- regarding the uncertainty
about its ability to obtain additional capital and continue as a
going concern. In Clearwire's 2010 third-quarter earnings report
and conference call, the company indicated that it expected to run
out cash by mid-2011, which is consistent with S&P's earlier
comments. Cash totaled around $1.4 billion as of Sept. 30, 2010.
COLT'S RUN: Can Use PNC Cash to Pay Allowed Admin. Claims
---------------------------------------------------------
On July 20, 2011, the U.S. Bankruptcy Court for the Northern
District of Illinois approved the amended motion of Colt's Run,
LLC, for authorization to use cash collateral to pay the allowed
administrative claims of David K. Welch and the law firm of Crane,
Heyman, Simon, Welch & Clar, Debtor's counsel, and William Huml
and William E. Huml & Co., Ltds., Debtor's accountants.
As reported in the TCR on June 23, 2011, PNC Bank objected to the
Debtor's amended motion for authority to use cash collateral to
pay allowed administrative claims. PNC alleged that neither the
cash collateral order entered by the bankruptcy court on May 12,
2011, nor the budget provide for the Debtor's use of PNC's cash
collateral to pay the compensation, fees and expenses described in
the amended motion.
On May 12, 2011, the U.S. Bankruptcy Court for the Northern
District of Illinois entered its 5th order amending the Court's
4th interim cash collateral granting Colts Run, L.L.C.,
authorization to use PNC Bank, National Association's cash
collateral.
The Court had set a final hearing for Aug. 18, 2011, at 10:30 a.m.
on the Debtor's request to be allowed to use cash collateral.
Since May 7, 2010, the Court has entered four interim orders
allowing the Debtor to use cash collateral in accordance with a
budget. The fourth interim order was entered on Aug. 4, 2010.
A copy of the latest budget is available for free at:
http://bankrupt.com/misc/coltsrun.doc289budget.pdf
About Colts Run, LLC
Lake Forest, Illinois-based Colts Run, LLC, owns and operates a
residential apartment project located in Lexington, Kentucky,
known as Colts Run Apartments. The Company filed for Chapter 11
bankruptcy protection (Bankr. N.D. Ill. Case No. 10-18071) on
April 23, 2010. Arthur G. Simon, Esq., David K. Welch, Esq.,
Jeffrey C. Dan, Esq., and Scott R. Clar, Esq., at Crane Heyman
Simon Welch & Clar, in Chicago, Ill, represent the Debtor in its
restructuring effort. In its schedules, the Debtor disclosed
$25,085,211 in assets and $23,063,333 in liabilities as of the
Petition Date.
COMMANDER PREMIER: Cape Girardeau Wants to Evict Debtor
-------------------------------------------------------
Scott Moyers at Southeast Missourian reports that Cape Girardeau
officials are asking a bankruptcy judge in Texas to allow them to
evict Commander Premier Aircraft Corp. from city-owned property at
the airport. A hearing has been set for 9:30 a.m. Aug. 23 before
Judge Bill Parker, who will consider the city's request.
According to the report, the city has hired Michael Gazette, a
lawyer in Tyler, Texas, which is where the financially strapped
Commander is headquartered and where it filed for bankruptcy
protection June 16.
The report says Gazette filed a motion on the city's behalf in the
U.S. Bankruptcy Court of the Eastern District of Texas asking for
"relief" from the automatic stay that blocked all creditors from
collecting from Commander once it was granted bankruptcy
protection. Commander's creditors say they are owed at least
$3.5 million.
Based in Tyler, Texas, Commander Premier Aircraft Corporation
filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case
No. 11-60548) on June 16, 2011. Jason R. Searcy, Esq., at Searcy
& Searcy P.C. Represents the Debtor. The Debtor estimated assets
of less than $50,000, and debts between $1 million and
$10 million.
COMPOSITE TECHNOLOGY: Englander to Pursue Claims vs. Comerica
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida has
approved Composite Technology Corporation's application to employ
Englander and Fischer, LLP, as special counsel with respect to
potential claims and causes of action against Comerica Bank and
BBK, Ltd., nunc pro tunc to the Petition Date.
About Composite Technology
Headquartered in Irvine, California, Composite Technology
Corporation -- http://www.compositetechcorp.com/-- develops,
produces, markets and sells energy efficient and renewable energy
products for the electrical utility industry. As of March 31,
2011, the Company has one business segment: CTC Cable Corporation.
CTC Cable produces and sells ACCC(R) conductor products and
related ACCC(R) hardware products. ACCC(R) conductor has been
sold commercially since 2005 and is currently marketed worldwide
to electrical utilities, transmission companies and transmission
design/engineering firms.
Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case. The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011. BCC
Advisory Services LLC, BCC Ho1dco LLC's FINRA registered
Broker/Dealer, serves as investment banker to provide exclusive
equity financing services and debt financing services. Composite
Technology disclosed $5,855,670 in assets and $12,395,916 in
liabilities as of the Chapter 11 filing.
CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and
Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed
for Chapter 11 protection.
The cases are jointly administered, with Composite Technology as
the lead case. Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel. The Debtors also
tapped Marsch Fischmann & Breyfogle LLP as special intellectual
property approval counsel; Knobbe, Martens, Olson & Bear, LLP as
special patent litigation counsel; McIntosh Group as special
intellectual property counsel.
Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the official committee of unsecured creditors in the
Debtor's cases. Steptoe & Johnson LLP represents the Committee.
COMPOSITE TECHNOLOGY: Russian Firms Team Up to Buy Assets
---------------------------------------------------------
Dow Jones DBR Small Cap reports that Russian conglomerates Kaskol
and RU-COM will increase their energy holdings by together
acquiring Composite Technology Corp.'s assets out of its U.S.
bankruptcy proceeding in a deal valued at more than $11 million.
About Composite Technology
Headquartered in Irvine, California, Composite Technology
Corporation -- http://www.compositetechcorp.com/-- develops,
produces, markets and sells energy efficient and renewable energy
products for the electrical utility industry. As of March 31,
2011, the Company has one business segment: CTC Cable Corporation.
CTC Cable produces and sells ACCC(R) conductor products and
related ACCC(R) hardware products. ACCC(R) conductor has been
sold commercially since 2005 and is currently marketed worldwide
to electrical utilities, transmission companies and transmission
design/engineering firms.
Composite Technology filed for Chapter 11 bankruptcy (Bankr. C.D.
Calif. Case No. 11-15058) on April 10, 2011, with Judge Mark S.
Wallace presiding over the case. The Debtor's bankruptcy case was
reassigned to Judge Scott C. Clarkson on April 13, 2011. BCC
Advisory Services LLC, BCC Ho1dco LLC's FINRA registered
Broker/Dealer, serves as investment banker to provide exclusive
equity financing services and debt financing services. Composite
Technology disclosed $5,855,670 in assets and $12,395,916 in
liabilities as of the Chapter 11 filing.
CTC Cable Corporation (Bankr. C.D. Calif. Case No. 11-15059) and
Stribog, Inc. (Bankr. C.D. Calif. Case No. 11-15065) also filed
for Chapter 11 protection.
The cases are jointly administered, with Composite Technology as
the lead case. Paul J. Couchot, Esq., at Winthrop Couchot PC,
serves as the Debtors' bankruptcy counsel. The Debtors also
tapped Marsch Fischmann & Breyfogle LLP as special intellectual
property approval counsel; Knobbe, Martens, Olson & Bear, LLP as
special patent litigation counsel; McIntosh Group as special
intellectual property counsel.
Peter C. Anderson, the U.S. Trustee for Region 16, appointed five
members to the official committee of unsecured creditors in the
Debtor's cases. Steptoe & Johnson LLP represents the Committee.
CONTINENTAL COMMON: To Present Plan for Confirmation in September
-----------------------------------------------------------------
Continental Common, Inc., scheduled a Sept. 13 hearing to seek
confirmation of its Joint Plan of Reorganization, after obtaining
approval of the explanatory disclosure statement in July.
Objections to confirmation are due Sept. 6. Ballots are also due
on that day.
According to the Disclosure Statement, the Plan co-proposed by the
Debtor and PNC Bank, N.A., provides that the Debtor will continue
to manage and operate the three properties it owns:
(i) an office building located at 1010 Common St. in New
Orleans, Louisiana and various ground leases and land
associated with the 1010 common property;
(ii) approximately 43.433 acres of undeveloped land located at
4600, 5201, 5224, and 5325 Shadydell Circle in Fort Worth,
Texas; and
(iii) approximately 17.115 acres of undeveloped land located at
11600 Luna Road, Farmers Branch, Texas.
The Reorganized Debtor will use, among other things (i) net cash
flow; (ii) funds received from Transcontinental Realty Investors,
Inc.; (iii) funds on deposit in the Debtor's various debtor-in-
possession bank accounts, including, but not limited to, the tax
escrow account and the $96,000 deposited by the Debtor into a
special utility escrow account for the benefit of Entergy New
Orleans, Inc.; and any additional monies obtained by the Debtor to
fund the distributions required under the Plan.
Transcontinental Realty Investors, Inc., or its designee is
acquiring the equity of the Debtor.
Entergy New Orleans, Inc., received a surety bond executed by TCI
as adequate assurance of payment and in the funds' stead.
Distributions to Class 4 Claims will be funded by, among other
things (i) gross revenue; (ii) funds received from TCI its
designee, or any other entity; and (iii) funds on deposit in the
Debtor's various debtor-in-possession bank accounts, including,
but not limited to, the tax escrow account and the $96,000
deposited by the Debtor into a special utility escrow account for
the benefit of Entergy New Orleans, Inc.
TCI has agreed to make payments to PNC to the extent provided in
the Plan Documents. TCI or its designee will receive 100% of the
equity interests in the Reorganized Debtor on account of its
contributions.
The perfected liens and security interests held by any lender,
including PNC, will be continued, preserved and retained to secure
the unpaid balance of such lender's allowed secured claims.
Counsel for secured lender PNC can be reached at:
William L. Wallander, Esq.
Bradley R. Foxman, Esq.
VINSON & ELKINS LLP
Trammell Crow Center
2001 Ross Avenue, Suite 3700
Dallas, Texas 75201-2975
Tel: (214) 220-7700
Fax: (214) 220-7716
E-mail: bwallander@velaw.com
bfoxman@velaw.com
About Continental Common
Dallas, Texas-based Continental Common, Inc., has primary assets
consisting of various real estate holdings in multiple states.
The Company filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 10-37542) on Oct. 28, 2010. Melissa S.
Hayward, Esq., at Franklin Skierski Lovall Hayward LLP, represents
the Debtor. The Company disclosed $29,250,424 in assets and
$25,150,836 in liabilities. The U.S. Trustee has not appointed
creditors' committee or examiner in the case.
COUNTRYVIEW MHC: Court Approves BofA Motion to Dismiss Case
-----------------------------------------------------------
On July 29, 2011, the U.S. Bankruptcy Court for the Northern
District of Illinois ordered the dismissal of Countryview MHC
Limited Partnership's Chapter 11 case for cause.
The Debtor is ordered to pay all outstanding U.S. Trustee Fees, in
the current amount of $4,875 for 2nd Quarter 2011 and $975 for 3rd
Quarter 2011.
As reported in the TCR on July 15, 2011, Bank of America, as
successor by merger to LaSalle Bank National Association, asked
Judge Carol A. Doyle to dismiss the Debtor's Chapter 11 case or,
in the alternative, grant it relief from the automatic stay to
foreclose on property of the estate.
According to the bank, the Debtor is a "single asset real
estate" debtor whose sole property -- a manufactured housing
community in Johnson County, Indiana -- is worth substantially
less than the secured debt owed to the Trust, demonstrating there
is absolutely no equity remains in the Debtor.
The bank says the value of the Debtor's property has diminished
during the pendency of this case as a result of, inter alia,
increased vacancies and delinquent and uncollectible rents, the
Debtor's practice of allowing non-debtor entities use of its
property without charging rent, the use of estate funds to pay the
expenses of non-debtor entities and the Debtor's failure to
maintain and repair its facilities.
The bank notes that the Debtor has filed a patently unconfirmable
Plan and a woefully inadequate Disclosure Statement and has made
no attempt to amend either document.
Perkins Coie LLP represents the bank.
About Countryview MHC
Countryview MHC Limited Partnership is an Illinois limited
partnership that owns a manufactured home community, consisting of
approximately 275 sites, situated in Franklin, Indiana. It filed
for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No.
10-52722) on Nov. 29, 2010. Eugene Crane, Esq., at Crane Heyman
Simon Welch & Clar, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $10 million to
$50 million.
CRYSTAL CATHEDRAL: Bankruptcy Sale of Assets Sparks Bidding War
---------------------------------------------------------------
Dan Whitcomb and Peter Bohan at Reuters report that the bankruptcy
sale of Crystal Cathedral has touched off a bidding war between a
Roman Catholic diocese and a local university.
According to the report, the church's ministry, meanwhile, has
announced that its campus is not for sale and launched a pledge
drive to keep the cathedral, But that is a show of opposition that
could put it on a legal collision course with creditors.
The report says the Official Committee of Unsecured Creditors
filed court papers outlining its plans for resolving the case and
detailing the offers received to buy the cathedral, which is
located in the city of Garden Grove, about 30 miles southeast of
Los Angeles.
Reuters says the Roman Catholic Diocese of Orange has submitted a
bid of $53.6 million, the court papers show. The diocese has
offered to temporarily rent space to the church's ministry, but it
envisions eventually using the cathedral as a new home for its
congregation and would require the ministry to move in three
years, according to Reuters, citing papers filed with the Court.
The report says Chapman University, a rival bidder that is
affiliated with the Disciples of Christ Protestant denomination,
is offering $50 million for Crystal Cathedral, the minimum amount
the creditors' committee will accept. But the university's offer
also would allow the church ministry to repurchase the cathedral
and other buildings for $27.5 million, if it can regain its
financial footing, court documents show. The school is also
offering to lease space to the ministry to continue its
activities.
The report says other bidders, including a nationwide arts and
crafts retailer called Hobby Lobby controlled by an evangelical
executive, David Green, also have put in bids in the $50 million
range.
About Crystal Cathedral
Crystal Cathedral Ministries is a Southern California-based
megachurch founded by television evangelist Robert Schuller. The
church, known for its television show "The Hour of Power."
Mr. Schuller retired from his role as senior pastor of Crystal
Cathedral in 2006. His daughter Sheila Schuller Coleman has been
senior pastor since July 2009. Contributions declined 24 percent
in 2009, in part on account of "unsettled leadership."
Crystal Cathedral filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. 10-24771) on Oct. 18, 2010. The Debtor
disclosed $72,872,165 in assets and $48,460,826 in liabilities as
of the Chapter 11 filing. Marc J. Winthrop, Esq., at Winthrop
Couchot P.C. represent the Debtor.
Todd C. Ringstad, Esq., at Ringstad & Sanders, LLP, represents the
Official Committee of Unsecured Creditors.
DATATEL INC: Moody's Says Ratings Unaffected by Sun Buyout Plan
---------------------------------------------------------------
Moody's Investors Service said that Datatel, Inc.'s B2 Corporate
Family Rating and the ratings for its existing credit facilities
are not affected by Hellman & Friedman LLC's plans to acquire
SunGard's higher education business and combine it with Datatel
under a new holding company. The Company expects to refinance all
outstanding borrowings under its existing first and second lien
senior secured credit facilities at the close of the transaction.
As a result, Moody's expects to withdraw Datatel's debt ratings
upon closing of the transaction and permanent repayment of credit
facilities. The transaction is expected to close during the fourth
quarter of 2011.
The last rating action for Datatel was on February 8, 2011 when
Moody's downgraded Datatel's Corporate Family Rating to B2 from B1
in connection with the Company's dividend recapitalization
transaction.
The principal methodologies used in this rating were Global
Software Industry published in May 2009, and Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Headquartered in Fairfax, VA, Datatel provides ERP software
solutions and professional business services to higher education
institutions in North America.
DELTA AIR: Hits Key Milestones in JFK Construction Project
----------------------------------------------------------
Delta Air Lines said last month it is on schedule with the $1.2
billion expansion of Terminal 4 at John F. Kennedy International
Airport where the structural steel frame of the Concourse B
extension is now visible.
To view the multimedia assets associated with this release, please
click: http://multivu.prnewswire.com/mnr/delta/47825/
Ahead of the 2013 opening, customers can take a virtual tour of
the expanded terminal through a new animated video available on
the Delta Air Lines YouTube channel. In addition, more than 80
displays throughout JFK Terminals 2, 3 and 4 and on airport
vehicles display the changes customers will experience in 2013.
"Delta's expanded and enhanced Terminal 4 at JFK will provide a
modern international gateway for millions of travelers and
accommodate future growth for Delta in New York," said Gail
Grimmett, Delta's senior vice president for New York. "The
project will create 10,000 jobs in the region and $1.6 billion in
economic output from the purchase of goods and services by 2014."
The Concourse B extension will include one of the largest Sky
Clubs in the Delta system, as well as nine new international
gates, for a total of 16 the airline will occupy. The project
will improve passenger flow by adding more capacity at check-in
areas and security checkpoints. The state-of-the-art facilities
also will feature a new automated baggage handling system and
larger shopping and dining areas post-security. The project
expands baggage claim and Customs and Border Protection areas to
speed fliers through the airport. Delta jets will see faster taxi
times with the addition of dual taxiways, improving on-time
performance.
"This is a game-changing project for our customers and the entire
regional aviation system," said Chris Ward, executive director of
the Port Authority of New York and New Jersey. "It increases
JFK's capacity, vastly improves the customer experience for
hundreds of thousands of Delta travelers and strengthens the
economic competitiveness of the most important gateway in the
country."
Delta is the largest airline in the state of New York serving 11
communities with 439 daily departures. The carrier employs more
than 7,000 people in the State of New York.
Today, Delta's domestic flights use Terminal 2 while international
flights use Terminal 3. The expansion of Terminal 4 will replace
the more than 50-year-old Terminal 3, improving the customer
experience for 11 million passengers Delta carries to and from JFK
annually.
The 1.5-million-square-foot Terminal 4 covers 165 acres, making it
one of North America's largest air terminals. Delta, the Port
Authority of New York and New Jersey and Terminal 4 operator
JFKIAT LLC are working together to increase the terminal's size by
491,000 square feet, or nearly one third.
Delta has added more than 30 international routes from JFK since
2006, and the expanded terminal will allow for future growth.
Today, Delta's JFK hub has more than 192 peak-day departures from
43 gates to 94 destinations, including 47 international cities.
Delta also is the only airline to serve five continents nonstop
from New York (North America, South America, Asia, Europe and
Africa).
Delta already has invested more than $70 million in its JFK hub
over the last few years.
About Delta Air Lines
Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) --
http://www.delta.com/or http://www.nwa.com/-- provides scheduled
air transportation for passengers and cargo throughout the United
States, and around the world. The Company's route network is
centered on the hub system it operate at airports in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK,
Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo-
Narita. The hub operations include flights, which gather and
distribute traffic from markets in the geographic region
surrounding the hub to domestic and international cities and to
other hubs. The network is supported by a fleet of aircraft, which
is varied in terms of size and capabilities. On Dec. 31,
2009, the Company's wholly owned subsidiary Northwest Airlines,
Inc., merged with and into Delta. The wholly owned subsidiary of
the Company is Northwest Airlines Corporation.
Northwest and 12 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan. That amended plan took effect May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
* * *
Delta Air Lines and Northwest Airlines carry a 'B/Stable/--'
corporate ratings from Standard & Poor's. They also continue to
carry 'B2' corporate family ratings from Moody's and "B-" LT
Issuer Default rating from Fitch.
S&P said at the end of February 2011 that its ratings on Atlanta,
Ga.-based Delta Air Lines Inc. reflect its highly leveraged
financial profile, with significant intermediate-term debt
maturities, and the risks associated with participation in the
price-competitive, cyclical, and capital-intensive airline
industry. The ratings also incorporate the reduced debt load and
operating costs Delta achieved while in Chapter 11 in 2005-2007,
and its enhanced competitive position and synergistic
opportunities associated with its 2008 merger with Northwest
Airlines Corp. (parent of Northwest Airlines Inc.), with the two
airlines fully integrated in December 2009. S&P characterize
Delta's business risk profile as weak and its financial risk
profile as highly leveraged.
DELTA AIR: To Adjust Service to Small Underperforming Markets
-------------------------------------------------------------
Delta Air Lines said mid-July it will notify the U.S. Department
of Transportation (DOT) of its plans to adjust flying in 24 small
markets. In concert with the retirement of Delta's Saab fleet and
to halt $14 million in annual losses, the changes will affect
Essential Air Service (EAS) markets.
Flights in these markets on average depart with 52 percent of the
seats filled, with some locations as low as 12 percent. This
compares to a domestic system load factor of 83 percent for
2010. Weak demand in some markets has led to flights occasionally
operated with no passengers on board.
"While Delta would prefer to continue serving these communities,
the new reality of mounting cost pressures faced by our industry
means we can no longer afford to provide this service. As we
continue to strengthen our business, Delta is retiring the Saab
turboprops and some 50-seat jet aircraft, which will hinder the
financial viability of serving these smaller markets," Delta said.
Delta has taken a number of steps to respond to added cost
pressures. Delta previously announced its intention to reduce
capacity this fall by 4 percent and retire 140 aircraft. Delta
has reduced its facility costs at 170 airport locations and 10
cargo locations across the system, saving more than $80 million
annually.
The notification provides the DOT the opportunity to select a new
carrier to begin service in affected EAS communities within a 90-
day period. Delta will continue to serve the affected communities
through its Delta Connection partners until the DOT selects a
replacement carrier and appropriate funding is available. In some
cities, Delta is coordinating with other carriers to bid on the
routes. In addition, Delta will to continue service in some
subsidized and non-subsidized markets, but the subsidy rate must
be higher in order for Delta to fly larger regional jets on the
routes in question. A complete list of affected communities is
available at http://news.delta.com/index.php?s=18&item=156.
The EAS program was created to ensure small communities continue
to have access to passenger air service. In some cases, airline
service in EAS markets is subsidized by the government. The
Airline Deregulation Act of 1978 provides that if a carrier is
held in beyond the 90-day notice period, it is entitled to
receive compensation "to pay for the fully allocated actual cost
to the carrier of performing the . . . service . . . plus a
reasonable return on investment that is at least 5 percent of
operating costs; and to provide the carrier an additional return
that recognizes the demonstrated additional lost profits from
opportunities foregone [by continuing to be held in and providing
service]."
Delta will offer customers booked for travel in these markets
alternative transportation choices or refunds. Delta will reach
out to customers who have provided full contact information in
their reservations to arrange alternate transportation or refunds.
Customers wishing to make changes to reservations also can contact
Delta Reservations at 1-800-221-1212.
About Delta Air Lines
Atlanta, Georgia-based Delta Air Lines (NYSE: DAL) --
http://www.delta.com/or http://www.nwa.com/-- provides scheduled
air transportation for passengers and cargo throughout the United
States, and around the world. The Company's route network is
centered on the hub system it operate at airports in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis/St. Paul, New York-JFK,
Salt Lake City, Paris-Charles de Gaulle, Amsterdam and Tokyo-
Narita. The hub operations include flights, which gather and
distribute traffic from markets in the geographic region
surrounding the hub to domestic and international cities and to
other hubs. The network is supported by a fleet of aircraft, which
is varied in terms of size and capabilities. On Dec. 31,
2009, the Company's wholly owned subsidiary Northwest Airlines,
Inc., merged with and into Delta. The wholly owned subsidiary of
the Company is Northwest Airlines Corporation.
Northwest and 12 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930).
On May 21, 2007, the Court confirmed the Northwest Debtors'
amended plan. That amended plan took effect May 31, 2007.
Delta and 18 affiliates filed for Chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represented
the Delta Debtors in their restructuring efforts. On April 25,
2007, the Court confirmed the Delta Debtors' plan. That plan
became effective on April 30, 2007.
(Bankruptcy Creditors Service Inc. publishes Delta Air Lines
Bankruptcy News, http://bankrupt.com/newsstand/or 215/945-7000).
* * *
Delta Air Lines and Northwest Airlines carry a 'B/Stable/--'
corporate ratings from Standard & Poor's. They also continue to
carry 'B2' corporate family ratings from Moody's and "B-" LT
Issuer Default rating from Fitch.
S&P said at the end of February 2011 that its ratings on Atlanta,
Ga.-based Delta Air Lines Inc. reflect its highly leveraged
financial profile, with significant intermediate-term debt
maturities, and the risks associated with participation in the
price-competitive, cyclical, and capital-intensive airline
industry. The ratings also incorporate the reduced debt load and
operating costs Delta achieved while in Chapter 11 in 2005-2007,
and its enhanced competitive position and synergistic
opportunities associated with its 2008 merger with Northwest
Airlines Corp. (parent of Northwest Airlines Inc.), with the two
airlines fully integrated in December 2009. S&P characterize
Delta's business risk profile as weak and its financial risk
profile as highly leveraged.
DENNY'S CORPORATION: Files Form 10-Q, Posts $8.1-Mil. Q2 Profit
---------------------------------------------------------------
Denny's Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on form 10-Q reporting net income
of $8.13 million on $135.85 million of total operating revenue for
the quarter ended June 29, 2011, compared with net income of $5.45
million on $135.07 million of total operating revenue for the
quarter ended June 30, 2010.
The Company also reported net income of $12.25 million on $271.65
million of total operating revenue for the two quarters ended
ended June 29, 2011, compared with net income of $10.04 million on
$272.65 million of total operating revenue for the two quarters
ended June 30, 2010.
The Company's balance sheet at June 29, 2011, showed
$286.66 million in total assets, $386.94 million in total
liabilities, and a $99.52 million total shareholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/JoNskN
About Denny's Corporation
Based in Spartanburg, South Carolina, Denny's Corporation (NASDAQ:
DENN) -- http://www.dennys.com/-- Denny's is one of America's
largest full-service family restaurant chains, consisting of 1,348
franchised and licensed units and 232 company-owned units, with
operations in the United States, Canada, Costa Rica, Guam, Mexico,
New Zealand and Puerto Rico.
Denny's carries 'B2' corporate family and probability of default
ratings from Moody's Investors Service and a 'B+' corporate credit
rating from Standard & Poor's.
DIABETES AMERICA: Lease Decision Period Extended to Oct. 19
-----------------------------------------------------------
On July 15, 2011, the U.S. Bankruptcy Court for the Southern
District of Texas granted the motion of Diabetes America, Inc., to
extend the time for it to assume or reject certain unexpired
leases of non-residential real property leases to Oct. 19, 2011.
As reported in the TCR on July 15, 2011, the Debtor is a party to
14 prepetition nonresidential real property leases. Many of the
leases are critical to the Debtor's ongoing business operations.
The Debtor anticipates assuming many of the leases pursuant to a
chapter 11 plan and possibly negotiating agreements concerning
payoff terms for any outstanding cure amounts. The Debtor
anticipates proposing a chapter 11 plan in the next 60 to 90 days.
About Diabetes America
Houston, Texas-based Diabetes America, Inc., fka Diabetes Centers
of America, Inc., operates a network of 17 centrally-managed
medical clinics that provide comprehensive outpatient medical
care, primarily to patients with Type 1, Type 2 and Gestational
Diabetes. The company's clinics are located in Texas and Houston
and generate 51,000 patient visits per year.
Diabetes America filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Tex. Case No. 10-41521) on Dec. 21, 2010. H. Joseph
Acosta, Esq., and Micheal W. Bishop, Esq., at Looper Reed &
McGraw, P.C., in Dallas; and Joshua Walton Wolfshohl, Esq., at
Porter Hedges, L.L.P., in Houston, represent the Debtor as
bankruptcy counsel. The Debtor estimated its assets and debts at
$10 million to $50 million as of the Petition Date.
Judy A. Robbins, the U.S. Trustee for Region 7, appointed three
members to the Official Committee of Unsecured Creditors in
Diabetes America's Chapter 11 case. The Committee has tapped
Butler, Snow, O'Mara, Stevens & Cannada, PLLC, as its counsel.
DPAC TECHNOLOGIES: Inks Forbearance Pacts with Fifth Third
----------------------------------------------------------
DPAC Technologies Corp., together with its wholly owned subsidiary
Quatech, Inc., on Aug. 3, 2011, entered into an Asset Purchase
Agreement with B&B Electronics Manufacturing Company and its
wholly owned subsidiary, Q-Tech Acquisition, LLC. The Asset
Purchase Agreement provides for the sale of substantially all of
the assets of Quatech for $10.5 million in cash.
In connection with the Asset Purchase Agreement, each of Fifth
Third Bank, N.A., and the State of Ohio, as lenders to DPAC and
Quatech, entered into forbearance agreements with DPAC and
Quatech, pursuant to which each consented to DPAC and Quatech
entering into the Asset Purchase Agreement and agreed to forbear
from exercising certain rights under their respective loan
agreement with DPAC and Quatech until the closing has occurred or
the Asset Purchase Agreement has terminated. In the case of the
forbearance agreement with Fifth Third, DPAC and Quatech paid a
forbearance fee of $20,000 at the time of Fifth Third's execution
of that forbearance agreement.
The forbearance agreements entered into with Fifth Third and the
State of Ohio are available for free at:
http://is.gd/xKjDtA
http://is.gd/EX5g9C
About DPAC Technologies
Hudson, Ohio-based DPAC Technologies Corp. (OTC QB: DPAC)
-- http://www.quatech.com/-- through its wholly owned subsidiary,
Quatech, Inc., designs, manufactures, and sells device
connectivity and device networking solutions for a broad market.
Quatech sells its products through a global network of
distributors, system integrators, value added resellers, and
original equipment manufacturers. The Company sells to customers
in both domestic and foreign markets.
The Company's balance sheet as of March 31, 2011, showed
$9.4 million in total assets, $6.9 million in total liabilities,
and stockholders' equity of $2.5 million.
As reported by the TCR on May 24, 2011, Maloney + Novotny in
Cleveland, Ohio, expressed substantial doubt about DPAC
Technologies' ability to continue as a going concern, following
the Company's 2010 results. The independent auditors noted that
of the Company's continued operating losses, deficit working
capital balances and the inherent risk in extending or refinancing
its bank line of credit, which matures on May 31, 2011.
DSI HOLDINGS: Committee Taps Otterbourg Steindler as Lead Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of DSI Holdings Inc., et al., asks the U.S. Bankruptcy Court
for the District of Delaware for permission to retain Otterbourg,
Steindler, Houston & Rosen, P.C. as lead counsel.
OSH&R intends to work closely with the Debtors' representatives
and the other professionals retained by the Committee to ensure
that there is no unnecessary duplication of services or charged to
the Debtors' estates.
Glenn B. Rice, a member of OSH&R, tells the Court that the hourly
rates of the firm's personnel are:
Partner/Counsel $570 - $895
Associate $245 - $595
Paralegal $205 - $230
Mr. Rice tells the Court that the firm is a "disinterested person"
as that term is defined in section 101(14) of the Bankruptcy Code.
The Committee set an Aug. 18 hearing on the requested retention of
Otterbourg.
About Deb Shops
Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia. Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com. It was bought out by the New
York investment firm Lee Equity Partners in October 2007.
DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363. As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.
Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel. Rothschild Inc. serves as the
Debtors' investment banker and financial advisors. Kurtzman
Carson Consultants, LLC, serves as claims agent. Sitrick &
Company serves as public relations consultants.
Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders. Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders. Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.
Roberta A. Deangelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors. Otterbourg Steindler Houston & Rosen serves
as lead counsel to the Committee.
DSI HOLDINGS: Committee Taps Mesirow as Financial Advisors
----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of DSI Holdings Inc., et al., asks the U.S. Bankruptcy Court
for the District of Delaware for permission to retain Mesirow
Financial Consulting, LLC, as its financial advisors.
MFC will, among other things:
-- assist in the review of reports or filings as required by
the Bankruptcy Court of the Office of the U.S. Trustee,
including, but not limited to, schedules of assets and
liabilities, statements of financial affairs and monthly
operating reports;
-- review and analyze the reporting regarding the cash
collateral and any debtor-in-possession financing arrangement
and budgets; and
-- evaluate of potential employee retention and severance
plans.
The hourly rates of MFC's personnel are:
Senior Managing Director, Managing
Director and Director $775 - $825
Senior Vice-President $665 - $725
Vice President $565 - $625
Senior Associate $465 - $525
Associate $285 - $395
Paraprofessional $145 - $240
With respect to the engagement, MFC agreed to cap its rate at a
blended rate of $600 per hour.
To the best of the Committee's knowledge, MFC is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The Committee set an Aug. 18 hearing on its requested retention of
MSF.
About Deb Shops
Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia. Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com. It was bought out by the New
York investment firm Lee Equity Partners in October 2007.
DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363. As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.
Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel. Rothschild Inc. serves as the
Debtors' investment banker and financial advisors. Kurtzman
Carson Consultants, LLC, serves as claims agent. Sitrick &
Company serves as public relations consultants.
Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders. Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders. Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.
Roberta A. Deangelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors. Otterbourg Steindler Houston & Rosen serves
as lead counsel to the Committee. The Committee tapped Mesirow
Financial Consulting, LLC, as its financial advisors.
DSI HOLDINGS: Committee Taps Pepper Hamilton as Delaware Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of DSI Holdings Inc., et al., asks the U.S. Bankruptcy Court
for the District of Delaware for permission to retain Pepper
Hamilton LLP as its Delaware counsel.
Pepper Hamilton intends to work closely with Otterbourg,
Steindler, Houston & Rosen P.C., as lead counsel, to ensure that
there is no unnecessary duplication of services performed or
charged to the Debtors' estates.
David B. Stratton, a partner, and Evelyn J. Meltzer and Michael J.
Custer, associates with the firm, are expected to do primary work
on the cases.
The hourly rates of the firm's personnel are:
Partners, Special Counsel and Counsel $380 - $825
Associates $235 - $460
Paraprofessionals $75 - $285
To the best of the Committee's knowledge, Pepper Hamilton is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The Committee set an Aug. 18 hearing on the requested retention of
Otterbourg.
About Deb Shops
Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia. Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com. It was bought out by the New
York investment firm Lee Equity Partners in October 2007.
DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363. As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.
Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel. Rothschild Inc. serves as the
Debtors' investment banker and financial advisors. Kurtzman
Carson Consultants, LLC, serves as claims agent. Sitrick &
Company serves as public relations consultants.
Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders. Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders. Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.
Roberta A. Deangelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors. Otterbourg Steindler Houston & Rosen serves
as its lead counsel, and Pepper Hamilton LLP as its Delaware
counsel.
DSI HOLDINGS: Wants Until Aug. 25 to File Schedules and Statements
------------------------------------------------------------------
DSI Holdings Inc., et al., ask the U.S. Bankruptcy Court for the
District of Delaware to extend until Aug. 25, 2011, their deadline
to file schedules of assets and liabilities, schedules of current
income and expenditures, schedules of executory contracts and
unexpired leases, and statement of financial affairs.
The Debtors need more time to compile information needed in filing
the schedules and statements.
The Debtors' counsel has discussed the request with the Office of
the U.S. Trustee and the Official Committee of Unsecured Creditors
and neither of them has expressed any objection to the relief
requested.
About Deb Shops
Deb Shops Inc., is a closely held women's-clothing retailer based
in Philadelphia. Deb Shops sells junior and large-size clothing
for girls and women ages 13 to 25 through more than 320 U.S.
stores and through debshops.com. It was bought out by the New
York investment firm Lee Equity Partners in October 2007.
DSI Holdings Inc. and 54 affiliates, including Deb Shops, sought
bankruptcy protection (Bankr. D. Del. Lead Case No. 11-11941), on
June 26, 2011, to sell all assets under 11 U.S.C. Sec. 363. As of
April 30, 2011, the Debtors' unaudited financial statements
reflected assets totaling $124.4 million and liabilities totaling
$270.1 million.
Lawyers at Weil Gotshal & Manges LLP and Richards, Layton & Finger
P.A. serve as bankruptcy counsel. Rothschild Inc. serves as the
Debtors' investment banker and financial advisors. Kurtzman
Carson Consultants, LLC, serves as claims agent. Sitrick &
Company serves as public relations consultants.
Ableco, the DIP Agent is represented by Michael L. Tuchin, Esq.,
and David A. Fidler, Esq., at Klee Tuchin Bogdanoff & Stern LLP.
Conway Del Genio serves as financial advisors to the First Lien
Lenders. Schulte Roth serves as corporate and tax advisors to the
First Lien Lenders. Another lender, Lee DSI Holdings, is
represented by Jennifer Rodburg, Esq., at Fried Frank Harris
Shriver & Jacobson LLP.
Roberta A. Deangelis, U.S. Trustee for Region 3, appointed five
unsecured creditors to serve on the Official Committee of
Unsecured Creditors. Otterbourg Steindler Houston & Rosen serves
as its lead counsel, and Pepper Hamilton LLP as its Delaware
counsel.
DUNBAR TOWER: Case Summary & 3 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Dunbar Tower LLC
1877 E. 9th Street
Brooklyn, NY 11223
Bankruptcy Case No.: 11-46852
Chapter 11 Petition Date: August 9, 2011
Court: U.S. Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Elizabeth S. Stong
Debtor's Counsel: Bruce Weiner, Esq.
ROSENBERG MUSSO & WEINER LLP
26 Court Street, Suite 2211
Brooklyn, NY 11242
Tel: (718) 855-6840
Fax: (718) 625-1966
E-mail: rmwlaw@att.net
Estimated Assets: Not Stated
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/nyeb11-46852.pdf
The petition was signed by Toby Luria, managing member.
DYNAMIC BUILDERS: Bank OKs Postponement of Plan Hearing to Aug. 31
------------------------------------------------------------------
On July 22, 2011, United States Bankruptcy Judge Theodor C. Albert
approved the stipulation between Dynamic Builders, Inc., Comerica
Bank, City National Bank, Citizens Business Bank and Bank of
America for an order: (1) continuing the hearing on plan
confirmation and further extending certain plan related deadlines,
and (2) authorizing Debtor's borrowing from Bonin Estate to fund
certain obligations under the plan term sheet to be paid to
Citizens Business Bank.
The new plan related deadlines, as stipulated and ordered by the
Court are:
Plan confirmation hearing Aug. 31, 2011, at 10:00 a.m.
Solicitation Exclusivity Period Aug. 31, 2011
Voting Deadline Aug. 22, 2011, at 5:00 p.m.
Plan Objection Deadline Aug. 22, 2011, at 5:00 p.m.
The BofA Stip Approval Order is amended so that the Termination
Deadline will now be 5 p.m. on Aug. 16, 2011.
The July 12, 2011 Non-Subordinated Environmental Claim Deadline
established in Section 16 of the BofA Stip Approval Order is
modified to extend it to Aug. 16, 2011.
The Plan Supplement Deadline is extended from July 13, 2011, to
Aug. 17, 2011.
On or before Aug. 24, 2011, Dynamic will file and serve any
pleadings and evidence in support of confirmation of the Plan,
including a plan confirmation brief, a summary of the votes and
reply to any objection to confirmation of the Plan.
The Plan must be confirmed no later than Aug. 31, 2011, and the
Effective Date of the Plan must occur no later than Sept. 15,
2011.
Dynamic will be authorized and directed to tender monthly payments
to Citizens on account of the San Leandro Property and Carson
Property on Sept. 1, 2011, and on the first business day of
subsequent months, upon the prior written approval from all
signatories, consistent with the terms of the Plan Term Sheet,
until that time as the proposed Plan is confirmed and payments to
Citizens commence thereunder.
The amounts of those payments will include the monthly principal
and interest amounts Debtor was authorized to pay to Citizens
pursuant to that certain stipulation between the parties
regarding, inter alia, payment of Plan Term Sheet payments to
Citizens, filed on March 22, 2011 [Docket No. 367] ("Plan Payment
Stipulation"), and order thereon entered on March 29, 2011, and
will also each include an additional $25,000 per month as provided
in the Plan Term Sheet in the event the San Leandro Property is
not sold by the payment date.
The amounts to be paid to Citizens are approximate and do not take
into account outstanding interest, costs or fees, and, because of
this, the payments made to Citizens prior to the Effective Date of
the Dynamic plan of reorganization will be reconciled and trued
up, with any shortfall paid to Citizens as part of the first plan
payment on account of the San Leandro Property and the Carson
Property, as applicable, made to Citizens under the Dynamic plan
of reorganization after the Effective Date.
Dynamic is further authorized to borrow from the Bonin estate, if
needed, up to $125,000 for the purpose of tendering monthly
payments to Citizens, as above ordered. Any borrowings will be on
an unsecured, administrative basis.
About Dynamic Builders Inc.
Dynamic Builders Inc. is a Los Angeles-based real estate
developer. Founded in 1964 by L. Ramon Bonin, Dynamic Builders is
principally involved in the construction of build to suit
commercial/industrial buildings in the Los Angeles area.
Dynamic Builders owns properties in Los Angeles, Carson, San
Leandro, and Commerce, California, with total value of
$130,790,612. Secured lenders who financed the acquisition of the
properties are owed a total of $113,181,128.
L. Ramon Bonin and Patty A. Bonin, the shareholders of the Company
and guarantors of the institutional debt, sought Chapter 11
protection (Bankr. C.D. Calif. Case No. 10-14067) on March 31,
2011. James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian
LLP, represents the Bonins in their Chapter 11 case.
Dynamic Builders filed for Chapter 11 bankruptcy protection on
March 31, 2010 (Bankr. C.D. Calif. Case No. 10-14151). The
Company estimated its assets and debts at $100 million to
$500 million as of the Chapter 11 filing. It identified Comerica
Bank, with a claim of $29.6 million, as the largest unsecured
creditor.
Christopher Minier, Esq., Nanette D. Sanders, Esq., and Todd C.
Ringstad, Esq., at Ringstad & Sanders, LLP, in Irvine, Calif.,
represent the Debtor as bankruptcy counsel. Shaw Financial
Services, Inc. serves as the Debtor's bookkeeper for bankruptcy
reporting requirements and as its tax preparer. Bird, Marella,
Boxer, Wolpert, Nessim, Drooks & Lincenbert acts as special
litigation counsel in certain proceeding affecting Dynamic's
rights in properties located at 1124 and 1135 S. Boyle Avenue.
Axis Business Advisory Services, LLC, serves as the Debtor's
financial consultants.
DYNEGY INC: Parent Incurs $115-Mil. Net Loss in Second Quarter
--------------------------------------------------------------
Dynegy Holdings Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting a net loss
of $115 million on $326 million of revenue for the three months
ended June 30, 2011, compared with a net loss of $191 million on
$239 million of revenue for the same period during the prior year.
The Company also reported a net loss of $195 million on
$831 million of revenue for the six months ended June 30, 2011,
compared with a net loss of $53 million on $1.09 billion of
revenue for the same period a year ago.
The Company's balance sheet at June 30, 2011, showed $9.79 billion
in total assets, $7.26 billion in total liabilities, and
$2.52 billion in total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/26Xop4
About Dynegy Inc.
Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE:DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets. The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.
Failed Sale
The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself. In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion. That offer was raised to $5.00 a share in
November. Through Carl Icahn and investment fund Seneca's
efforts, shareholders thumbed down both offers.
In December 2010, an affiliate of Icahn commenced a tender offer
to purchase all of the outstanding shares of Dynegy common stock
for $5.50 per share in cash, or roughly $665 million in the
aggregate. In February 2011, Icahn Enterprises L.P. terminated
the proposed merger agreement with the Company after it failed to
garner the required number of shareholder votes.
Goldman, Sachs & Co. and Greenhill & Co., LLC, served as financial
advisors and Sullivan & Cromwell LLP served as legal counsel to
Dynegy on the sale efforts.
Bankruptcy Warning
Dynegy warned shareholders in March it might be forced into
bankruptcy if it is unable to renegotiate the terms of its
existing debt.
The Company's balance sheet at March 31, 2011, showed $9.82
billion in total assets, $7.15 billion in total liabilities and
$2.67 billion in total stockholders' equity.
Ernst & Young LLP, in Houston, said Dynegy projects that it is
likely that it will not be able to comply with certain debt
covenants throughout 2011. "This condition and its impact on
Dynegy Inc.'s liquidity raises substantial doubt about Dynegy
Inc.'s ability to continue as a going concern."
* * *
In July 2011, Moody's downgraded Dynegy Holdings' probability of
default rating to 'Ca' from 'Caa3'. "The downgrade of DHI's PDR
and senior unsecured notes to Ca reflects the increased likelihood
of a distressed debt exchange transaction occurring within the
next several months following announcement of a corporate
reorganization that seeks to modify asset ownership within DHI
through the formation of several wholly-owned subsidiaries", said
A.J. Sabatelle, Senior Vice President of Moody's. "Separate
financing arrangements being established at these subsidiaries
will have annual limits placed on the amount of cash flow that can
be paid to their indirect parent, which Moody's believes raises
default prospects for DHI's senior unsecured notes and the
company's lease", added Mr. Sabatelle.
DYNEGY INC: Completes $1.7-Bil. Out-Of-Court Restructuring
----------------------------------------------------------
Dynegy Inc. completed an internal restructuring to create separate
coal-fueled power generation and gas-fueled power generation units
and that its new "CoalCo" and "GasCo" subsidiaries have closed on
new senior secured credit facilities in the aggregate amount of
$1.7 billion, all as previously announced on July 10, 2011. The
new facilities consist of a $1.1 billion, five-year senior secured
term loan facility available to Dynegy Power, LLC, and a $600
million, five-year senior secured term loan facility available to
Dynegy Midwest Generation, LLC.
"The completion of our internal restructuring and the successful
closing of the new separate credit facilities were designed to
facilitate and give us the operational and financial flexibility
to be able to seize value whenever the opportunity presents
itself," said Robert C. Flexon, President and Chief Executive
Officer of Dynegy. "We will now turn our efforts to determining
what additional restructuring steps we can take to improve our
overall leverage and to improve stockholder value. I would also
like to thank our employees for their continued dedication and
hard work in completing these restructuring and refinancing
transactions."
The proceeds of borrowings under the new credit facilities have
been or may be used to: (i) repay certain outstanding indebtedness
under Dynegy Holding Inc.'s senior secured credit agreement, (ii)
cash collateralize letters of credit and provide cash collateral
for existing and future collateral requirements, (iii) at the
option of Dynegy Power, LLC, repay certain debt related to
subsidiaries of Sithe Energies, Inc., (iv) make up to an aggregate
of $400 million of distributions to parent holding companies, (v)
pay related transaction fees and expenses and (vi) fund general
working capital and liquidity requirements.
On July 10, 2011, Dynegy announced its intention to reorganize its
operations to facilitate obtaining the new credit facilities,
align the Company's asset base and maximize its flexibility to
address additional potential debt restructuring activities. The
Company has now reorganized its operations into three segments:
Gas, Coal and Other. Dynegy Power, LLC, owns and operates the Gas
segment, a portfolio of eight primarily natural gas-fired
intermediate (combined cycle) and peaking (combustion and steam
turbines) power generation facilities diversified across the West,
Midwest and Northeast regions of the United States, totaling 6,771
MW of generating capacity. Dynegy Midwest Generation, LLC, owns
and operates the Coal segment, a portfolio of six primarily coal-
fired baseload power generation facilities located in the Midwest,
totaling 3,132 MW of generating capacity. Dynegy's remaining
assets constitute the Company's third business segment. The
Company expects to report its results in these new segments
commencing with the quarter ending Sept. 30, 2011.
The new credit facilities are an important step for Dynegy. Under
the strategic direction of the Finance and Restructuring Committee
of Dynegy's Board of Directors, Dynegy may participate in
additional debt restructuring activities, which may include direct
or indirect transfers of its subsidiaries' equity interests,
refinancing of existing debt and lease obligations, further
reorganizations of its subsidiaries or similar initiatives.
As of Aug. 5, 2011, Dynegy's liquidity on a consolidated basis was
approximately $1.0 billion. This consisted of approximately $1.0
billion in cash and cash equivalents and approximately $30 million
in unused availability under the new letter of credit facilities.
Dynegy's net debt and other obligations, on a consolidated basis,
totaled approximately $4.4 billion, which included the new
facilities offset by cash and cash equivalents of approximately
$1.0 billion and restricted cash of approximately $660 million.
A description of the new credit facilities is available at no
charge at http://is.gd/vk4Atb
About Dynegy Inc.
Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE:DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets. The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.
The Company's balance sheet at June 30, 2011, showed $9.86 billion
in total assets, $7.30 billion in total liabilities, and
$2.56 billion in total stockholders' equity.
Failed Sale
The Troubled Company Reporter has chronicled Dynegy's attempts to
sell itself. In August 2010, Dynegy struck a deal to be acquired
by an affiliate of The Blackstone Group at $4.50 a share or
roughly $4.7 billion. That offer was raised to $5.00 a share in
November. Through Carl Icahn and investment fund Seneca's
efforts, shareholders thumbed down both offers.
In December 2010, an affiliate of Icahn commenced a tender offer
to purchase all of the outstanding shares of Dynegy common stock
for $5.50 per share in cash, or roughly $665 million in the
aggregate. In February 2011, Icahn Enterprises L.P. terminated
the proposed merger agreement with the Company after it failed to
garner the required number of shareholder votes.
Goldman, Sachs & Co. and Greenhill & Co., LLC, served as financial
advisors and Sullivan & Cromwell LLP served as legal counsel to
Dynegy on the sale efforts.
Bankruptcy Warning
Dynegy warned shareholders in March it might be forced into
bankruptcy if it is unable to renegotiate the terms of its
existing debt.
The Company's balance sheet at March 31, 2011, showed $9.82
billion in total assets, $7.15 billion in total liabilities and
$2.67 billion in total stockholders' equity.
Ernst & Young LLP, in Houston, said that Dynegy projects that it
is likely that it will not be able to comply with certain debt
covenants throughout 2011. "This condition and its impact on
Dynegy Inc.'s liquidity raises substantial doubt about Dynegy
Inc.'s ability to continue as a going concern."
* * *
In July 2011, Moody's downgraded Dynegy Holdings' probability of
default rating to 'Ca' from 'Caa3'. "The downgrade of DHI's PDR
and senior unsecured notes to Ca reflects the increased likelihood
of a distressed debt exchange transaction occurring within the
next several months following today's announcement of a corporate
reorganization that seeks to modify asset ownership within DHI
through the formation of several wholly-owned subsidiaries", said
A.J. Sabatelle, Senior Vice President of Moody's. "Separate
financing arrangements being established at these subsidiaries
will have annual limits placed on the amount of cash flow that can
be paid to their indirect parent, which Moody's believes raises
default prospects for DHI's senior unsecured notes and the
company's lease", added Sabatelle.
DYNEGY INC: Fitch Affirms 'CC' Issuer Default Ratings
-----------------------------------------------------
Fitch Ratings has affirmed its 'CC' Issuer Default Ratings (IDR)
on Dynegy Inc. (DYN) and Dynegy Holdings Inc. (DHI) following
DYN's announcement that it had completed its internal corporate
restructuring and closed on two new senior secured term loans.
In addition, Fitch has assigned a 'B/RR1' rating to Dynegy Midwest
Generation, LLC's (CoalCo) $600 million and Dynegy Power, LLC's
(GasCo) $1.1 billion term loans and assigned a 'CCC' IDR to each
of the new subsidiaries.
Fitch's affirmation of DYN and DHI reflects the underperformance
of Dynegy's merchant generation operations and the correlation of
its future financial performance to natural gas and power prices,
which are expected to remain low. The affirmation of DYN and DHI
continues to reflect the high probability of default or forced
restructuring of DYN and DHI's unsecured obligations. The new
corporate structure and term loans now limit DHI's subsidiaries'
ability to upstream cash at $225 million per year, further
pressuring DHI's ability to service its $3.4 billion in unsecured
notes and its $589 million off-balance sheet lease obligations.
As such, Fitch believes that management will pursue some sort of
restructuring of existing unsecured and leasehold obligations.
Operating EBITDA and cash flow at Dynegy continue to be negatively
affected by relative weakness in power prices, and margin
stability at the company has proven to be elusive.
In Fitch's view, with decreasing operating cash flow, Dynegy's
asset valuations remain weak and current leverage would lead to
weak recoveries for unsecured debtholders in case of default. The
'RR4' rating on Dynegy's unsecured notes indicates average
recovery prospects in a default situation (31%-50%), due to the
structural subordination to debt at CoalCo and GasCo. The 'RR6'
rating on Dynegy's trust preferred notes reflect poor recovery
prospects (0%-10%) given the deep subordination of the securities.
Note that Fitch has removed DHI's secured issue ratings as these
facilities have been retired.
The 'CCC' IDR ratings for both GasCo and CoalCo reflect the
operating concerns that continue to weigh on Dynegy's generation
business including the decline in hedged electricity and fuel
commodity margins, weakness in earnings and cash flow, and
expectations for relatively flat natural gas and power prices
through 2013. GasCo and CoalCo's financial profiles remain
heavily contingent upon an increase in power prices, shrinkage in
the reserve capacity margins, and improvement in electricity
demand in the wholesale markets where these subsidiaries own and
operate their plants. While longer term Fitch expects these
market factors will improve, any near- to intermediate-term
improvements look to be elusive. The bankruptcy remoteness and
restricted payments previsions at the new entities should
alleviate some of the pressure of ongoing restructuring and
possible defaults at DHI's unsecured obligations, allowing the new
entities to continue to operate and service their term loans.
The 'B/RR1' ratings on the term loans are reflective of the
expectations for superior recoveries on the secured term loans.
Fitch valued the power generation assets that secure the term
loans using a net present value (NPV) analysis. For the NPV Fitch
uses plant values provided by Wood Mackenzie as an input as well
as Fitch's own price deck and other assumptions. For both the
GasCo and CoalCo recoveries are in the 91% to 100% 'RR1' range.
The two-notch separation from the GasCo and CoalCo IDRs are
reflective of the possibility of additional first lien debt which
is permissible under the new facilities and the uncertainty with
regard to management's ongoing restructuring plans.
Fitch has also affirmed its 'B' rating on Sithe/Independence
Funding Corporation's secured bonds. Fitch continues to view the
project as a distinct entity, separate from the project's owner
but closely analogous to a separately secured financing of its
parent company and has notched its ratings as such. As part of
the restructuring Sithe is now a wholly owned subsidiary of GasCo.
Management has indicated that it will be looking at the
possibility of refinancing this debt with some of the proceeds of
the GasCo term loan. Fitch has removed its 'RR1' rating on Sithe
consistent with Global Infrastructure criteria. Fitch continues
to believe recovery on the Sithe secured debt is strong.
Fitch has affirmed the following and removed the Negative Outlook:
Dynegy, Inc.
-- IDR at 'CC'.
Dynegy Holdings, Inc.
-- IDR at 'CC';
-- Senior unsecured notes at 'CC/RR4'.
Sithe Independence Funding Corp.
-- Secured bond rating at 'B'.
Dynegy Capital Trust I
-- Trust preferred rating at 'C/RR6.'
Fitch has assigned the following ratings:
Dynegy Power, LLC
-- IDR at 'CCC'
-- Secured term loan at 'B/RR1'.
Dynegy Midwest Generation, LLC
-- IDR at 'CCC'
-- Secured term loan at 'B/RR1'.
EDIETS.COM INC: Fails to Regain Compliance with NASDAQ Rule
-----------------------------------------------------------
eDiets.com, Inc., announced that on Aug. 3, 2011, it received a
NASDAQ Staff Determination indicating that the Company did not
regain compliance with the minimum $35 million market value of
listed securities requirement set forth in NASDAQ Listing Rule
5550(b)(2). As a result the Company's common stock would be
subject to delisting unless the Company requests a hearing before
a NASDAQ Listing Qualifications Panel to seek additional time to
regain compliance.
The Company intends to request a hearing before a Panel and, upon
making this request, the Company's common stock will remain listed
on The NASDAQ Capital Market until the Panel renders a decision
following the hearing. There can be no assurance that the Panel
will grant the Company's request for additional time to regain
compliance.
About eDiets
eDiets.com, Inc. is a leading provider of personalized nutrition,
fitness and weight-loss programs. eDiets currently features its
award-winning, fresh-prepared diet meal delivery service as one of
the more than 20 popular diet plans sold directly to members on
its flagship site, http://www.eDiets.com.
Ernst & Young LLP, in Boca Raton, Florida, expressed substantial
doubt about eDiets.com's ability to continue as a going concern.
The independent auditors noted that the Company has incurred
recurring operating losses and has a working capital deficiency.
The Company reported a net loss of $43.3 million on $23.4 million
of revenues for 2010, compared with a net loss of $12.1 million on
$18.1 million of revenues for 2009.
The Company's balance sheet at March 31, 2011, showed $4.51
million in total assets, $5.02 million in total liabilities, all
current, $17,000 in capital lease obligations, $151,000 in
deferred revenue and a $677,000 total stockholders' deficit.
EDRA BLIXSETH: $46T Retainer Belongs to Chapter 7 Estate
--------------------------------------------------------
Bankruptcy Judge Ralph B. Kirscher held that the funds given by
Edra Blixseth's acquaintances to help pay for her Chapter 11
bankruptcy lawyer are now property of the Chapter 7 estate. Ms.
Blixseth sought affirmation that the $46,000 retainer provided
Gary Deschenes, Esq., is not estate property Richard Samson, the
Chapter 7 Trustee, objected. A copy of Judge Kirscher's Aug. 10,
2011 Memorandum of Decision is available at http://is.gd/r3L9Fx
from Leagle.com.
About Edra D. Blixseth
Edra D. Blixseth owns the Porcupine Creek Golf Club in Rancho
Mirage and the Yellowstone Club in Montana. Ms. Blixseth filed
for Chapter 11 bankruptcy protection on March 26, 2009 (Bankr. D.
Mont. Case No. 09-60452). Gary S. Deschenes, Esq., at Deschenes &
Sullivan Law Offices assists Ms. Blixseth in her restructuring
efforts. The Debtor estimated $100 million to $500 million in
assets and $500 million to $1 billion in debts. The Debtor's case
was converted from a Chapter 11 to a Chapter 7 by Court order
entered May 29, 2009.
About Timothy Blixseth
Tax officials from California, Montana and Idaho on April 5, 2011,
filed an involuntary-bankruptcy petition under Chapter 7 against
Timothy Blixseth in Las Vegas, Nevada (Bankr. D. Nev. Case No.
11-15010). The three states that signed the petition against the
Yellowstone Club co-founder claim they are owed $2.3 million in
back taxes. A copy of the petition is available for free at
http://bankrupt.com/misc/nvb11-15010.pdf
Mr. Blixseth is seeking dismissal of the involuntary petition.
Mr. Blixseth and his former wife, Edra Blixseth, founded the
Yellowstone Club, near Big Sky, Montana, in 2000 as a ski resort
for millionaires looking for vacation homes. Members paid
$205 million for 72 properties in 2005 alone.
Bloomberg News, citing a court ruling by U.S. Bankruptcy Judge
Ralph B. Kirscher, says the couple took cash for their personal
use from a $375 million loan arranged by Credit Suisse. Finances
at the club deteriorated thereafter, and the club eventually went
bankrupt, Judge Kirscher found. Mr. Blixseth was ordered to pay
$40 million to the club's creditors under a September ruling by
Judge Kirscher. Mr. Blixseth said he's appealing that judgment.
About Yellowstone Mountain
Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle. The Company was founded in 1999.
Yellowstone Club and its affiliates filed for Chapter 11
bankruptcy on Nov. 10, 2008 (Bankr. D. Montana, Case No. 08-
61570). The Company's owner affiliate, Edra D. Blixseth, filed
for Chapter 11 on March 27, 2009 (Case No. 09-60452).
In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan. Pursuant to the Plan, CrossHarbor
Capital Partners, LLC, acquired equity ownership in the
reorganized Club for $115 million.
Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC represented the Debtors. The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO. The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer, as counsel, and James H. Cossitt, Esq., at local counsel.
Credit Suisse, the prepetition first lien lender, was represented
by Skadden, Arps, Slate, Meagher & Flom.
ENTERPRISE PRODUCTS: Fitch Puts 'BB' Rating on Jr. Sub. Notes
-------------------------------------------------------------
Fitch Ratings has assigned a 'BBB-' rating to Enterprise Products
Operating LLC's (EPO) senior note offerings due 2021 and 2041.
The notes will rank pari passu with all of EPO's existing and
future unsecured senior indebtedness. Proceeds from the notes
will go toward the repayment funds borrowed under the revolver
portion of the company's credit facility and for general corporate
purposes. The Rating Outlook is Positive.
EPO is the operating partnership for Enterprise Partners L.P.
(NYSE: EPD), the largest publicly traded master limited
partnership. Fitch currently rates EPO as follows:
-- Issuer Default Rating 'BBB-';
-- Senior unsecured 'BBB-';
-- Junior subordinated 'BB'.
EPO's ratings reflect the quality and diversity of the company's
sizable portfolio of midstream assets and the resulting cash flow
and earnings performance, as well as the company's conservative
management approach toward distributions and financings. EPO's
midstream asset base covers most major domestic gas producing
basins and is complemented by offshore activities, significant
gathering and processing operations and large-scale transportation
and product export assets. EPO continues to increase the fee-
based component of its earnings while attempting to mitigate some
of its commodity price exposure through an active hedging program.
Fitch recognizes that EPO is in the middle of a significant
capital spending program which will see the company spend roughly
$5 billion in growth capex through 2012. However, as these
projects are completed Fitch expects EPO will begin to de-lever.
This deleveraging, in addition to the business risk improvements
EPO's growth projects provide, are the major drivers of Fitch's
Positive Outlook.
EVERGREEN ENERGY: Libra Advisors Discloses 10.4% Equity Stake
-------------------------------------------------------------
In a Schedule 13G filing with the U.S. Securities and Exchange
Commission, Libra Advisors, LLC, and its affiliates disclosed that
they beneficially own 2,982,169 shares of common stock of
Evergreen Energy Inc. representing 10.4% of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at http://is.gd/KibP1a
About Evergreen Energy
Evergreen Energy Inc. has developed two, proprietary, patented,
and green technologies: the GreenCert(TM) suite of software and
services and K-Fuel(R). GreenCert, which is owned exclusively by
Evergreen, is a science-based, scalable family of environmental
intelligence solutions that quantify process efficiency and
greenhouse gas emissions from energy, industrial and agricultural
sources and may be used to create verifiable emission reduction
credits. K-Fuel technology significantly improves the performance
of low-rank coals, yielding higher efficiency and lowering
emissions.
The Company reported a net loss of $21.02 million on $403,000 of
total operating revenue for the year ended Dec. 31, 2010, compared
with a net loss of $58.53 million on $423,000 of total operating
revenue during the prior year.
The Company's balance sheet at March 31, 2011, showed
$33.50 million in total assets, $37.62 million in total
liabilities, and a $4.12 million total stockholders' deficit.
Hein & Associates LLP, in Denver, Colo., expressed substantial
doubt about Evergreen Energy's ability to continue as a going
concern. The independent auditors noted that the Company has
suffered recurring losses from operations and has had recurring
cash used in operations.
FANNIE MAE: S&P Downgrades Long Term Senior Debt Rating to "AA+"
----------------------------------------------------------------
Standard & Poor's, on Aug. 8, 2011, downgraded the Company's long-
term senior debt rating to "AA+" with a negative outlook.
Previously, the Company's long-term senior debt had been rated by
S&P as "AAA" and had been on CreditWatch Negative. S&P affirmed
the Company's short-term senior debt rating of "A-1+" and removed
it from CreditWatch Negative.
S&P took these ratings actions following its downgrade of the U.S.
government's long-term debt rating to "AA+" on Aug. 5, 2011, due
to the Company's direct reliance on the U.S. government. In
assigning a negative outlook on the U.S. government's long-term
debt rating, S&P noted that it may lower the U.S. government's
long-term debt rating to "AA" within the next two years if it sees
that less reduction in spending than agreed to, higher interest
rates, or new fiscal pressures during the period result in a
higher general government debt trajectory than it currently
assumes. If S&P further lowers the U.S. government's long-term
debt rating, the Company expects that it would lower its long-term
debt rating correspondingly shortly thereafter.
As of Aug. 8, 2011, the Company's long-term debt continued to be
rated "Aaa" by Moody's Investors Service, Inc., and "AAA" by Fitch
Ratings.
The Company said it cannot predict the ultimate impact of the S&P
downgrade on the Company's access to or cost of debt funding, or
on its business, liquidity, results of operations, financial
condition or net worth.
About Fannie Mae
Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
The Company's balance sheet at Dec. 31, 2010 showed
$3.222 trillion in total assets, $3.224 trillion in total
liabilities and a $2.52 billion total deficit.
Fannie Mae has been under conservatorship, with the Federal
Housing Finance Agency acting as conservator, since September 6,
2008. As conservator, FHFA succeeded to all rights, titles,
powers and privileges of the company, and of any shareholder,
officer or director of the company with respect to the company and
its assets. The conservator has since delegated specified
authorities to Fannie Mae's Board of Directors and has delegated
to management the authority to conduct day-to-day operations.
The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9% of its common
stock, and Treasury has made a commitment under a senior preferred
stock purchase agreement to provide Fannie with funds under
specified conditions to maintain a positive net worth.
FENTON SUB: Has Limited Access to Cash Collateral Until Dec. 31
---------------------------------------------------------------
Fenton Sub Parcel D LLC and Bowles Sub Parcel D LLC received
approval from the bankruptcy court to use cash collateral
consisting of rents in which Wells Fargo Bank, N.A. -- as trustee
for the registered holders of J.P. Morgan Chase Commercial
Mortgage Securities Corp., Commercial Mortgage Pass- Through
Certificates, Series 2004-LN2 -- holds a security interest.
The Court's order provides that the Debtor may access cash
collateral until Dec. 31, 2011.
The order, however, provides that the Debtors "may not use cash
collateral to pay any attorneys' fees unless authorized by further
order of the court."
The cash collateral order also provides:
(1) The Debtors will maintain insurance on the six parcels of
real estate they own.
(2) The Debtors will continue to maintain the properties to
their current standards.
(3) The Debtors will make records, including rent rolls and
financial statements, available to the lender, or any
servicer or special servicer appointed by the lender, on
reasonable request.
The Debtors have previously said they will use the cash collateral
to continue their operations and to either reorganize or pursue an
asset sale.
The Debtors have asserted that Wells Fargo is adequately protected
by the equity cushion in the real property, as well as the
Debtors' continued maintenance of the property.
The original financing was provided by Nomura Credit and Capital,
Inc., in the amount of $11,604,000. The Debtors currently owe
$10,535,364 under the promissory note, which matures May 11, 2014.
The principal on the First Mortgage Debt has been paid down by
over $1 million to date.
The Debtors' cash flow projection show that through December 2011,
total income is expected to be $621,959 and total operating
expenses is expected to be $449,765. Total expenses is expected
to be $607,807.
About Fenton Sub Parcel D and Bowles Sub Parcel D
Fenton Sub Parcel D LLC and Bowles Sub Parcel D LLC jointly own
industrial multi-tenant properties located in the Twin Cities.
They are controlled by StoneArch II/WCSE Minneapolis Industrial
LLC. StoneArch is the 100% member of Bowles Subsidiary, LLC and
of Fenton Subsidiary LLC. Bowles Subsidiary LLC is then the 100%
member of Bowles Sub Parcel D LLC, and Fenton Subsidiary LLC is
the 100% member of Fenton Sub Parcel D, LLC.
In 2007, StoneArch acquired various LLCs, which in turn owned 27
industrial multi-tenant properties located in the Twin Cities.
The properties were divided into four separate pools: A, B, C, and
D. Fenton Sub Parcel D and Bowles Sub Parcel D jointly own the
properties in pool D. As tenants in common, Fenton Sub Parcel D
has an undivided 74.5394% interest and Bowles Sub Parcel D has an
undivided 25.4606% interest. The Pool D Properties consist of six
parcels of real property located in Anoka, Dakota, and Hennepin
Counties, Minnesota. The Debtors expect the Pool D Properties to
be worth $13,135,656 as of the Petition Date.
Although they are two separate legal entities, Fenton Sub Parcel D
and Bowles Sub Parcel D have consistently been treated as one
enterprise. Hoyt Properties, Inc., acts as agent in managing the
Pool D Properties.
Fenton Sub Parcel D and Bowles Sub Parcel D filed for Chapter 11
bankruptcy (Bankr. D. Minn. Case Nos. 11-44430 and 11-44434) on
June 29, 2011. The Debtors' petitions were signed by Steven Bruce
Hoyt, chief manager, who is a debtor in bankruptcy case number 11-
43816. He is separately represented by Michael C. Meyer of the
firm Ravich Meyer.
The cases were originally assigned to Judge Dennis D. O'Brien and
reassigned to Judge Robert J. Kressel as the cases are related to
the Hoyt case, which was filed earlier and assigned to Judge
Kressel.
Cynthia A. Moyer, Esq., James L. Baillie, Esq., and Sarah M.
Gibbs, Esq., at Fredrikson & Byron, PA, represent the Debtors.
FULL CIRCLE: Wants Plan Filing Exclusivity Until Sept. 3
--------------------------------------------------------
Full Circle Dairy, LLC, asks the U.S. Bankruptcy Court for the
Middle District of Florida to grant a third extension of the
exclusive periods for the Debtor to propose and obtain acceptances
of one or more plans of reorganization, through Sept. 3, 2011, and
Nov. 2, 2011, respectively. The Debtor expects to file a plan
soon but is seeking a 60-day extension to allow for contingencies
and the negotiation of terms with all classes of creditors.
About Full Circle Dairy
Full Circle Dairy, LLC, operates a dairy in Lee, Florida. It
filed for Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case
No. 10-06895) on Aug. 9, 2010. Robert D Wilcox, Esq., at Brennan,
Manna & Diamond, PL, in Jacksonville, Fla., represents the Debtor.
The official committee of unsecured creditors in the Chapter 11
case has tapped John T. Rogerson, III, Esq., at Volpe, Bajalia,
Wickes, Rogerson & Wachs, P.A., in Jacksonville, Fla., as counsel.
The Company disclosed $14,281,637 in assets and $12,879,703 in
liabilities as of the Petition Date.
GENERAL MARITIME: Files Form 10-Q, Incurs 23.9-Mil. Net Loss in Q2
------------------------------------------------------------------
General Maritime Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $23.95 million on $105.20 million of voyage revenues
for the three months ended June 30, 2011, compared with a net loss
of $14.31 million on $91.46 million of voyage revenues for the
same period a year ago.
The Company also reported a net loss of $55.49 million on
$208.13 million of voyage revenues for the six months ended
June 30, 2011, compared with a net loss of $23.38 million on
$189.02 million of voyage revenues for the same period during the
prior year.
The Company's balance sheet at June 30, 2011, showed $1.78 billion
in total assets, $1.44 billion in total liabilities, and
$339.32 million in total shareholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/HicrpH
About General Maritime Corp.
Based in New York City, General Maritime Corporation through its
subsidiaries provides international transportation services of
seaborne crude oil and petroleum products. The Company's fleet is
comprised of VLCC, Suezmax, Aframax, Panamax and product carrier
vessels. The Company operates its business in one business
segment, which is the transportation of international seaborne
crude oil and petroleum products. The Company's vessels are
primarily available for charter on a spot voyage or time charter
basis.
The Company reported a net loss of $216.66 million on $387.16
million of voyage revenue for the year ended Dec. 31, 2010,
compared with a net loss of $11.99 million on $350.52 million of
voyage revenue during the prior year.
Deloitte & Touche LLP, in New York, expressed substantial doubt
about the Company's ability to continue as a going concern. The
independent auditor noted that the Company requires additional
financing in order to meet its debt obligations that will come due
over the next year. In addition, the Company has current losses
from operations, a working capital deficit and the expectation
that certain of its loan covenants will not be achieved during
2011 without additional capital being raised, debt being
refinanced or covenants waived or amended.
* * *
Standard & Poor's Ratings Services in December 2010 lowered its
long-term corporate rating on General Maritime Corp. to 'CCC+'
from 'B', and placed the ratings on CreditWatch with negative
implications. At the same time, S&P lowered its ratings on the
company's senior unsecured notes to 'CCC-', two notches below the
new corporate credit rating; the recovery rating of '6', which
indicates S&P's expectation that lenders will receive a negligible
(0%-10%) recovery in a payment default scenario, remains
unchanged.
"The downgrade reflects General Maritime's weak liquidity, very
limited financial covenant headroom (despite recent amendments),
and deterioration in its financial profile," said Standard &
Poor's credit analyst Funmi Afonja. "As of Sept. 30, 2010,
General Maritime had no borrowing availability under its
$749.8 million revolving credit facility and $8.7 million in
unrestricted cash, after factoring financial covenant limitations.
In S&P's opinion, the recent financial covenant amendments do not
provide sufficient covenant headroom, and there is still a high
probability of a covenant breach over the next quarter. If there
is a covenant breach, lenders can require the immediate payment
of all amounts outstanding. General Maritime's liquidity is
further constrained by significant upcoming debt maturities,
including $27.5 million in scheduled principal payments due in
2011 under its term loan, $50.1 million semiannual reduction on
the revolver, beginning on April 26, 2011, and a bullet payment
of $599.6 million in October 2012, when the facility expires.
General Maritime also has a $22.8 million bridge loan facility
that matures in October 2011. Cash interest payments on the
bridge loan will increase if the company is unable to pay off the
loan by Dec. 31, 2010."
In the Dec. 22, 2010 edition of the TCR, Moody's Investors Service
lowered its ratings of General Maritime Corporation: Corporate
Family to B3 from B1, Probability of Default to Caa1 from B2 and
senior unsecured to Caa2 from Caa1. Moody's also downgraded the
Speculative Grade Liquidity rating to SGL-4 from SGL-3. The
outlook is negative. The downgrade of the ratings reflects
GenMar's tightening liquidity position as a result of ongoing weak
tanker freight rates and upcoming debt maturities. These
maturities include the recently arranged $22.8 million bridge loan
due Oct. 21, 2011 ("Bridge Loan"), and two $50 million
repayments (one each on April 26, 2011 and Oct. 26, 2011) that
are due on the company's $750 million revolving credit facility
that was almost fully drawn at Sept. 30, 2010.
GLAZIER GROUP: Court Expunges $273T Premium Supply Claim
--------------------------------------------------------
The Glazier Group, Inc., seeks to expunge the claim of Premium
Supply Co., Inc., for $273,709.09 on the grounds that the alleged
debt is attributable only to non-debtor affiliate restaurants or
has already been satisfied pursuant to a prior settlement entered
into by the Debtor, Premium, and the Non-Debtor Affiliates on
Oct. 21, 2008. Premium argues that the Settlement was merely a
stipulated payment schedule, that the Debtor has incurred
additional liability since the date of the settlement, and that in
any event the Settlement should be disregarded because the Non-
Debtor Affiliates are in breach thereof. Premium also argues that
the Court should pierce the corporate veil and hold the Debtor
liable for the debts of the Non-Debtor Affiliates as their alter
ego.
Bankruptcy Judge Allan L. Gropper held that the release included
in the Settlement precludes Premium from seeking recovery from the
Debtor for amounts due under the Settlement. The Debtor, on the
record before the Court, also cannot be found liable for the post-
settlement amounts allegedly due to Premium. Accordingly,
Premium's proof of claim is expunged. A copy of Judge Gropper's
Aug. 10, 2011 Memorandum is available at http://is.gd/aF22vJfrom
Leagle.com.
About The Glazier Group
New York-based The Glazier Group, Inc., filed for Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 10-16099) on
Nov. 15, 2010. Frederick E. Schmidt, Esq., Joshua Joseph Angel,
Esq., and Seth F. Kornbluth, Esq., at Herrick, Feinstein LLP,
represent the Debtor in its restructuring effort. John Dunne of
Renewal Ventures, LLC, is the Debtor's Chief Restructuring Officer
("CRO"). The Company disclosed assets of $15.2 million and
liabilities of $26.8 million as of the Petition Date.
Ronald J. Friedman, Esq., Katina Brountzas, Esq., and Sheryl P.
Busell, Esq., at SilvermanAcampora LLP, in Jericho, New York,
represent the Official Committee of Unsecured Creditors. FTI
Consulting, Inc., serves as the Official Committee of Unsecured
Creditors' financial advisor.
GLC LIMITED: Trust Settles Lawsuit vs. Donnan for $5.5-Mil.
-----------------------------------------------------------
Christian Boone at the Atlanta Journal-Constitution reports that
Jim Donnan has agreed to settle a lawsuit filed by an Ohio-based
company alleging the former University of Georgia football coach
played a principal role in orchestrating a "far-reaching Ponzi
scheme." Mr. Donnan and his wife, Mary, who was also named in the
suit, will transfer liquid assets totaling roughly $5.5 million to
GLC Limited, pursuant to the settlement.
According to the AJC, the deal, subject to approval by a federal
judge, would seem about as favorable as the Donnans could have
expected. In late July their attorney, Ed Tolley, said he was
"optimistic" of reaching a negotiated settlement between
$5 million and $8.25 million with GLC's bankruptcy estate and
creditors.
The report says the assets to be transferred by the Donnans to a
GLC trust include properties, stocks and insurance policies. Among
the items excluded from the trust: football memorabilia, a fur
coat, Rolex watches, golf clubs, a shotgun and the couple's Athens
residence.
About James Donnan
James "Jim" Donnan, III is a former University of Georgia football
coach and ex-ESPN college football analyst. Donan and his wife,
Mary, filed a Chapter 11 petition (Bankr. M.D. Ga. Case No. 11-
31083) on July 1, 2011.
The filing came after Jim Donnan offered to pay back creditors
roughly $5 million. The creditors wanted $8.25 million from the
Donnans.
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.
GMX RESOURCES: Cut by S&P to CCC+ on Possible 'Impaired Liquidity'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and senior unsecured ratings on Oklahoma City-based GMX Resources
Inc. to 'CCC+' from 'B-'. The outlook is developing.
"The downgrade reflects the potential for impaired liquidity over
the next 12 months and the high degree of uncertainty surrounding
GMX's decision to temporarily halt drilling in its core
Haynesville reserves and to accelerate the development of its
nonproducing, highly prospective oil-focused Bakken and Niobrara
acreage," said Standard & Poor's credit analyst Paul Harvey. "We
view this as a very high risk strategy given the need for
significant near-term liquidity and the limited operating history
around its Bakken and Niobrara acreage."
Through Dec. 31, 2011, GMX has potential spending needs of more
than $105 million versus expected EBITDA of only $35 million to
$40 million. In addition to funding capital spending of up to $94
million, including capitalized interest, GMX must make interest
payments of $11 million on Aug. 15, 2011 and Feb. 15, 2012 on its
$200 million 11.375% notes, among other interest expense.
As of June 30, 2011, GMX had liquidity of about $65 million, $5
million cash and an undrawn $60 million credit facility. In
addition to these items, GMX subsequently monetized $3 million of
hedges and contracted to sell a rig for $5 million. Without the
help of additional financing, see below, liquidity could
significantly erode over the remainder of 2011 depending on the
decline rate of the Haynesville production, and the success of
developing its oil acreage.
GMX is a small exploration and production company with estimated
Dec. 31, 2010, proved reserves of 319 billion cubic feet
equivalent (Bcfe), about 50% proved developed. Approximately 75%
of reserves are in the natural gas rich Haynesville Shale, with
remaining reserves in the Cotton Valley. Future development,
however, will be focused on its recently acquired Bakken and
Niobrara acreage, as GMX seeks to rapidly expand its oil
production. GMX's competitive lease operating costs of under $1.00
per thousand cubic feet equivalent (mcfe), are offset by the
company's high general and administrative costs which were almost
$1.55 per mcfe as of Dec. 31, 2010. In addition, estimated
interest expense of about $1.15 per mcfe will further erode cash
flows.
The developing outlook reflects the potential for positive or
negative rating actions depending on GMX's ability to manage
liquidity over the next six to 12 months. If liquidity falls below
$15 million, we could lower the ratings. "Alternatively, if GMX
can successfully develop its oil acreage while sustaining
liquidity through 2012, likely due to a combination of the near
and medium transactions previously mentioned, we could raise the
ratings," S&P said.
GRAY TELEVISION: Reports $2.5-Mil. Net Income in 2nd Quarter
------------------------------------------------------------
Gray Television, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting net income
of $2.56 million on $76.20 million of revenue for the three months
ended June 30, 2011, compared with net income of $534,000 on
$75.63 million of revenue for the same period during the prior
year.
The Company also reported a net loss of $524,000 on
$145.94 million of revenue for the six months ended June 30, 2011,
compared with a net loss of $4.21 million on $146.11 million of
revenue for the same period a year ago.
The Company's balance sheet at June 30, 2011, showed $1.22 billion
in total assets, $1.06 billion in total liabilities,
$37.41 million in preferred stock, and $125.39 million in total
stockholders' equity.
For the second quarter of 2011, the Company's operating results
exceeded its initial estimates, which were publicly disclosed on
May 9, 2011.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/FEzg0k
About Gray Television
Formerly known as Gray Communications System, Atlanta, Georgia-
based Gray Television, Inc., is a television broadcast company.
Gray currently operates 36 television stations serving 30 markets.
Each of the stations are affiliated with either CBS (17 stations),
NBC (10 stations), ABC (8 stations) or FOX (1 station). In
addition, Gray currently operates 38 digital second channels
including 1 ABC, 4 Fox, 7 CW, 16 MyNetworkTV and 1 Universal
Sports Network affiliates plus 8 local news/weather channels and 1
"independent" channel in certain of its existing markets.
The Company's balance sheet at March 31, 2011, showed
$1.23 billion in total assets, $1.07 billion in total liabilities,
$37.30 million in preferred stock and $124.58 million in total
stockholders' equity.
* * *
Gray Television carries 'B-' issuer credit ratings, with stable
outlook, from Standard & Poor's and 'Caa1' corporate family rating
and probability of default rating, with stable outlook, from
Moody's.
"Moody's views the company's current level of financial leverage,
as exacerbated by a concentrated maturity profile, to be
unsustainable for a TV broadcaster and indicative of elevated
restructuring risk over the longer-term," said Moody's Russell
Solomon, Senior Vice President, in April 2010. Pro forma for the
pending transaction, all of Gray's debt (including its debt-like
Series D Preferred Stock) comes due in 2014-2015. Moody's
believes Gray will need to significantly reduce its debt with free
cash flow and will probably need to issue additional equity in
order to further moderate its leverage profile over the next few
years prior to accessing the capital markets again to refinance
current obligations. The Caa1 CFR incorporates Moody's view that
leverage will remain excessive over at least the next two years.
GREEN PLANET: To Acquire All Outstanding Stock of AIP
-----------------------------------------------------
Green Planet Group, Inc., on Aug. 1, 2011, entered into a Stock
Purchase Agreement with the shareholders of Arizona Independent
Power, Inc., to acquire all of the issued and outstanding stock of
that company. The sellers are not and have not been associated
with GNPG. The purchase price to the Sellers is one million
common shares of GNPG, a contingent note payable in the amount of
$2 million, payable when GNPG has raised $5 million for the
initial exploration, and a contingent Note for $9 million due when
the license to construction and operate the underlying project.
The sole asset of AIP is its permit from the Federal Energy
Regulatory Commission for AIP to explore, evaluate and file an
environmental impact report and application for the construction
and operation of the Verde Pumped Storage Project in Maricopa
County, Arizona. The pumped storage system is a renewable green
energy electrical power source similar to others already operating
in the United States and around the world. The exploration and
licensing phase could take six to nine months from funding and the
construction phase could be as long as five years with an
aggregate construction cost in excess of $1.2 billion.
AIP has no employees, has had no sales or revenue, and no assets
other than the permit. The estimated cost of the studies and
licensing process is estimated at $50 to $80 million. GNPG is
currently working to secure this financing.
About Green Planet
Green Planet Group, Inc., is engaged in the research, development,
manufacturing and distribution of a variety of products that
improve overall energy efficiency with a specific concentration on
petroleum based energy sources. The Company currently has four
wholly owned operating subsidiaries, EMTA Corp, XenTx Lubricants,
Inc., White Sands, L.L.C., and Lumea, Inc.
As reported by the TCR on July 21, 2011, Semple, Marchal & Cooper,
LLP, in Phoenix, Ariz., says that Green Planet Group's significant
operating losses and negative working capital raise substantial
doubt about its ability to continue as a going concern.
Green Planet reported a net loss of $15.4 million on $37.1 million
of sales for the fiscal 2011, compared with a net loss of
$15.7 million on $57.4 million of sales for fiscal 2010.
The Company's balance sheet at March 31, 2011, showed $5.6 million
in total assets, $38.9 million in total liabilities, and a
stockholders' deficit of $33.3 million.
HARTMARX CORP: Taps Chicago Series as Insurance Broker
------------------------------------------------------
BankruptcyData.com reports that Hartmarx Corp filed with the U.S.
Bankruptcy Court a motion to retain Chicago Series of Lockton
Companies (Contact: Michael D. Paulsen) as insurance broker and
consultant for a claim reduction fee starting at $25,000,
increasing incrementally as the allowed amount of the Zurich claim
decreases or a collateral recovery fee, which would be a
percentage (between 33% and 50%) of the recovered collateral.
About Hartmarx Corp
Based in Chicago, Illinois, Hartmarx Corporation --
http://www.hartmarx.com/-- produced and marketed business,
casual, and golf apparel under its own brands, which included Hart
Schaffner Marx, Hickey-Freeman, Palm Beach and Coppley, among
others. A drop off in demand for tailored clothing led to poor
sales. The Company and 51 affiliates sought Chapter 11 bankruptcy
protection (Bankr. N.D. Ill. Lead Case No. 09-02046) on Jan. 23,
2009. George N. Panagakis, Esq., Felicia Gerber Perlman, Esq.,
and Eric J. Howe, Esq., at Skadden, Arps, Slate, Meagher &
Flom LLP, represent the Debtors in their restructuring efforts.
The Debtors disclosed $483,108,000 in total assets and
$261,220,000 in total debts as of Aug. 31, 2008.
In June 2009, Hartmark received permission to sell it business to
Emerisque Brands U.K. Ltd. and SKNL North America Ltd. for
$119 million, including $70.5 million cash, the assumption of
$33.5 million in debt, and a junior secured note for $15 million.
The Debtor later changed its name to XMH Corp.
HAVOCO OF AMERICA: Loses Bid to Revive ICG Coal Contract Fight
--------------------------------------------------------------
Megan Stride at Bankruptcy Law360 reports that Havoco of America
Ltd. lost its bid Wednesday to revive its suit against
International Coal Group Co. and other coal companies when an
Illinois state appeals court found its breach of contract claim
was barred by a 2004 bankruptcy court order.
Law360 says the appeals court also affirmed the Cook County
Circuit Court's findings that Havoco lacked the capacity to sue
because it was a dissolved company and that it lacked a
contractual relationship with ICG.
HAWAIIAN TELCOM: Moody's Drops Ratings as Refinancing Cancelled
---------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings assigned to
Hawaiian Telcom Communications, Inc. as a result of the company's
announcement that it was not moving forward with its proposed
refinancing, warranting the rating withdrawal. Since Moody's does
not rate any of Hawaiian Telcom's existing debt, Moody's has also
withdrawn the company's Corporate Family Rating, Probability of
Default Rating, and Speculative Grade Liquidity Rating.
Withdrawals:
Issuer: Hawaiian Telcom Communications, Inc.
-- Corporate Family Rating: Withdrawn, previously rated B1
-- Probability of Default Rating: Withdrawn, previously rated
B2
-- $30 million Senior Secured Revolving Credit Facility:
Withdrawn, previously rated Ba1, LGD1-0%
-- $300 million Senior Secured Credit Facility: Withdrawn,
previously rated B1, LGD3-35%
-- Speculative Grade Liquidity: Withdrawn, previously rated
SGL 1
Outlook: Withdrawn, previously Stable
RATINGS RATIONALE
Moody's has withdrawn the rating for its own business reasons.
The principal methodology used in rating Hawaiian Telcom was the
Global Telecommunications Industry Methodology published in
December 2010. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA.
Hawaiian Telcom is a telecommunications provider in the state of
Hawaii with approximately 440,000 access lines and 100,000 high
speed internet customers on the islands of Oahu, Maui, Hawaii,
Kauai, Molokai and Lanai. For the twelve months ended 3/31/11,
Hawaiian Telcom generated $400 million in revenues.
HEKOFAY DEAL: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Hekofay Deal Enterprises Incorporated
dba Melartin Motors
8600 North Freeway
Houston, TX 77037-2721
Bankruptcy Case No.: 11-36867
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Marvin Isgur
Debtor's Counsel: Margaret Maxwell McClure, Esq.
LAW OFFICE OF MARGARET M. MCCLURE
909 Fannin, Suite 3810
Houston, TX 77010
Tel: (713) 659-1333
Fax: (713) 658-0334
E-mail: margaret@mmmcclurelaw.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Debtor did not file a list of its largest unsecured creditors
together with its petition.
The petition was signed by Riku P. Melartin, president.
HOMER CITY: Fitch Downgrades Rating on $530-Mil. Bonds to 'BB-'
---------------------------------------------------------------
Fitch Ratings has downgraded Homer City Funding, LLC's (HCF)
$300 million and $530 million pass-through bonds to 'BB-' from
'BB'. The Rating Outlook is Negative.
The downgrade is due to ongoing challenges at the project as a
merchant coal facility in a low gas environment as well as the
increasing costs associated with environmental emissions
allowances. The Negative Outlook reflects the uncertainty
regarding the magnitude of new emissions restrictions recently
placed on Homer City.
Key Rating Drivers
-- Dark Spreads: Continued strained margins due to high coal
costs and low energy prices, which is heightened as project
hedges begin to roll off in 2012. Per the Fitch rating case,
senior rent reserve is expected to be used to support debt
service in 2013;
-- Environmental: Expected increased costs and/or decreased
dispatch associated with obtaining additional allowances due
to the newly finalized Environmental Protection Agency Cross-
State Air Pollution Rule (CSAPR);
-- Capital Expenditures: Up to $700 million anticipated in
equipment additions in relation to CSAPR which will need to
be funded through additional debt or other financing sources
as projected cash flow is insufficient;
-- Utilization of equity rent service reserves following a
February 2011 steam pipe rupture, leaving approximately $8
million in the $20 million reserve; six-month senior rent
service reserve is still intact.
What Could Trigger a Rating Action?
-- Severe cost increases and/or decreased dispatch limiting
project economics;
-- Impact of the effects of the new emissions rules such as the
inability to obtain additional financing for retrofits and
equipment additions;
-- Further strain on dark spreads.
Security
The bondholders receive a first priority mortgage lien on all
right, title and interest in HCF's property, including the Homer
City generating facility, the site lease, cash accounts, and
project documents. HCF's undivided interest in the facility and
certain specified general intangibles are also pledged to the
bondholders.
Credit Update
During 2011, there were unplanned outages at Units 1 and 2 which
lasted for roughly two and three months respectively. These
outages and the continuation of low power prices have negatively
impacted Homer City's cash flows and liquidity. As a result, in
order to have sufficient working capital available for operating
expenses and to pay the equity portion of Homer City's rent
payment that was due April 1, 2011 to the owner-lessors, Homer
City deferred certain fuel deliveries, arranged for accelerated
payments by EMMT for future energy deliveries under an
intercompany arrangement in place between EMMT and Homer City, and
drew $12 million from the $20 million equity rent reserve.
As of June 30, the equity rent reserve remained at the drawn
balance of $8 million, although the Sponsor believes that the
reserve will be replenished in the future. Fitch notes that the
six-month senior debt service reserve has not been utilized.
To further stabilize Homer City's liquidity, effective April 1,
2011, EMMT assigned to Homer City the benefit of an arrangement
that allows EMMT to deliver power into the NYISO from Homer City.
Accordingly, effective April 1, 2011, these revenues will now be
recorded as part of Homer City's revenues in lieu of their prior
classification as EMMT trading revenues.
The Project has operated at a capacity factor of 50.9% through
2Q'11 despite the steam pipe rupture, indicating that the
financial impact for 2011 revenues should not be severe enough to
constrain the Project's ability to repay debt. The impact of the
outage is reflected in the 2011 and 2012 projections.
On July 6, 2011, the EPA finalized CSAPR. This rule replaces EPA's
2005 Clean Air Interstate Rule (CAIR) and directly impacts Homer
City. Per the Sponsor, the SO2 allowances allocated to Homer City
in CSAPR Phase I (25,797 tons in 2012 and 2013) are significantly
lower than the amount that would be required based on Homer City's
historical emissions (2010 SO2 emissions were 112,951 tons).
Consequently, increased expenses and/or decreased dispatch are
expected going forward although it is unclear to what degree this
new regulation will impact cash flow.
EME Homer City Generation L.P. (HCG) leases and operates a single
facility with three coal-fired electric generating units in
western Pennsylvania with an aggregate capacity of 1,884 MW. HCG
is an indirect, wholly owned subsidiary of Edison Mission Energy
(EME; 'B', Outlook Negative). EME is a wholly owned subsidiary of
Mission Energy Holding Company and is an indirect wholly owned
subsidiary of Edison International. In May 1999, EME refinanced
$830 million of acquisition debt secured by the facility. In
2001, General Electric Capital Corp. (GECC) purchased the facility
for cash and assumed the rated debt as part of a sale-leaseback
transaction with HCG. The debt was exchanged for the pass-through
bonds, which were assumed by a special purpose vehicle, Homer City
Funding LLC (HCF), indirectly owned by GECC. HCF bondholders rely
solely on rent payments received from HCG.
HCG sells energy and capacity into the PJM Interconnection and
NYISO on a merchant basis. HCG has a contract with Edison Mission
Marketing & Trading, Inc. (EMMT), an affiliated marketing entity,
to sell energy and capacity. EMMT engages in forward sales and
hedging transactions to manage electricity price exposure.
IMMUCOR INC: Moody's Assigns Caa1 Rating to Sr. Unsecured Notes
---------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the proposed
$400 million senior unsecured notes that will be used in
conjunction with the proposed $600 million term loan and $715
million of new common equity to finance TPG Capital's purchase of
Immucor. Concurrently, Moody's affirmed the company's B2 Corporate
Family and Probability of Default Ratings, and the Ba3 rating on
the proposed senior secured credit facilities. The outlook for the
ratings is stable.
Ratings Assigned to Immucor, Inc.:
$400 million Senior Unsecured Notes due 2019, (Caa1, LGD5, 84%)
Ratings Affirmed for Immucor, Inc.:
Corporate Family Rating, B2
Probability of Default Rating, B2
$600 million Term Loan B due 2018, (Ba3, LGD2, 29%)
$100 million Revolver due 2016, (Ba3, LGD2, 29%)
The rating outlook is stable.
RATINGS RATIONALE
The B2 Corporate Family Rating is constrained by Immucor's small
size, its limited degree of business diversity, and its
considerable financial leverage and limited interest coverage
following the LBO. Immucor currently faces sluggish industry
demand for blood testing products due to the soft macro-economic
environment, and regulatory scrutiny and uncertainty with respect
to the FDA's notice of intent to revoke ("NOIR") the company's
biologics license.
"While the likelihood of the FDA revoking Immucor's biologics
license appears low due to the vital nature of its products, such
an action would have a materially negative impact on the company
and cause significant business disruption," said Moody's Senior
Vice President Michael Levesque.
The ratings are supported by the recurring nature of Immucor's
revenue streams, relatively low customer concentration, good
market share and long-term customer relationships, a history of
product innovation, and a growing installed base of closed system
instruments requiring the use of Immucor's reagents. The ratings
are further supported by strong EBITDA margins, positive free cash
flow and very good overall liquidity. While the in-vitro
diagnostics blood typing and screening market is small, it is
critical to the healthcare industry and
Immucor benefits as one of the leading players within the space.
Moody's also notes that Immucor is not exposed to direct
government reimbursement risk, a common risk element of many
healthcare companies.
The Caa1 rating on the proposed senior unsecured notes (notched
down from the B2 Corporate Family Rating) reflects its effective
subordination to the proposed senior secured credit facilities.
The Ba3 rating on the proposed senior secured credit facilities
(notched up from the B2 Corporate Family Rating) reflects their
senior position in Immucor's capital structure, and the first loss
absorption provided by the proposed senior unsecured notes.
The rating outlook is stable. Given Immucor's small size and
adjusted leverage above 6.0 times, Moody's does not foresee an
upgrade in the near-term. However, if the company were to overcome
its FDA issues, improve and sustain adjusted leverage below 5.0
times and maintain free cash flow to debt above 10%, Moody's could
upgrade the ratings. Conversely,
Moody's could downgrade the ratings if testing volumes continue to
decline to the point where there is top-line deterioration or
material EBITDA erosion resulting in debt/EBITDA above 7.0 times.
Also, any material negative developments related to the company's
unresolved FDA issues could potentially lead to a downgrade to the
ratings.
The last rating action occurred on 2nd August, 2011, when Moody's
assigned first time ratings to Immucor. The rating actions are
subject to the conclusion of the transaction, as proposed, and
Moody's review of final documentation.
The principal methodology used in rating Immucor, Inc. was the
Global Medical Products & Device Industry Methodology published in
October 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Immucor, Inc., headquartered in Norcross, Georgia, is a leading
in-vitro diagnostic blood typing and screening company that
develops and manufactures reagents and automated systems used by
hospitals, donor centers and reference laboratories. For the
twelve months ended May 31, 2011, Immucor reported net sales of
approximately $333 million.
INTERNATIONAL ENERGY: Committee Baron Sar as Counsel
----------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of International Energy Holdings Corp., et al., asks the
U.S. Bankruptcy Court for the Northern District of Iowa for
permission to retain A. Frank Baron of the law firm Baron, Sar,
Goodwin, Gill and Lohr as its counsel.
The hourly rate of BSGGL's partners is $225.
Frank A. Baron, partner at BSGGL, assures the Court that BSGGL is
a "disinterested person" as that term is defined in Section
101(14) of the Bankruptcy Code.
About International Energy
Tampa, Florida-based International Energy Holdings Corp. -- fka
International CRO Holdings Corp.; The Cornerstone Brad, LLC; and
Bison Renewable Energy, LLC -- filed for Chapter 11 bankruptcy
protection on March 28, 2011 (Bankr. M.D. Fla. Case No. 11-05547).
Richard J. McIntyre, Esq., at McIntyre, Panzarella, Thanasides &
Eleff, serves as the Debtor's bankruptcy counsel. The Debtor
disclosed $13,154,805 in assets and $15,862,937 in liabilities as
of the Chapter 11 filing.
The Florida Court in June 2011 authorized the transfer of venue of
the case to Iowa (Bankr. N.D. Iowa Case No. 11-01593), at the
behest of secured creditor HCI Construction.
Donald F. Walton, U.S. Trustee for Region 21, appointed three
members to the Official Committee of Unsecured Creditors in the
Debtor's case.
ISHA HOMES: In Chapter 11 But Expects to Remain in Business
-----------------------------------------------------------
Chris Bagley at the Triangle Business Journal reports that Cary,
North Carolina-based builder Isha Homes LLC will remain in
business, selling off Park Townes units individually to occupants,
as previously planned, while liquidating a homes project in
Greensboro to pay off its debt, according to Isha's bankruptcy
attorney, Travis Sasser.
According to the report, Isha Homes the latest local casualty in
the housing-market downturn. Isha's Chapter 11 bankruptcy filing
allows it to put off debt obligations while reorganizing its
business.
Its August 1 filing lists debts of about $1.2 million -- to
William Goodwin Associates of Raleigh and a range of other
suppliers -- and assets between $1 million and $10 million. The
builder's projects include Park Townes, a small townhouse
development in Durham where units are still for sale.
Isha Homes, LLC, filed a Chapter 11 petition (Bankr. E.D.N.C. Case
No. 11-05834) on Aug. 1, 2011. Travis Sasser, Esq., at Sasser Law
Firm, in Cary, North Carolina, serves as counsel. The Debtor
estimated assets and debts of $1 million to $10 million.
JACKSON HEWITT: To Exit Bankruptcy Protection by Week's End
-----------------------------------------------------------
Kraig Koch at total bankruptcy reports that Jackson Hewitt Tax
Service Inc. won court approval of a reorganization plan, which
the company hopes will allow for its exit from bankruptcy by
week's end.
According to the report, U.S. Bankruptcy Judge Mary Walrath
confirmed the Chapter 11 restructuring plan of the nation's second
largest tax preparer at a U.S. Bankruptcy Court in Wilmington,
Delaware.
The report says that with an outstanding $357 million owed to
lenders, Jackson Hewitt is offering up ownership of the Company
and a $100 million term loan under its reorganization. Existing
stockholders will be offered nothing under the Plan.
Court papers estimate the Company's worth at $225 million, and
lenders will be providing a $115 million revolving loan to keep
the company running until the next tax season begins.
The report says the bulk of the company's unsecured creditors are
made up of plaintiffs in class-action lawsuits that challenged
Jackson Hewitt's practice of giving loans based on customers'
expected tax returns. The practice, which functioned as a major
source of revenue for the company, was highly criticized by
consumer advocates.
Mr. Koch notes Jackson Hewitt's new restructuring plan creates a
$1.1 million trust to be paid out to its unsecured creditors.
About Jackson Hewitt
Parsippany, New York-based Jackson Hewitt Tax Service Inc., aka
JHTS Inc., provides computerized preparation services for 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.
The Company has 700 franchisees who collectively operated a total
of 4,846 offices. The Company also operates 1,110 company-owned
offices.
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.
BDO Financial serves as financial advisors to the Official
Committee of Unsecured Creditors.
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.
Jackson Hewitt on Aug. 8, 2011, received confirmation of its "pre-
packaged" Plan of Reorganization. Under the Plan, Jackson Hewitt
will emerge as a private company. The majority owner of Jackson
Hewitt's new equity will be Bayside Capital, an affiliate of
Miami, FL-based H.I.G. Capital, and the largest holder of Jackson
Hewitt's secured debt prior to its restructuring.
JAMES DONNAN: Settles Lawsuit in GLC Ponzi Scheme for $5.5-Mil.
---------------------------------------------------------------
Christian Boone at the Atlanta Journal-Constitution reports that
Jim Donnan has agreed to settle a lawsuit filed by an Ohio-based
company alleging the former University of Georgia football coach
played a principal role in orchestrating a "far-reaching Ponzi
scheme." Mr. Donnan and his wife, Mary, who was also named in the
suit, will transfer liquid assets totaling roughly $5.5 million to
GLC Limited, pursuant to the settlement.
According to the AJC, the deal, subject to approval by a federal
judge, would seem about as favorable as the Donnans could have
expected. In late July their attorney, Ed Tolley, said he was
"optimistic" of reaching a negotiated settlement between
$5 million and $8.25 million with GLC's bankruptcy estate and
creditors.
The report says the assets to be transferred by the Donnans to a
GLC trust include properties, stocks and insurance policies. Among
the items excluded from the trust: football memorabilia, a fur
coat, Rolex watches, golf clubs, a shotgun and the couple's Athens
residence.
About James Donnan
James "Jim" Donnan, III is a former University of Georgia football
coach and ex-ESPN college football analyst. Donan and his wife,
Mary, filed a Chapter 11 petition (Bankr. M.D. Ga. Case No. 11-
31083) on July 1, 2011.
The filing came after Jim Donnan offered to pay back creditors
roughly $5 million. The creditors wanted $8.25 million from the
Donnans.
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.
JAMES F. BYRNES: Restructures Debt to First Citizens Bank
---------------------------------------------------------
Gavin Jackson at scnow.com reports that Byrnes Schools has
reorganized its debt with First Citizens Bank, received a clean
bill of health from the bankruptcy court in Columbia and a has
stronger financial outlook.
According to the report, the bank and the school both agree to
paying down the $1.6 million loan at a reduced cost on a monthly
basis. If Byrnes pays back the loan within 24 months, it will
receive a $400,000 reduction on the loan -- a goal it plans on
accomplishing with the help of another bank.
About James F. Byrnes Academy
The Byrnes Schools were established in Quinby, South Carolina, in
1965. It is the only non-for-profit private institution that
teaches children from pre kindergarten to 12th grade.
James F. Byrnes Academy, doing business as The Byrnes Schools,
filed for Chapter 11 reorganization (Bankr. D. S.C. Case No. 11-
00538). H. Flynn Griffin, III, Esq., in Columbia, South Carolina,
serves as counsel to the Debtor. The Debtor estimated assets and
debts of $1 million to $10 million.
The filing came before the school property was to be auctioned off
by First Citizens Bank. The Debtor disclosed in its list of
creditors that it has a $1,063,624 secured debt and $536,376
unsecured debt to First Citizens Bank.
According to the report, First Citizens demanded payment in full
for the loan the school took out with the bank in 2007. The bank
took steps to foreclose the loan last year when the school was
unable to pay and scheduled to auction off the property on
Feb. 1, 2011.
JAXCHEX INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: JAXCHEX, INC.
dba Checkers Drive-In Restaurant
1516 Astoria Drive
Allen, TX 75013
Bankruptcy Case No.: 11-05878
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Middle District of Florida (Jacksonville)
Judge: Paul M. Glenn
Debtor's Counsel: Jason A. Burgess, Esq.
THE LAW OFFICES OF JASON A. BURGESS, LLC
2350 Park Street
Jacksonville, FL 32204
Tel: (904) 521-9868
E-mail: jason@jasonaburgess.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-05878.pdf
The petition was signed by Mark Williams, chief operating officer.
JCK HOTELS: Secured Creditor Seeks Case Dismissal
-------------------------------------------------
Secured creditor LBUBS 2005-C2 Mira Mesa Limited Partnership has
moved for the dismissal of the Chapter 11 case of JCK Hotels, LLC,
formerly known as Mira Mesa Hotels, LLC.
LBUBS says that pursuant to state law and the terms of the
Debtor's limited liability company operating agreement, the
manager lacked the authority to initiate the bankruptcy
proceeding. Additionally, the petition was filed in bad faith and
is therefore subject to dismissal, according to LBUBS.
The U.S. Bankruptcy Court for the Southern District of California
will consider the motion to dismiss at a hearing on Sept. 15,
2011, at 2:00 p.m.
Counsel for LBUBS may be reached at:
Sue J. Hodges, Esq.
K&L GATES LLP
3580 Carmel Road, Suite 200
San Diego, CA 92130
Tel: (858) 509-7433
Fax: (858) 509-7459
JCK Hotels, LLC, fka Mira Mesa Hotels, LLC, operates the Holiday
Inn Express Mira Mesa Hotel and the Comfort Suites Mira Mesa Hotel
in San Diego, California. The Hotels are operated under licensing
and franchise agreements with Holiday Inn Express and Comfort
Suites.
JCK Hotels filed for Chapter 11 bankruptcy (Bankr. S.D. Calif.
Case No. 11-09428) on June 3, 2011. Judge Louise DeCarl Adler
presides over the case. William M. Rathbone, Esq., and Daniel C.
Silva, Esq., at Gordon & Rees LLP, in San Diego, Calif., serve as
bankruptcy counsel. While no formal appraisal has been done
recently, the Debtor believes the fair market value of both Hotels
exceeds $18 million. The petition was signed by Charles Jung,
managing member.
JCK HOTELS: Has Final Order on Use of LBUBS Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
has approved JCK Hotels, LC's request for to use cash collateral,
pursuant to a stipulation between the Debtor and creditor LBUBS
2005-C2 Mira Mesa L.P.
The Debtor requires the use of cash collateral to meet the
ordinary and necessary expenses of the operation and management of
the hotels.
According to the July 14, 2011 order, the Debtor is authorized to
use cash collateral in accordance with the stipulation and the
budget, with a permitted variance of not more than 10% on a line-
item basis.
LBUBS asserts a claim in the original principal amount of
$13,325,000, secured by substantially all of the Debtor's assets.
As adequate protection to LBUBS, the Debtor agrees to:
a. Pay on the 15th day of each month $65,000 commencing on
July 15, 2011.
b. grant LBUBS first priority additional security interests in,
and liens on, any and all previously unencumbered assets.
c. grant to LBUBS first priority security interests in, and
liens on, Debtor's causes of action, not including avoidance
actions arising under Bankruptcy Code Sections 544, 545, 546,
547, 548, 549, 550, or any other similar provisions of the
Bankruptcy Code.
The security interests and liens will be in addition to
prepetition security interest and liens which remain in full force
and effect. LBUBS will also have the right, but not the
obligation, to "credit bid" with respect to any plan of
reorganization or other proposed sale of collateral by the Debtor.
About JCK Hotels
JCK Hotels, LLC, fka Mira Mesa Hotels, LLC, operates the Holiday
Inn Express Mira Mesa Hotel and the Comfort Suites Mira Mesa Hotel
in San Diego, California. The Hotels are operated under licensing
and franchise agreements with Holiday Inn Express and Comfort
Suites.
JCK Hotels filed for Chapter 11 bankruptcy (Bankr. S.D. Calif.
Case No. 11-09428) on June 3, 2011. Judge Louise DeCarl Adler
presides over the case. William M. Rathbone, Esq., and Daniel C.
Silva, Esq., at Gordon & Rees LLP, in San Diego, Calif., serve as
bankruptcy counsel. While no formal appraisal has been done
recently, the Debtor believes the fair market value of both Hotels
exceeds $18 million. The petition was signed by Charles Jung,
managing member.
JEFFERSON, AL: Creditors May Match or Beat County Rates Proposal
----------------------------------------------------------------
Carla Main at Bloomberg News reports that the owners of Jefferson
County, Alabama, sewer bonds may offer a plan that matches or
betters a county proposal to increase sewerage rates by 8%
annually for three years as part of debt restructuring, said the
court-appointed receiver managing the system.
According to the report, Assured Guaranty Ltd., a bond-insurance
company that guarantees a portion of the county's $3.14 billion of
sewer debt, may insure part of a new issue which would help lower
borrowing costs and meet the county's rate target, said the
receiver, John Young, in a telephone interview.
Jefferson County, the report relates, scheduled an Aug. 12 meeting
where they will vote either to file for Chapter 9 bankruptcy
protection or to approve terms of an agreement with creditors,
which include JPMorgan Chase & Co. and bond insurers Assured,
Syncora Guaranty Inc. and Financial Guaranty Insurance Co.
According to Bloomberg, Assured insures $495.8 million of
Jefferson County sewer debt, according to its latest filing.
Assured's municipal-bond insurance subsidiary is rated AA+ by
Standard & Poor's, the second-highest investment grade.
The Bloomberg report relates that last week, creditors proposed
reducing the amount of sewer debt the county owes by $1 billion,
while asking the county to raise sewerage rates by 8 percent
annually for five years, according to commissioner Sandra Little
Brown.
Last Minute Concessions
Michael Corkery and Kelly Nolan, writing for The Wall Street
Journal, report that people familiar with the situation said
bondholders are weighing Jefferson county's demand for $100
million in last-minute concessions.
The Journal relates John S. Young, the court-appointed receiver,
said bondholders on Wednesday were working to get a proposed deal
to county officials that includes sewer-rate increases that were
equal to or lower than what the commission is seeking. If a deal
isn't reached, county officials have said they will vote Friday on
whether to file for bankruptcy.
The Journal notes that as a Friday deadline looms, debt-
restructuring talks have been snarled by the deal's potential
impact on poor residents, people familiar with the matter said.
"It is really, really close," Mr. Young said. "If they file for
bankruptcy, there will be a lot of people scratching their heads
why they did it."
About Jefferson County
Jefferson County has its seat in Birmingham, Alabama. It has a
population of 660,000. It ended its 2006 fiscal year with a
$42.6 million general fund balance, according to Standard &
Poor's.
Jefferson County is trying to restructure $3.2 billion in sewer
debt. A bankruptcy by Jefferson County stands to be the largest
municipal bankruptcy in U.S. history. It could beat the record of
$1.7 billion set by Orange County, California in 1994.
In September 2010, Alabama Circuit Court Judge Albert Johnson
named John S. Young Jr. LLC as receiver for the sewer system.
Jefferson County has retained Kenneth Klee, Esq., at Klee Tuchin
Bogdanoff & Stern LLP to represent the county in the event of
bankruptcy. Mr. Klee is considered to be a municipal-bankruptcy
expert, having handled Orange County, Calif.'s bankruptcy case in
1994.
LA BOTA DEVELOPMENT: Court Confirms First Amended Joint Plan
------------------------------------------------------------
On Aug. 8, 2011, the U.S. Bankruptcy Court for the Southern
District of Texas, Corpus Christi Division, confirmed the First
Amended Joint Plan of Reorganization of La Bota Development
Company, Inc., and Laredo Rock Tech Sand & Gravel, L.P., dated
June 24, 2011.
As reported in the TCR on June 24, 2011, the First Amended Joint
Plan proposes to satisfy: (i) all allowed secured claims to the
extent of the value of their collateral; (ii) all administrative
claims to be be paid under the terms of the First Amended Joint
Plan from the Distributable Proceeds; and (iii) all allowed
unsecured claims of both La Bota and Rock Tech to be paid in full
from the Distributable Proceeds.
Satisfaction of La Bota's creditor's claims will be derived from
the transfer of certain real property and post-confirmation
operating revenue. Payment of Rock Tech's Creditor's claims will
be derived from post-confirmation operating revenue and other
monies that may be available to satisfy the indebtedness. For the
purpose of the First Amended Joint Plan, La Bota's gross operating
proceeds after the deduction of monthly operating and other
expenses, will be referred to as the Distributable Proceeds of La
Bota. Rock Tech's post-confirmation income will be be referred to
as the Distributable Proceeds of Rock Tech.
All expenses of administration will be paid out of the respective
Debtor's Distributable Proceeds. Certain expenses will be subject
to Court approval. The Court will retain jurisdiction over the
estate until substantial consummation has occurred. All of La
Bota's obligations for taxes will be satisfied under Section
1129(a)(9)(c) from the Distributable Proceeds of La Bota.
Allowed General Unsecured Claims will be be paid in full by
monthly payments over the course of sixty (60) months. The
interest rate will be be zero.
It is anticipated that if all claims are allowed, the total
payment to La Bota's Allowed General Unsecured Claims will be
approximately $1,000 per month, and the total payment to Rock
Tech's Allowed General Unsecured Claims will be less than
$1,500.00 per month.
Equity interest owners in La Bota and Rock Tech will retain their
respective equity interests.
A copy of the First Amended Joint Plan is available at:
http://bankrupt.com/misc/labota.firstamendedjointplan.pdf
About La Bota Development
Sugar Land, Texas-based La Bota Development Company, Inc.,
is a real estate development company that owns and sells
residential and commercial real estate to developers. It also
owns a mobile home park in Nueces County, Texas and a mini-storage
facility in Harris County, Texas.
La Bota filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 10-20376) on May 3, 2010. The Company estimated
$50 million to $100 million in assets and $10 million to
$50 million in liabilities in its petition.
Debtor-affiliate Laredo Rock Tech Sand & Gravel, L.P., mines,
extracts and sells sand and gravel in Webb County, Texas. Laredo
Rock filed a separate petition for Chapter 11 bankruptcy
protection on May 3, 2010 (Bankr. S.D. Tex. Case No.
10-20377). In its petition, the Debtors disclosed assets of
$1,244,770 and debts of $1,501,506.
The cases are jointly administered under Case No. 10-23076.
LAKE PLEASANT: Morrill & Aronson Approved to Handle ADOT Suit
-------------------------------------------------------------
The Hon. Redfield T. Baum of the the U.S. Bankruptcy Court for the
District of Arizona authorized Lake Pleasant Group, LLP, and DLGC
II, LLC, to employ Morrill & Aronson, P.L.C. as special counsel
for DLGC with respect to certain condemnation litigation brought
by the Arizona Department of Transportation, which is currently
pending in the Maricopa County Superior Court as case number
CV2010-015022.
On May 11, 2010, the Arizona Department of Transportation filed a
complaint in condemnation and application for immediate possession
in the Maricopa County Superior Court against DLGC, Lake Pleasant
Associates, LLP, Johnson Bank and Maricopa County. The complaint
alleged that ADOT is vested by law with authority to exercise
complete and exclusive jurisdiction and control of state highways,
to establish, open, alter and relocate state highways, and to
acquire by condemnation real property which it considers necessary
for highway purposes. Pursuant to the authority, ADOT has
condemned a portion of the real property owned by DLGC. DLGC and
ADOT remain engaged in the ADOT Action to determine what DLGC must
be paid for the portion of its real property that was lost to
condemnation.
The hourly rates of the firm's personnel are:
K. Layne Morril $450
Martin A. Aronson $450
John T. Moshier $395
Christine R. Taradash $395
Stephanie L. Samuelson $330
Robert J. Moon $300
Rachel Aronson Zimmerman $175
Nicole Cain, paralegal $150
To the best of DLGC's knowledge, Morrill & Aronson is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About Lake Pleasant
Phoenix, Arizona-based Lake Pleasant Group, LLP, was formed for
the purpose of purchasing and developing 244 acres of real
property located near State Route 74 and Old Lake Pleasant Road in
Peoria, Arizona. The partnership filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 11-10170) on April 13, 2011.
In its schedules, Lake Pleasant Group disclosed assets of
$15,780,263 and liabilities of $10,301,552 as of the Petition
Date.
Affiliate DLGC II, LLC, simultaneously filed for Chapter 11
protection (Bankr. D. Ariz. Case No. 11-10174). DLGC owns 210
acres of real property located near State Route 74 and Old Lake
Pleasant Road in Peoria, Arizona. DLGC also owns interests in
Lake Pleasant Water Company and Lake Pleasant Sewer Company. DLGC
has valued these interests at $1,313,511 in its schedules. Mark
W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart PC,
in Phoenix, Ariz., represent the Debtors as counsel.
LAKE PLEASANT: Earl Curley Approved as Special Zoning Counsel
-------------------------------------------------------------
The Hon. Redfield T. Baum of the U.S. Bankruptcy Court for the
District of Arizona authorized Lake Pleasant Group, LLP, and and
DLGC II, LLC, to employ Earl Curley & Lagarde PC as special zoning
counsel for the Debtors.
ECL is providing legal services in connection with rezoning of the
Debtors' real property.
The hourly rates of ECL's personnel are:
Attorneys $350 - $390
In-house Professional Planners $225
To the best of the Debtors' knowledge, ECL is a "disinterested
person" as that term is defined in section 101(14) of the
Bankruptcy Code.
About Lake Pleasant
Phoenix, Arizona-based Lake Pleasant Group, LLP, was formed for
the purpose of purchasing and developing 244 acres of real
property located near State Route 74 and Old Lake Pleasant Road in
Peoria, Arizona. The partnership filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 11-10170) on April 13, 2011.
In its schedules, Lake Pleasant Group disclosed assets of
$15,780,263 and liabilities of $10,301,552 as of the Petition
Date.
Affiliate DLGC II, LLC, simultaneously filed for Chapter 11
protection (Bankr. D. Ariz. Case No. 11-10174). DLGC owns 210
acres of real property located near State Route 74 and Old Lake
Pleasant Road in Peoria, Arizona. DLGC also owns interests in
Lake Pleasant Water Company and Lake Pleasant Sewer Company. DLGC
has valued these interests at $1,313,511 in its schedules. Mark
W. Roth, Esq., and Wesley D. Ray, Esq., at Polsinelli Shughart PC,
in Phoenix, Ariz., represent the Debtors as counsel. Earl Curley
& Lagarde
PC serves as special zoning counsel for the Debtors.
LEE ENTERPRISES: Said to Secretly Launch Debt-Exchange Wednesday
----------------------------------------------------------------
Mike Spector, writing for The Wall Street Journal, reports that a
person familiar with the matter said Lee Enterprises Inc. planned
to ask lenders to participate in a debt-exchange as soon as
Wednesday night that would buy the newspaper publisher time to
continue reworking its finances.
The source told the Journal Lee doesn't plan to announce the
deal's launch because it is a private transaction among bank
lenders. The source said Lee hopes to get the deal done by the
end of the month.
The sources told the Journal Lee is expected to ask lenders to
exchange senior debt for new debt that matures later and pays
higher interest rates. Some creditors, including Goldman Sachs
Group Inc. and Monarch Alternative Capital, could also end up
owning about 13% of Lee under the deal's terms.
According to the source, Lee so far has lenders holding at least
two-thirds of its senior debt supporting the deal. If Lee can't
get enough other creditors to agree to the deal, it plans to file
a "prepackaged" bankruptcy, the person said. The Journal notes
that with the current two-thirds support from creditors, Lee has
enough votes to get a reorganization plan quickly approved in
court over reluctant debt holders' objections. That gives it
leverage to urge creditors to do the debt-exchange and avoid the
bankruptcy process.
Overall, Lee needs creditors holding 90% or more of senior debt to
support the debt-exchange for it to succeed.
The Journal says Lee and Goldman didn't immediately respond to
requests for comment. Monarch declined to comment.
A person familiar with the matter also told the Journal that Lee
also hopes in the near future to raise $175 million in new debt
that would repay more than $140 million in current bond debt.
About Lee Enterprises
Lee Enterprises, Inc., headquartered in Davenport, Iowa, publishes
the St. Louis Post Dispatch and the Arizona Daily Star along with
more than 40 other daily newspapers and about 300 weeklies.
Revenue for the 12 months ended December 2010 was approximately
$780 million.
The Company's balance sheet at June 26, 2011, showed $1.18 billion
in total assets, $1.26 billion in total liabilities, and a
$75.71 million total deficit.
* * *
As reported by the Troubled Company Reporter on May 16, 2011,
Standard & Poor's lowered its preliminary corporate credit rating
on Lee to 'B-' from 'B'. The rating outlook is negative. "The
downgrade is based on the company's significant near-term
maturities and our belief that alternative refinancing options
will likely be costly," said Standard & Poor's credit analyst Hal
F. Diamond. "We withdrew our 'B' preliminary issue rating on Lee
Enterprises' proposed $680 million first-lien senior secured notes
due 2017 with a preliminary recovery rating of '3' (also
withdrawn), indicating our expectation of meaningful (50%-70%)
recovery for lenders in the event of a payment default," S&P
related.
As reported by the TCR on May 6, 2011, Moody's withdrew its
ratings on Lee after the publisher cancelled a planned refinancing
that would have included the upsizing of its first lien senior
secured notes due 2017 to $680 million from $675 million, and
shifting of the coupon on the $375 million senior secured notes
due 2018 to a cash/PIK combination from all cash. Moody's had
previously assigned Caa1 Corporate Family Rating on Lee.
LEHMAN BROTHERS: Proposes to Sell Stake in Rosslyn Syndication
--------------------------------------------------------------
Lehman Brothers Holdings Inc. seeks a court ruling authorizing a
subsidiary to enter into a deal to sell its stake in Rosslyn
Syndication Partners JV LP for not less than $385 million.
Rosslyn LB Syndication Partner LLC, an indirect subsidiary of
LBHI, holds a 78.5% limited partnership interest in the joint
venture which owns a 10-property office building portfolio in
Virginia.
Under the proposed deal, Rosslyn LB will sell its stake to a
subsidiary or affiliate of U.S. Real Estate Opportunities I L.P.,
a joint venture in which Goldman Sachs & Co. is the general
partner.
U.S. Real Estate may terminate the deal if LBHI fails to obtain
court approval by September 30, 2011. It may make a claim
against Rosslyn LB for breach of representation and warranties
for a period to be agreed upon after closing, subject to floor
and caps.
Lehman Commercial Paper Inc. will guarantee the post-closing
obligations of Rosslyn LB in an aggregate amount not to exceed
$15 million.
The sale must be completed 20 business days after its approval by
the Court, according to court papers.
A private sale is appropriate because LBHI has "thoroughly
marketed" Rosslyn LB's interest and believes that any further
marketing would not result in any increased value to its estate,
according to Lehman lawyer, Alfredo Perez, Esq., at Weil Gotshal
& Manges LLP, in Houston, Texas.
The Court will hold a hearing on August 17, 2011, to consider
approval of the request. The deadline for filing objections is
August 10, 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: Ask for OK of Fraser Asset Mgt. Agreement
----------------------------------------------------------
Lehman Brothers Holdings Inc. and its affiliated debtors seek
court approval of an agreement with WCAS/Fraser Sullivan
Investment Management LLC to manage their portfolio of commercial
loans.
The deal was hammered out in light of LBHI's plan to monetize the
portfolio by executing collateralized loan obligations (CLOs)
transactions and by selling their commercial loans to CLO
issuers.
As of July 15, 2011, the company and other Lehman units held
commercial loans issued by or equity interests in 157 issuers
with an aggregate principal balance of about $3.8 billion, and
unfunded commitments in the sum of $1.5 billion, according to
court filings.
Under the deal, Fraser Sullivan will be employed to provide asset
management and investment management services related to the
commercial loan portfolio. Subject to market conditions, the
firm will also execute a series of CLOs involving at least
$500 million of loans no later than 180 days after the deal takes
effect and an additional $500 million of loans no later than one
year after the effective date.
A team of managers at LAMCO LLC that currently manages the
commercial loan portfolio will be tapped by Fraser Sullivan after
the effective date, according to the deal.
LBHI estimates that the total management fees to be paid to
Fraser Sullivan for the management of the portfolio will be
approximately $3 million for the period September 1 to
December 31, 2011; $9 million for next year and $8 million for
2013.
The deal also authorizes the Lehman units to sell commercial
loans to CLO issuers. Upon the closing of CLOs, the Lehman units
that have sold their loans will receive cash and economic equity
interests in the CLOs.
The deal is formalized in a 32-page agreement which is available
for free at http://bankrupt.com/misc/LBHI_FraserDealCLP.pdf
Based on market conditions and the composition of the commercial
loan portfolio as of July 15, 2011, LBHI will receive about $1.6
to $2 billion in cash from the proceeds received from sale of the
multiple tranches of securities issued by CLO issuers. The funds
can be used to make distributions to creditors immediately after
the company's proposed Chapter 11 plan takes effect, according to
Douglas Lambert, managing director with Alvarez and Marsal.
Earlier, LBHI sought and obtained court approval to file under
seal a schedule of its commercial loans, which reportedly
contains confidential information.
The Court will hold a hearing on August 17, 2011, to consider
approval of the proposed deal. The deadline for filing
objections is August 10, 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: Has Deal With LBI on $14-Mil. With NY Comptroller
------------------------------------------------------------------
Lehman Brothers Holdings Inc. seeks court approval of a settlement
with James Giddens, the trustee for the liquidation of Lehman
Brothers Inc., which calls for the allocation of more than $14
million deposited by The New York State Comptroller Office of
Unclaimed Funds.
The funds, which consist of cash and securities, are held in the
Clerk of Court's registry by NYS OUF in the name of LBI and other
Lehman units pursuant to the New York State Abandoned Property
Law.
Pursuant to the settlement between LBHI and LBI's trustee, the
company and other Lehman units will receive $1,315,471 of the
funds while $13,157,964 will be allocated to the brokerage firm.
LBHI and the trustee also agreed to a mechanism to eliminate the
need for future court intervention related to additional
distributions of funds from NYS OUF.
A full-text copy of the agreement is available without charge at
http://bankrupt.com/misc/LBHI_TrusteeDealUnclaimedFunds.pdf
Late last year, Judge James Peck approved an agreement between
LBHI and the trustee for an immediate release of $750,000 held in
the Clerk of Court's registry to LBI in order for the trustee to
remit those funds to Unclaimed Property Recovery Services Inc.
Judge Peck will hold a hearing on August 17, 2011, to consider
approval of the settlement. The deadline for filing objections
is August 10, 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: Rejecting Four Reserve Fund Agreements
-------------------------------------------------------
Lehman Brothers Special Financing Inc. seeks approval from the
U.S. Bankruptcy Court for the Southern District of New York to
reject four executory contracts.
The contracts include so-called reserve fund agreements with the
Delaware River Port Authority, Public Power Generation Agency and
Golden State Tobacco Securitization Corp. A schedule of the
contracts is available for free at:
http://bankrupt.com/misc/LBHI_RejectedRFCs.pdf
The contracts do not mature for some time and are not receivables
of LBSF's estate, according to Lehman lawyer, Robert Lemons,
Esq., at Weil Gotshal & Manges LLP, in New York.
In connection with the proposed rejection of the contracts, LBSF
also asks the Court to approve procedures for claims that may be
asserted as a result of the rejection. Details of these
procedures are contained in LBSF's proposed order, a copy of
which is available for free at:
http://bankrupt.com/misc/LBHI_RejectedRFCProcess.pdf
The Court will hold a hearing on August 17, 2011, to consider
approval of the request. The deadline for filing objections is
August 10, 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: LCPI to File Amended Plans for SunCal Debtors
--------------------------------------------------------------
Judge James Peck, the judge handling the bankruptcy cases of
Lehman Brothers Holdings Inc. and its affiliates, signed another
order authorizing, but not directing, the Debtors to enter into
the Third Amended Lehman/Trustee TD Plan and the Third Amended
Lehman VD Plan for the SunCal Debtors, and consummate all of the
transactions contemplated thereunder. The new order corrects some
typographical errors in the original order.
The Debtors are also authorized, but not directed, to make all
payments contemplated under the Third Amended Lehman/Trustee TD
Plan, provided that if, prior to that plan's effective date, the
Lehman Creditors' good faith estimate of the amount of the
funding the Lehman Creditors could be required to provide exceeds
$55 million, plus the amount of the administrative loans any of
them made after August 10, 2010, the Debtors will consult with
and obtain the consent of the Lehman Creditors Committee prior to
determining whether to consummate the Third Amended
Lehman/Trustee TD Plan.
The Debtors are further authorized, but not directed, to make all
payments contemplated under the Third Amended Lehman VD Plan,
provided that if, prior to that plan's effective date, either (a)
the Lehman Lenders' good faith estimate of the amount of funding
the Lehman Lenders could be required to provide under the plan
exceeds $22 million with respect to the Group I Debtors, or (b)
the Lehman Lenders' good faith estimate of "Allowed Senior
Claims" exceeds $3 million with respect to the Group II Debtors,
the Debtors will consult with and obtain the consent of the
Lehman Creditors Committee prior to determining whether to
consummate the Third Amended Lehman VD Plan.
LCPI or LBHI may cash bid in the SunCal Property Auction or any
market sale of the SunCal Properties, provided any cash bids are
subject to the business judgment of the Debtors' Board of
Directors and the consent of the Lehman Creditors Committee.
LBHI may provide for the LBHI Plan Funding, provided that the
allocation of costs and benefits between LBHI and LCPI in
connection with the funding of the Third Amended Lehman Plans is
preserved for determination at a later date.
Judge Peck also ruled that any and all pre- and postpetition
claims, rights and obligations that the Debtors may have against
each other in connection with the subject matter of the Motion or
the transactions contemplated by the Lehman Plans and the SunCal
Plans are fully preserved and will not be prejudiced by the entry
of this Order. The allocation of costs and benefits between or
among the Debtors and non-Debtor affiliates in connection with
the Lehman Plans is preserved.
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)
LOS ANGELES DODGERS: Attendance at Games Lowest in Decade
---------------------------------------------------------
Chapter11Cases.com reports that it has conducted an analysis of
attendance at this year's Dodgers home games through the game on
August 8 (a 5-3 loss to the Philadelphia Phillies), and found out
that the Dodgers "are on pace for their worst home attendance in
over a decade by most, if not all, measures."
According to Chapter11Cases.com, the change in the Dodgers' home
attendance is also the worst of all Major League Baseball teams
this season, whether measured by the gross change in average
attendance or by the percentage change from last season.
Interestingly, the team's June 27th bankruptcy filing seems to
have had little effect on home attendance.
About the Los Angeles Dodgers
Los Angeles Dodgers LLC operates the Los Angeles Dodgers, a
professional Major League Baseball club in the Los Angeles
metropolitan area. Frank McCourt, a Boston real-estate developer
who unsuccessfully bid for the Boston Red Sox, bought the Dodgers
from Rupert Murdoch's Fox Entertainment Group, Inc. in 2004 for
$330 million. Mr. McCourt also bought the Dodgers Stadium from
Fox for $100 million.
Los Angeles Dodgers LLC filed for bankruptcy protection (Bankr. D.
Del. Lead Case No. 11-12010) on June 27, 2011, after MLB
Commissioner Bud Selig rejected a television deal with News
Corp.'s Fox Sports, leaving Mr. McCourt unable to make payroll for
June 30 and July 1. Fox Sports has exclusive cable television
rights for Dodgers games until the end of 2013 baseball season.
Chapter 11 filings were also made for LA Real Estate LLC, an
affiliated entity which owns Dodger Stadium, and three other
related holding companies.
The petition estimates assets of up to $500 million and debts of
up to $1 billion. According to Forbes, the team is worth about
$800 million, making it the third most valuable baseball team
after the New York Yankees and the Boston Red Sox.
Judge Kevin Gross presides over the case. Lawyers at Young,
Conaway, Stargatt & Taylor and Dewey & LeBoeuf LLP serve as the
Debtors' bankruptcy counsel. Epiq Bankruptcy Solutions LLC is the
claims and notice agent. Thomas Lauria, Esq., at White & Case,
represents MLB.
Attorneys at Morrison & Foerster LLP and Pinckney, Harris &
Weidinger, LLC, serve as counsel to the Official Committee of
Unsecured Creditors.
The LA Dodgers is the 12th professional sports team in North
America to have sought bankruptcy protection, and the fifth
baseball club to have done so, after the Texas Rangers in 2010;
the Chicago Cubs in 2009; the Baltimore Orioles in 1993; and the
Seattle Pilots in 1970. The other seven teams were from the
National Hockey League, including the Phoenix Coyotes in 2009.
LOUISVILLE ORCHESTRA: Pension Fund's $3-Mil. Claim Threatens Plan
-----------------------------------------------------------------
Elizabeth Kramer at the Courier Journal reports that a musicians'
pension fund claims the Louisville Orchestra owes it more than $3
million and wants a judge to shut down the orchestra and sell its
assets to pay debts.
According to the report, the pension fund has asserted the
orchestra owes a $3 million penalty for withdrawing from the fund
last November before it filed for Chapter 11 bankruptcy.
The report says the orchestra estimates its assets at $335,000 and
has acknowledged owing the pension fund $43,486.
The Courier Journal says the orchestra has worked out a repayment
plan that it expects its creditors Chase, Fifth Third Bank and the
Kentucky Center will support. The orchestra's plan calls for
Chase to get $175,000 of the $350,000 it's owed and Fifth Third
Bank's $155,000 debt will be paid through a donation from an
unnamed patron. The orchestra is proposing to cover half of the
$48,000 it owes the Kentucky Center on a lease through $2,000
monthly payments over a year.
The Courier Journal notes that if the pension fund is successful
in its attempt to have the bankruptcy reorganization converted to
a liquidation, those plans would be tossed out.
The report relates that the pension fund also argues that without
a labor contract with its musicians, the orchestra's plan to carry
out its plan is unrealistic. Before their last contract expired,
the musicians had turned down management's proposal to cut the
number of working weeks from 37 to 30 and employ 71 musicians
under a system in which only 40 would work the full 30 weeks. The
other musicians would be employed for either 10 or 20 weeks per
year.
Bankruptcy court Judge David T. Stosberg will consider the
pension's argument Monday, during a confirmation hearing on the
orchestra's reorganization plan.
About Louisville Orchestra
Based in Louisville, Kentucky, Louisville Orchestra, Inc. filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Ky. Case No. 10-
36321) on Dec. 3, 2010. Judge David T. Stosberg presides over the
case. Daniel T. Albers, Jr., Esq., Mark A. Robinson, Esq., and
Robert Wagner, Esq., at Valenti Hanley & Robinson PLLC, represent
the Debtor. In its schedules, Louisville Orchestra disclosed it
had $412,000 in assets and $1.4 million in liabilities.
L.P.B. PROPERTIES: Case Summary & 5 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: L.P.B. Properties, Inc.
P.O. Box 325
Wrens, GA 30833
Bankruptcy Case No.: 11-11523
Chapter 11 Petition Date: August 5, 2011
Court: U.S. Bankruptcy Court
Southern District of Georgia (Augusta)
Judge: Susan D. Barrett
Debtor's Counsel: James C. Overstreet, Jr., Esq.
KLOSINSKI OVERSTREET, LLP
#7 George C. Wilson Court
Augusta, GA 30909
Tel: (706) 863-2255
Fax: (706) 863-5885
E-mail: jco@klosinski.com
Scheduled Assets: $8,786,857
Scheduled Debts: $5,686,291
A list of the Company's five largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/gasb11-11523.pdf
The petition was signed by W.T. Lamb, president.
Debtor-affiliates filing separate Chapter 11 petitions:
Entity Case No. Date
------ -------- ----
BLJ, LLC -- --
MAD Properties, LLC -- --
W.T. Lamb and Marian R. Lamb Banrk. S.D. Ga. 11-11522 08/05/11
MACCO PROPERTIES: Sole Shareholder Files Full-Payment Plan
----------------------------------------------------------
Jennifer Price, the sole equity shareholder of Macco Properties,
filed on July 21, 2011, a proposed plan of reorganization and
explanatory disclosure statement for Macco Properties, Inc.
The Plan is to repay in full its monetary obligations to allowed
priority and administrative claims, allowed unsecured claims, and
to reaffirm all guarantees, notes, mortgages, and/or any other
continuing obligation to secured creditors. The Debtor will use
the funds currently on hand in the estate being held by the
Chapter 11 Trustee, and the income generated through its ordinary
course of business to make all the required payments immediately
upon the Effective Date of the Plan.
Upon the Effective Date of the Plan, the original management team
and employees of the Reorganized Debtor will immediately be
restored, including, but not limited to, corporate officers Lew
McGinnis and Jennifer Price, who will be compensated in the same
manner as they had been by the Debtor prior to the Petition Date.
The appointment of the Chapter 11 Trustee will be immediately
terminated, if not previously terminated by Final Order of the
Bankruptcy Court.
Under the Plan, the estate already has sufficient funds with which
to pay all liquidated, non-contingent, undisputed claims currently
due and owing in full, and Debtor will proceed in a normal course
of business in order to distribute to the Creditors according to
their relative rights and priorities, and to reaffirm all current
guarantees, notes, mortgages, and other financial documents owed
to Secured Creditors, and any other agreements made or to be made
with the Secured Creditors related to Debtor's loan obligations.
The Plan treats claims and interests as follows:
Class Treatment
----- ---------
1. Administrative Expense Paid in Full.
Claims
2. Undisputed, non- Not disclosed.
contingent unsecured
claims - $563,428
3. Contingent, unliquidated Will receive their indubitable
and/or disputed claims equivalent of their interests as
based on inter-corporate such existed prior to the
guarantees - $36,140,729 commencement of the bankruptcy
case.
4. Secured Claims - $831,536 Will retain the liens on their
Collateral. Creditors will
receive their indubitable
equivalent of their interests as
such existed prior to the
commencement of the bankruptcy
case.
5. Equity security interest Will retain its 100% equity
of Jennifer Price interest in the Debtor.
All of the Claims are unimpaired under the Plan.
Counsel for Jennifer Price may be reached at:
Terrance A. Hiller, Jr.
SEYBURN, KAHN, GINN, BESS & SERLIN, P.C.
2000 Town Center, Suite 1500
Southfield, MI 48075
Tel: (248) 353-7620
E-mail: thiller@seyburn.com
- and -
Laurence L. Pinkerton, Esq.
PINKERTON & FINN, P.C.
Penthouse Suite
15 E. 5th Street
TULSA, OK 74103-4303
Tel: (918) 587-1800
A copy of Disclosure Statement is available at:
http://bankrupt.com/misc/maccoproperties.DS.jpriceplan.pdf
About Macco Properties
Oklahoma City, Oklahoma-based Macco Properties, Inc., is a real
estate holding and management company which is the sole member of
numerous limited liability companies. The limited liability
companies own 27 real estate properties, consisting primarily of
apartment complexes, and commercial office space situated in
Oklahoma and Kansas.
The Company filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Okla. Case No. 10-16682) on Nov. 2, 2010. Bobbie G. Bayless,
Esq., at Bayless & Stokes, in Houston, and Michael Paul Kirschner,
Esq., at Robertson & Williams, in Oklahoma City, Okla., serve as
the counsel to the Debtors. The Debtor disclosed $50,823,581 in
total assets, and $4,323,034 in total liabilities.
The Official Unsecured Creditors' Committee is represented by
Ruston C. Welch, at Welch Law Firm, P.C., in Oklahoma City,
Oklahoma.
As reported in the TCR on June 17, 2011, the Bankruptcy Court
approved the appointment of Michael E. Deeba as the Chapter 11
trustee in the case of Macco Properties, Inc. Richard A. Weiland,
the U.S. Trustee for Region 20, selected Mr. Deeba pursuant to the
order directing the appointment of a Chapter 11 trustee dated
May 31, 2011. Janice Loyd, Esq., represents the Chapter 11
Trustee.
MARCO POLO: Reaches Agreement to Use Cash in Bankruptcy
-------------------------------------------------------
Carla Main at Bloomberg News reports that Marco Polo Seatrade BV
reached an agreement with creditors Credit Agricole SA and Royal
Bank of Scotland Group Plc to use its cash collateral amid
criticism from the banks that it wrongly filed for bankruptcy in
New York. Robert G. Burns, a lawyer for Marco Polo, told U.S.
Bankruptcy Judge James M. Peck in Manhattan Aug. 10 that the
parties reached the agreement. Mr. Burns said the Company was
also working on a longer-range cash-flow budget.
The report relates that Marco Polo, the Amsterdam-based owner of
six vessels, withdrew its request for a $1 million debtor-in-
possession, or bankruptcy-financing, loan. Mr. Burns told Judge
Peck that Edinburgh-based RBS had found accounts with $1.1 million
unencumbered by liens. Credit Agricole SA, an agent to lenders
owed $89.7 million, said in court papers the ship owner has no
connection with New York, where its bankruptcy was filed. Paris-
based Credit Agricole had sought to block Marco Polo from using
cash collateral on those grounds.
About Marco Polo
Marco Polo Seatrade B.V. operates an international commercial
vessel management company that specializes in providing commercial
and technical vessel management services to third parties.
Founded in 2005, the Company mainly operates under the name of
Seaarland Shipping Management and maintains corporate headquarters
in Amsterdam, the Netherlands. The primary assets consist of six
tankers that are regularly employed in international trade, and
call upon ports worldwide.
Marco Polo and three affiliated entities filed for Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 11-13634) on July 29,
2011. The other affiliates are Seaarland Shipping Management
B.V.; Magellano Marine C.V.; and Cargoship Maritime B.V.
Marco Polo is the sole owner of Seaarland, which in turn is the
sole owner of Cargoship, and also holds a 5% stake in Magellano.
The remaining 95% stake in Magellano is owned by Amsterdam-based
Poule B.V., while another Amsterdam company, Falm International
Holding B.V. is the sole owner of Marco Polo. Falm and Poule
didn't file bankruptcy petitions.
The filings were prompted after lender Credit Agricole Corporate &
Investment Bank seized one ship on July 21, 2011, and was on the
cusp of seizing two more on July 29. The arrest of the vessel was
authorized by the U.K. Admiralty Court. Credit Agricole also
attached a bank account with almost US$1.8 million on July 29.
The Chapter 11 filing precluded the seizure of the two other
vessels.
Evan D. Flaschen, Esq., Robert G. Burns, Esq., and Andrew J.
Schoulder, Esq., at Bracewell & Giuliani LLP, serve as bankruptcy
counsel. The cases are before Judge James M. Peck.
The petition said assets and debt are both more than US$100
million and less than US$500 million.
MCCLATCHY CO: Reports $4.9 Million Net Income in June 26 Quarter
----------------------------------------------------------------
The McClatchy Company filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, reporting net income
of $4.94 million on $314.25 million of net revenues for the three
months ended June 26, 2011, compared with net income of $7.27
million on $342.03 million of net revenues for the same period a
year ago.
The Company also reported net income of $2.98 million on $617.98
million of net revenues for the six months ended June 26, 2011,
compared with net income of $9.48 million on $677.59 million of
net revenues for the same period during the prior year.
The Company's balance sheet at June 30, 2011, showed $3.05 billion
in total assets, $2.85 billion in total liabilities, current and
non-current, and $203.47 million in total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/a8DvP4
About The McClatchy Company
Sacramento, Calif.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is the third largest newspaper
company in the United States, publishing 30 daily newspapers, 43
non-dailies, and direct marketing and direct mail operations.
McClatchy also operates leading local websites in each of its
markets which extend its audience reach. The websites offer users
comprehensive news and information, advertising, e-commerce and
other services. Together with its newspapers and direct marketing
products, these interactive operations make McClatchy the leading
local media company in each of its premium high growth markets.
McClatchy-owned newspapers include The Miami Herald, The
Sacramento Bee, the Fort Worth Star-Telegram, The Kansas City
Star, The Charlotte Observer, and The News & Observer (Raleigh).
* * *
In February 2010, Moody's Investors Service upgraded The McClatchy
Company's Corporate Family Rating to Caa1 from Caa2, Probability
of Default Rating to Caa1 from Caa2, and senior unsecured and
unguaranteed note ratings to Caa2 from Caa3, concluding the review
for upgrade initiated on January 27, 2010. The upgrades reflect
McClatchy's improved liquidity position and reduced near-term
default risk following completion of the company's refinancing,
and its ability to stabilize EBITDA performance through
significant cost reductions. The rating outlook is stable.
In the May 12, 2011, edition of the TCR, Standard & Poor's Ratings
Services lowered its corporate credit rating on Sacramento,
Calif.-based The McClatchy Co. to 'B-' from 'B'. "The downgrade
reflects our expectation that continued declines in advertising
revenues will outweigh the company's cost reduction measures,
resulting in steadily rising debt leverage over the intermediate
term despite some modest debt reduction that will likely occur
over the near term," said Standard & Poor's credit analyst Harold
Diamond. The 'B-' corporate credit rating on Sacramento, Calif.-
based McClatchy reflects Standard & Poor's expectation that
advertising revenues will decline at a high-single-digit% rate in
2011, and EBITDA will fall at a mid-double-digit pace.
As reported by the Troubled Company Reporter on Feb. 8, 2011,
Fitch Ratings has upgraded the Issuer Default Rating of the
McClatchy Company to 'B-'. The Rating Outlook is Stable. The
revenue declines endured by McClatchy in 2010 were materially
lower than Fitch's expectation. Fitch had modeled declines in the
mid-teens versus actual declines in the mid-single digits. While
Fitch expected the company to focus on cost containment, the
company's success exceeded Fitch expectations. Fitch had expected
EBITDA to decline more than 10% versus actual EBITDA growth in the
mid-single digits. As a result absolute debt and leverage were
better than Fitch expectations. Fitch estimates 2010 year end
gross unadjusted leverage of approximately 4.7 times. Fitch
expects the company will be able to meet its pension funding
obligations and satisfy all of its maturities up to and including
its senior unsecured notes due in 2014 ($169 million balance as of
Sept. 30, 2010). Also, Fitch does not expect McClatchy will have
any issues meeting its credit agreement financial covenants (under
both Fitch's base and stress cases).
MEDCORP INC: Has $36.5-Mil. in Debts, Mostly to IRS
---------------------------------------------------
The Toledo Blade reports that MedCorp Inc. has no assets and
$36.5 million in liabilities including taxes.
According to the report, the company filed for Chapter 11
bankruptcy protection in June after a Lucas County Common Pleas
Court ordered the company's sale to a New York City equity fund.
The bankruptcy filing halted the pending deal.
MedCorp's top creditor is the Internal Revenue Service, owed
$34.6 million. Other liabilities include $292,900 to Laurel
Capital Corp. in Pennsylvania and $236,200 to Speedway LLC, among
other debts.
Medcorp, Inc., filed a Chapter 11 petition (Bankr. N.D. Ohio Case
No. 11-33239) on June 10, 2011, estimating assets and debts of up
to $50,000. Affiliate Medcorp E.M.S. South, LLC (Bankr. N.D. Ohio
Case No. 11-33256) and Stickney Avenue Investment Properties LLC,
also filed.
MGM RESORTS: Reports $3.4 Billion Net Income in Second Quarter
--------------------------------------------------------------
MGM Resorts International reported net income of $3.45 billion on
$1.80 billion of revenue for the three months ended June 30, 2011,
compared with a net loss of $883.47 million on $1.54 billion of
revenue for the same period a year ago.
The current year results include a gain of $3.5 billion (or $6.30
per share) as a result of acquiring a controlling interest in MGM
China Holdings Limited, which the Company began consolidating as
of June 3, 2011.
The Company also reported net income of $3.36 billion on $3.31
billion of revenue for the six months ended June 30, 2011,
compared with a net loss of $980.21 million on $3.01 billion of
revenue for the same period during the prior year.
The Company's balance sheet at June 30, 2011, showed
$27.21 billion in total assets, $17.17 billion in total
liabilities, and $10.04 billion in total equity.
"We have shown growth in year over year cash flows throughout the
first half and expect those trends will continue. We believe the
foundation of the Las Vegas recovery is solid and our business is
building," said Jim Murren, MGM Resorts International Chairman and
CEO. "MGM Macau had another record quarter and the acquisition of
a controlling interest in MGM China marks an important step in
expanding our global operations and profitability."
A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/GIkFHi
About MGM Resorts
MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50%
investments in four other properties in Nevada, Illinois and
Macau.
The Company's balance sheet at March 31, 2011, showed $18.76
billion in total assets, $15.84 billion in total liabilities and
$2.92 billion in total stockholders' equity.
The Company reported a net loss of $1.44 billion on $6.01 billion
of revenue for the year ended Dec. 31, 2010, compared with a net
loss of $1.29 billion on $5.97 billion of revenue during the prior
year.
* * *
As reported by the Troubled Company Reporter on Oct. 18, 2010,
Standard & Poor's Ratings Services revised its rating outlook on
MGM Resorts to stable from developing. At the same time, S&P
affirmed all of its existing ratings on MGM, including the 'CCC+'
corporate credit rating.
The 'CCC+' corporate credit rating reflects MGM's significant debt
burden, S&P's expectation for meaningful declines in cash flow
generation in 2010, and the company's weak liquidity position.
While MGM maintains a leading presence on the Las Vegas Strip,
2010 will be another challenging year for the Strip, and prospects
for a meaningful rebound in 2011 are uncertain. The recent
pricing of the primary offering of common stock has bolstered
liquidity; however, the company's ability to weather the current
downturn and continue to service its debt obligations over the
longer term relies on continued progress toward addressing its
challenging debt maturity schedule, as well as a substantial
rebound in cash flow generation.
The TCR also reported that Fitch Ratings revised the Rating
Outlook for MGM Resorts to Positive following the company's equity
issuance. In addition, Fitch affirmed the Issuer
Default Rating at 'CCC'. MGM's 'CCC' IDR continues to reflect a
credit profile with substantial credit risk. MGM's probability of
default still displays a high sensitivity to an uninterrupted
recovery in the Las Vegas market, significant reliance on a
favorable refinancing and capital markets environment due to its
heavy debt maturity schedule, a highly leveraged balance sheet
despite potential debt reduction from the equity issuance, and a
weak near-term free cash profile. In addition, MGM's obligation
under the CityCenter completion guarantee continues to escalate,
and Fitch believes the company is currently under-investing in its
properties, which will likely impact asset quality.
As reported by the TCR on March 4, 2011, Moody's upgraded MGM
Resorts International's Corporate Family rating to B3 and its
Probability of Default rating to Caa1. The upgrade reflects signs
of modest improvement in demand trends in Las Vegas, debt
repayment during 2010 from the proceeds of equity issuances, and
completion of a new multi-year financing package for CityCenter
(MGM's 50% owned project on the Las Vegas Strip.)
MMFX TECHNOLOGIES: Emerges from Chapter 11 Bankruptcy
-----------------------------------------------------
MMFX Technologies Corporation has successfully emerged from
Chapter 11 Bankruptcy, effective August 8, 2011, under a Plan of
Reorganization confirmed by the court on July 22, 2011. Under the
terms of the Plan, the company's new ownership includes PP Equity
Holdings, LLC, White Strategic Master Fund, LP and Investment
Funding, Inc.
MMFX emerged as a stronger, more financially sound company than
prior to its reorganization and plans to continue selling its
high-strength and corrosion-resistant steel products into the
construction market.
Irvine, California-based MMFX International Holdings, Inc., and
MMFX Canadian Holdings, Inc., filed for Chapter 11 (Bankr. C.D.
Calif. Case Nos. 10-10085 and 10-10083) on Jan. 5, 2010. Margaret
M. Mann, Esq., at Sheppard Mullin Richter & Hampton LLP assists
the Debtors in their restructuring efforts. No committee of
unsecured creditors has been appointed. MMFX International
estimated assets and debts of $50 million to $100 million as of
the Chapter 11 filing.
MOO & OINK: Could be Liquidated Absent Buyer
--------------------------------------------
Austin Weekly News reports that a Chicago grocery store that has
been a staple in the black community for nearly 30 years will
either be sold or face liquidation.
According to the report, a decline in sales and a sagging economy
could force Moo & Oink Inc. to liquidate its assets "as soon as
reasonably possible," according to a letter sent to the company's
creditors on Aug. 2 by Steven Nerger, who has been appointed by
the company as trustee and assignee for the benefit of creditors
of Moo & Oink Inc. Nerger's letter references three Chicago
locations. There's a fourth store in the south suburbs.
The Company has $10.1 million in liabilities, according to the
letter, but has assets of just $6.1 million as of June 7.
Austin Weekly News relates that Moo & Oink, incorporated in 1982,
attempted to sell the business beginning in 2010. But the owners
were unable to find a buyer interested in purchasing the retail
meat company, which is famous in Chicago for its quirky television
commercials and hand-cleaned chitterlings.
MPG OFFICE: Caspian, et al., Acquire 919,097 Common Shares
----------------------------------------------------------
In an amended Schedule 13D filing with the U.S. Securities and
Exchange Commission, Caspian Capital LP and its affiliates
disclosed that, as of Aug. 8, 2011, they acquired 919,097 shares
of common stock of MPG Office Trust, Inc.
As previously reported by the TCR on May 24, 2011, Caspian
Capital, et al., disclosed that they beneficially own 863,047
shares of 7.625% Series A Cumulative Redeemable Preferred Stock of
MPG Office, representing 8.6% of the shares outstanding.
A full-text copy of the filing is available for free at:
http://is.gd/dvrRpl
About MPG Office Trust
MPG Office Trust, Inc., fka Maguire Properties Inc. --
http://www.mpgoffice.com/-- is the largest owner and operator of
Class A office properties in the Los Angeles central business
district and is primarily focused on owning and operating high-
quality office properties in the Southern California market. MPG
Office Trust is a full-service real estate company with
substantial in-house expertise and resources in property
management, marketing, leasing, acquisitions, development and
financing.
The Company's balance sheet at March 31, 2011, showed
$2.72 billion in total assets, $3.80 billion in total liabilities,
and a $1.08 billion in total deficit.
The Company reported a net loss of $197.94 million on
$406.89 million of total revenue for the year ended Dec. 31 2010,
compared with a net loss of $869.72 million on $423.84 million of
total revenue during the prior year.
The Company has been focused on reducing debt, eliminating
repayment and debt service guarantees, extending debt maturities
and disposing of properties with negative cash flow. The first
phase of the Company's restructuring efforts is substantially
complete and resulted in the resolution of 18 assets, relieving
the Company of approximately $2.0 billion of debt obligations and
potential guaranties of approximately $150 million.
MRA PELICAN: Files for Chapter 11 in Fort Lauderdale
----------------------------------------------------
MRA Pelican Pointe Apartments, LLC, doing business as Whispering
Isles Apartments, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 11-32457), estimating assets and debts of up to
$50 million.
MRA has immediately filed with the bankruptcy court a motion to
direct a receiver to return custody and management of an apartment
complex.
The Debtor owns the Whispering Isles Apartments, located at 250
West Sample Road, Pompano Beach, Florida. Fannie Mae, which holds
a mortgage on the property, obtained an order from the circuit
court appointing Margaret Smith as receiver of the property. The
property has been under the possession of the receiver since May.
The Debtor also claims that the receiver is in possession of cash
belonging to the bankruptcy estate -- $490,000 deposited in a Bank
of America account.
MRA PELICAN: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: MRA Pelican Pointe Apartments, LLC
dba Whispering Isles Apartments
c/o Addison Advisors
7050 W. Palmetto Park Road, Suite 15
Boca Raton, FL 33433
Bankruptcy Case No.: 11-32457
Chapter 11 Petition Date: August 10, 2011
Court: U.S. Bankruptcy Court
Southern District of Florida (Fort Lauderdale)
Debtor's Counsel: Bradley S. Shraiberg, Esq.
SHRAIBERG, FERRARA, & LANDAU P.A.
2385 NW Executive Center Drive, #300
Boca Raton, FL 33431
Tel: (561) 443-0801
Fax: (561) 998-0047
E-mail: bshraiberg@sfl-pa.com
Scheduled Assets: $12,003,200
Scheduled Debts: $14,661,009
The Company did not file a list of creditors together with its
petition.
The petition was signed by Aryeh Kieffer, manager.
NACABI TRADING: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Nacabi Trading, Inc.
dba Tehama
619 Hermitage Circle
Palm Beach Gardens, FL 33410-1612
Bankruptcy Case No.: 11-32325
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Paul G. Hyman Jr.
Debtor's Counsel: Katherine Jay, Esq.
KATHERINE JAY, P.A.
401 E Las Olas Blvd #1400
Fort Lauderdale, FL 33301
Tel: (954) 357-0897
Fax: (888) 688-9486
E-mail: jay@kjaylaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flsb11-32325.pdf
The petition was signed by Mark S. Banks, president.
NEWMARKET CORPORATION: Moody's Changes Outlook to Positive
----------------------------------------------------------
Moody's Investors Service changed NewMarket Corporation's rating
outlook to positive from stable. This action reflects the
sustained improvement in financial performance and the expectation
it will continue to generate strong performance and credit metrics
supportive of a higher rating over the next 12-18 months.
RATINGS RATIONALE
NewMarket has expanded EBITDA margins and grown sales volumes
since the last downturn in its markets (in 2008-2009). Gross
margins expanded from 23% in 2007 to almost 32% in 2009 (including
Moody's standard analytical adjustments), levels not seen for the
last ten years, when base oil and other raw material prices
declined in the second half of 2008. While gross margins declined
somewhat in 2010, the company has largely been successful in
raising prices to offset raw material inflation. In the second
quarter 2011, about $47.5 million (44%) of the increase in total
revenues resulted from pricing/mix, and the firm expects it will
continue to be able to recover raw material cost increases.
If NewMarket continues to grow its sales volumes and maintain
profit margins (despite uncertain macroeconomic growth and
volatile commodity prices) such that leverage and cash flow
coverage metrics are supportive of a higher rating, Moody's could
raise NewMarket's rating one notch to Baa3 (an investment grade
rating). Given NewMarket's size (revenues of $2 billion), business
profile (including the narrow product line) and the stated desire
to expand through acquisitions, Moody's expects financial metrics
to be supportive of a higher rating than the rating actually
assigned.
NewMarket Corporation
Corporate family rating -- Ba1
Probability of default rating -- Ba1
$150mm guaranteed sr unsec notes due 2016 -- Ba2 (LGD4, 64%) from
Ba2 (LGD5, 75%)
Outlook: Positive from Stable
The principal methodology used in rating NewMarket Corporation was
the Global Chemical Industry Methodology published in December
2009.
NewMarket Corporation (NewMarket) develops, manufactures and
markets petroleum additives through its primary operating
subsidiary, Afton. NewMarket had revenues of $2.0 billion for the
year ended June 30, 2011.
NORTEL NETWORKS: Settles ERISA MDL for $21.5 Million
----------------------------------------------------
Lance Duroni at Bankruptcy Law360 reports that Nortel Networks
Corp. on Wednesday reached a preliminary $21.5 million settlement
in Tennessee with a class of former workers who accused the
Company of mismanaging an employee stock fund, cooking its books
and squandering their retirement savings.
According to Law360, the plaintiffs asked the court to approve the
settlement Wednesday, referring to the deal as an "excellent
result" for the class, which is made up of former Nortel employees
who accused the company of violating the Employee Retirement
Income Security Act.
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; Eugene F. Collins
as consulting expert and special Irish counsel, and Epiq
Bankruptcy
Solutions LLC as claims and notice agent.
The Hon. Warren K. Winkler, Chief Justice of Ontario, was
appointed to conduct joint mediation in Nortel Networks Ltd.'s
Chapter 11 cases and proceedings before the Ontario Superior Court
of Justice regarding disputes centered on allocation of proceeds
from the sale transactions. The Court also appointed Jacob A.
Esher, of Mediation Works Incorporated, as mediator for a dispute
involving Robert Horne, James Young, and the Ad Hoc Group of
Beneficiaries of the Nortel Networks U.S. Deferred Compensation
Plan.
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.
NRG ENERGY: Fitch Affirms 'B+' Issuer Default Rating
----------------------------------------------------
Fitch Ratings has affirmed the 'B+' Issuer Default Rating (IDR)
for NRG Energy, Inc. In addition, Fitch has assigned its
'BB+/RR1' rating to NRG's newly issued first lien facilities and
affirmed its 'BB/RR2' rating on the company's unsecured notes.
The Rating Outlook is Stable.
NRG's ratings are supported by the size, fuel and locational
diversity of its power generation fleet, an improved business risk
profile with the successful integration of its retail
acquisitions, a strong liquidity position, and the company's
historically conservative hedging strategy that has enabled it to
generate strong free cash flow despite persistently weak commodity
environment. NRG's growth initiatives have been measured and
largely driven by renewable and repowering projects, whose
economics are well supported by long-term power purchase
agreements and/ or low cost of entry.
Drivers of Future Rating Actions:
The Stable Outlook for NRG incorporates Fitch's expectation that
its credit metrics bottom out in 2013 and is supported by solid
liquidity profile that should enable the company to navigate the
ongoing commodity price downturn. Positive or negative rating
actions in the near to intermediate term will likely be driven by
a significant improvement or worsening in the commodity
environment as well as any material change in the company's
capital allocation decisions.
Trend in Credit Metrics:
Fitch expects NRG's operating results in 2011 to benefit from
above-market hedges on its power generation assets. The retail
business continues to surpass Fitch's expectation as gross margins
are aided by high incumbent retail rates and low wholesale prices.
In addition, retail volume growth in 2011 is trending ahead of
Fitch's expectations driven by favorable weather and the success
achieved by NRG in stemming customer defections and growing the
customer count. Fitch expects funds flow from operations (FFO) to
total debt to be approximately 17% and consolidated gross leverage
to be approximately 4.4 times (x) in 2011, which are strong
relative to Fitch's guideline ratios for a 'B+' rated issuer.
Going forward, Fitch expects NRG's credit metrics to weaken in
2012 and 2013 as above-market hedges roll off and the intense
competitive activity eats into the high retail gross margins.
Fitch expects FFO to debt to decline to a 12 -14% range and
Debt/adjusted EBITDA to increase to approximately 5.5x by 2013.
These numbers reflect Fitch's natural gas price assumption of
$4.50/ MMBtu for 2012 and $5.50 per MMBtu for 2013.
Beginning 2014 and beyond, Fitch expects NRG's credit metrics to
improve driven by factors that include: 1) rising natural gas
prices; 2) heat rate expansion due to tightening supply conditions
in regions such as the Electricity Reliability Council of Texas
(ERCOT); and 3) higher capacity prices in the Northeast driven by
retirement decisions by many coal plant operators in order to meet
stringent environment regulations.
The aforementioned credit metrics do not include the three large
solar projects that NRG is pursuing with a conditional loan
guarantee from the Department of Energy (DOE), i.e. the Ivanpah,
Agua Caliente and California Valley Solar Ranch projects. Fitch
has deconsolidated these projects in its rating and stress case
analysis.
Liquidity:
Fitch views NRG's liquidity position as strong. Fitch expects NRG
to end the current year with over $2 billion of cash on its
balance sheet and ample availability under its revolver. Beyond
2011, the liquidity position will be driven by the pace of equity
investments in solar projects, NRG's success in selling down
ownership interests in its solar pipeline and capital allocation
decisions undertaken by management. There are no significant
near-term debt maturities. Fitch has not assumed any sale of
equity interest in the solar pipeline in its financial forecast.
Based on Fitch's current free cash flow expectations, the company
has the ability to fund its maintenance and environmental
expenditures as well as its expected equity contribution in the
solar projects that are under construction or in advance
development mostly through internally generated funds. A sale of
ownership in the solar projects could allow NRG to sustain a high
pace of investment in additional solar projects.
Capital Allocation:
The recent refinancing of the first lien facilities and the 2016
unsecured notes and the expected tender of the 2017 unsecured
notes will allow NRG to have a more flexible covenant package than
before. With a significantly enhanced restrictive payment basket,
elimination of cash sweeps, and reduced limitations on capex,
investments and debt incurrence, management will have more
flexibility in allocating capital. The new credit facilities
continue to be guaranteed by the domestic baseload generation
assets, a majority of gas fired plants and the retail business.
The leverage ratio covenant remains at 6.00x and the coverage
ratio remains at 1.75x.
Management's public comments indicate a willingness to
significantly increase future share repurchases well beyond levels
permitted prior to the recent debt restructuring. Fitch is
concerned that, absent a sell down of solar ownership interest,
twin capital demands of committed equity contributions for solar
development and large shareholder friendly actions could coincide
with weakening credit metrics, especially if power prices do not
improve. It is Fitch's expectation that the size of potential
share buybacks will be commensurate with some level of de-
leveraging to ride out the projected commodity trough over 2012-13
and a continued emphasis by management on maintaining strong
liquidity.
Recovery Analysis:
The individual security issue ratings at NRG are notched above or
below the IDR, as a result of the relative recovery prospects in a
hypothetical default scenario. Fitch values the power generation
assets that guarantee the parent debt using a net present value
analysis. The generation asset net present values vary
significantly based on future gas price assumptions and other
variables, such as the discount rate and heat rate forecasts in
ERCOT, Northeast, South Central and California.
For the net present valuation of generation assets used in Fitch's
recovery valuation case, Fitch uses the plant valuation provided
by its third-party power market consultant, Wood Mackenzie, as an
input as well as Fitch's own gas price deck and other assumptions.
Further, Fitch has reduced the NPV value of the generation assets
by $1 billion to reflect a worst case scenario for the environment
capex to be spent by NRG in installing backend controls for its
coal generation fleet. Fitch calculates the value of NRG's retail
business by applying a 5.0x multiple to stress EBITDA expectations
of $300 million.
Based on its recovery analysis, Fitch is assigning a 'BB+/RR1'
rating for the corporate revolving facility and Term Loan B
facility. The 'RR1' rating reflects a three-notch positive
differential from the 'B+' IDR and indicates that Fitch estimates
outstanding recovery of 91-100%.
Fitch has affirmed NRG's ratings as follows:
-- Issuer Default Rating (IDR) at 'B+';
-- Senior unsecured notes at 'BB/RR2';
-- Convertible preferred stock at 'B-/RR6'.
Fitch has assigned ratings as follows:
-- Senior secured term loan B at 'BB+/RR1';
-- Senior secured revolving credit facility at 'BB+/RR1'.
The Rating Outlook is Stable.
NURSERYMEN'S EXCHANGE: Finalizes $4-Mil. Sale to Floramoda
----------------------------------------------------------
Kristen McBeth at BankruptcyHome.com reports that Nurserymen's
Exchange, Inc., has finalized the sale of the company.
Floramoda, a subsidiary of Monterey Peninsula Horticulture,
purchased the fledgling company for $4 million on the approval of
a San Francisco bankruptcy judge with the proceeds of the sale
going to the Company's main creditor, Wells Fargo, according to
the Mercury News,
The Company's new owners will operate under the existing BloomRite
brand at the same location. "In combining the best creative and
distribution strengths of our organizations, the new operating
group will become the third largest greenhouse grower in the
industry," said Charles Kosmont, CEO of MPH. "The acquisition
allows us to preserve the long vendor and customer relationships
NEI has developed over 70 years under a strategic partner with a
strong financial foundation."
All remaining assets under Nurserymen's Exchange will remain under
Chapter 11 protection under Tally One and will be used to pay real
estate expenses as well as remaining creditor claims.
About Nurserymen's Exchange
Founded in 1941 as a San Francisco bulb brokerage business, and
currently based in Half Moon Bay in the San Francisco Bay Area,
Nurserymen's Exchange Inc. is a producer, broker and wholesaler of
home decor products incorporating indoor blooming plants,
specialty foliage, holiday grow kits, and potted edibles.
Nurserymen's Exchange filed a Chapter 11 petition (Bankr. N.D.
Calif. Case No. 11-31985) in San Francisco, California, on May 23,
2011. The Debtor disclosed $34,755,036 in assets and $24,772,945
in liabilities in its schedules.
Stephen D. Finestone, Esq., in San Francisco, serves as
counsel to the Debtor. Omni Management Group, LLC, is the claims
and notice agent. C&A, Inc., serves as financial advisor.
Katten Muchin & Rosenmann, LLP, serves as the Debtor's special
counsel. Chelliah & Associates as its restructuring and
turnaround consultants and advisors. FocalPoint Securities, LLC,
is the investment banker and financial advisor. Calegari & Morri
is the accountant. The Abernathy MacGregor Group, Inc., is the
corporate communications consultant.
An official committee of unsecured creditors has been appointed in
the case. The panel has tapped lawyers at Landau Gottfried &
Berger LLP as counsel. Epiq Bankruptcy Solutions is the
information agent. FTI Consulting is the Committee's financial
consultant.
O&G LEASING: First Security Proposes SolstenXP-Led Auction Rules
----------------------------------------------------------------
First Security Bank, as indenture trustee for the bonds used to
fund the acquisition and construction of the rigs, asks the U.S.
Bankruptcy Court for the Southern District of Mississippi to
approve proposed sales procedures in connection with solicitation
of offers for sale of substantially all assets of O&G Leasing,
LLC, and to approve stalking horse bidder protections to
SolstenXP, Inc., the stalking horse bidder, to jump-start the
sales process.
On July 1, 2011, the Debtors filed their chapter 11 Plan of
Reorganization and Disclosure Statement. The preliminary hearing
on the Debtors' Disclosure Statement presently is set for Aug. 23,
2011.
On July 22, 2011, the Indenture Trustee filed a competing chapter
11 Plan of Reorganization for the Debtors. On July 26, 2011, the
Indenture Trustee filed its Disclosure Statement. The preliminary
hearing on the Disclosure Statement of the Indenture Trustee
presently is set for Sept. 20, 2011.
The Final Hearing on the Disclosure Statements of the Debtors and
the Indenture Trustee is Sept. 28-29, 2011.
Under the Indenture Trustee Plan, substantially all of the
Debtors' assets will be sold under a court-approved and court-
governed, open, transparent and structured sales process under
Section 363 of the Bankruptcy Code.
Counsel for the Indenture Trustee may be reached at:
Stephen W. Rosenblatt, Esq.
Christopher R. Maddux, Esq.
BUTLER SNOW O'MARA STEVENS & CANNADA, PLLC '
1020 Highland Colony Parkway, Suite 1400 ]
Ridgeland, MS 239157
Tel: (601) 985-4502
Fax: (601) 985-4500
E-mail: steve.rosenblatt@butlersnow.com
chris.maddux@butlersnow.com
Jackson, Mississippi-based O&G Leasing, LLC, was formed in 2006 to
acquire and construct land drilling rigs that it would lease to
its wholly-owned subsidiary, Performance Drilling Company, LLC.
Performance was formed to provide contract drilling services for
ArkLaTex (Arkansas, Louisiana and Eastern Texas) region, as well
as Alabama, Florida, Mississippi and Oklahoma. The Company filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Miss. Case No.
10-01851) on May 21, 2010. Douglas C. Noble, Esq., at McCraney
Montagnet & Quin, PLLC, assists the Company in its restructuring
effort. The Company estimated $10 million to $50 million in
assets and $50 million to $100 million in liabilities.
On the same day, Performance Drilling Company, LLC, filed for
Chapter 11 bankruptcy protection. Performance Drilling estimated
assets and debts of between $1 million to $10 million each.
The Debtors' cases have been jointly administered under Case No.
10-01851.
O&G LEASING: WS Bank Wants Case Converted to Chapter 7
------------------------------------------------------
Washington State Bank (WSB) asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to convert the Chapter 11 case of
O&G Leasing, LLC, to one under Chapter 7. In the alternative, WSB
requests the Court to appoint a Chapter 11 Trustee.
WSB says an independent Trustee is required instead of current
management to protect the creditors of the bankruptcy estate. The
Debtors' track record in this case proves it does not have the
desire to pay creditors in a prompt and reasonable manner. The
case needs to be policed by a disinterested party, according to
WSB.
The bank says that grounds exist for the conversion but the Court
has the discretion to appoint a trustee instead of conversion if
it is in the best interest of the creditors and the estate. WSB
has no objection to a Trustee if it is necessary to have an
independent view of this case. The Debtor has not been able to
present or confirm an acceptable plan. The current management may
have kept the business operating, but no payments have been made
to service debts, which is supposed to be the real focus and
obligation of a debtor-in-possession. The Debtor needs to protect
the estate, not just the owner's interest.
The Debtor has been in Chapter 11 over the last 14 months, but
nothing has been resolved, no payments have been made to
creditors, the mediation attempt was a complete failure, the costs
and expenses incurred and what appears to be never ending
litigation over liens and plans. As a result, he appointment of
an independent trustee would be in the best interest of the
creditors and the bankruptcy estate.
Washington State Bank is represented by:
Derek A. Henderson, Esq.
111 East Capitol Street, Suite 455
Jackson, Mississippi 39201
Phone: (601) 948-3167
E-mail: d_henderson@bellsouth.net
About O&G Leasing
Jackson, Mississippi-based O&G Leasing, LLC, filed for Chapter 11
bankruptcy protection (Bankr. S.D. Miss. Case No. 10-01851) on
May 21, 2010. Douglas C. Noble, Esq., at McCraney Montagnet &
Quin, PLLC, assists the Company in its restructuring effort. The
Company estimated $10 million to $50 million in assets and $50
million to $100 million in liabilities.
OCEAN PLACE: Court Denies AFP 104 Motion to Dismiss
---------------------------------------------------
U.S. Bankruptcy Judge Michael B. Kaplan has denied the motion of
AFP 104 Corp. for the dismissal of Ocean Place Development LLC's
Chapter 11 bankruptcy case.
As reported in the TCR on Feb, 25, 2011, secured creditor AFP 104
Corp. claims that the sole purpose of the Debtor's bankruptcy
filing was to delay AFP's foreclosure sale that was scheduled for
Feb. 22, 2011.
About Ocean Place Development
Ocean Place Development, LLC, owns a beachfront resort property in
Long Branch, New Jersey. The Ocean Place resort is sited on 17-
acres featuring 1,000 feet of ocean frontage and is improved with
a 254-room hotel that includes 40,000 square feet of meeting
space, three restaurants, a bar/lounge, a full-service spa, and
numerous resort amenities. It employs between 95 and 340
employees, depending upon the season, through the property
management entity West Paces Hotel Group, LLC.
Ocean Place filed a voluntary Chapter 11 petition (Bankr. D. N.J.
Case No. 11-14295) on Feb. 15, 2011. Kenneth Rosen, Esq., at
Lowenstein Sandler, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $50 million to
$100 million.
As of the petition date, the Debtor owed $57,245,372 to AFP
pursuant to a Loan Agreement dated April 25, 2006, as amended from
time to time, entered into by and between the Debtor as borrower
and Barclays Capital Real Estate Inc. as lender.
OCEAN PLACE: Court Schedules Aug. 22 Disclosure Statement Hearing
-----------------------------------------------------------------
A hearing to consider the adequacy of the disclosure statement
describing Ocean Place Development LLC's plan of reorganization
will be held on Aug. 22, 2011, at 11:00 a.m.
On or following the Effective Date, the Debtor will receive up to
$7 million in equity and working capital. Payments or
distributions under the plan will be obtained from cash from
business operations, and from capital contributions as set forth
in the Fourth Amendment and the Capital Contribution Agreement.
The Plan designates 5 Classes of Claims and Interests:
Class Claim Status Voting Rights
1 First Lien Debt Claim Impaired Entitled to Vote
2 General Unsecured Claims Impaired Entitled to Vote
3 Other Unsecured Claims Impaired Entitled to Vote
4 Indemnification Claims Impaired Entitled to Vote
5 OPD Equity Interests Impaired Entitled to Vote
On or after the Effective Date, the Holders of Other Priority
Claims will be repaid in full by the Debtor or Reorganized OPD.
The Holder of First Lien Debt will receive a paydown of $5 million
on the principal amount of its Claim and, subject to the AFP Exit
Documents, will (i) retain its Liens on the Debtor's assets, (ii)
receive an amended mortgage and note in the amount of
$47,252,801.26 payable over 7 years at an interest rate of 4% per
annum and at varying amortization levels with a balloon payment at
the maturity date and (iv) receive an exit fee payable at the
maturity date under the AFP Exit Documents in the amount of 1% of
the principal amount of the new note;
The Holders of Allowed General Unsecured Claims, other than
Holders of Other Unsecured Claims and Indemnification Claims, will
receive, on a pro rata basis, a share of a $500,000 aggregate cash
distribution on the Distribution Date;
The Holders of Other Unsecured Claims will receive no distribution
on account of their Claims and the Other Unsecured Claims will be
transferred to and become the obligation of Tiburon Ocean Place
LLC on the Effective Date;
The Holders of Indemnification Claims will have their Claims
reinstated against the Reorganized OPD to the extent that such
Claims become Allowed.
Tiburon's outstanding OPD Equity Interest will not receive any
cash distribution on account of such Interest; provided, however,
that in exchange for its assumption of Other Unsecured Claims and
contributions to the Chapter 11 Case and the Plan, on the
Effective Date, Tiburon's Equity Interests will be restructured
and diluted in accordance with the terms of the Fourth Amendment,
the Fifth Amendment and the Capital Contribution Agreement.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/labota.confirmationorder.pdf
About Ocean Place Development
Ocean Place Development, LLC, owns a beachfront resort property in
Long Branch, New Jersey. The Ocean Place resort is sited on 17-
acres featuring 1,000 feet of ocean frontage and is improved with
a 254-room hotel that includes 40,000 square feet of meeting
space, three restaurants, a bar/lounge, a full-service spa, and
numerous resort amenities. It employs between 95 and 340
employees, depending upon the season, through the property
management entity West Paces Hotel Group, LLC.
Ocean Place filed a voluntary Chapter 11 petition (Bankr. D. N.J.
Case No. 11-14295) on Feb. 15, 2011. Kenneth Rosen, Esq., at
Lowenstein Sandler, serves as the Debtor's bankruptcy counsel.
The Debtor estimated its assets and debts at $50 million to
$100 million.
As of the petition date, the Debtor owed $57,245,372 to AFP
pursuant to a Loan Agreement dated April 25, 2006, as amended from
time to time, entered into by and between the Debtor as borrower
and Barclays Capital Real Estate Inc. as lender.
EASTWOOD DAIRY: Case Summary & 21 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Eastwood Dairy, LLC
9235 Wildman Road
South Charleston, OH 45368-9515
Bankruptcy Case No.: 11-34392
Chapter 11 Petition Date: August 10, 2011
Court: U.S. Bankruptcy Court
Southern District of Ohio (Dayton)
Judge: Lawrence S. Walter
Debtor's Counsel: Daniel R. Swetnam, Esq.
SCHOTTENSTEIN, ZOX & DUNN CO. LPA
250 West Street, Suite 700
Columbus, OH 43215
Tel: (614) 462-2225
E-mail: dswetnam@szd.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
Debtor-affiliate filing separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Eastwood Dairy,
an Ohio general partnership 11-34394 8/10/11
The petitions were signed by Dirk Winkel, manager.
A list of Ohio Dairy LLC's 21 largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/ohsb11-34392.pdf
A list of Eastwood Dairy Ohio's 20 largest unsecured creditors
filed together with the petition is available for free at:
http://bankrupt.com/misc/ohsb11-34394.pdf
PACIFIC COAST: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Pacific Coast Washing, Inc.
17901 Clark Avenue
Bellflower, Ca 90706
Bankruptcy Case No.: 11-43810
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Central District Of California (Los Angeles)
Judge: Sheri Bluebond
Debtor's Counsel: Jeffrey S. Shinbrot, Esq.
THE SHINBROT FIRM
8200 Wilshire Blvd, Suite 400
Beverly Hills, CA 90211
Tel: (310) 659-5444
Fax: (310) 878-8304
E-mail: jeffrey@shinbrotfirm.com
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-43810.pdf
The petition was signed by Sung Woo Paik, president.
PACIFIC METRO: Exits Chapter 11 With Full Payment Plan
------------------------------------------------------
Cooley LLP announced disclosed that Pacific Metro, LLC, the
manufacturing subsidiary of the "Painter of Light" Thomas
Kinkade's art empire, has emerged from Chapter 11 bankruptcy. A
team of Cooley attorneys led by Keith McDaniels, Ron Sussman and
Michael Klein negotiated on behalf of the official committee of
unsecured creditors several improvements to the now-confirmed
Reorganization Plan.
Under the terms of the Confirmed Plan, approved by Judge Stephen
L. Johnson in the U.S. Bankruptcy Court for the Northern District
of California on July 25, Pacific Metro will pay 100 cents on the
dollar for each creditor's claim. The Confirmed Plan includes a
special plan agent to monitor creditors' rights and provides
creditors with a security interest in inventory along with other
safeguards and assurances that they will receive distributions as
promised. The company will continue manufacturing Thomas
Kinkade's paintings and other artwork through art galleries and
through licensing arrangements with companies such as Hallmark and
the Franklin Mint.
"We're very happy with the outcome of the restructuring and return
for the unsecured creditors," said McDaniels, who led the
negotiation efforts. "In this economic climate it's rare for
creditors to be paid back in full."
Pacific Metro LLC filed for bankruptcy in June of 2010 with
approximately $19 million in debt.
PERKINS & MARIE: Court OKs Deloitte Tax as Tax Services Provider
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Delaware
has approved Perkins & Marie Callender's Inc. f/k/a The Restaurant
Company and its debtor affiliates' application to employ Deloitte
Tax LLP as tax services provider, nunc pro tunc to the Petition
Date.
As reported in the Troubled Company Reporter on Aug. 2, 2011, as
tax service provider, Deloitte Tax will:
(a) advise the Debtors in their work with their counsel and
financial advisors on the cash tax effects of
restructuring and bankruptcy and the postrestructuring tax
profile, including plan of reorganization tax costs;
(b) advise the Debtors regarding the restructuring and
bankruptcy emergence process from a tax perspective,
including the tax work plan;
(c) advise the Debtors on the cancellation of debt income for
income tax purpose under Internal Revenue Code Section
108;
(d) advise the Debtors on post-bankruptcy tax attributes
available under the applicable tax regulations and the
reduction of such attributes based on the Debtors'
operating projections, including a technical analysis of
the effects of Treasury Regulation Section 1.1502-28 and
the interplay with IRC sections 108 and 1017;
(e) advise the Debtors on potential effect of the Alternative
Minimum Tax in various post-emergence scenarios;
(f) advise the Debtors on the effects of tax rules under IRC
Sections 382(1)(5) and (1)(6) pertaining to the post-
bankruptcy net operating loss carryovers and limitations
on their utilization and the Debtors' ability to qualify
for IRC section 382(1)(5);
(g) advise the Debtors on net built-in gain or net built-in
loss position at the time of "ownership change", including
limitations on use of tax losses generated from post-
restructuring or post-bankruptcy asset or stock sales;
(h) advise the Debtors as to the proper treatment of
postpetition interest for state and federal income tax
purposes;
(i) advise the Debtors as to the proper state and federal
income tax treatment of prepetition and postpetition
reorganization costs including restructuring-related
professional fees and other costs, the categorization and
analysis of such costs and the technical positions related
thereto;
(j) advise the Debtors on their evaluation and modeling of the
tax effects of liquidating, disposing of assets, merging
or converting entities as part of the restructuring,
including the effects on federal and state tax attributes,
state incentives, apportionment and other tax planning;
(k) advise the Debtors on state income tax treatment and
planning for restructuring or bankruptcy provisions in
various jurisdictions including cancellation of
indebtedness calculation, adjustments to tax attributes
and limitations on tax attribute utilization;
(l) advise the Debtors on responding to tax notices and audits
from various taxing authorities;
(m) assist the Debtors with identifying potential tax refunds
and advise the Debtors on procedures for tax refunds from
taxing authorities;
(n) advise the Debtors on income tax return reporting of
bankruptcy issues and related matters;
(o) advise the Debtors in their review and analysis of the tax
treatment of items adjusted for financial reporting
purposes as a result of "fresh start" accounting as
required for the emergence date of the U.S. financial
statements in an effort to identify the appropriate tax
treatment of adjustments to equity and other tax basis
adjustments to assets and liabilities recorded;
(p) assist in documenting, as appropriate, the tax analysis,
development of the Debtors' opinions, recommendations,
observations and correspondence for any proposed
restructuring alternative tax issue or other tax matter;
(q) advise the Debtors regarding other state or federal income
tax questions that may arise in the course of this
engagement, as requested by the Debtors, and as may be
agreed to by Deloitte Tax;
(r) advise the Debtors in their efforts to calculate tax basis
on the stock in each of the Debtors' subsidiaries or other
entity interests; and
(s) advise the Debtors with their evaluation of any original
issue discount or applicable high yield discount
obligation provisions that may be associated with the new
debt instruments instituted in connection with the
restructuring or bankruptcy filing.
The Debtors will pay Deloitte Tax based on its hourly rates, which
are:
Local National Tax and
Title Rate Bankruptcy Specialists
----- ----- ----------------------
Partner, Principal, or
Director $650 $900
Senior Manager $560 $770
Manager $490 $675
Senior $395 $505
Staff $285 $380
Vincent DeGutis, a partner of Deloitte Tax, assures the Court that
his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
About Perkins & Marie Callender's
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.
Roberta A. Deangelis, U.S.s Trustee for Region 3, appointed seven
unsecured creditors to serve on the Official Committee of
Unsecured Creditors in the Debtors' cases.
PHILADELPHIA ORCHESTRA: Plan Exclusivity Extended to Nov. 12
------------------------------------------------------------
The Hon. Eric L. Frank of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has extended the exclusive
periods of The Philadelphia Orchestra and Academy of Music of
Philadelphia, Inc., to:
(i) file a plan until Nov. 12, 2011, and
(ii) solicit acceptances of that plan until Jan. 11, 2012.
The Debtors' cases have been pending for only three months, and
given the challenges they have faced and the progress made to
date, the extension of their exclusive periods is warranted.
Further, the extensions will not prejudice the legitimate
interests of any creditor.
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. Reed Smith LLP serves as the Committee's
counsel.
PHILADELPHIA ORCHESTRA: Has Until Nov. 12 to Decide on Leases
-------------------------------------------------------------
The Hon. Eric L. Frank of the U.S. Bankruptcy Court for the
District of Pennsylvania has extended until Nov. 12, 2011, The
Philadelphia Orchestra Association and Academy of Music of
Philadelphia, Inc.'s time to assume or reject any of the unexpired
leases, subleases or other agreements of non-residential real
property.
The extension will afford the Debtors maximum flexibility in
seeking to implement their long-term plan and successfully
reorganize while preserving the lessors' rights under the
Bankruptcy Code.
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. Reed Smith LLP serves as the Committee's
counsel.
PIERRE DEUX: GA Keen to Assist in Disposing 22 Lease Properties
---------------------------------------------------------------
GA Keen Realty Advisors, a division of Great American Group Inc.,
has been retained to assist in the marketing and disposition of 22
leased properties and two warehouse locations formerly operated by
Pierre Deux.
A retail chain of French furnishing stores that operated across 13
states, Pierre Deux ceased business operations and filed for
Chapter 7 bankruptcy protection on June 23 of this year.
"All of the properties are in great locations, and at a range of
1,600 to 5,000 square feet in size, we expect these sites to
attract a great deal of interest from retailers," said
Matthew Bordwin, Co-President of GA Keen Realty Advisors. "While
we expect there will be more interest in the spaces from furniture
and apparel retailers, the sizes of the properties may appeal to
other potential tenants beyond these retail segments."
GA Keen also will be marketing two of Pierre Deux former warehouse
properties located in Secaucus, New Jersey -- an 18,810-square-
foot warehouse at 180 Seaview Dr. and a 38,720-square-foot
property at 40 Enterprise Avenue, where the lease allows for
operation of a 2,700-square-foot warehouse outlet. GA Keen is
working in conjunction with Great American Group, LLC who is
conducting going-out-of-business sales at each of the retail
sites.
Mr. Bordwin adds that any interested parties should move quickly,
since a bid deadline has been set for August 24 with an auction to
be held on August 26.
GA Keen Realty Advisors specializes in the sale of real estate and
enterprises, lease renegotiations and restructurings and strategic
planning and valuation services for retailers as well as other
property owners, tenants and investors. It also provides real
estate investment banking, debt restructuring and receivership and
other fiduciary services.
The former Pierre Deux sites are located in several states
including California, Colorado, Connecticut, Georgia, Illinois,
Maryland, Massachusetts, New Jersey, New York, North Carolina,
Pennsylvania, Texas and Virginia.
Pierre Le Vec and Pierre Moulin opened the company's first shop in
Greenwich Village in 1967, promoting French art de vivre and the
French country way to America. Pierre Deux imported antique
furniture from the provinces and sold signature curtains, pillows
and fabrics to accent the furniture. The tradition continued
under new owners Hedwige Cointreau de Bouteville, the President
and Creative Director of Pierre Deux, and her husband Andr‚
Cointreau, President of Le Cordon Bleu Culinary School.
Prior to its June bankruptcy filing, Pierre Deux had previously
reorganized under Chapter 11 in New York in 2002.
For more information about the former Pierre Deux properties,
contact GA Keen Realty Advisors at (646) 381-9222 or via email at
cmahoney@greatamerican.com. All transactions are subject to
bankruptcy court approval.
About Great American Group
Great American Group, LLC (OTCBB: GAMR) --
http://www.greatamerican.com-- is a provider of asset disposition
solutions and valuation and appraisal services to a wide range of
retail, wholesale and industrial clients, as well as lenders,
capital providers, private equity investors and professional
service firms. Great American Group has offices in Atlanta,
Boston, Chicago, Dallas, London, Los Angeles, New York and San
Francisco.
PINNACLE ENTERTAINMENT: S&P Rates $410MM Credit Facility at 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned Las Vegas-based
Pinnacle Entertainment Inc.'s new $410 million revolving credit
facility its 'BB' issue-level rating (two notches higher than its
'B+' corporate credit rating on the company) with a recovery
rating of '1', indicating our expectation for very high (90% to
100%) recovery for lenders in the event of a default. Pinnacle's
new revolving credit facility matures in August 2016, provided the
company's senior subordinated notes are refinanced prior to Dec.
15, 2014. The new facility replaced Pinnacle's previous $375
million revolver due March 2014.
"All other ratings on Pinnacle, including our 'B+' corporate
credit rating remain unchanged. The rating outlook is stable," S&P
related.
"The 'B+' corporate credit rating reflects our view of Pinnacle's
financial risk profile as highly leveraged," said Standard &
Poor's credit analyst Melissa Long, "given the company's high debt
balances and its relatively aggressive growth strategy, which we
expect will result in substantial capital spending over the near-
to-intermediate term." "The rating also reflects our assessment of
Pinnacle's business risk profile as fair, given a geographically
diverse portfolio of properties, notwithstanding locations in
competitive markets and a concentration of cash flows in
Louisiana, as well as our expectation for continued strong
performance at Pinnacle's newer properties."
PLACID OIL: WSJ Notice Enough for Unknown Creditors, 5th Cir. Says
------------------------------------------------------------------
The U.S. Court of Appeals for the Fifth Circuit declared that for
unknown creditors of a bankruptcy estate, notice by publication in
The Wall Street Journal is sufficient. In doing so, the Fifth
Circuit tossed claims for property damage asserted by Shelton
Property Rural Acreage, L.L.C., over Placid Oil Company's oil and
gas exploration prior to its 1986 bankruptcy.
From 1942 until 1956, Placid operated oil wells on property in
Louisiana leased from Shelton's predecessor in title. On Aug. 29,
1986, Placid filed for Chapter 11 bankruptcy. Pursuant to Federal
Rule of Bankruptcy Procedure 3002(c)(3), the bankruptcy court set
Jan. 31, 1987 as the Bar Date for filing proofs of claim to
Placid's bankruptcy estate. Known creditors were given notice by
mail of the Bar Date. Unknown creditors were given notice by
publication in The Wall Street Journal on three instances --
Jan. 2, 9, and 16, 1987. On Sept. 30, 1988, Placid obtained a
discharge from the bankruptcy court of all claims existing on that
date, except those created or assumed by the reorganization plan.
The bankruptcy court's order also included any future claims for
damages that occurred prior to the discharge.
In 2002, Shelton purchased the property Placid previously leased.
Six years later, Shelton brought suit in state court, alleging
that Placid caused environmental damage to the property during its
1942 to 1956 leasehold. Placid reopened its Chapter 11 case and
filed an adversary proceeding in bankruptcy court to determine the
dischargeability of Shelton's claim. Placid then filed a motion
for summary judgment. Placid argued that Shelton's predecessor in
title, the owners of the property at the time of the bankruptcy
proceedings, did not file a proof of claim for any alleged
environmental damage to the property during Placid's leasehold.
Thus, Placid argued, Shelton's claim had been discharged by the
bankruptcy court's 1988 order.
In response to Placid's motion for summary judgment, Shelton
argued that its predecessor did not receive adequate notice of
Placid's bankruptcy proceeding. Shelton argued that its
predecessor was a "known creditor," and as such, was entitled to
"actual notice," i.e. notice by mail or in person.
On April 10, 2010, the bankruptcy court granted Placid's motion.
The district court affirmed.
Shelton claims that a water study published in 1958 showed that
the water wells on the property were contaminated due to oil and
gas activities. A June 1, 1964 edition of Oil and Gas Journal
contained an article entitled "Louisiana Battling Brine Pollution"
that claims that the Little River, which borders the Shelton
property, was being polluted due to unlined oil and gas pits.
Therefore, when Placid filed for bankruptcy, Shelton claims, it
should have been aware of Shelton's potential property damage
claims. Shelton argues that this would make Shelton's predecessor
in title a known creditor and thus entitled to actual notice.
The Fifth Circuit disagrees. It held that the record indicates
that, at the time Placid filed for bankruptcy, there was no
specific information that reasonably suggests that Placid knew of
any claims related to property it leased from Shelton's
predecessor. According to the appellate court, the district court
correctly relied on the following evidence to support its grant of
summary judgment: (1) from 1956 to 1986 (when Placid filed
bankruptcy), no environmental complaint was made by Shelton's
predecessor in title; (2) affidavits provided by Shelton did not
show actual knowledge, asserting that Placid knew of Shelton's
potential claim; (3) as Placid had tens of thousands of former
leaseholds, it would have taken a "tremendous effort" for Placid
to give each actual notice of the bankruptcy, and had no reason to
do so; and (4) Shelton's assertion that the environmental damage
was easily identifiable is not credible in light of the fact that
it took Shelton six years, from when they purchased the property
in 2002 until they filed suit in 2008, to notice the damage.
The case is SHELTON PROPERTY RURAL ACREAGE, L.L.C. Appellant,
v. PLACID OIL CO., Appellee, No. 10-11107 (5th Cir.). The panel
consists of Circuit Judges E. Grady Jolly, Emilio M. Garza, and
Carl E. Stewart. A copy of the Fifth Circuit's Aug. 10, 2011
decision is available at http://is.gd/8Pa7eHfrom Leagle.com.
Placid Oil Company sought chapter 11 protection (Bankr. N.D. Tex.
Case No. 86-33419) on Aug. 29, 1986, owing secured creditors more
than $770 million, unsecured creditors more than $50 million, and
taxing authorities more than $543 million. The Honorable Harold
C. Abramson confirmed Placid's plan of reorganization on Sept. 30,
1988, and Placid emerged from bankruptcy in mid-1988.
POLYONE CORP: Moody's Upgrades Corporate Family Rating to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service upgraded PolyOne Corporation's Corporate
Family Rating (CFR) to Ba2 from Ba3. Moody's raised the ratings on
all of PolyOne's debt (Senior Unsecured Regular Bond/Debenture to
Ba2 from Ba3) and raised the ratings on the universal shelf
(Senior Unsecured Shelf to (P)Ba2 from (P)Ba3 and Preferred Shelf
to (P)B1 from (P)B2). Moody's also assigned a Speculative Grade
Liquidity Rating of SGL-2. The outlook is stable.
RATINGS RATIONALE
PolyOne's upgrade to Ba2 reflects the prospect of a continuing,
sustainable operating income generated by its Global Specialty
Engineered Materials and Performance Products and Solutions
segments as well as the Distribution segment over the next several
years. PolyOne's performance has been aided by successful
restructuring programs, economic recovery and demand increases,
and product mix improvements. Moody's constructive view of
PolyOne's performance is supported by the significant gains
demonstrated since mid-2009. Moody's expects that PolyOne will
generate free cash flow in 2011 and 2012. PolyOne's strong
liquidity was boosted by cash from earnings and the sale of its
SunBelt joint venture for a net gain of $128.2 million, which
brought the cash balance to $417 million as of June 30, 2011.
Ratings Upgraded:
Issuer: PolyOne Corporation
Corporate Family Rating to Ba2 from Ba3
Probability of Default Rating to Ba2 from Ba3
8.75% Senior Notes due 2012 to Ba2 LGD4, 57% from Ba3 LGD4, 57%
7.5% Debentures due 2015 to Ba2 LGD4, 57% from Ba3 LGD4, 57%
7.375% Senior Notes due 2020 to Ba2 LGD4, 57% from Ba3 LGD4, 57%
Senior Unsecured Shelf to (P)Ba2 from (P)Ba3
Preferred Shelf to (P)B1 from (P)B2
Ratings Assigned:
Speculative Grade Liquidity Rating at SGL-2
PolyOne is assigned a Speculative Grade Liquidity Rating of SGL-2
as a result of their strong liquidity position which includes a
significant cash balance, no near-term maturities, and no covenant
concerns.
There is limited upside to the ratings at this time. Should
PolyOne achieve sustainable EBITDA margins above 10%, maintain
Retained Cash Flow/Debt of above 25%, and reliably achieve
Debt/EBITDA of less than 3.0x on an adjusted basis, Moody's could
consider the appropriateness of a higher rating. Moody's could
reassess the appropriateness of the rating and outlook if annual
EBITDA falls below $100 million such that Debt/EBITDA rises above
4.5x on a sustainable basis or if the company's excess liquidity
declines below $50 million. Moody's assessment would also consider
the impact of anticipated acquisitions as well as further dividend
and share repurchase programs.
The principal methodology used in rating PolyOne Corporation was
Global Chemical Industry published in December 2009. Other
methodologies include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
PolyOne Corporation, (PolyOne) headquartered in Avon Lake, Ohio,
is a leading global provider of specialized polymer materials,
services and solutions with revenues of $2.8 billion for the LTM
ending June 30, 2011.
PROSEP INC: Unit Breaches Financial Ratios in Banking Facility
--------------------------------------------------------------
At March 31, as well as at June 30, 2011, one of ProSep Inc.'s
wholly-owned subsidiaries was in breach of one of the financial
ratios stipulated in a banking facility. This situation stemmed
mostly from the Company's decision to accelerate its pace of
growth in view of the opportunities offered in the marketplace,
and more specifically to the up-front investments in hiring and
related operating expenses that were approved as part of this
strategy. The Company anticipates that its subsidiary will
continue to remain in breach of this covenant at the quarter-end
date of September 30, 2011. A covenant waiver wherein the Lender
confirmed that the breached covenant is not deemed to constitute
an event of default was obtained by the Company and its subsidiary
for the March 31 breach, as well as for the June 30, 2011 breach.
A new waiver request will be presented over the coming weeks with
respect to the anticipated breach at the quarter-end date of
September 30, 2011.
Under the same banking facility, the Company's subsidiary is
subject to a "clean-down" obligation, whereby the facility is to
be undrawn for a period of no less than three weeks, twice during
a rolling 12-month period, each "clean-down" period to be
separated by at least eight weeks. In order for the subsidiary to
comply with this covenant, the next "clean-down" period would need
to begin no later than August 26, 2011. The Company anticipates
that its subsidiary will likely be in breach of this covenant at
the stated date. The Company has entered into discussions with
the Lender for purposes of securing a waiver in respect of such
anticipated covenant breach. The Company has obtained waivers
from this Lender in the past, in connection with similar events of
breach.
The Company is in discussions with current shareholders and
potential new investors with the objective of securing a financing
that would provide the liquidities to support its working capital
requirements and investments in its new strategic plan. If these
discussions are successful, proceeds received from this potential
financing are expected to be sufficient to allow the Company's
subsidiary to comply with the "clean-down" covenant mentioned
above. In Management's view, it is unlikely that such a
transaction could be completed before August 26, 2011, and the
Company is unable to confirm that such discussions will lead to
any successful transaction.
A full text copy of statement announcing the Company's second
quarter results is available free at:
http://ResearchArchives.com/t/s?76a8
ProSep Inc. -- http://www.prosep.com/ -- is a technology-focused
process solutions provider to the upstream oil and gas industry.
ProSep designs, develops, manufactures and commercializes
technologies to separate oil, water and gas generated by oil and
gas production.
PUDA COAL: Gets NYSE Amex Notice of Intent to Delist Securities
---------------------------------------------------------------
On August 4, 2011, NYSE Amex notified Puda Coal, Inc. that the
Exchange intends to delist the Company's common stock from the
Exchange by filing a delisting application with the SEC pursuant
to Section 1009(d) of the NYSE Company Guide. The Staff of the
Exchange determined that it is necessary and appropriate for the
protection of investors to initiate immediate delisting
proceedings. The Staff based its decision on the reasons that (i)
the Company is subject to delisting pursuant to Sections 134 and
1101 of the NYSE Company Guide in that the Company did not timely
file its reports with the SEC; (ii) the Company is subject to
delisting pursuant to Section 1003(f)(iii) of the NYSE Company
Guide in that the Company or its management engaged in operations
which, in the opinion of the Staff, are contrary to the public
interest; (iii) the Company is subject to delisting pursuant to
Section 132(e) of the NYSE Company Guide in that the Company's
communications contained material misstatements or omitted
material information necessary to make such communications to the
Exchange not misleading; and (iv) the Company is subject to
delisting pursuant to Section 1002(e) of the NYSE Company Guide in
that the an event has occurred or a condition exists which makes
further dealings of the Company's securities on the Exchange
unwarranted.
Unless the Exchange's determination is appealed, the Company
expects that the Exchange will file a Form 25 with the SEC to
remove the Company's common stock from listing and registration on
the Exchange and that the Company's common stock will be delisted
from the Exchange shortly. The Company is considering its
response to the Exchange. Trading in the Company's stock has been
halted by the Exchange since April 11, 2011.
QUALITY DISTRIBUTION: Files Form 10-Q, Posts 9MM Net Income in Q2
-----------------------------------------------------------------
Quality Distribution, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting
net income of $9.04 million on $189.99 million of total operating
revenue for the three months ended June 30, 2011, compared with
net income of $2.05 million on $177.55 million of total operating
revenue for the same period during the prior year.
The Company also reported net income of $11.76 million on
$367.90 million of total operating revenue for the six months
ended June 30, 2011, compared with net income of $2.85 million on
$338.88 million of total operating revenue for the same period a
year ago.
The Company's balance sheet at June 30, 2011, showed
$279.36 million in total assets, $392.72 million in total
liabilities, and a $113.35 million total shareholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/hEwKQR
About Quality Distribution
Quality Distribution, LLC, and its parent holding company, Quality
Distribution, Inc., are headquartered in Tampa, Florida. The
company is a transporter of bulk liquid and dry bulk chemicals.
The company's 2010 revenues are approximately $686 million.
Apollo Management, L.P., owns roughly 30% of the common stock of
Quality Distribution, Inc.
* * *
As reported by the Troubled Company Reporter on Feb. 18, 2011,
Moody's Investors Service said the $38 million public offering of
4 million shares of Quality Distribution's common stock on Feb. 9,
2011, does not affect Quality's 'Caa1' corporate family and
probability of default ratings with a positive outlook. However,
Moody's notes that the intended debt reduction at par from $17.5
million of the proceeds would be viewed favorably.
In the Nov. 8, 2010 edition of the TCR, Standard & Poor's Ratings
Services said that it has raised its corporate credit ratings on
U.S.-based Quality Distribution Inc. to 'B' from 'B-'. S&P also
removed the ratings from CreditWatch, where S&P had placed them
with positive implications on Oct. 28, 2010, following the launch
of the bond offering. The outlook is stable.
"The rating action reflects the improvement in Quality
Distribution's financial profile after completing its
refinancing," said Standard & Poor's credit analyst Anita Ogbara.
"Following the transaction, S&P expects Quality Distribution to
benefit from lower interest expense, improved cash flow adequacy,
and a substantial reduction in debt maturities over the next few
years."
RASER TECHNOLOGIES: Court OKs Direct Fee Review as Fee Auditor
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Delaware
has approved Raser Technologies Inc.'s application to employ
Direct Fee Review LLC as fee auditor, nunc pro tunc to the
Petition Date.
Upon retention, the firm, will among other things:
1. review all fee applications filed by estate professionals in
the Bankruptcy Cases;
2. during the course of the review of such fee applications,
consult, as it deems appropriate, with each professional
concerning such professional's fee application;
3. during the course of its examination of the fee
applications, review any document filed in the Bankruptcy
Cases
About Raser Technologies
Raser Technologies Inc. (NYSE: RZ) is a renewable energy company
focusing on geothermal power development. The Company has one
operating plant in Utah and another eight early and development
stage projects in Utah, New Mexico, Nevada and Oregon. The
Company invested $120 million in Thermo No. 1, its sole operating
plant, which is near Beaver, Utah, and has a power generation
capacity of 10 megawatts. The City of Anaheim, California, agreed
in 2008 to buy the generated electricity for 20 years.
Provo, Utah-based Raser Technologies, Inc., also known as Wasatch
Web Advisors, Inc., filed for Chapter 11 protection (Bankr. D.
Del. Case No. 11-11315) on April 29, 2011.
Other Debtor affiliates filed for separate Chapter 11 protection
on April 29, 2011, (Bankr. Case Nos. 11-11319 - 11-11350).
Peter S. Partee, Sr., Esq., and Richard P. Norton, Esq., at Hunton
& Williams LLP represent the Debtors in their restructuring
efforts. The Debtors' local counsel is Bayard, P.A. Sichenzia
Ross Friedman Ference LLP serves as the Debtors' corporate
counsel. The Debtors' financial advisor is Canaccord Genuity.
A three-member official committee of unsecured creditors has been
formed in the Chapter 11 case. Foley & Lardner LLP represents the
Committee. The Committee also tapped Womble Carlyle Sandridge &
Rice, PLLC, as co-counsel, BDO Consulting, a division of BDO USA,
LLP, as its financial advisor and accountant; and BDO Capital
Advisors, LLC its investment banker.
The Company reported a net loss of $101.80 million on
$4.25 million of revenue for the fiscal year ended Dec. 31, 2010,
compared with a net loss of $20.90 million on $2.19 million of
revenue during the prior year.
The Company's balance sheet at Dec. 31, 2010, showed
$41.84 million in total assets, $107.78 million in total
liabilities, $5.00 million of Series A-1 cumulative convertible
preferred stock, and a stockholders' deficit of $70.94 million.
RASER TECHNOLOGIES: Court OKs Sichenzia Ross as Securities Counsel
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Delaware
has approved Raser Technologies Inc.'s application to employ
Sichenzia Ross Friedman Ference LLP as special corporate and
securities counsel nunc pro tunc to the Petition Date.
Upon retention, the firm, will among other things:
a) provide legal advice with respect to corporate and
securities law;
b) prepare on behalf of the Debtor necessary securities filings
under the Securities and Exchange Act 1934, and
applications, motions, answers, orders, reports, and other
legal papers, as those items relate to corporate securities
law; and
c) perform all other legal services for the Debtor that may be
necessary and proper by only to the extent those services
relate to corporate and securities law.
The firm's rates are:
Attorneys Hourly Rates
--------- ------------
Andrew M. Smith $550
Thomas Rose $600
Marc Ross $600
About Raser Technologies
Raser Technologies Inc. (NYSE: RZ) is a renewable energy company
focusing on geothermal power development. The Company has one
operating plant in Utah and another eight early and development
stage projects in Utah, New Mexico, Nevada and Oregon. The
Company invested $120 million in Thermo No. 1, its sole operating
plant, which is near Beaver, Utah, and has a power generation
capacity of 10 megawatts. The City of Anaheim, California, agreed
in 2008 to buy the generated electricity for 20 years.
Provo, Utah-based Raser Technologies, Inc., also known as Wasatch
Web Advisors, Inc., filed for Chapter 11 protection (Bankr. D.
Del. Case No. 11-11315) on April 29, 2011.
Other Debtor affiliates filed for separate Chapter 11 protection
on April 29, 2011, (Bankr. Case Nos. 11-11319 - 11-11350).
Peter S. Partee, Sr., Esq., and Richard P. Norton, Esq., at Hunton
& Williams LLP represent the Debtors in their restructuring
efforts. The Debtors' local counsel is Bayard, P.A. Sichenzia
Ross Friedman Ference LLP serves as the Debtors' corporate
counsel. The Debtors' financial advisor is Canaccord Genuity.
A three-member official committee of unsecured creditors has been
formed in the Chapter 11 case. Foley & Lardner LLP represents the
Committee. The Committee also tapped Womble Carlyle Sandridge &
Rice, PLLC, as co-counsel, BDO Consulting, a division of BDO USA,
LLP, as its financial advisor and accountant; and BDO Capital
Advisors, LLC its investment banker.
The Company reported a net loss of $101.80 million on
$4.25 million of revenue for the fiscal year ended Dec. 31, 2010,
compared with a net loss of $20.90 million on $2.19 million of
revenue during the prior year.
The Company's balance sheet at Dec. 31, 2010, showed
$41.84 million in total assets, $107.78 million in total
liabilities, $5.00 million of Series A-1 cumulative convertible
preferred stock, and a stockholders' deficit of $70.94 million.
R. J. ELLIOTT: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: R. J. Elliott Enterprises, Inc.
a California Corporation
300 Thor Pl.
Brea, CA 92821
Bankruptcy Case No.: 11-21172
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Central District Of California (Santa Ana)
Judge: Robert N. Kwan
Debtor's Counsel: Gerard W. O'Brien, Esq.
GERARD W. O'BRIEN & ASSOC PC
2650 E Imperial Hwy
Brea, CA 92821-6135
Tel: (714) 985-9025
Fax: (714) 572-2190
E-mail: gerardwobrien@gmail.com
Estimated Assets: $100,001 to $500,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/cacb11-21172.pdf
The petition was signed by Ronald R. Elliott, president.
ROYAL HOSPITALITY: Can Access Cash Collateral Until Aug. 24
-----------------------------------------------------------
Royal Hospitality LLC obtained authorization from the Hon. Robert
E. Littlefield, Jr., of the U.S. Bankruptcy Court for the Northern
District of New York to continue using cash collateral, subject to
these conditions:
(1) Ittleson Trust is paid $41,000 on or before Aug. 6, 2011;
(2) Empire State Certified Development Corp., as Servicing
Agent for the United States Small Business Administration,
is paid $8,500 on or before Aug. 6, 2011;
(3) Peter Shabat is paid $1,500 on or before Aug. 6, 2011;
(4) Marilyn Stark, and her sons, George P. Stark and Michael
J. Stark, continue to receive only $1,000 per week from
the Debtor and George H. Stark receives nothing from the
Debtor;
(5) All fees due to the Office of United States Trustee are
paid.
All secured creditors will receive a replacement and rollover lien
on collateral subject to their secured claims as adequate
protection.
A further hearing on the Debtor's use of cash collateral is
scheduled on Aug. 24, 2011, at 10:30 a.m.
About Royal Hospitality LLC
Royal Hospitality LLC, dba Comfort Suites, has been operating the
Comfort Suites in Lake George, New York since May 2007. It filed
for Chapter 11 protection (Bankr. N.D.N.Y. Case No. 10-13090) on
Aug. 19, 2010. The Debtor disclosed $13,432,001 in assets and
$11,154,770 in liabilities as of the Petition Date.
Richard L. Weisz, Esq., at Hodgson Russ LLP, in Albany, N.Y.,
represents the Debtor as counsel.
RYLAND GROUP: Moody's Lowers Corporate Family Rating to 'B1'
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of The Ryland
Group, Inc., including its corporate family, probability of
default, and senior unsecured debt ratings to B1 from Ba3. The
speculative grade liquidity rating was affirmed at SGL-2. The
rating outlook is stable.
RATINGS RATIONALE
The downgrade reflects Moody's expectation that the company's
substandard credit metrics -- elevated debt leverage, negative
earnings and cash flow generation, and weak margins -- will take
longer than previously expected to return to levels compatible
with its former Ba3 rating.
The B1 corporate family incorporates Moody's belief that Ryland
will continue to generate negative earnings and cash flow into
2012, key credit metrics will remain weak for the rating category
for the intermediate term, and end markets will continue
distressed into 2012, hampered by the same negative factors that
have plagued the industry since the downturn began, principally
high unemployment, weak consumer confidence, uneven but generally
elevated foreclosure activity, and declining home prices.
At the same time, the rating considers Ryland's solid liquidity
position, bolstered by its total cash and investments position of
$613 million, absence of any bank debt covenants with which to
comply, and limited debt maturities for the next six years. The
rating is also supported by its limited off-balance sheet exposure
and disciplined operating philosophy.
The stable rating outlook indicates that although Moody's does not
see a macro environment in the coming year that would help the
company's operating performance, Moody's does not expect Ryland's
performance to change significantly in either direction from
current levels, either in an absolute sense or on a comparative
basis.
The ratings could be lowered again if the company were to continue
to underperform its peer group, if adjusted debt leverage were to
exceed 65% on a sustained basis, if liquidity weakens such that
cash falls below $300 million without a backup revolver in place,
if pre-impairment losses accelerate, and/or if impairment charges
begin spiking anew.
Upward pressure on the rating is unlikely in the intermediate
term. However, over a longer time horizon, when the company
restores its homebuilding profitability and improves debt leverage
while maintaining strong liquidity, the ratings could be
considered for an upgrade.
The principal methodology used in rating The Ryland Group, Inc.
was the Global Homebuilding Industry Methodology published in
March 2009. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Founded in 1967 and headquartered in Calabasas, CA, The Ryland
Group, Inc. (Ryland) is a mid-sized homebuilder with homebuilding
revenues and consolidated net income for the last twelve months
ended June 30, 2011 of $814 million and ($79) million,
respectively.
SHAMROCK-SHAMROCK: Can Access Cash Collateral Until Aug. 18
-----------------------------------------------------------
The Hon. Arthur B. Briskman of the U.S. Bankruptcy Court for the
Middle District of Florida authorized, in a third interim order,
Shamrock-Shamrock, Inc., to use cash collateral until Aug. 18,
2011.
As reported by the Troubled Company Reporter on May 26, 2011, the
cash collateral secure the Debtors' obligations to lender parties
-- American Home Mortgage Services Inc., American Brokers Conduit,
Friends Bank, Litton Loan Servicing LP, National City/PNC Bank,
Select Portfolio Servicing Inc., Stancorp Financial Group, Inc.,
SunTrust, and Wells Fargo Bank N.A.
The Debtor is authorized to use the cash collateral for:
a. Payment of utilities, insurance, sales taxes and property
taxes, HOA dues/fees and other actual, necessary and ordinary
expenses for the operation of the Debtor's leasing operations,
including, but not limited to, non-insider salaries, accounting
fees and management fees if and when approved by the Court.
b. Necessary repairs on income-producing properties, where the
net income generated by such property is sufficient to pay for
the repairs, after payment of utilities. If a parcel of real
property does not generate sufficient income for payment of
necessary repairs related to that property, the Debtor will not
utilize cash collateral to make repairs to the property
without: (i) obtaining the consent of the secured lender whose
cash collateral the debtor seeks to utilize; or (ii) filing a
motion with the court for the use of cash collateral, which the
Court will schedule for a hearing upon limited notice.
The use of cash collateral is conditioned upon the Debtor:
a. Identifying each parcel of real property and corresponding
lien holder.
b. Identifying the amount of cash collateral generated by each
parcel of real property.
c. Identifying, through the Debtor's monthly operating reports,
the cash collateral received from each property. The Monthly
Reports will segregate the cash collateral received from the
properties owned by the Debtor's Pre-Merger Entities (PME),
Shamrock-Shamrock, Inc., Florida Lifestyle Homes of Volusia,
Inc., Atlantic Condo Partners, III, LLC. and Nova Commercial
Properties, LLC.
d. Upon receipt of cash collateral funds, the Debtor will
segregate the funds in separate DIP accounts identified for
each PME.
e. General expenses of the Debtor not associated with a
particular property, per line item variance will be paid from
each PME account based upon a percentage of the Debtor's total
income generated by the PME. The budget is without prejudice
to fee application objections or a consent or acknowledgement
by any secured creditor to any surcharge under section
506(c).
As adequate protection for any diminution in value of the lenders'
collateral, the Debtors will grant the secured lenders replacement
lien on postpetition cash, in the same priority and to the same
extent as the secured creditor's prepetition liens.
All cash, income or revenues received by the Debtor will be
deposited into the
debtor-in-possession account(s).
The Court will conduct a final evidentiary hearing on Debtor's
request for cash collateral use Aug. 18, at 2:30 p.m.
About Shamrock-Shamrock Inc.
Daytona Beach, Florida-based Shamrock-Shamrock Inc. owns 70
parcels of Florida real property. It filed for Chapter 11
protection (Bankr. M.D. Fla. Case No. 11-07061) on May 10, 2011.
Judge Arthur B. Briskman presides over the case. The Law Offices
of Mickler & Mickler serves as bankruptcy counsel. The Debtor
disclosed $12,904,154 in assets and $17,021,201 in liabilities.
In the original schedules, the Company disclosed assets of
$12,284,976 and liabilities of $17,021,201, owing on mortgages to
a variety of lenders.
SHREE VALLABH: Case Summary & 3 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Shree Vallabh, Inc.
13127 Paloma Drive
Orlando, FL 32837
Bankruptcy Case No.: 11-12052
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Middle District of Florida (Orlando)
Debtor's Counsel: Prabodh C. Patel, Esq.
STRAUS & PATEL, P.A.
118 West Orange Street
Altamonte Springs, FL 32714
Tel: (407) 331-5505
Fax: (407) 331-6308
E-mail: lpather@strauspatel.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A list of the Company's three largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/flmb11-12052.pdf
The petition was signed by Nikesh A. Patel, president.
SIGNATURE STYLES: Can Pay IP Vendor Claims Subject to $814,000 Cap
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has
authorized Signature Styles LLC, in their sole discretion, to pay
the IP Vendor Claims that the Debtors determine, in the exercise
of their judgment, are necessary, up to the amount of the IP
Vendor Cap of $814,000.
In its motion, the Debtors said that as it is an internet based
retailer, IP vendors, which include photographers, designers,
models and modeling agencies, are essential to the maintenance of
the Debtors' online business, accounting for roughly 75% of the
Debtor's' business, as well at the Debtors' catalog business.
Signature Styles LLC, owner of the Spiegel catalog, filed a
Chapter 11 petition (Bankr. D. Del. Case No. 11-11733) on June 6,
2011, along with a deal to sell the business to affiliates of the
current owners and lenders.
New York-based Signature Styles, which filed for bankruptcy
together with its affiliates, disclosed assets of $48.6 million
and debt of $867.6 million. It purchased the Spiegel business for
$21.7 million at a foreclosure sale in June 2009. Debt includes
$37.2 million owing on a secured term loan and revolving credit.
Unsecured debt totals $35.3 million, which include $9.8 million
owing to trade suppliers and $23.2 million in customer
obligations. The lenders and owners are funds affiliated with
Patriarch Partners LLC.
Christopher A. Ward, Esq., Justin K. Edelson, Esq., and Shanti M.
Katona, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware,
serves as counsel to the Debtor. Western Reserve Partners LLC
serves as investment bankers. Epiq Bankruptcy Solutions, LLC, is
the claims and notice agent.
A fund affiliated with Patriarch Partners LLC has an agreement to
buy the business in return for the assumption of specified debt,
including $30 million owing on the term loan and revolving credit.
The buyer also will honor some customer obligations. The
bankruptcy court authorized a Sept. 1 auction to learn whether the
best offer for the business is from a fund associated with
Patriarch Partners LLC. The purchase contract with Patriarch was
negotiated before the Chapter 11 filing.
Roberta A. DeAngelis, United States Trustee for Region 3,
appointed an official committee of unsecured creditors in the
case. The panel is represented by
Frederick B. Rosner, Esq.
Julia B. Klein, Esq.
Scott J. Leonhardt, Esq.
THE ROSNER LAW GROUP LLC
824 N. Market Street, Suite 810
Wilmington, DE 19801
Tel: (302) 777-1111
Fax: (302) 220-1007
E-mail: rosner@teamrosner.com
klein@teamrosner.com
leonhardt@teamrosner.com
- and -
Jay R. Indyke, Esq.
Jeffrey L. Cohen, Esq.
Brent Weisenberg, Esq.
Richelle Kalnit, Esq.
COOLEY LLP
1114 Avenue of the Americas
New York, NY 10036
Tel: (212) 479-6000
Fax: (212) 479-6275
E-mail: jindyke@cooley.com
jcohen@cooley.com
bweisenberg@cooley.com
rkalnit@cooley.com
SIGNATURE STYLES: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Signature Styles, LLC, filed with the U.S. Bankruptcy Court for
the District of Delaware its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $32,315.996
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $37,385,873
E. Creditors Holding
Unsecured Priority
Claims $36,574
F. Creditors Holding
Unsecured Non-priority
Claims $20,385,228
----------- -----------
TOTAL $32,315.996 $57,807,675
Signature Styles LLC, owner of the Spiegel catalog, filed a
Chapter 11 petition (Bankr. D. Del. Case No. 11-11733) on June 6,
2011, along with a deal to sell the business to affiliates of the
current owners and lenders.
New York-based Signature Styles, which filed for bankruptcy
together with its affiliates, disclosed assets of $48.6 million
and debt of $867.6 million. It purchased the Spiegel business for
$21.7 million at a foreclosure sale in June 2009. Debt includes
$37.2 million owing on a secured term loan and revolving credit.
Unsecured debt totals $35.3 million, which include $9.8 million
owing to trade suppliers and $23.2 million in customer
obligations. The lenders and owners are funds affiliated with
Patriarch Partners LLC.
Christopher A. Ward, Esq., Justin K. Edelson, Esq., and Shanti M.
Katona, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware,
serves as counsel to the Debtor. Western Reserve Partners LLC
serves as investment bankers. Epiq Bankruptcy Solutions, LLC, is
the claims and notice agent.
A fund affiliated with Patriarch Partners LLC has an agreement to
buy the business in return for the assumption of specified debt,
including $30 million owing on the term loan and revolving credit.
The buyer also will honor some customer obligations. The
bankruptcy court authorized a Sept. 1 auction to learn whether the
best offer for the business is from a fund associated with
Patriarch Partners LLC. The purchase contract with Patriarch was
negotiated before the Chapter 11 filing.
Roberta A. DeAngelis, United States Trustee for Region 3,
appointed an official committee of unsecured creditors in the
case. The panel is represented by
Frederick B. Rosner, Esq.
Julia B. Klein, Esq.
Scott J. Leonhardt, Esq.
THE ROSNER LAW GROUP LLC
824 N. Market Street, Suite 810
Wilmington, DE 19801
Tel: (302) 777-1111
Fax: (302) 220-1007
E-mail: rosner@teamrosner.com
klein@teamrosner.com
leonhardt@teamrosner.com
- and -
Jay R. Indyke, Esq.
Jeffrey L. Cohen, Esq.
Brent Weisenberg, Esq.
Richelle Kalnit, Esq.
COOLEY LLP
1114 Avenue of the Americas
New York, NY 10036
Tel: (212) 479-6000
Fax: (212) 479-6275
E-mail: jindyke@cooley.com
jcohen@cooley.com
bweisenberg@cooley.com
rkalnit@cooley.com
SL GREEN: Moody's Assigns (P)Ba1 Rating to Unsecured Debt Shelf
---------------------------------------------------------------
Moody's Investors Service assigned (P)Ba1 ratings to the unsecured
debt shelf of SL Green Realty Corp., SL Green Operating
Partnership L.P. and Reckson Operating Partnership L.P. This is
the first time Moody's rated a shelf for SLG.
Moody's also placed a Ba1 rating to the $250 million unsecured
debt issued by SL Green Realty Corp., SL Green Operating
Partnership, L.P., and Reckson Operating Partnership, L.P. as co-
obligors. The existing unsecured debt ratings for ROP bonds were
affirmed at Ba1. The ratings outlook is stable.
RATINGS RATIONALE
The ratings reflect SLG's organizational structure, business
strategy and evolving capital strategy. The ratings also reflect
the REIT's sound operating performance with strong occupancy in
its Manhattan portfolio which comprises 90% of annualized revenue.
The REIT has good liquidity with $1.4 billion available in cash
and line availability, a manageable debt maturity schedule over
the near-term and a very low FFO payout ratio. In addition, SLG
has demonstrated access to multiple capital markets.
SLG's on-balance sheet leverage metrics are moderate, but are
materially higher when taking into account its proportionate share
of joint venture debt. Effective leverage and net debt to EBITDA
as of 2Q11 are 51% and 8.5x, respectively. Secured debt is very
high, even for its rating category, at 37.4% of gross assets as of
2Q11 when accounting for its proportionate share of joint
ventures. As a result, SLG has a low ratio of unencumbered assets
as a percentage of gross assets.
Another key rating concern for SLG is its significant geographic
concentration in Manhattan, tenant concentration and industry
concentration. SLG's top five tenants account for 24.3% of its
annualized base rent and the financial services sector represents
37% of annualized base rent at 2Q11, though these concentrations
have been declining.
The shelf ratings assume that SLG, SLGOP, and ROP will continue to
issue unsecured debt through the co-obligor structure. Should SLG
issue unsecured debt securities individually (i.e. without the co-
obligation of SLGOP and ROP), the ratings could be notched
differently because the assets are held at SLGOP and ROP.
Moody's notes that ROP's 2014 and 2016 bonds rated Ba1 are not
technically supported by SLG or SLGOP. In addition to their short
tenure, Moody's believes the ratings are supported by ROP's
unencumbered assets to unsecured debt of approximately 2.2X as of
1Q11 which includes ROP guarantees provided to SLG's 2017
exchangeable note and 2007 credit facility due 2012. Should this
metric fall below 1.7X, the ratings on the 2014 and 2016 bonds
could experience downward pressure. Moody's also notes that ROP's
effective leverage is similar to SLG's when taking into account
the guaranties that ROP provides to select SLG debt obligations.
However, ROP has little secured debt (5% of gross assets) and a
large pool of unencumbered assets (67% of gross assets or
approximately $2.85 billion). Fixed charge coverage was strong
(3.4X) at 1Q11. ROP's four largest properties are located in
midtown Manhattan and account for approximately 72% of its
annualized rent, and one property alone accounts for 29% of its
annualized rent. This asset concentration is a key credit concern
for the unsupported ROP bonds.
The stable outlook reflects Moody's expectation that the financial
leverage of SL Green, which was reduced over the last few years,
will remain stable as the REIT grows and office market
fundamentals continue to improve.
Moody's indicated that an upgrade would be predicated upon a
material increase in SLG's unencumbered assets (over 40% of gross
assets) while maintaining strong unencumbered EBITDA to unsecured
interest expense, a material reduction in overall secured debt
(closer to 20% of gross assets), net debt to recurring EBITDA
below 7.0X and fixed charge coverage over 2.4X on a sustained
basis (all metrics inclusive of its proportionate share of joint
ventures.) A rating downgrade could result should effective
leverage (debt plus preferred as a percentage of gross assets)
approach 55%, net debt to EBITDA increase closer to 9.0X, secured
debt over 40% or fixed charge coverage fall below 1.7X(all metrics
inclusive of SLG's proportionate share of joint ventures.) The
ratings would also be pressured should SLG's unencumbered assets
to gross assets decline materially from existing levels.
These prospective ratings were assigned:
SL Green Realty Corp. -- senior secured shelf at (P)Baa3; senior
unsecured shelf at (P)Ba1; subordinated shelf at (P)Ba2; junior
subordinated shelf at (P)Ba2; preferred stock shelf at (P)Ba2
SL Green Operating Partnership, L.P. -- senior secured shelf at
(P)Baa3; senior unsecured shelf at (P)Ba1; subordinated shelf at
(P)Ba2; junior subordinated shelf at (P)Ba2
Reckson Operating Partnership, L.P. -- senior secured shelf at
(P)Baa3; senior unsecured shelf at (P)Ba1; subordinated shelf at
(P)Ba2; junior subordinated shelf at (P)Ba2
These ratings were affirmed with a stable outlook:
SL Green Realty Corp. -- senior unsecured debt at Ba1
SL Green Operating Partnership, L.P. -- senior unsecured debt at
Ba1
Reckson Operating Partnership, L.P. -- senior unsecured debt at
Ba1
Moody's last rating action with respect to Reckson Operating
Partnership, L.P. was on January 12, 2011 when upgraded the senior
debt ratings to Ba1 from Ba2. The outlook was stable.
The principal methodology used in this rating was Rating
Methodology for REITs and Other Commercial Property Firms
published in July 2010.
SL Green Realty Corporation [NYSE: SLG] is a real estate
investment trust primarily focused on owning and operating office
buildings in Manhattan. As of June 30, 2011, the REIT owned
interests in 57 office properties totaling 33.6 million square
feet in the New York Metro area. At June 30, 2011, the REIT
reported $12.6 billion in book assets and $6.3 billion in book
equity.
SIGNATURE STYLES: Gift Cards Files Schedules of Assets & Debts
--------------------------------------------------------------
Signature Styles Gift Cards, LLC, filed with the U.S. Bankruptcy
Court for the District of Delaware its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $0
C. Property Claimed as
Exempt $0
D. Creditors Holding
Secured Claims $37,385,873
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $17,448,496
----------- -----------
TOTAL $0 $54,834,369
Signature Styles LLC, owner of the Spiegel catalog, filed a
Chapter 11 petition (Bankr. D. Del. Case No. 11-11733) on June 6,
2011, along with a deal to sell the business to affiliates of the
current owners and lenders.
New York-based Signature Styles, which filed for bankruptcy
together with its affiliates, disclosed assets of $48.6 million
and debt of $867.6 million. It purchased the Spiegel business for
$21.7 million at a foreclosure sale in June 2009. Debt includes
$37.2 million owing on a secured term loan and revolving credit.
Unsecured debt totals $35.3 million, which include $9.8 million
owing to trade suppliers and $23.2 million in customer
obligations. The lenders and owners are funds affiliated with
Patriarch Partners LLC.
Christopher A. Ward, Esq., Justin K. Edelson, Esq., and Shanti M.
Katona, Esq., at Polsinelli Shughart PC, in Wilmington, Delaware,
serves as counsel to the Debtor. Western Reserve Partners LLC
serves as investment bankers. Epiq Bankruptcy Solutions, LLC, is
the claims and notice agent.
A fund affiliated with Patriarch Partners LLC has an agreement to
buy the business in return for the assumption of specified debt,
including $30 million owing on the term loan and revolving credit.
The buyer also will honor some customer obligations. The
bankruptcy court authorized a Sept. 1 auction to learn whether the
best offer for the business is from a fund associated with
Patriarch Partners LLC. The purchase contract with Patriarch was
negotiated before the Chapter 11 filing.
Roberta A. DeAngelis, United States Trustee for Region 3,
appointed an official committee of unsecured creditors in the
case. The panel is represented by
Frederick B. Rosner, Esq.
Julia B. Klein, Esq.
Scott J. Leonhardt, Esq.
THE ROSNER LAW GROUP LLC
824 N. Market Street, Suite 810
Wilmington, DE 19801
Tel: (302) 777-1111
Fax: (302) 220-1007
E-mail: rosner@teamrosner.com
klein@teamrosner.com
leonhardt@teamrosner.com
- and -
Jay R. Indyke, Esq.
Jeffrey L. Cohen, Esq.
Brent Weisenberg, Esq.
Richelle Kalnit, Esq.
COOLEY LLP
1114 Avenue of the Americas
New York, NY 10036
Tel: (212) 479-6000
Fax: (212) 479-6275
E-mail: jindyke@cooley.com
jcohen@cooley.com
bweisenberg@cooley.com
rkalnit@cooley.com
SOUTHWEST GEORGIA ETHANOL: Gets Extension of Exclusivity Period
---------------------------------------------------------------
Carla Main at Bloomberg News reports that Southwest Georgia
Ethanol LLC, owned by First United Ethanol LLC, will be allowed to
take more time to submit a plan of reorganization and gather
support for it. A so-called consent decree, or an agreement among
the parties that has the force of a court order, was signed by
U.S. Bankruptcy Judge James D. Walker Jr. and agreed to by lawyers
for the debtor, the unsecured creditors' committee and the agent
for the debtor in possession. The consent decree allows Southwest
Georgia Ethanol, the owner of a 100-million gallon-a-year plant in
Mitchell County, Georgia, until Aug. 26 to file a plan and until
Oct. 4 to gather support for it. The signers of the order agreed
that the debtor may ask for another extension.
About Southwest Georgia
Southwest Georgia Ethanol LLC, a unit of First United Ethanol Co.,
sought bankruptcy protection (Bankr. M.D. Ga. 11-10145) in Albany,
Georgia, on Feb. 1, 2011.
The Debtor owns and operates an ethanol production facility
located on 267 acres in Mitchell County, Georgia, producing
100 million gallons of ethanol annually. Ethanol production
operations commenced in October 2008. Revenue was $168.9 million
for fiscal year ended Sept. 30, 2010. The Debtor said
profitability and liquidity have been materially reduced by
unfavorable fluctuations in commodity prices for ethanol and corn.
John Michael Levengood, Esq., at McKenna Long & Aldridge LLP, in
Atlanta, Georgia, serves as counsel to the Debtor. Morgan Keegan
& Company, Inc., is the investment banker and financial advisor.
The Debtor's balance sheet showed $164.7 million in assets and
$134.1 million in debt as of Dec. 31, 2010.
Since 2008, at least 11 ethanol-related companies have sought
court protection, including VeraSun Energy Corp., once the second-
largest U.S. ethanol maker; units of Pacific Ethanol Inc.; and
White Energy Holding Co.
STERLING ESTATES: Judge Jack Schmetterer Dismisses Chapter 11 Case
------------------------------------------------------------------
The Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois has ordered the dismissal of
Sterling Estates (Delaware), LLC's Chapter 11 case. The Debtor is
barred from filing a voluntary petition for relief under either
Chapter 7 or 11 of the Bankruptcy Code through Jan. 25, 2011.
About Sterling Estates
Chicago, Illinois-based Sterling Estates (Delaware), LLC, dba
Sterling Estates Manufactured Home Community, owns and operates a
manufactured home community, a park consisting of pre-manufactured
homes placed on individual sites or "pads" that are leased out
to customers. It filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ill. Case No. 10-22319) on May 17, 2010. Paul M.
Bauch, Esq., at Bauch & Michaels LLC, in Chicago, represents the
Debtor. The Company estimated assets at $50 million to
$100 million and debts at $10 million to $50 million.
SUMMO INC: Pinion Ridge Colorado Owner in Chapter 11
----------------------------------------------------
Summo Inc., formerly known as Pinion Ridge LLC, a real estate
developer based in Pueblo, Colorado, filed a Chapter 11 bankruptcy
petition (Bankr. D. Colo. Case No. 11-28971) in Denver, Colorado
Aug. 9.
Carla Main at Bloomberg News reports that the Debtor owns Pinion
Ridge Commercial Center, in Pueblo, Colorado, which it valued at
$15.8 million in a court filing. Frontier Bank has liens against
the property, Summo said in court papers.
A receiver was appointed April 11 for Frontier Bank in a civil
suit in Colorado.
Daniel K. Usiak, Jr., Esq., at Siak Law Firm, in Colorado Springs,
Colorado, serves as counsel. In its schedules, the Debtor
disclosed $15,845,500 in assets and $4,809,760 in liabilities.
SUNOCO INC: Moody's Downgrades Long-term Debt Rating to 'Ba1'
-------------------------------------------------------------
Moody's Investors Service downgraded Sunoco Inc.'s long-term debt
rating to Ba1 from Baa3. It also assigned a Corporate Family
Rating of Ba1, a PDR rating of Ba1, and an SGL-1 rating to Sunoco.
The rating outlook is stable. The downgrade reflects Sunoco's
smaller scale and diversification, as well as continuing
transition risk as it assesses the refining operations and reviews
options for its cash. Moody's also affirmed the Baa2 long-term
debt rating and stable outlook of Sunoco Logistics Partners L.P.
(SXL), a publicly traded master limited partnership for which
Sunoco is the General Partner.
RATINGS RATIONALE
"The steps Sunoco has taken to reposition its businesses and
reduce costs should help the company's returns going forward, but
the Ba1 rating better reflects its smaller scale and reduced
diversification, as well as uncertainties over its exposure to a
still-sizeable refining position in the Northeast," said Tom
Coleman, Senior Vice President.
Sunoco has reduced its crude refining capacity by about 45% in the
past few years, reducing costs but also giving up scale and
regional diversification, further concentrating the remaining
operations in the highly competitive Northeast U.S. market. The
medium complexity of the refineries and their dependence on a
primarily light crude slate will continue to be a competitive and
financial disadvantage, particularly with Brent-linked crudes
trading at a premium. The refineries have had operational problems
that could resurface, affecting their utilization and product
yields. Moody's believes difficult market conditions will persist
over the next years, hindering Sunoco's efforts to improve returns
or find other options for the refining operations.
Longer-term, management is positioning Sunoco to focus on its
retail marketing operations, which have a wider geographical
spread, and on its role as General Partner for SXL, which should
provide good earnings growth and rising cash distributions in the
future. The retail operations have a strong brand name and good
regional market position in the East and parts of the Southeast
and Midwest. They have a record of fairly stable cash generation
and free cash flow, and will provide room for future expansion.
Sunoco also benefits from its investment in SXL, which is rated
Baa2 with a stable outlook, reflecting the MLP's growing and
increasingly diversified mid-stream operations in crude oil and
refined products transportation, terminals, gathering and storage,
which have a primarily lower risk fee-based profile. SXL finances
its own operations independently of and without recourse to
Sunoco. As the general partner, Sunoco has instilled financial
discipline and a credible strategic direction for the MLP, which
should in turn continue to provide good earnings growth and rising
cash distributions for Sunoco.
Moody's notes Sunoco's strong liquidity position, as reflected in
the newly assigned Speculative Grade Liquidity (SGL) rating of
SGL-1. Sunoco's liquidity will support its financial flexibility
as it continues to reposition and restructure operations. The
company held almost $1.5 billion in cash as of June 30, 2011,
which will increase with proceeds realized from the spin-off of
its Sun Coke operations and the sale of chemical assets. As a
result, Sunoco is debt-free on a cash-adjusted basis.
However, Moody's believes it is unlikely that management intends
to grow Sunoco on a debt-free basis in the future. It is likely to
re-deploy some of the cash into the retail and mid-stream
operations, along with possible additional debt reduction. The
company also announced that it plans to repurchase up to $500
million of its stock under an existing board authorization.
Moody's does not view this as credit-positive, but believe that
repurchases at that level are manageable based on the company's
current and growing cash position.
Sunoco's liquidity also includes a $1.3 billion revolving credit
agreement that matures in August 2012. The investment grade terms
of that facility are likely to change as the company seeks a
replacement facility in the next year. In conjunction with the
assignment of the Ba1 CFR, Moody's assigned a probability of
default rating of Ba1 and loss given default of LGD4 (63%),
reflecting the current unsecured and pari passu status of Sunoco's
creditors. However, uncertainties remain over Sunoco's future
liabilities and evolving structural issues. In the event the
company establishes a new secured facility in the future, Sunoco's
existing senior unsecured debt could be notched down to reflect
its subordination to secured creditors.
The principal methodology used in rating Sunoco was the Global
Refining and Marketing Industry Methodology published in December
2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
TEDCO, INC.: Case Summary & 7 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Tedco, Inc.
5997 E. Grant Road
Tucson, AZ 85712
Bankruptcy Case No.: 11-22720
Chapter 11 Petition Date: August 9, 2011
Court: U.S. Bankruptcy Court
District of Arizona (Tucson)
Judge: James M. Marlar
Debtor's Counsel: Frederick J. Petersen, Esq.
MESCH, CLARK & ROTHSCHILD, P.C.
259 N. Meyer Avenue
Tucson, AZ 85701
Tel: (520) 624-8886
Fax: (520) 798-1037
E-mail: ecfbk@mcrazlaw.com
- and -
Michael W. McGrath, Esq.
MESCH CLARK & ROTHSCHILD, P.C.
259 North Meyer Avenue
Tucson, AZ 85701-1090
Tel: (520) 624-8886
Fax: (520 798-1037
E-mail: ecfbk@mcrazlaw.com
Estimated Assets: $500,001 to $1,000,000
Estimated Debts: $10,000,001 to $50,000,000
A list of the Company's seven largest unsecured creditors filed
together with the petition is available for free at:
http://bankrupt.com/misc/azb11-22720.pdf
The petition was signed by Ryan M. Schoff, vice president,
secretary, and treasurer.
TERRESTAR CORP: Hearing on Plan Outline in September
----------------------------------------------------
TerreStar Corporation and its affiliates will seek approval of the
disclosure statement explaining their proposed Chapter 11 plan of
reorganization on Sept. 19.
TSC, Motient Communications, Motient Holdings, Motient License,
Motient Services, Motient Ventures Holding, MVH Holdings,
Terrestar Holdings and Terrestar New York filed their proposed
reorganization plan on July 22, 2011, a copy of which is available
at http://bankrupt.com/misc/Terrestar_Corp_Plan.pdf
The TSC Debtors filed the Disclosure Statement on Aug. 3, 2011, a
copy of which is available for free at:
http://bankrupt.com/misc/Terrestar_Corp_DS.pdf
According to the Disclosure Statement, holders of $4.32 million in
bridge loan claims against TSC and TS Holdings will recover 98% of
their claims. Holders of $35 million to $165 million in general
unsecured claims against TSC and TSC will have a 100% recovery
through the receipt of notes and new preferred stock. Holders of
general unsecured claims against the other TSC Debtors
(aggregating $105 million to $108 million for each Debtor) will
have a 0% to 100% recovery (with the payment in the form of cash
or equity in the reorganized entity). Holders of Preferred Series
A and Series B TSC Interests aggregating $318.5 million will
recover 4.3% to 45.1%, with each holder receiving its pro rata
share of the new common stock of reorganized TSC. Existing equity
interests in TSC will be cancelled and holders of those interests
will receive no distributions.
About TerreStar Networks
TerreStar Corporation and TerreStar Holdings, Inc., filed
voluntary Chapter 11 petitions with the U.S. Bankruptcy Court for
the Southern District of New York on Feb. 16, 2011.
TSC's Chapter 11 filing joins the bankruptcy proceedings of
TerreStar Networks Inc. and 12 other affiliates, which filed on
Oct. 19, 2010. The October Chapter 11 cases are procedurally
consolidated under TSN's Case No. 10-15446 under Judge Sean H.
Lane.
TSC is the parent company of each of the October Debtors. TSC has
four wholly owned direct subsidiaries: TerreStar Holdings, Inc.,
TerreStar New York Inc., Motient Holdings Inc., and MVH Holdings
Inc.
TSC's case is jointly administered with the cases of seven of the
October Debtors under the caption In re TerreStar Corporation, et
al., Case No. 11-10612 (SHL). The seven Debtor entities who
sought joint administration with TSC are TerreStar New York Inc.,
Motient Communications Inc., Motient Holdings Inc., Motient
License Inc., Motient Services Inc., Motient Ventures Holdings
Inc., and MVH Holdings Inc.
TSC is a Delaware corporation whose main asset is the equity in
non-Debtor TerreStar 1.4 Holdings LLC, which has the right to use
a "1.4 GHz terrestrial spectrum" pursuant to 64 licenses issued by
the Federal Communication Commission. TSC also has an indirect
89.3% ownership interest in TerreStar Network, Inc., which
operates a separate and distinct mobile communications business.
TerreStar Holdings is a Delaware corporation that directly holds
100% of the interests in 1.4 Holdings LLC.
TerreStar Networks -- TSN -- the principal operating entity of
TSC, developed an innovative wireless communications system to
provide mobile coverage throughout the United States and Canada
using satellite-terrestrial smartphones. The system, however,
required an enormous amount of capital expenditures and initially
produced very little in the way of revenue. TSN's available cash
and borrowing capacity were insufficient to cover its funding;
thus, forcing TSN to seek bankruptcy protection in October 2010.
TSC estimated assets and debts of $100 million to $500million in
its Chapter 11 petition.
Ira S. Dizengoff, Esq., at Akin, Gump, Strauss, Hauer & Feld, LLP,
in New York, serves as counsel for the TSC and TSN Debtors.
Garden City Group is the claims and notice agent. Blackstone
Advisory Partners LP is the financial advisor.
Otterbourg Steindler Houston & Rosen P.C. is the counsel to the
Official Committee of Unsecured Creditors formed in TSN's Chapter
11 cases. FTI Consulting, Inc., is the Committee's financial
advisor.
TILLIE PIERCE: Court Denies Request to Release Escrowed Tax Money
-----------------------------------------------------------------
Bankruptcy Judge Mary D. France denied a motion for payment of
escrowed tax money filed by Jerzy Wirth against Tillie Pierce
House, LLC. In his Motion, Wirth seeks the release of $891.60 in
funds held by Lawrence G. Frank, Esq., the trustee of Debtor's
Chapter 7 estate. Judge France said the escrow account was
created post-petition and pre-conversion to pay tax claims. It
was not created as a trust. Even if the funds were held in
escrow, title never passed from the Debtor to either the taxing
authority or Wirth. When the case converted to one in Chapter 7,
the funds held by the Debtor's counsel became an asset of the
Chapter 7 estate. Therefore, Wirth's demand that the funds be
paid over to the taxing authorities or to him must be denied. A
copy of Judge France's Aug. 10, 2011 Opinion is available at
http://is.gd/uuxlSafrom Leagle.com.
Tillie Pierce House, LLC, dba Tillie Pierce House Bed & Breakfast,
filed for Chapter 11 bankruptcy (Bankr. M.D. Pa. No. 10-07357) on
Sept. 9, 2010, listing under $1 million in assets and debts. The
Debtor operated a bed and breakfast in Gettysburg, Pennsylvania.
A copy of the Chapter 11 petition is available at no charge at
http://bankrupt.com/misc/pamb10-07357p.pdf On May 2, 2011, the
case was converted to Chapter 7, and Lawrence G. Frank was
appointed as trustee.
TOTAL ENTERPRISE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Total Enterprise, Inc.
P.O. Box 610764
DFW Airport, TX 75261
Bankruptcy Case No.: 11-35093
Chapter 11 Petition Date: August 9, 2011
Court: United States Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Stacey G. Jernigan
Debtor's Counsel: Areya Holder, Esq.
LAW OFFICE OF AREYA HOLDER, P.C.
800 W. Airport Freeway, Suite 414
Irving, TX 75062
Tel: (972) 438-8800
Fax: (972) 438-8825
E-mail: areya@holderlawpc.com
Scheduled Assets: $1,044,165
Scheduled Debts: $5,146,841
A list of the Company's 20 largest unsecured creditors filed
together with the petition is available for free at
http://bankrupt.com/misc/txnb11-35093.pdf
The petition was signed by Heebok Jung, president.
UNIFRAX I: Moody's Affirms B2 CFR & Term Loan's Ba3 Rating
----------------------------------------------------------
Moody's Investors Service affirmed Unifrax I LLC's B2 Corporate
Family Rating (CFR) and Ba3 rating on its senior secured term loan
B. The rating on the existing revolving credit facility was also
affirmed at Ba3. The term loan B is being expanded by $150 million
to finance the acquisition of Saffil Ltd. in a transaction
expected to closed in the third quarter 2011. The company also
recently acquired three businesses (Refractory Specialties, Inc.,
Specialty Ceramics, Inc., and Vacuform, Inc.). The four businesses
had sales and adjusted EBITDA of $88.1 million and $19.1 million,
respectively, for the twelve months ended June 30, 2011, and are
being purchased for a combined purchase price of approximately
$158 million. The outlook is stable.
Unifrax I LLC
Ratings affirmed:
Corporate family rating -- B2
Probability of default rating -- B2
$325 million Senior Secured Term Loan B due 2013 -- Ba3 (LGD3,
32%) from Ba3 (LGD2, 27%)
$50 million Senior Secured Revolver due 2013 -- Ba3 (LGD3, 32%)
from Ba3 (LGD2, 27%)
Outlook: Stable
RATINGS RATIONALE
The affirmation of Unifrax's B2 CFR reflects the strong operating
results since recovering from the 2008-2009 recession, Moody's
positive view of the strategic rationale for the pending
acquisitions as well as expectations that the company de-lever,
resulting in credit metrics supportive of the CFR in the near-
term. The acquisitions support Unifrax's strategy of expanding its
product line, geographic expansion and growing its customer base.
Additionally, it will gain new manufacturing capacity, which it
will expand further through capital investments. Unifrax has
executed a series of acquisitions (mostly overseas) in the past
years and is expected to seamlessly integrate the pending
acquisitions.
Unifrax's CFR is supported by high margins, strong market shares,
a relatively large customer base, geographic and operational
diversity, attractive cost positions as a low cost producer and
barriers to entry. The firm has generated steady, positive free
cash flow since 2009. The ratings are tempered by the company's
narrow product line (ceramic fiber-based products), modest size
(revenues of $0.4 billion on a pro forma basis for the
acquisitions), high leverage (debt greater than revenues) and
exposure to cyclical industrial end markets.
Unifrax has also been successful in its penetration of emerging
markets, growing sales from 1% of revenues in 1999 to 26% in 2010.
As such, revenue has grown steadily (with the exception of 2009)
despite sales volumes to the automobile industry and certain
industrial applications in the US and Europe remaining below peak
levels.
Unifrax's liquidity benefits from its large cash balances ($38
million after the acquisitions and $150 million expansion of the
term loan), undrawn revolver, and expectations for positive free
cash flow in 2011. The recent credit agreement amendment required
in order to pursue the acquisitions also successfully extended the
maturity of the revolver from May 2012 to May 2013, making the
facility coterminous with the Term Loan. Unifrax is expected to
remain in compliance with its financial covenants and benefits
from not having any near-term maturities.
The stable outlook reflects the improved operating environment,
Moody's expectations for continued growth in Unifrax's markets and
good liquidity. The company's ratings could be upgraded should it
successfully integrate its recent acquisitions, if end markets and
sales volumes continue to grow, Debt / EBITDA fell below 4x and
Retained Cash Flow/Debt remained above 10% on a sustained basis.
Unifrax's modest size, significant debt (Debt to Sales of >1x),
limited operational diversity and unique risks will likely
restrict its CFR to the "B" category despite the potential for
stronger financial metrics.
The principal methodology used in rating Unifrax I LLC was the
Global Chemical Industry Methodology published in December 2009.
Unifrax I LLC, based in Niagara Falls, New York, is a leading
producer of heat resistant ceramic fiber products, primarily for
automotive, fire protection, and industrial furnace-related
applications. Revenues were $338 million for the twelve months
ended June 30, 2011.
UNIGENE LABORATORIES: Incurs $8.4-Mil. Net Loss in Second Quarter
-----------------------------------------------------------------
Unigene Laboratories, Inc., reported a net loss of $8.43 million
on $2.47 million of revenue for the three months ended June 30,
2011, compared with a net loss of $3.64 million on $3.02 million
of revenue for the same period during the prior year.
The Company also reported a net loss of $15.08 million on $4.59
million of revenue for the six months ended June 30, 2011,
compared with a net loss of $19.59 million on $5.56 million of
revenue for the same period a year ago.
The Company's balance sheet at June 30, 2011, showed $21.79
million in total assets, $76.33 million in total liabilities and a
$54.53 million total stockholders' deficit.
Ashleigh Palmer, Unigene's President and CEO stated, "I am
delighted with our continued progress and believe we made great
strides during the second quarter towards completing a successful
turnaround." Palmer continued, "In the first half of the year, we
laid a solid foundation to ensure the Company is well positioned
to realize the full potential of multiple near-term game changing
events. Our ongoing goal is to continue the solid execution of
our strategy and ensure 2011 will be a transformational year for
Unigene."
A full-text copy of the press release announcing the financial
results is available for free at http://is.gd/yJJ03p
About Unigene
Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.
Grant Thornton LLP, in New York, expressed substantial doubt about
Unigene Laboratories' ability to continue as a going concern
following the Company's 2009 results. The firm noted that the
Company has incurred a net loss of $13,400,000 during the year
ended Dec. 31, 2009 and has an accumulated deficit of
approximately $143,000,000 as of Dec. 31, 2009. As of that
date, the Company's current liabilities exceeded its current
assets by $1,251,000 and its total liabilities exceeded total
assets by $30,442,000.
The Company reported a net loss of $27.86 million on $11.34
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $13.37 million on $12.79 million of revenue during
the prior year.
UNIGENE LABORATORIES: Enters Into Development Agreement with GSK
----------------------------------------------------------------
Unigene Laboratories, Inc., entered into a Development Services
and Clinical Supply Agreement with GlaxoSmithKline. Under the
terms of the agreement, Unigene will receive up to approximately
$2.2 million in milestone payments from GSK to undertake certain
development and manufacturing activities. These activities are
related to the active pharmaceutical ingredient and finished drug
product for an oral formulation of a recombinantly produced
investigational parathyroid hormone (PTH) analog for the treatment
of osteoporosis in postmenopausal women in advance of GSK's
potential decision to study the molecule in a Phase 3 program.
Unigene is developing its investigational oral PTH in
collaboration with GSK as part of an exclusive worldwide licensing
agreement. The Company's oral PTH is currently in Phase 2 with
top-line results from this study expected before year end.
Ashleigh Palmer, President and Chief Executive Officer of Unigene
Laboratories, Inc., said, "We have made tremendous progress with
our Phase 2 program since the beginning of the year and are
thrilled to be working closely with GSK on the most advanced oral
PTH in development. We believe the signing of this agreement
reflects our validated, proprietary oral peptide delivery
technology and state-of-the-art recombinant manufacturing
capabilities and our growing leadership in the peptide sector."
Palmer, continued, "We are highly focused on advancing our oral
PTH that we believe has the potential to address such an important
medical need."
About Unigene
Unigene Laboratories, Inc. OTCBB: UGNE) -- http://www.unigene.com/
-- is a biopharmaceutical company focusing on the oral and nasal
delivery of large-market peptide drugs.
Grant Thornton LLP, in New York, expressed substantial doubt about
Unigene Laboratories' ability to continue as a going concern
following the Company's 2009 results. The firm noted that the
Company has incurred a net loss of $13,400,000 during the year
ended Dec. 31, 2009 and has an accumulated deficit of
approximately $143,000,000 as of Dec. 31, 2009. As of that
date, the Company's current liabilities exceeded its current
assets by $1,251,000 and its total liabilities exceeded total
assets by $30,442,000.
The Company reported a net loss of $27.86 million on $11.34
million of revenue for the year ended Dec. 31, 2010, compared with
a net loss of $13.37 million on $12.79 million of revenue during
the prior year.
The Company's balance sheet at June 30, 2011, showed $21.79
million in total assets, $76.33 million in total liabilities and a
$54.53 million total stockholders' deficit.
WILLIAM SCHWEITZER: 3rd Cir. Rules in Dispute v. Equifax
--------------------------------------------------------
The U.S. Court of Appeals for the Third Circuit remanded an appeal
taken by William A. Schweitzer, Jr., from a summary judgment order
in a dispute with Equifax Information Solutions, LLC. In an Aug.
10, 2011 per curiam opinion, the Third Circuit also affirmed in
part, and vacated in part, a lower court ruling.
In March 2008, Mr. Schweitzer and his wife, Linda O. Schweitzer,
filed a lawsuit in state court against Equifax, a credit reporting
agency, claiming that they were unable to obtain consumer loans
because their credit reports contained false or misrepresented
information, including information pertaining to bankruptcy
filings. In particular, the Schweitzers alleged that Equifax
violated the federal Fair Credit Reporting Act by failing to
follow reasonable procedures to maintain accuracy of the credit
reports, 15 U.S.C. Sec. 1681e(b), failing to reinvestigate
disputed information, 15 U.S.C. Sec. 1681i(a), failing to delete
information found to be inaccurate, 15 U.S.C. Sec. 1681i(a)(5)(C),
failing to provide notice of deleted information, 15 U.S.C. Sec.
1681i(d), and failing to maintain strict procedures to insure that
information reported for employment purposes is complete and up to
date, 15 U.S.C. Sec. 1681k. The Schweitzers also brought a state
common law claim for negligent misrepresentation, relying on
Section 552 of the Restatement (Second) of Torts. The case was
removed to the United States District Court for the Western
District of Pennsylvania.
The District Court permitted Mrs. Schweitzer to assign her claims
to her husband and terminated her as a named plaintiff. Equifax
filed motions for summary judgment, separately addressing the
claims of Mr. Schweitzer and those assigned to him by Mrs.
Schweitzer. Equifax filed statements of material facts, which Mr.
Schweitzer did not dispute. The District Court granted both
motions, holding that Mr. Schweitzer did not provide evidence to
establish all the elements of the asserted claims.
The appellate case is WILLIAM A. SCHWEITZER, JR., Appellant, v.
EQUIFAX INFORMATION SOLUTIONS, LLC., No. 10-4137 (3rd Cir.). The
panel consists of Circuit Judges Thomas L. Ambro, Thomas Michael
Hardiman and Franklin Van Antwerpen, Circuit Judges. A copy of
the decision is available at http://is.gd/3im1pXfrom Leagle.com.
William A. Schweitzer, Jr., sought Chapter 11 bankruptcy
protection on April 27, 2000.
YRC WORLDWIDE: S&P Raises Corporate Credit Rating to 'CCC'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on YRC Worldwide Inc. to 'CCC' from 'SD' (selective
default). "At the same time, we assigned a 'CC' issue-level rating
to YRCW's convertible senior secured payment-in-kind (PIK) notes
due 2015 with a '6' recovery rating. The outlook is stable," S&P
related.
"The rating actions reflect YRCW's completion of its previously
announced financial restructuring," explained Standard & Poor's
credit analyst Anita Ogbara. "In conjunction with the
restructuring, YRCW issued convertible notes and replaced its
existing asset-backed securitization (ABS) facility with a new
three-year, $400 million asset-based loan (ABL) facility. YRCW
also exchanged a portion of the company's loans and other
obligations for new securities, including equity. In accordance
with our criteria for distressed debt exchanges and redemptions,
we previously lowered our long-term corporate credit rating on
YRCW to 'SD' (selective default)."
"The ratings on Overland Park, Kan.-based YRCW reflect its
participation in the competitive, capital-intensive, and cyclical
trucking industry," said Ms. Ogbara, "as well as its meaningful
off-balance-sheet contingent obligations related to multiemployer
pension plans." "YRCW's substantial market position in the less-
than-truckload (LTL) sector, which has fairly high barriers to
entry, partially offsets these risk factors. We categorize YRCW's
business profile as vulnerable, financial profile as highly
leveraged, and liquidity as less than adequate."
* Ill. Attorney General Calls for Ban On 'Napalm'-Like Fuel Gel
---------------------------------------------------------------
Rachel Slajda at Bankruptcy Law360 reports that the Illinois
attorney general on Wednesday called for a nationwide ban on the
sale of fuel gel products, used in decorative candles called
firepots, which have caused a number of serious burns and forced
one manufacturer into bankruptcy this year.
Illinois Attorney General Lisa Madigan, who likened the gel to
napalm, asked the Consumer Product Safety Commission to issue a
nationwide recall of fuel gel products already on the market and
immediately ban their further sale, Law360 says.
* Manhattan Neighborhood's Lighting District Faces Dim Future
-------------------------------------------------------------
Dow Jones DBR Small Cap reports that it's not quite curtains for
the lighting district on the Bowery in Manhattan, but the outlook
is dim for business owners like Ping Wang.
* In The Restructuring World, 'Debtmageddon' Par for The Course
---------------------------------------------------------------
Dow Jones DBR Small Cap reports that on Friday, around the time
that Standard & Poor's was quarrelling with the Treasury
Department over its plans to downgrade U.S. debt, bankruptcy
lawyer Thomas Lauria was dealing for financial lifelines for a
couple of beat-up corporations.
* Ciardi's Ralston Joins Taber Estes
------------------------------------
Richard Vanderford at Bankruptcy Law360 reports that bankruptcy
lawyer Mark H. Ralston is leaving Ciardi Ciardi & Astin to join
Taber Estes Thorne & Carr PLLC as a partner, the Dallas-based firm
announced Wednesday.
Mr. Ralston, who has more than 20 years of experience in
bankruptcy law, founded Ciardi Ciardi & Astin's Dallas office in
2010.
* BOOK REVIEW: Vertical Integration
-----------------------------------
Author: Kathryn Rudie Harrigan
Publisher: Beard Books
Softcover: 390 pages
List Price: $34.95
Review by Henry Berry
The original title of Vertical Integration, Outsourcing, and
Corporate Strategy, first published in 1983, was Strategies for
Vertical Integration. The updated title reflects the topic of
outsourcing that was discussed in the original material. By the
early 1980s, when the book first appeared, the "old image of
vertical integration [was] outmoded," says the author. The old
image saw vertical integration as "operations that are 100 percent
owned and physically interconnected and that supply 100 percent of
the firm's needs." But this image of vertical integration rarely
fulfilled the expectations of a generation of business leaders.
Vertical integration was not only undesirable, it also could be
deceptive and shortsighted. Vertical integration made many
companies too narrowly focused, complex, and inflexible and
burdensome to operate. These are especially undesirable traits in
today's economy, which is characterized by market-share
fluctuations, lower start-up costs, fickle consumers, competition
from foreign corporations, the enhanced role of advertising and
marketing, and rapid technological developments affecting
corporate communication and distribution.
While vertical integration has become a much more risky aim in
today's diversified, decentralized economy, it nonetheless
continues to embody classic favorable business principles and
undisputed competitive advantages. "The principle benefits of
vertical integration are economies of integration and cost
reduction made possible by improved coordination of activities,"
says the author. But as Harrigan soon discovered from her
research, "firms sometimes undertake a more costly degree of
integration than may be required to cut costs."
Harrigan's text provides case studies of how companies have
implemented strategies for vertical integration. These
strategies, which have ranged from the successful to the
unfortunate, cover sixteen business sectors, including petroleum
refining, pharmaceuticals, genetic engineering, personal
microcomputers, and the tailored-suits field of the clothing
industry. The author looks at nearly two hundred companies within
these industries for guidance and lessons they offer.
In today's global economy, monopolies are discouraged by
government policies. Thus, there are many more players, single
sources of raw materials can be unreliable, and corporations are
finding that it is more important to be responsive to changing
markets than to have a permanent identity or unvarying products.
As a corporate strategy, vertical integration can be successful if
implemented properly. There is no monolithic model for vertical
integration; there is a large universe of possibilities with
respect to breadth, depth, and form. With its expert analyses,
Harrigan's book is invaluable for high-stakes corporate decision-
makers who will sooner or later be faced with the question of
whether vertical integration is an appropriate corporate strategy.
Kathryn Rudie Harrigan has received fellowships and other honors
and recognition for her business leadership, membership on boards
of directors, and scholarly work in the field of business. She
has written several other books and numerous articles.
*********
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,
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Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
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Copyright 2011. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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